definiens: means Employee Benefit Plans and any other material employeebenefit arrangements or payroll practices, including, without limitation, employment agreements, severanceagreements, executive compensation arrangements, incentive compensation or other incentive programs orarrangements, sick leave, vacation pay, severance pay policies, plant closing benefits, salary continuation fordisability, consulting or other compensation arrangements, workers ’ compensation, retirement, deferredcompensation, bonus, stock purchase, hospitalization, medical insurance, life insurance, tuition reimbursement orscholarship programs, any plans providing benefits or payments in the event of a change of control, change inownership, or sale of a substantial portion ( including all or substantially all ) of the assets of the Company, maintainedby the Company or an ERISA Affiliate, within the last six years, or to which the Company or an ERISA Affiliate, withinthe last six years, has contributed or is or was obligated to make payments, in each case with respect to anyemployees or former employees, or current or former non - employee service providers, of the Company or an ERISAAffiliate . Notwithstanding the foregoing, shall not include any plans, arrangements, practices, or agreements maintained by any professional employer organization ( PEO ), leasingorganization, or other similar organization in which common law employees of the Company participate or haveparticipated