definiens: ( ), within the meaning of Section 3(1 ) of the Employee Retirement Income SecurityAct of 1974, as amended ( ) ; ( ii ) ( ), within themeaning of Section 3(2 ) of ERISA ; ( iii ) bonus, stock option, stock purchase, restricted stock, incentive, performanceaward, fringe benefit, ( ), under Section 501(c)(9 ) of theCode, profit - sharing, pension or retirement, deferred compensation, medical, life insurance, disability, accident, salarycontinuation, severance, accrued leave, vacation, sick pay, sick leave, loans, supplemental retirement andunemployment benefit plans, programs, arrangements, policies, commitments and/or practices ; and ( iv ) retention, termination and severance contracts or agreements, employment agreements, and consulting services agreementsinvolving consideration to the consultant in excess of $ 50,000 per year, in each case, for active, retired or formeremployees, directors or consultants that are maintained or contributed to ( or with respect to which an obligation tocontribute has been undertaken ) or with respect to which any potential liability is borne by the Company or any ofits Subsidiaries or ERISA Affiliates, whether or not any such plans, programs, arrangements, commitments, contracts, agreements and/or practices are governed by ERISA, insured, legally binding, formal or informal, funded orunfunded, or written or oral ( all of the foregoing plans, programs, arrangements, commitments, practices, contractsand agreements referred to in ( i ), ( ii ), ( iii ) and ( iv ) above are collectively referred to herein as )