definiens: shall mean each material employee benefit plan, program or policy providingbenefits to any current or former employee, officer or director of any ERISA Affiliate of the Company or any of itsSubsidiaries or any beneficiary or dependent thereof that is sponsored or contributed to by any ERISA Affiliate of theCompany or any of its Subsidiaries or to which any ERISA Affiliate of the Company or any of its Subsidiaries contributes oris obligated to contribute or with respect to which any ERISA Affiliate of the Company or any of its Subsidiaries has or mayhave any Liability or obligations, including any employee welfare benefit plan within the meaning of Section 3(1 ) of ERISAor any employee pension benefit plan within the meaning of Section 3(2 ) of ERISA ( whether or not such plan is subject toERISA ) and any material bonus, incentive, deferred compensation, vacation, stock purchase, stock option, severance, employment, change of control or fringe benefit or similar arrangement, agreement, plan, program or policy