definiens: shall mean any ( a ) within the meaning of Section 3(3 ) of ERISA whether or not subject to ERISA, ( b ) bonus, vacati on, deferred compensation, incentive compensation, stock purchase, stock option, other equity -based plan, severance pay, termination pay, death and disability benefits, hospitalization, medical, life or other insurance, flexible benefits, supplemental unem ployment benefits, profit -sharing, pension or retirement plan, policy, program, agreement or arrangement, and ( c ) employment, consulting, severance or similar agreement, and each other employee benefit plan, or arrangement, in each case that is ( i ) sponsor ed, maintained, contributed to or required to be contributed to by the Company or any of its Subsidiaries for the benefit of any current or former employee of the Company or any of its Subsidiaries ; ( ii ) with respect to which the Company or any of its Subs idiaries has any liability ; or ( iii ) to which the Company or any of its Subsidiaries is a party