FORM N-CEN. BNY Mellon, subject to the limitations described herein and its timely receipt of all necessary information related thereto, will collect, aggregate and normalize the data required for the submission of Form N-CEN, related filing types, and any forms adopted to replace such forms. BNY Mellon will review and transmit to the Funds’ third party filing agent each draft N-CEN and provide reasonable cooperation to the relevant Fund and/or such Fund’s third party agent as necessary to resolve any issues with the receipt of the Form N-CEN data provided.
FORM N-CEN. BNY Mellon, subject to the limitations described herein and its timely receipt of all necessary information related thereto, will, or will cause the Print Vendor to: (i) collect, aggregate and normalize the data required for the submission of Form N-CEN; (ii) prepare, on an annual basis, Form N-CEN; and (iii) file Form N-CEN with the SEC.
FORM N-CEN. Foreside shall provide to Ultimus relevant Fund data and information necessary to prepare and file Form N-CEN for the Trust for the fiscal year ending June 30, 2018 (the “2018 Form N-CEN”) with the Securities and Exchange Commission (“SEC”). Ultimus shall prepare and file with the SEC the 2018 Form N-CEN in a timely and complete manner and maintain confidential records relating to the 2018 Form N-CEN filing, which is property of the Trust, as required by law. Ultimus shall not be responsible for verifying the accuracy of the data and information provided by Foreside. Each party’s duties are limited to those expressly set forth in this Agreement and each will use its best efforts in the performance of its duties and act in good faith. Each party shall be liable for any damages, losses or costs arising directly or indirectly out of such party’s failure to perform its duties under this Agreement to the extent such damages, losses or costs arise directly or indirectly out of its willful misfeasance, bad faith, gross negligence in the performance of its duties, or reckless disregard of its obligations and duties hereunder. In no event shall any party be liable for special, incidental, punitive, indirect, consequential or exemplary damages or lost profits, whether or not such damages were foreseeable or a party was advised of the possibility thereof.
