definiens: ( ( meaning that the Purchaser will be economically responsible for all costs and liabilities relating to hisemployment on and from the Effective Time or termination of his employment on and from the EffectiveTime ) provided that such treatment shall not result, in relation to any Delayed Employee, in any member ofthe Purchaser ’s Group being liable for any costs and liabilities under this Schedule to the extent that anysuch costs and liabilities arise from : ( i ) any failure by the relevant member of the Seller ’s Group prior to aDelayed Employee ’s Delayed Closing Date, without good reason, to comply with any Controlled BusinessInstruction or Seller Involvement Instruction in relation to that Delayed Employee ; or ( ii ) any claim by aDelayed Employee as a result of any breach of contract or Applicable Law by the relevant member of theSeller ’s Group ( other than in express compliance with any Controlled Business Instruction or SellerInvolvement Instruction or as otherwise expressly agreed in writing by the Purchaser ) in respect of suchDelayed Employee . Any amounts payable pursuant to this paragraph 12.2 shall be paid in accordance withparagraph 4 of Schedule 25 . For the avoidance of doubt, no provision of this paragraph 12.2 shall entitle theSeller or any 138 member of the Seller ’s Group to recover any amount in respect of any Delayed Employee if that would entitlethe Seller or member of the Seller ’s Group to recover more than once in respect of the same amount underthis Agreement or any Ancillary Agreement