Common use of Indemnification of Service Provider Clause in Contracts

Indemnification of Service Provider. The Trust will indemnify Service Provider against, and hold Service Provider harmless from, all losses, claims, damages, liabilities or expenses (including reasonable fees and disbursements of counsel) arising out of: (i) the material breach by the Trust of any of its obligations under this Agreement; (ii) the willful misfeasance, bad faith, or gross negligence of the Trust, its officers, employees or agents (other than the Service Provider, to the extent the Service Provider could be deemed an agent of the Trust) in the performance of the Trust’s duties or obligations under this Agreement; or (iii) the reckless disregard by the Trust, its officers, employees, or agents (other than the Service Provider, to the extent the Service Provider could be deemed an agent of the Trust) of the Trust’s duties and obligations under this Agreement.

Indemnification of Service Provider. The Trust Trusts will indemnify Service Provider against, and hold Service Provider harmless from, all losses, claims, damages, liabilities or expenses (including reasonable fees and disbursements of counsel) arising out of: (i) the material breach by the Trust Trusts of any of its their obligations under this Agreement; (ii) the willful misfeasance, bad faith, or gross negligence of the TrustTrusts, its officers, employees or agents (other than the Service Provider, to the extent the Service Provider could be deemed an agent of the TrustTrusts) in the performance of the Trust’s Trusts’ duties or obligations under this Agreement; or (iii) the reckless disregard by the TrustTrusts, its their officers, employees, or agents (other than the Service Provider, to the extent the Service Provider could be deemed an agent of the TrustTrusts) of the Trust’s Trusts’ duties and obligations under this Agreement.