definiens: as defined in Section 3(3 ) of ERISA, and each other benefit plan, policy, program, arrangement or agreement which is sponsored or maintained by Seller, or pursuant to which Seller is otherwise bound, for the benefit of its emp loyees or other representatives is referred to herein as an Each Employee Plan ( i ) has been operated and administered in compliance with its terms and all applicable requirements of ERISA, the Code and other applicable Laws and ( ii ) intend ed to be qualified under Section 401(a ) of the Code has received a favorable determination letter from the IRS . Neither Seller nor any of its ERISA Affiliates maintains, sponsors or is required to contribute to, either currently or at any time in the past, or otherwise any Liability with respect to, any employee benefit plan that ( i ) is a within the meaning of Section 3(37 ) of ERISA, ( ii ) is subject to the funding requirements of Section 412 of the Code or Title IV of ERISA, or ( iii ) provides for post -retirement medical, life insurance or other welfare -type benefits ( other than as required by Part 6 of Subtitle B of Title I of ERISA or Section 4980B of the Code or under a similar state Law )