Limitation of Trustee’s capacity and liability – AMP Capital Investors Limited Sample Clauses

Limitation of Trustee’s capacity and liability – AMP Capital Investors Limited. (a) AMP Capital Investors Limited (ACN 000 000 000) (“AMPCI”) enters into this deed only in its capacity as trustee of the AMP Capital Wholesale Office Fund and in no other capacity. A liability arising under or in connection with this deed is limited to, and can be enforced against AMPCI only to the extent to which it can be satisfied out of property of the AMP Capital Wholesale Office Fund out of which AMPCI is actually indemnified for the liability. This limitation of liability applies despite any other provision of this deed and extends to all liabilities and obligations of AMPCI in any way connected with any representation, warranty, conduct, omission, agreement or transaction related to this deed. (b) The Parties other than AMPCI may not xxx AMPCI in any capacity other than as trustee of the AMP Capital Wholesale Office Fund, including seeking the appointment of a receiver (except in relation to property of the AMP Capital Wholesale Office Fund), a liquidator, an administrator, or any similar person to AMPCI or prove in any liquidation, administration or arrangement of or affecting AMPCI (except in relation to property of the AMP Capital Wholesale Office Fund). (c) AMPCI is not obliged to do or refrain from doing anything under this deed (including, without limitation, incur any liability) unless AMPCI’s liability is limited in the same manner as set out in clauses (a) and (b) above. (d) The provisions of this clause 16.3 do not apply to any obligation or liability of AMPCI to the extent that it is not satisfied because under the trust deed or constitution governing the AMP Capital Wholesale Office Fund or by operation of law, there is a reduction in the extent of AMPCI’s indemnification out of the assets of the AMP Capital Wholesale Office Fund, as a result of AMPCI’s fraud, negligence or breach of trust. (e) No attorney, agent, receiver or receiver and manager appointed has authority to act on behalf of AMPCI in a way which exposes AMPCI to any personal liability, and no act or omission of any such person will be considered fraud, negligence or breach of trust of AMPCI for the purpose of clause 16.3(d).
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