Common use of Standard of Care, Limitation of Liability and Indemnification Clause in Contracts

Standard of Care, Limitation of Liability and Indemnification. The Administrator shall be held to the exercise of reasonable care and good faith in carrying out the provisions of this Agreement (the “Standard of Care”). The Administrator shall be responsible for the performance only of such duties as are set forth in this Agreement and, except as otherwise provided under Section 6, shall have no responsibility for the actions or activities of any other party, including other service providers. The Administrator shall have no liability in respect of any loss, damage or expense suffered by any Portfolio insofar as such loss, damage or expense arises from the performance of the Administrator’s duties hereunder in reliance upon records that were maintained for each Portfolio by entities other than the Administrator prior to the Administrator’s appointment as administrator for each Portfolio. The Administrator shall have no liability for any error of judgment or mistake of law or for any loss, cost, expense or damage resulting from the performance or nonperformance of its duties hereunder unless such loss, cost, expense or damage arises directly from, and then only to the extent of, the negligence, willful misconduct or bad faith of the Administrator, its officers, employees or agents. The Administrator shall not be liable for any special, indirect, incidental, punitive or consequential damages, including lost profits, of any kind whatsoever (including, without limitation, attorneys’ fees) under any provision of this Agreement or for any such damages

Standard of Care, Limitation of Liability and Indemnification. The Administrator shall be held to the exercise of reasonable care and good faith in carrying out the provisions of this Agreement (the “Standard of Care”). The Administrator shall be responsible for the performance only of such duties as are set forth in this Agreement and, except as otherwise provided under Section 6, shall have no responsibility for the actions or activities of any other party, including other service providers. The Administrator shall have no liability in respect of any loss, damage or expense suffered by any Portfolio insofar as such loss, damage or expense arises from the performance of the Administrator’s duties hereunder in reliance upon records that were maintained for each Portfolio by entities other than the Administrator prior to the Administrator’s appointment as administrator for each Portfolio. The Administrator shall have no liability for any error of judgment or mistake of law or for any loss, cost, expense loss or damage resulting from the performance or nonperformance of its duties hereunder unless such loss, cost, expense solely caused by or damage arises directly from, and then only to the extent of, resulting from the negligence, willful misconduct or bad faith of the Administrator, its officers, employees or agents. The Administrator shall not be liable for any special, indirect, incidental, punitive or consequential damages, including lost profits, of any kind whatsoever (including, without limitation, attorneys’ fees) under any provision of this Agreement or for any such damagesthis

Standard of Care, Limitation of Liability and Indemnification. The Administrator shall be held agrees to perform its services under the exercise of reasonable care and good faith in carrying out the provisions of this Agreement (the “Standard of Care”)without negligence. The Administrator shall be responsible for the performance only of such duties as are set forth in this Agreement or as contemplated by the penultimate paragraph of Section 5 hereof and, except as otherwise provided under Section 6, shall have no responsibility for the actions or activities of any other party, including other service providers. The Administrator shall have no liability in respect of any loss, damage or expense suffered by any Portfolio the Fund insofar as such loss, damage or expense arises from the performance of the Administrator’s duties hereunder in reliance upon records that were maintained for each Portfolio the Fund by entities other than the Administrator prior to the Administrator’s appointment as administrator for each Portfoliothe Fund. The Administrator shall have no liability for any error of judgment or mistake of law or for any loss, cost, expense loss or damage resulting from the performance or nonperformance of its duties hereunder unless such loss, cost, expense caused by or damage arises directly from, and then only to the extent of, resulting from the negligence, willful misfeasance or willful misconduct or bad faith of the Administrator, its officers, employees officers or agentsemployees. The Administrator shall not be liable for any special, indirect, incidental, punitive or consequential damages, including lost profits, damages of any kind whatsoever (including, without limitation, attorneys’ fees) under any provision of this Agreement or for any such damagesdamages arising out of any act or failure to act hereunder, which are hereby excluded by agreement of the parties regardless of whether such damages were foreseeable or whether either party or any entity had been advised of the possibility