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 Clinical Employee, in any member of thePurchaser ’s Group being liable for any costs and liabilities under this Schedule to the extent that any suchcosts and liabilities arise from : 11.2.1 any failure by the relevant member of the Seller ’s Group prior to the Clinical Employee Transfer Date, without good reason, to comply with any instruction 136 from the Purchaser or a member of the Purchaser ’s Group in relation to that Clinical Employee ; or 11.2.2 any failure by the relevant member of the Seller ’s Group prior to the Clinical Employee Transfer Dateto supervise the Clinical Employees in accordance with standard industry practice ; or 11.2.3 any claim by a Clinical Employee as a result of any breach of contract or Applicable Law by theSeller ( other than in express compliance with any instruction from the Purchaser or a member of thePurchaser ’s Group or as otherwise expressly agreed in writing by the Purchaser ) in respect of suchClinical Employee