definiens: ( as defined in the Employee Retireme nt Income Security Act of 1974, as amended ( ) ) and any other employee benefit plans, practices, po licies or arrangements of any kind, whether written or oral, which are maintained by the Company for the remuner ative benefit of any of its current or former offic ers, directors or employees, or under which the Company has any current or potential Liability ( hereinafter collectively referred to as and individuall y as a ) . Each Plan has been administered in all material respects in accordance with its Plan documents and the applicable Laws, and there has been no breach o f fiduciary duty, prohibited transaction, or other ev ent with respect to a Plan which could result in an excise Tax or other claim or Liability against the Company, any P lan or any fiduciary of a Plan . Each employee pensi on benefit plan listed in Section 2.17 of the Disclosu re Schedule that is intended to be a for purposes of the Code is in fact so qualified, such Plan has received a current favorable determination letter or opinion letter from the IRS regarding its qualified status, and nothing has occurred since the date su ch determination letter was requested that would adver sely affect such qualified status . At no time durin g the calendar year in which the Closing Date occurs and the six ( 6 ) calendar years preceding the calendar y ear in which the Closing Date occurs has the Company or an y Person which is or was aggregated with the Compan y under Code Section 414 maintained or made any contr ibutions to any defined benefit pension plan or multiemployer pension plan which is subject to Titl e IV of ERISA, Section 302 of ERISA, or Section 412 of the Code . No Plan or agreement provides health, dental, life insurance or similar welfare benefits to any employee of the Company, or any dependent of such employee, fol lowing termination of the employee ’s employment, ex cept as may be required by Code Section 4980B or any sim ilar Laws . No action, suit, proceeding, hearing, au dit or investigation with respect to any Plan ( other than routine claims for benefits ) will be pending as of the Closing Date, and to the Knowledge of the Company, no such action, suit, proceeding, hearing or investigation has been threatened