General Definition of BNY Parties’ Liabilities, Rights and Duties. Except as otherwise provided herein, no BNY Party shall be liable for any costs, expenses, damages, liabilities or claims (including attorneys’ and accountants’ fees) incurred by or asserted against a Series of Trust, except those costs, expenses, damages, liabilities or claims arising out of the BNY Party’s own bad faith, gross negligence or willful misconduct. In no event shall a BNY Party be liable to any Series of Trust or any third party for any special, indirect or consequential damages, or lost profits or loss of business, arising under or in connection with this Master Services Agreement, even if previously informed of the possibility of such damages and regardless of the form of action. No BNY Party shall be liable for any loss, damage or expense, including counsel fees and other costs and expenses of a defense against any claim or liability, resulting from, arising out of, or in connection with its performance hereunder, including its actions or omissions, the incompleteness or inaccuracy of any specifications or other information furnished by any other agent to the Trust, or for delays caused by circumstances beyond the BNY Party’s reasonable control, unless such loss, damage or expense arises out of the bad faith, gross negligence or willful misconduct of the BNY Party. In addition to and notwithstanding the other duties, rights, privileges and liabilities of the BNY Parties as otherwise set forth herein, the liabilities of each BNY Party are further defined as follows:
