Common use of Administrator’s Liability Clause in Contracts

Administrator’s Liability. (a) In the absence of willful misfeasance, bad faith, reckless disregard or negligence of the obligations or duties hereunder on the part of the Administrator, the Administrator shall not be subject to liability to either Trust or any Series or to any shareholder of any Series for any act or omission in the course of, or connected with, rendering services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security by a Series. (b) Each Trust shall indemnify and hold harmless the Administrator, its partners and the shareholders, partners, directors, officers and employees of each of them (any such person, an "Indemnified Party") against any loss, liability, claim, damage or expense (including the reasonable cost of investigating and defending any alleged loss, liability, claim, damage or expenses and reasonable counsel fees incurred in connection therewith) arising out of the Indemnified Party's performance or non-performance of any duties under this Agreement; provided, however, that nothing herein shall be deemed to protect any Indemnified Party against any liability to which such Indemnified Party would otherwise be subject by reason of willful misfeasance, bad faith or negligence in the performance of duties hereunder or by reason of reckless disregard of obligations and duties under this Agreement. (c) No provision of this Agreement shall be construed to protect any Trustee or officer of either Trust, or partner or officer of the Administrator, from liability in violation of Sections 17(h) and (i) of the Investment Company Act.

Administrator’s Liability. (a) In the absence of willful misfeasance, bad faith, reckless disregard or negligence of the obligations or duties hereunder on the part of the Administrator, the Administrator shall not be subject to liability to either the Trust or any Series or to any shareholder of any Series for any act or omission in the course of, or connected with, rendering services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security by a Series. (b) Each The Trust shall indemnify and hold harmless the Administrator, its partners and the shareholders, partners, directors, officers and employees of each of them (any such person, an "Indemnified Party") against any loss, liability, claim, damage or expense (including the reasonable cost of investigating and defending any alleged loss, liability, claim, damage or expenses and reasonable counsel fees incurred in connection therewith) arising out of the Indemnified Party's performance or non-performance of any duties under this Agreement; provided, however, that nothing herein shall be deemed to protect any Indemnified Party against any liability to which such Indemnified Party would otherwise be subject by reason of willful misfeasance, bad faith or gross negligence in the performance of duties hereunder or by reason of reckless disregard of obligations and duties under this Agreement. (c) No provision of this Agreement shall be construed to protect any Trustee or officer of either the Trust, or partner or officer of the Administrator, from liability in violation of Sections 17(h) and (i) of the Investment Company Act.

Administrator’s Liability. (a) In the absence of its fraud, gross negligence or willful misfeasance, bad faith, default or misconduct with respect to the performance of duties hereunder or its reckless disregard or negligence of the obligations or duties hereunder on the part of the Administratorhereunder, the Administrator shall not be subject to liability to either Trust or any Series the Company or to any shareholder Member of any Series the Company for any act or omission in the course of, or connected with, rendering services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security by a Seriesthe Company. (b) Each Trust The Company shall indemnify and hold harmless the Administrator, its partners and the shareholdersMembers, partners, directors, officers and employees of each of them (any such person, an "“Indemnified Party"”) against any loss, liability, claim, damage or expense (including the reasonable cost of investigating and defending any alleged loss, liability, claim, damage or expenses and reasonable counsel fees incurred in connection therewith) arising out of the Indemnified Party's ’s performance or non-performance of any duties under this Agreement; provided, however, that nothing herein shall be deemed to protect any Indemnified Party against any liability to which such Indemnified Party would otherwise be subject by reason of fraud, gross negligence or willful misfeasance, bad faith default or negligence in misconduct with respect to the performance of duties hereunder on the part of such Indemnified Person or by reason of such Indemnified Person’s reckless disregard of obligations and duties under this Agreement. (c) No Notwithstanding any other provision of this Agreement, this Agreement shall not be construed to protect any Trustee Director or officer of either Trustthe Company, or partner or officer of the Administrator, from liability in violation of Sections 17(h) and (i) of the Investment Company 1940 Act.

Administrator’s Liability. (a) In the absence of willful misfeasance, bad faith, reckless disregard or negligence of the obligations or duties hereunder on the part of the Administrator, the Administrator shall not be subject to liability to either Trust or any Series the Company or to any shareholder member of any Series the Company for any act or omission in the course of, or connected with, rendering services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security by a Series. (b) Each Trust the Company. The Company shall indemnify and hold harmless the Administrator, its partners and the shareholdersmembers, partners, directors, officers and employees of each of them (any such person, an "Indemnified Party") against any loss, liability, claim, damage or expense (including the reasonable cost of investigating and defending any alleged loss, liability, claim, damage or expenses and reasonable counsel fees incurred in connection therewith) arising out of the Indemnified Party's performance or non-performance of any duties under this Agreement; provided, however, that nothing herein shall be deemed to protect any Indemnified Party against any liability to which such Indemnified Party would otherwise be subject by reason of willful misfeasance, bad faith or negligence in the performance of duties hereunder or by reason of reckless disregard of obligations and duties under this Agreement. (c) . No provision of this Agreement shall be construed to protect any Trustee Director or officer of either Trustthe Company, or partner or officer of the Administrator, from liability in violation of Sections 17(h) and (i) of the Investment Company Act.