means any services to be provided by one Party to another “Services” pursuant to this Agreement and the relevant Service Agreement; Words denoting the singular shall include the plural and vice versa, words denoting the masculine gender shall include the feminine gender and vice versa and words denoting persons shall include corporations. Reference to any statutory provisions or instruments be deemed to include reference to any such provisions or instruments as from time to time amended, varied, replaced, extended or re-enacted and to any orders, regulations or other subordinate legislation under such provisions or instruments. Reference to a clause or a schedule shall be deemed to be references to a clause or a schedule to this Agreement and references to a sub-clause shall be deemed to be references to a sub-clause of the clause in which the reference appears. In this Agreement, clause headings are included for ease of reference only and shall not affect this Agreement or the interpretation hereof. objectives The Parties hereby recognise they are part of a and each Party agrees and undertakes to carry on its business in accordance with the Group objectives as agreed from time to time in the Group Strategy. Caledonia undertakings 3.1 Caledonia agrees with and undertakes to Cordale in the terms set out in Part 1B of the Schedule. Caledonia confirms that Cordale shall be granted the right to manage the day to day affairs of Cordale within the degree of operational independence set out in this Agreement. 3.2 Notwithstanding that Caledonia has the absolute constitutional right to approve or remove any person on Cordale’s Management Committee, Caledonia confirms that it shall only exercise that right where, having regard to the Group's interests, Caledonia is satisfied that in the circumstances exercise of such right is required. Circumstances in which Caledonia would consider exercising such step in rights would include, but are not limited to: 3.2.1 Where Caledonia (acting reasonably) considers that any such person (acting alone or together with other persons): has failed to comply in any material respect with any Group Policy applicable to Cordale or the terms of this Agreement and such failure has or would in the opinion of Caledonia (acting reasonably) be likely to have a material adverse effect upon the business, assets, reputation and / or operations of the Group; has brought any part of the Group into disrepute or has acted in a manner which is materially prejudicial to any part of the Group;
“Services” means any services to be provided by one Party to another pursuant to this Agreement and the relevant Service Agreement; Words denoting the singular shall include the plural and vice versa, words denoting the masculine gender shall include the feminine gender and vice versa and words denoting persons shall include corporations. Reference to any statutory provisions or instruments be deemed to include reference to any such provisions or instruments as from time to time amended, varied, replaced, extended or re-enacted and to any orders, regulations or other subordinate legislation under such provisions or instruments. Reference to a clause or a schedule shall be deemed to be references to a clause or a schedule to this Agreement and references to a sub-clause shall be deemed to be references to a sub-clause of the clause in which the reference appears. In this Agreement, clause headings are included for ease of reference only and shall not affect this Agreement or the interpretation hereof. objectives The Parties hereby recognise they are part of a and each Party agrees and undertakes to carry on its business in accordance with the Group objectives as agreed from time to time in the Group Strategy. Caledonia undertakings 3.1 Caledonia agrees with and undertakes to Cordale in the terms set out in Part 1B of the Schedule. Caledonia confirms that Cordale shall be granted the right to manage the day to day affairs of Cordale within the degree of operational independence set out in this Agreement. 3.2 Notwithstanding that Caledonia has the absolute constitutional right to approve or remove any person on Cordale’s Management Committee, Caledonia confirms that it shall only exercise that right where, having regard to the Group's interests, Caledonia is satisfied that in the circumstances exercise of such right is required. Circumstances in which Caledonia would consider exercising such step in rights would include, but are not limited to: 3.2.1 Where Caledonia (acting reasonably) considers that any such person (acting alone or together with other persons): has failed to comply in any material respect with any Group Policy applicable to Cordale or the terms of this Agreement and such failure has or would in the opinion of Caledonia (acting reasonably) be likely to have a material adverse effect upon the business, assets, reputation and / or operations of the Group; has brought any part of the Group into disrepute or has acted in a manner which is materially prejudicial to any part of the Group;
intra_group_agreement.docx