Liability of the Trustee. The Trustee shall be liable in accordance herewith only to the extent of the obligations specifically imposed upon and undertaken by the Trustee herein. Neither the Trustee nor any of the directors, officers, employees or agents of the Trustee shall be under any liability on any Certificate or otherwise to the Depositor, either of the Sellers, the Servicer, the Certificate Insurer or any Owner for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, or for errors in judgment; provided, however, that this provision shall not protect the Trustee, its directors, officers, employees or agents or any such Person against any liability which would otherwise be imposed by reason of negligent action, negligent failure to act or willful misconduct in the performance of duties or by reason of reckless disregard of obligations and duties hereunder. Subject to the foregoing sentence, the Trustee shall not be liable for losses on investments of amounts in the Certificate Account (except for any losses on obligations on which the bank serving as Trustee is the obligor). In addition, the Depositor, each of the Sellers and Servicer covenant and agree to indemnify the Trustee, and when the Trustee is acting as Servicer, the Servicer, from, and hold it harmless against, any and all losses, liabilities, damages, claims or expenses (including legal fees and expenses) of whatsoever kind arising out of or in connection with the performance of its duties hereunder other than those resulting from the negligence or bad faith of the Trustee, and the Depositor shall pay all amounts not otherwise paid pursuant to Sections 2.05 and 7.06 hereof. The Trustee and any director, officer, employee or agent of the Trustee may rely and shall be protected in acting or refraining from acting in good faith on any certificate, notice or other document of any kind prima facie properly executed and submitted by the Authorized Officer of any Person respecting any matters arising hereunder. The provisions of this Section 10.13 shall survive the termination of this Agreement and the payment of the outstanding Certificates.
Liability of the Trustee. NETLINK MANAGEMENT PTE. LTD. has assumed all obligations under this Agreement in its capacity as trustee of NetLink Trust and not in its personal capacity and any liability of NetLink Management Pte. Ltd. (in its capacity as trustee of NetLink Trust) under this Agreement is limited to the assets of NetLink Trust over which NetLink Management Pte. Ltd. has recourse and shall not extend to any personal or other assets of NetLink Management Pte. Ltd. or its shareholders, directors, officers or employees, save where NetLink Management Pte Ltd is fraudulent, in wilful default or in breach of the trust or where the NetLink Management Pte Ltd fails to exercise such due care and skill as is reasonable in the circumstances in its capacity as trustee of NetLink Trust.
Liability of the Trustee. The Trustee is entering into the Basic Documents to which it is a party solely as Trustee, hereunder and thereunder, and not in its individual capacity, and all persons having any claim against the Trustee by reason of the transactions contemplated by this Agreement or any other Basic Document shall look only to the Trust Fund for payment or satisfaction thereof.
Liability of the Trustee. The Trustee will exercise its powers and perform its duties with the care, skill, prudence, and diligence under the circumstances then prevailing that a prudent person acting in a like capacity and familiar with those matters would use in the conduct of an enterprise of a like character and with like aim. The Trustee also will diversify Trust Fund investments to minimize the risk of large loss unless under the circumstances the Trustee believes it clearly would be prudent not to diversify. Wherever this Trust Agreement provides that the Trustee must follow directions of the Company or that the Trustee has no duty or power concerning a matter, the Trustee will not be liable for any harm caused by a direction or lack of a direction or by any exercise or non-exercise of power by another unless:
(a) the Trustee knowingly participates in or knowingly undertakes to conceal an act or omission of another fiduciary with respect to the Trust; or
(b) by the Trustee's failure to act in accordance with this Section, the Trustee has enabled another fiduciary to breach a fiduciary duty; or
(c) the Trustee has knowledge of a breach of fiduciary duty which resulted in harm or injury and does not make reasonable efforts under the circumstances to remedy the breach.
Liability of the Trustee. The Depositor and Unit Holders may rely on any evaluation furnished by the Trustee and shall have no responsibility for the accuracy thereof. The determinations made by the Trustee hereunder shall be made in good faith upon the basis of the best information available to it. The Trustee shall be under no liability to the Depositor or Unit Holders for errors in judgment, provided, however, that this provision shall not protect the Trustee against any liability to which it would otherwise be subject by reason of willful misfeasance, bad faith or negligence in the performance of its duties or by reason of its reckless disregard of its obligations and duties hereunder. The Trustee shall not be liable or responsible for depreciation or losses incurred by reason of the purchase, sale or retention of any Securities.
Liability of the Trustee. NETLINK MANAGEMENT PTE. LTD. has assumed all obligations under this Agreement in its capacity as trustee of NetLink Trust and not in its personal capacity and any liability of NetLink Management Pte. Ltd. (in its capacity as trustee of NetLink Trust) under this Agreement is limited to the assets of NetLink Trust over which NetLink Management Pte. Ltd. has recourse and shall not extend to any personal or other assets of NetLink Management Pte. Ltd. or its shareholders, directors, officers or employees.
Liability of the Trustee. In reference to the liabilities and responsibilities of the Trustee:
(a) The Trustee shall have no powers, duties or responsibilities with regard to the administration of the Plan or to determine the rights or benefits of any person having or claiming an interest under the Plan or in the Trust Fund or under this Trust Agreement or to examine or control any disposition of the Trust Fund or part thereof which is properly directed by the Administrator.
(b) The Trustee shall have no liability for the adequacy or contributions for the purposes of the Plan or for enforcement of the payment thereof.
(c) The Trustee shall have no liability for the acts or omissions of the Employer or the Administrator.
(d) The Trustee shall have no liability for following proper directions of a named fiduciary when such directions are made in accordance with this Trust Agreement and the Plan and are not contrary to Title I of ERISA.
(e) During such period or periods, of time, if any, as any named fiduciary is directing the investment and management of Trust assets, the Trustee shall have no obligation to determine the existence of any conversion, redemption, exchange, subscription or other right relating to any securities purchased on the directions of such named fiduciary if notice of any such right was given prior to the purchase of such securities. If such notice is given after the purchase of such securities, the Trustee shall notify such named fiduciary thereof. The Trustee shall have no obligation to exercise any such right unless it is informed of the existence of the right and is instructed to exercise such right, in writing, by the named fiduciary in question within a reasonable time prior to the expiration of such right.
(f) During such period or periods of time, if any, as a named fiduciary is directing the investment and management of Trust assets, if such named fiduciary directs the Trustee to purchase securities issued by any foreign government or agency thereof, or by any corporation domiciled outside of the United States, it shall be the responsibility of the named fiduciary to advise the Trustee in writing with respect to any laws or regulations of any foreign countries or any United States territories or possessions which shall apply, in any manner whatsoever, to such securities, including, but not limited to, receipt of dividends or interest by the Trustee for such securities.
(g) If by reason of any action or failure to act by any Employer and without the knowl...
Liability of the Trustee. In the event that MPF becomes liable for:
(i) any tax, charge, cost or expense in consequence of any Contributions received or benefit provided under the Policy causing that part of MPF's business which is referable to the Policy to cease to be Pension Business or the Schemes ceasing to be exempt approved schemes; or
(ii) any levy or charge made against MPF under FSMA or the Rules in relation to its Pension Business; the Trustee shall discharge that liability (or, in the case of a liability under sub-paragraph (ii) above, its pro rata share of that liability as determined by MPF), after receiving written notice to that effect from MPF. Failing or as an alternative to such discharge and without prejudice to the liability of the Trustee under this Clause 3.4, MPF shall be entitled, without any liability for any loss arising as a result thereof, to cancel Contribution Units allocated to the Trustee under the Policy equivalent in value (at the Unit Price applicable to those Units at such time and the Dilution Adjustment or Anti-Dilution Levy (if any, as applicable) as MPF may in its discretion determine) to the amount of that liability. For the avoidance of doubt, MPF acknowledges that the Trustee is acting solely in its capacity as trustee and that, in the absence of fraud, the Trustee’s liability under the Policy shall be limited to the value of the assets of the CIF.
Liability of the Trustee. The Trustee accepts the amendment of the Indenture effected by this Fourth Supplemental Indenture and agrees to execute the trust created by the Indenture as hereby amended, but only upon the terms and conditions set forth in the Indenture, including the terms and provisions defining and limiting the liabilities and responsibilities of the Trustee, which terms and provisions shall in like manner define and limit its liabilities and responsibilities in the performance of the trust created by the Indenture as hereby amended. Without limiting the generality of the foregoing, the Trustee shall not be responsible in any manner whatsoever for or with respect to any of the recitals or statements contained herein, all of which recitals or statements are made solely by the Company, or for or with respect to (i) the validity, efficacy, or sufficiency of this Fourth Supplemental Indenture or any of the terms or provisions hereof, (ii) the proper authorization hereof by the Company by corporate action or otherwise, or (iii) the due execution hereof by the Company, and the Trustee makes no representation with respect to any such matters.
Liability of the Trustee. The Trustee enters into this Agreement in the Trustee’s capacity as trustee of the SIEF only. To the maximum extent permitted by law, the Trustee’s liability to the Grant Recipient under or in connection with this Agreement (whether for breach of contract or otherwise) is limited to the lesser of:
(a) the amount of the SIEF Funds, and
(b) the amount that the Trustee is entitled to recover under the Trustee’s indemnity from the SIEF. To the maximum extent permitted by law, the Grant Recipient waives its rights and releases the Trustee from any personal liability whatsoever in respect of any Loss or other damage which the Grant Recipient may suffer as a result of the Trustee’s non-performance of the Trustee’s obligations under this Agreement. Schedule H – Financial Management
