definiens: ( as defined in Section 3(2 ) of ERISA ) ( sometimes referred to herein as a ), each Company Benefit Plan that is an ( as defined in Section 3(1 ) of ERISA ) and all other Company Benefit Plans . The Company has provided to Parent complete and accurate copies of ( A ) each Company Benefit Plan ( or, in the case of any unwritten Company Benefit Plans, descriptions thereof ), ( B ) the two most recent annual reports on Form 5500 required to be filed with the Internal Revenue Service ( the ) with respect to each Company Benefit Plan ( if any such report was required ), ( C ) the most recent summary plan description for each Company Benefit Plan for which such summary < PAGE > 24 plan description is required and ( D ) each trust agreement and insurance or group annuity contract relating to any Company Benefit Plan . Each Company Benefit Plan has been administered in all material respects in accordance with its terms . The Company, its Subsidiaries and all the Company Benefit Plans are all in compliance in all material respects with the applicable provisions of ERISA, the Code and all other applicable laws, including laws of foreign jurisdictions, and the terms of all collective bargaining agreements