We use cookies on our site to analyze traffic, enhance your experience, and provide you with tailored content.

For more information visit our privacy policy.

Common use of Indemnification by the Manager Clause in Contracts

Indemnification by the Manager. In the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of the Trust or the Adviser or the Sub-Adviser, or any of their respective officers, directors, employees, affiliates or agents, the Manager agrees to indemnify and hold the Trust, any Fund(s) of the Trust, the Adviser and the Sub-Adviser and their respective officers, directors, employees, affiliates and agents (severally, but not jointly) harmless from and against, any and all losses, damages, costs, charges, counsel fees, payments, expenses, liability, claims, actions, suits or proceedings at law or in equity whether brought by a private party or a governmental department, commission, board, bureau, agency or instrumentality of any kind, arising out of or attributable to the willful misfeasance, bad faith, grossly negligent acts or reckless disregard of obligations or duties of the Manager or any of its officers, directors, employees or agents. The Manager shall not be held liable for any actions or inactions of brokers or other counterparties except when the Manager was finally adjudged to have been guilty of willful misconduct or gross negligence in selection of such brokers or counterparties. The Manager shall not be liable hereunder for any losses or damages resulting from the Manager’s adherence to the written instructions of the Adviser or the Sub-Adviser.

Appears in 2 contracts

Samples: Investment Sub Advisory Agreement (Wells Fargo Funds Trust), Investment Sub Advisory Agreement (Wells Fargo Funds Trust)

Indemnification by the Manager. In the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of the Trust or Trust, the Adviser or the Sub-Adviser, or any of their respective officers, directors, employees, affiliates or agents, the Manager agrees to indemnify and hold the Trust, any Fund(s) of the Trust, the Adviser and the Sub-Adviser and their respective officers, directors, employees, affiliates and agents (severally, but not jointly) harmless from and against, any and all losses, damages, costs, charges, counsel fees, payments, expenses, liability, claims, actions, suits or proceedings at law or in equity whether brought by a private party or a governmental department, commission, board, bureau, agency or instrumentality of any kind, arising out of or attributable to the willful misfeasance, bad faith, grossly negligent acts or reckless disregard of obligations or duties of the Manager or any of its officers, directors, employees or agents. The Manager shall not be held liable for any actions or inactions of brokers or other counterparties except when the Manager was finally adjudged to have been guilty of willful misconduct or gross negligence in selection of such brokers or counterparties. The Manager shall not be liable hereunder for any losses or damages resulting from the Manager’s adherence to the written instructions of the Adviser or the Sub-Adviser.

Appears in 2 contracts

Samples: Investment Sub Advisory Agreement (Wells Fargo Funds Trust), Investment Sub Advisory Agreement (Wells Fargo Funds Trust)

Indemnification by the Manager. In the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of the Trust or Trust, the Adviser or the Sub-Adviser, or any of their respective officers, directors, employees, affiliates or agents, the Manager agrees to indemnify and hold the Trust, any Fund(s) of the Trust, the Adviser and the Sub-Adviser and their respective officers, directors, employees, affiliates and agents (severally, but not jointly) harmless from and against, any and all losses, damages, costs, charges, counsel fees, payments, expenses, liability, claims, actions, suits or proceedings at law or in equity whether brought by a private party or a governmental department, commission, board, bureau, agency or instrumentality of any kind, arising out of or attributable to the willful misfeasance, bad faith, grossly negligent acts or reckless disregard of obligations or duties of the Manager or any of its officers, directors, employees or agents. The Manager shall not be held liable for any actions or inactions of brokers or other counterparties except when the Manager was finally adjudged to have been guilty of willful misconduct or gross negligence in selection of such brokers or counterparties. The Manager shall not be liable hereunder for any losses or damages resulting from the Manager’s adherence to the written instructions of the Adviser or the Sub-AdviserAdviser or for any losses or damages that did not result from the Manager’s breach of the standard of care set forth in Section 12 hereof.

Appears in 2 contracts

Samples: Investment Sub Advisory Agreement (Wells Fargo Funds Trust), Investment Sub Advisory Agreement (Wells Fargo Funds Trust)

Indemnification by the Manager. In the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of the Trust or the Adviser or the Sub-Adviser, or any of their respective officers, partners, members, managers, directors, employees, affiliates or agents, the Manager agrees to indemnify and hold the Trust, any Fund(s) of the Trust, the Adviser and the Sub-Adviser and their respective officers, partners, members, managers, directors, employees, affiliates and agents (severally, but not jointly) harmless from and against, any and all losses, damages, costs, charges, counsel fees, payments, expenses, liability, claims, actions, suits or proceedings at law or in equity whether brought by a private party or a governmental department, commission, board, bureau, agency or instrumentality of any kind, arising out of or attributable to the willful misfeasance, bad faith, grossly negligent acts or reckless disregard of obligations or duties of the Manager or any of its officers, directors, employees or agents. The Manager shall not be held liable for any actions or inactions of brokers or other counterparties except when the Manager was finally adjudged to have been guilty of willful misconduct or gross negligence in selection of such brokers or counterparties. The Manager shall not be liable hereunder for any losses or damages resulting from the Manager’s 's adherence to the written instructions of the Adviser or the Sub-Sub- Adviser.

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Wells Fargo Funds Trust)

Indemnification by the Manager. In the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of the Trust or the Adviser or the Sub-Adviser, or any of their respective officers, directors, employees, affiliates or agents, the Manager agrees to indemnify and hold the Trust, any Fund(s) of the Trust, the Adviser and the Sub-Adviser and their respective officers, directors, employees, affiliates and agents (severally, but not jointly) harmless from and against, any and all losses, damages, costs, charges, counsel fees, payments, expenses, liability, claims, actions, suits or proceedings at law or in equity whether brought by a private party or a governmental department, commission, board, bureau, agency or instrumentality of any kind, arising out of or attributable to the willful misfeasance, bad faith, grossly negligent acts or reckless disregard of obligations or duties of the Manager or any of its officers, directors, employees or agents. The Manager shall not be held liable for any actions or inactions of brokers or other counterparties except when the Manager was finally adjudged to have been guilty of willful misconduct or gross negligence in selection of such brokers or counterparties. The Manager shall not be liable hereunder for any losses or damages resulting from the Manager’s 's adherence to the written instructions of the Adviser or the Sub-Adviser.

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Wells Fargo Funds Trust)

Indemnification by the Manager. In the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of the Trust or the Adviser or the Sub-Adviser, or any of their respective officers, directors, employees, affiliates or agents, the Manager agrees to indemnify and hold the Trust, any Fund(s) of the Trust, the Adviser and the Sub-Adviser and their respective officers, directors, employees, affiliates and agents (severally, but not jointly) harmless from and against, any and all losses, damages, costs, charges, counsel fees, payments, expenses, liability, claims, actions, suits or proceedings at law or in equity whether brought by a private party or a governmental department, commission, board, bureau, agency or instrumentality of any kind, arising out of or attributable to the willful misfeasance, bad faith, grossly negligent acts or reckless disregard of obligations or duties of the Manager or any of its officers, directors, employees or agents. The Manager shall not be held liable for any actions or inactions of brokers or other counterparties except when the Manager was finally adjudged to have been guilty of willful misconduct or gross negligence in selection of such brokers or counterparties. The Manager shall not be liable hereunder for any losses or damages resulting from the Manager’s 's adherence to the written instructions of the Adviser or the Sub-Adviser.

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Wells Fargo Funds Trust)

Indemnification by the Manager. In the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of the Trust or Trust, the Adviser or the Sub-Adviser, or any of their respective officers, directors, employees, affiliates or agents, the Manager agrees to indemnify and hold the Trust, any Fund(s) of the Trust, the Adviser and the Sub-Adviser and their respective officers, directors, employees, affiliates and agents (severally, but not jointly) harmless from and against, any and all losses, damages, costs, charges, counsel fees, payments, expenses, liability, claims, actions, suits or proceedings at law or in equity whether brought by a private party or a governmental department, commission, board, bureau, agency or instrumentality of any kind, arising out of or attributable to the willful misfeasance, bad faith, grossly negligent acts or reckless disregard of obligations or duties of the Manager or any of its officers, directors, employees or agents. The Manager shall not be held liable for any actions or inactions of brokers or other counterparties except when the Manager was finally adjudged to have been guilty of willful misconduct or gross negligence in selection of such brokers or counterparties. The Manager shall not be liable hereunder for any losses or damages resulting from the Manager’s 's adherence to the written instructions of the Adviser or the Sub-Adviser.

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Wells Fargo Funds Trust)

Indemnification by the Manager. In the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of the Trust or the Adviser or the Sub-Adviser, or any of their respective officers, directors, employees, affiliates or agents, the Manager agrees to indemnify and hold the Trust, any Fund(s) of the Trust, the Adviser and the Sub-Adviser and their respective officers, directors, employees, affiliates and agents (severally, but not jointly) harmless from and against, any and all losses, damages, costs, charges, counsel fees, payments, expenses, liability, claims, actions, suits or proceedings at law or in equity whether brought by a private party or a governmental department, commission, board, bureau, agency or instrumentality of any kind, arising out of or attributable to the willful misfeasance, bad faith, grossly negligent acts or reckless disregard of obligations or duties of the Manager or any of its officers, directors, employees or agents. The Manager shall not be held liable for any actions or inactions of brokers or other counterparties except when the Manager was finally adjudged to have been guilty of willful misconduct or gross negligence in selection of such brokers or counterparties. The Manager shall not be liable hereunder for any losses or damages resulting from the Manager’s adherence to the written instructions of the Adviser or the Sub-Adviser.

Appears in 1 contract

Samples: Investment Sub Advisory Agreement (Wells Fargo Funds Trust)