Limitation of Liability Standard of Care Indemnification Sample Clauses

Limitation of Liability Standard of Care Indemnification. A. The parties acknowledge and agree that, in providing the Services, Administrator may rely on information provided by the Trust and the Adviser reasonably believed to be accurate and reliable by Administrator. B. Administrator shall be held to the exercise of reasonable care and diligence in carrying out the provisions of this Agreement. In no event will Administrator be required to take any action, which is in contravention of any applicable law, rule or regulation, Relevant Laws or any order or judgment of any court of competent jurisdiction in providing the Services. C. Administrator assumes no responsibility under this Agreement other than to render the Services called for hereunder. Administrator shall not be liable for any error of judgment or for any loss suffered by the Trust or a Fund in connection with the matters to which this Agreement relates, except a loss resulting from willful misfeasance, bad faith or negligence on its part in the performance of, or from reckless disregard by it of its obligations and duties under, this Agreement. D. The Trust agrees to indemnify Administrator against and hold it harmless from any and all losses, claims, damages, liabilities or expenses (including reasonable counsel fees and expenses) resulting from any act, omission, error or delay or any claim, demand, action or suit, in connection with or arising out of performance of its obligations and duties under this Agreement, not resulting from the willful malfeasance, bad faith or negligence of Administrator in the performance of such obligations and duties. E. Any person, even though also a director, principal, officer, manager, employee, shareholder, or agent of Administrator, who may be or become a Trustee, Officer, employee, or agent of the Trust, shall be deemed, when rendering services to the Trust or acting on any business of the Trust (other than services or business in connection with your duties hereunder), to be rendering such services to or acting solely for the Trust and not as a director, principal, officer, manager, employee, shareholder, or agent of Administrator, even though paid by Administrator. Nothing herein shall limit in any way any liability protections or limits, or indemnification rights, to which any director, principal, officer, manager, employee, shareholder, or agent of Administrator may be entitled when acting in the capacity of a Trustee, Officer, employee, or agent of the Trust.

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Limitation of Liability Standard of Care Indemnification