definiens: shall mean ( i ) any employmentagreement, severance agreement or change of control agreement between the Company or a Company Subsidiary and anyholder of Company Shares and any amendments thereto entered into during the 12 months immediately prior to, on, or after, the date of this Agreement, ( ii ) any Company Options or other equity awards awarded, or any acceleration of vesting of anyCompany Options or other unvested equity awards during the 12 months immediately prior to the date of this Agreement;(iii ) the treatment of Company Options under Section 5.9 hereof ; ( iv ) the Non - competition, Non - disclosure and IntellectualProperty Assignment Agreements, dated as of the date hereof, among Parent, Purchaser and certain employees of theCompany ; ( v ) the provision of employee benefits as specified in Section 5.10 hereof ; ( vi ) the provision of the D&O InsurancePolicy for the benefit of the Company ’s directors and officers as specified in Section 5.11(b ) hereof ; and ( vii ) any other plan, program, agreement or arrangement between the Company and a holder of Company Shares that is an EmploymentCompensation Arrangement