definiens: means the PCFS at 31 December 2012, where theaccompanying Deloitte Review Report is unsigned ; has the meaning given in paragraph 2.2 of Appendix 12 ; means any individual who has entered into or works under a contract of employmentor any other contract with a Group Company whereby the individual undertakes to do or performpersonally any work or services ( save where the relevant Group Company 's status by virtue ofthat contract is that of a client or customer of any profession or business undertaking carried onby an individual ), and shall be construed accordingly ; means any deferred compensation, incentive compensation, phantom share plan, cash bonus plan, stock purchase, stock option and other equitycompensation plan, program, agreement or arrangement operated by the Group or the Seller ; means any claim, option, charge ( fixed or floating ), mortgage, lien, pledge, equity, encumbrance, easement, right to acquire, right of pre - emption, right of first refusal, titleretention or any other security interest or any agreement or arrangement having a similar effect orany agreement to create any of the foregoing ; has the meaning given in Clause 19.8 ; means * * * ; means * * * ; means any or all of the following media : air ( including air within any building orother natural or man - made structure whether above or below ground ), water ( including surfacewaters, underground waters, groundwater, coastal and inland waters and water within any naturalor man - made structure ), land ( including land under water, surface land and sub - surface land),flora, fauna, ecosystems and man ; means any and all laws, statutes, secondary and subordinate legislation, regulations, directives, circulars, guidance, common law, notices under legislation, judgments, orders and decisions, interpretations of any laws by any Regulatory Authority and internationaland EU treaties concerning the protection of the Environment, human health and safety ( includingworker health and safety ) or the generation, transportation, storage, treatment or disposal of anyDangerous Substance or waste ; means any permit, licence, authorisation, permission, accreditation, registration, consent, exemption or other approval required under or in relation to any applicableEnvironmental Law in order to carry on the Agila Business ; has the meaning given in Clause 14.1.1 ; means any Proceeding commenced and/or taken by aRegulatory Authority or third party under Environmental Law ; means any obligations or requirements arising pursuant toapplicable Environmental Law and any final notices, judgments, orders or decrees pursuant toEnvironmental Law ; * * * Denotes confidential information that has been omitted from this exhibit and filed separately with the Securitiesand Exchange Commission