Common use of CUSTODIAN RESPONSIBILITY Clause in Contracts

CUSTODIAN RESPONSIBILITY. The Bank shall be obligated to indemnify the Customer for the loss of Financial Assets credited to the Custody Account resulting from (i) the negligence or willful misconduct of the Bank or the Bank's officers, employees or agents retained by the Bank to hold such Financial Assets; or (ii) burglary, robbery, hold-up, theft or mysterious disappearance, including loss by damage or destruction. In the event of a loss of Financial Assets held in the Custody Account for which the Bank is required to indemnify the Customer pursuant to the immediately preceding sentence, at the Bank's option but subject to mutual agreement of the parties, the Bank shall promptly either: a) replace such Financial Assets by, among other means, posting appropriate security or bond with the issuer(s) of such Financial Assets and obtaining their reissue; or 2) replace (i) the value thereof determined based upon the market value of the Financial Assets which are the subject of such loss as of the date of the discovery of such loss, and (ii) the value of any loss of rights or privileges resulting from the loss of such Financial Assets. The foregoing indemnity shall be the Bank's exclusive liability to the Customer for the Bank's loss of Financial Assets from the Custody Account. In respect of all the Bank's other duties and obligations pursuant to the terms of this Agreement, the Bank shall be liable to the Customer only to the extent of the Customer's general damages suffered or incurred as a result of any act, omission, or failure to act of the Bank or the Bank's officers, employees or agents which constitutes negligence or willful misconduct. General damages shall mean only those damages as directly and necessarily result from such act or omission without reference to any special conditions or circumstances of the Customer or of any transaction, whether or not the Bank has been advised of any such special conditions or circumstances. Anything in this Agreement to the contrary notwithstanding, in no event shall the Bank be liable to the Customer under this Agreement for special, indirect or consequential loss or damage of any kind whatsoever, whether or not the Bank is advised as to the possibility of such loss or damage and regardless of the form of action through which any such loss or damage may be claimed.