Common use of Indemnification of the Custodian Clause in Contracts

Indemnification of the Custodian. To the extent permitted by NI 81-102 (whether or not a Fund is governed by NI 81-102) and Applicable Law, the Custodian, its directors, officers, and employees (collectively, the “Indemnified Parties”), shall at all times be indemnified and saved harmless by the applicable Fund(s) on a several basis from and against all taxes, duties, charges, costs, reasonably incurred expenses, damages, claims, actions, demands and any other liability whatsoever to which the Indemnified Parties, or any of them, may become subject, including reasonably incurred legal fees and expenses but excluding consequential damages (collectively, “Losses”), in respect of anything done or omitted to be done in connection with this Agreement, except to the extent occasioned by the negligence, wilful misconduct, fraud or lack of good faith of any Indemnified Party or a failure of an Indemnified Party to meet the standard of care described in Section 4.1. For greater certainty, the foregoing does not make the commencement of formal legal proceedings a precondition for indemnification hereunder. If, at the Client’s request, any Indemnified Party should agree to appear in, prosecute, defend or otherwise act in relation to any process or proceeding, either in its own name or in the name of its nominee, that Indemnified Party shall first be indemnified to its satisfaction.

Indemnification of the Custodian. To the extent permitted by NI 81-102 (whether or not a Fund is governed by NI 81-102) and Applicable Law, the The Custodian, its directors, officers, and employees (collectively, the “Indemnified Parties”), shall at all times be indemnified and saved harmless by the applicable Fund(s) on a several basis Fund from and against all taxes, duties, charges, costs, reasonably incurred expenses, damages, claims, actions, demands and any other liability whatsoever to which the Indemnified Parties, or any of them, may become be come subject, including reasonably incurred legal fees and expenses but excluding consequential damages (collectively, “Losses”)expenses, in respect of anything done or omitted to be done in connection with this Agreement, except to the extent occasioned by the negligence, wilful misconduct, fraud misconduct or lack of good faith of any Indemnified Party or a failure any breach by the Custodian of an Indemnified Party to meet the its standard of care described in Section 4.1care. For greater certainty, the foregoing does not make the commencement of formal legal proceedings a precondition for indemnification hereunder. If, at the ClientFund’s request, any Indemnified Party should agree to appear in, prosecute, defend or otherwise act in relation to any process or proceeding, either in its own name or in the name of its nominee, that Indemnified Party shall first be indemnified to its satisfaction.