definiens: means any ( i ) as defined in Section 3(3 ) of ERISA, whether or not coveredby ERISA ( specifically including any such type of plan for Company Employees in Mexico even though not coveredby ERISA ), ( ii ) any severance, termination protection, change in control, transaction bonus, retention or similar plan, agreement, arrangement, program or policy or ( iii ) other plan, agreement, arrangement, program or policy providing forbonuses, profit - sharing, equity or equity - based compensation or other forms of incentive or deferred compensation, vacation benefits, paid time off, welfare, cafeteria, flexible benefits account, medical, dental, vision, prescription, lifeinsurance, relocation or expatriate benefits, perquisites, disability or sick leave benefits, salary continuation, employee assistance program, employee loans, tuition reimbursement, scholarship, housing assistance, educationalassistance, supplemental unemployment benefits, post - employment or retirement benefits ( including pension, health, medical or welfare benefits ) or other fringe benefit, in each case, whether formal or informal, oral or written, domesticor foreign established, entered into, contributed to, required to be contributed to by, sponsored or maintained by anyCompany Party and ( A ) in which any Service Provider ( or his or her dependents ) participate in or receive benefitsunder or ( or are entitled to participate in or receive benefits under ), or ( B ) for which a Company Party has, or couldhave, any current or contingent Liability