Common use of Standards of Care for Internet Services Clause in Contracts

Standards of Care for Internet Services. (a) Notwithstanding anything in the Agreement or this Exhibit B to the contrary (other than as set forth in the immediately succeeding sentence) with respect to the provision of services set forth in this Exhibit B (i) PFPC shall be liable only for its own willful misconduct, bad faith, gross negligence or reckless disregard in the provision of such services and (ii) the GE Fund Products shall indemnify, defend and hold harmless PFPC and its affiliates (including their respective officers, directors, agents and employees) from all taxes, charges, expenses, assessments, claims and liabilities (including, without limitation, attorneys’ fees and disbursements and liabilities arising under the Securities Laws and any state and foreign securities and blue sky laws) incurred by such indemnified parties with respect to such services except for those for which PFPC is liable under sub-clause (i) of this sentence. For clarity, the provisions of the immediately preceding sentence shall not limit Sections 13(b) or 13(c) of the Agreement or Section 7(c) of this Exhibit B. The provisions of this Section 4(a) shall survive termination of the Agreement and the provision of services set forth in this Exhibit B. (b) Notwithstanding anything to the contrary contained in the Agreement or this Exhibit B, PFPC shall not be obligated to ensure or verify the accuracy or actual receipt, or the transmission, of any data or information contained in any transmission via the Internet Account Management Services or the consummation of any Inquiry or Transaction request not actually received by PFPC. The GE Fund Products shall advise End-Users to promptly notify the GE Fund Products or PFPC of any errors or inaccuracies in Shareholder data or information transmitted via the Internet Account Management Services.

Appears in 6 contracts

Samples: Transfer Agency Services Agreement, Transfer Agency Services Agreement (Ge Investment Funds Inc), Transfer Agency Services Agreement (Ge Institutional Funds)

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Standards of Care for Internet Services. (a) Notwithstanding anything in the Agreement or this Exhibit B to the contrary (other than as set forth in the immediately succeeding sentence) with respect to the provision of services set forth in this Exhibit B (i) PFPC shall be liable only for its own willful misconductmisfeasance, bad faith, gross negligence or reckless disregard in the provision of such services and (ii) the GE Fund Products shall indemnify, defend and hold harmless PFPC and its affiliates (including their respective officers, directors, agents and employees) from all taxes, charges, expenses, assessments, claims and liabilities (including, without limitation, attorneys' fees and disbursements and liabilities arising under the Securities Laws and any state and foreign securities and blue sky laws) incurred by such indemnified parties with respect to such services except for those for which PFPC is liable under sub-clause (i) of this sentence. For clarity, the provisions of the immediately preceding sentence shall not limit Sections 13(b) or 13(c) of the Agreement or Section 7(c) of this Exhibit B. The provisions of this Section 4(a) shall survive termination of the Agreement and the provision of services set forth in this Exhibit B. (b) Notwithstanding anything to the contrary contained in the Agreement or this Exhibit B, PFPC shall not be obligated to ensure or verify the accuracy or actual receipt, or the transmission, of any data or information contained in any transmission via the Internet Account Management IMPRESSNet(R) Services or the consummation of any Inquiry or Transaction request not actually received by PFPC. The GE Fund Products shall advise End-Users to promptly notify the GE Fund Products or PFPC of any errors or inaccuracies in Shareholder data or information transmitted via the Internet Account Management Services.IMPRESSNet(R)

Appears in 3 contracts

Samples: Transfer Agency Agreement (Merrill Lynch Bond Fund Inc), Transfer Agency Agreement (Merrill Lynch Multi State Municipal Series Trust), Transfer Agency Agreement (BlackRock Variable Series Funds, Inc.)

Standards of Care for Internet Services. (a) Notwithstanding anything in the Agreement or this Exhibit B to the contrary (other than as set forth in the immediately succeeding sentence) with respect to the provision of services set forth in this Exhibit B (i) PFPC shall be liable only for its own willful misconductmisfeasance, bad faith, gross negligence or reckless disregard in the provision of such services and (ii) the GE a Fund Products shall indemnify, defend and hold harmless PFPC and its affiliates (including their respective officers, directors, agents and employees) from all taxes, charges, expenses, assessments, claims and liabilities (including, without limitation, attorneys’ fees and disbursements and liabilities arising under the Securities Laws and any state and foreign securities and blue sky laws) incurred by such indemnified parties with respect to such services except for those for which PFPC is liable under sub-clause (i) of this sentence. For clarity, the provisions of the immediately preceding sentence shall not limit Sections 13(b), 13(c) or 13(c13(d) of the Agreement or Section 7(c) of this Exhibit B. The provisions of this Section 4(a) shall survive termination of the Agreement and the provision of services set forth in this Exhibit B. (b) Notwithstanding anything to the contrary contained in the Agreement or this Exhibit B, PFPC shall not be obligated to ensure or verify the accuracy or actual receipt, or the transmission, of any data or information contained in any transmission via the Internet Account Management IMPRESSNetR Services or the consummation of any Inquiry or Transaction request not actually received by PFPC. The GE A Fund Products shall advise End-Users to promptly notify the GE that Fund Products or PFPC of any errors or inaccuracies in Shareholder data or information transmitted via the Internet Account Management IMPRESSNetR Services.

Appears in 3 contracts

Samples: Transfer Agency Services Agreement (Managers Funds), Transfer Agency Services Agreement (Managers Trust Ii), Transfer Agency Services Agreement (Managers Amg Funds)

Standards of Care for Internet Services. (a) Notwithstanding anything any other provision of the Agreement, including this Appendix: (i) without limiting any limitation of liability provisions with respect to PNC that may be provided for in the Agreement or this Exhibit B to the contrary (other than as set forth in the immediately succeeding sentence) with respect to the provision of services set forth in this Exhibit B (i) PFPC otherwise, PNC shall be liable for Loss to the Fund relating to this Appendix only for its to the extent the same is caused by PNC’s own willful misconductgross negligence, bad faith, gross negligence faith or reckless disregard in the provision of such services intentional misconduct; and (ii) the GE Fund Products shall indemnify, defend and hold harmless PFPC PNC and its affiliates Affiliates (including their respective officers, trustees, directors, agents and employees) from all taxes, charges, expenses, assessments, claims any Losses and liabilities (including, without limitation, any attorneys’ fees fees, court costs, travel costs and disbursements other reasonable out-of-pocket costs and liabilities arising under expenses related to the Securities Laws and investigation, discovery, litigation, settlement, mediation or alternative dispute resolution of any state and foreign securities and blue sky laws) incurred Claim relating to this Appendix except to the extent the same is caused by such indemnified parties with respect to such services except for those for which PFPC is liable under sub-clause (i) the gross negligence, bad faith or intentional misconduct of this sentencePNC. For clarity, the The provisions of the immediately preceding sentence shall not limit Sections 13(b) or 13(c) of the Agreement or Section 7(c) of this Exhibit B. Appendix. The standard of care set forth in Section 4(a)(i) above shall be the applicable standard of care with respect to Section 12(b) of the Agreement with respect to all matters relating to the subject matter of this Appendix, and with respect to all matters relating to the subject matter of this Appendix such standard of care shall supersede and replace the standard of care set forth in Section 12(b) of the Agreement. The provisions of this Section 4(a) shall survive termination of the Agreement and the provision of services set forth in this Exhibit B.Appendix. (b) Notwithstanding anything to any other provision of the contrary contained in the Agreement or Agreement, including this Exhibit BAppendix, PFPC PNC shall not be obligated to ensure or verify the accuracy or actual receipt, or the transmission, of any data or information contained in any transmission via the Internet Account Management Services or not actually received by PNC nor the consummation of any request for an Inquiry or Transaction request not actually received by PFPCPNC. The GE Fund Products shall advise End-End Users to promptly notify the GE Fund Products or PFPC PNC of any errors or inaccuracies in Shareholder data or information transmitted via the Internet Account Management ServicesIAM System.

Appears in 2 contracts

Samples: Transfer Agency Services Agreement (PNC Funds), Transfer Agency Services Agreement (PNC Advantage Funds)

Standards of Care for Internet Services. (a) Notwithstanding anything in the Agreement or this Exhibit B to the contrary (other than as set forth in the immediately succeeding sentence) with respect to the provision of services set forth in this Exhibit B (i) PFPC shall be liable only for its own willful misconductmisfeasance, bad faith, gross negligence or reckless disregard in the provision of such services and (ii) the GE a Fund Products shall indemnify, defend and hold harmless PFPC and its affiliates (including their respective officers, directors, agents and employees) from all taxes, charges, expenses, assessments, claims and liabilities (including, without limitation, including reasonable attorneys' fees and disbursements and liabilities arising under the Securities Laws and any state and foreign securities and blue sky laws) incurred by such indemnified parties with respect to such services except for those for which PFPC is liable under sub-clause (i) of this sentence. For clarity, the provisions of the immediately preceding sentence shall not limit Sections 13(b), 13(c) or 13(c13(d) of the Agreement or Section 7(c) of this Exhibit B. The provisions of this Section 4(a) shall survive termination of the Agreement and the provision of services set forth in this Exhibit B. (b) Notwithstanding anything to the contrary contained in the Agreement or this Exhibit B, PFPC shall not be obligated to ensure or verify the accuracy or actual receipt, or the transmission, of any data or information contained in any transmission via the Internet Account Management Services or the consummation of any Inquiry or Transaction request not actually received by PFPC. The GE A Fund Products shall advise End-Users to promptly notify the GE a Fund Products or PFPC of any errors or inaccuracies in Shareholder data or information transmitted via the Internet Account Management Services.

Appears in 2 contracts

Samples: Transfer Agency Services Agreement (Allegiant Advantage Fund), Transfer Agency Services Agreement (Allegiant Funds)

Standards of Care for Internet Services. (a) Notwithstanding anything in the Agreement or this Exhibit B to the contrary (other than as set forth in the immediately succeeding sentence) with respect to the provision of services set forth in this Exhibit B (i) PFPC PNC shall be liable only for its own willful misconductmisfeasance, bad faith, gross negligence or reckless disregard in the provision of such services and (ii) the GE Fund Products shall indemnify, defend and hold harmless PFPC PNC and its affiliates (including their respective officers, directors, agents and employees) from all taxes, charges, expenses, assessments, claims and liabilities (including, without limitation, attorneys’ fees and disbursements and liabilities arising under the Securities Laws and any state and foreign securities and blue sky laws) incurred by such indemnified parties with respect to such services except for those for which PFPC PNC is liable under sub-clause (i) of this sentence. For clarity, the provisions of the immediately preceding sentence shall not limit Sections 13(b) 10 or 13(c) 11 of the Agreement or Section 7(c) of this Exhibit B. The provisions of this Section 4(a) shall survive termination of the Agreement and the provision of services set forth in this Exhibit B. (b) Notwithstanding anything to the contrary contained in the Agreement or this Exhibit B, PFPC PNC shall not be obligated to ensure or verify the accuracy or actual receipt, or the transmission, of any data or information contained in any transmission via the Internet Account Management IAM Services or the consummation of any Inquiry or Transaction request not actually received by PFPCPNC. The GE Fund Products shall advise End-Users to promptly notify the GE Fund Products or PFPC PNC of any errors or inaccuracies in Shareholder data or information transmitted via the Internet Account Management IAM Services.

Appears in 2 contracts

Samples: Transfer Agency Services Agreement (Motley Fool Funds Trust), Transfer Agency Services Agreement (Motley Fool Funds Trust)

Standards of Care for Internet Services. (a) Notwithstanding Notwithstanding. anything in the Agreement or this Exhibit B to the contrary (other than as set forth in the immediately succeeding sentence) with respect to the provision of services set forth in this Exhibit B (i) PFPC shall be liable only for its own willful misconductmisfeasance, bad faith, gross negligence or reckless disregard in the provision of such services and (ii) the GE Fund Products shall indemnify, defend and hold harmless PFPC and its affiliates (including their respective officers, directors, agents and employees) from all taxes, charges, expenses, assessments, claims and liabilities (including, without limitation, attorneys’ fees and disbursements and liabilities arising under the Securities Laws and any state and foreign securities and blue sky laws) incurred by such indemnified parties with respect to such services except for those for which PFPC is liable under sub-clause (i) of this sentence. For clarity, the provisions of the immediately preceding sentence shall not limit Sections 13(b) or 13(c) of the Agreement or Section 7(c) of this Exhibit B. The provisions of this Section 4(a) shall survive termination of the Agreement and the provision of services set forth in this Exhibit B. (b) Notwithstanding anything to the contrary contained in the Agreement or this Exhibit B, PFPC shall not be obligated to ensure or verify the accuracy or actual receipt, or the transmission, of any data or information contained in any transmission via the Internet Account Management IMPRESSNetR Services or the consummation of any Inquiry or Transaction request not actually received by PFPC. The GE Fund Products shall advise End-Users to promptly notify the GE Fund Products or PFPC of any errors or inaccuracies in Shareholder data or information transmitted via the Internet Account Management IMPRESSNetR Services.

Appears in 1 contract

Samples: Transfer Agency Agreement (Blackrock Bond Allocation Target Shares)

Standards of Care for Internet Services. (a) Notwithstanding anything in the Agreement or this Exhibit B to the contrary (other than as set forth in the immediately succeeding sentence) with respect to the provision of services set forth in this Exhibit B (i) PFPC shall be liable only for its own willful misconductmisfeasance, bad faith, gross negligence or reckless disregard in the provision of such services and (iiif) the GE Fund Products shall indemnify, ; defend and hold harmless PFPC and its affiliates (including their respective officers, directors, agents and employees) from all taxes, charges, expenses, assessments, claims and liabilities (including, without limitation, attorneys' fees and disbursements and liabilities arising under the Securities Laws and any state and foreign securities and blue sky laws) incurred by such indemnified parties with respect to such services except for those for which PFPC is liable under sub-clause (i) of this sentence. For clarity, the provisions of the immediately preceding sentence shall not limit Sections 13(b) or 13(c) of the Agreement or Section 7(c) of this Exhibit B. The provisions of this Section 4(a) shall survive termination of the Agreement and the provision of services set forth in this Exhibit B. (b) Notwithstanding anything to the contrary contained in the Agreement or this Exhibit B, PFPC shall not be obligated to ensure or verify the accuracy or actual receipt, or the transmission, of any data or information contained in any transmission via the Internet Account Management IMPRESSNet(R) Services or the consummation of any Inquiry or Transaction request not actually received by PFPC. The GE Fund Products shall advise End-Users to promptly notify the GE Fund Products or PFPC of any errors or inaccuracies in Shareholder data or information transmitted via the Internet Account Management IMPRESSNet(R) Services.

Appears in 1 contract

Samples: Transfer Agency Agreement (BlackRock Variable Series Funds, Inc.)

Standards of Care for Internet Services. (a) Notwithstanding anything in the Agreement or this Exhibit B to the contrary (any other than as set forth in the immediately succeeding sentence) with respect to the provision of services set forth in the Agreement, including this Exhibit B Appendix: (i) PFPC in addition to all limitation of liability provisions that may be provided for in the Agreement, PNC shall be liable only for its own willful misconduct, bad faith, gross negligence or reckless disregard in Loss to the Fund caused solely by a breach of a provision of such services this Appendix constituting gross negligence, recklessness or intentional misconduct; and (ii) the GE Fund Products shall indemnify, defend and hold harmless PFPC PNC and its affiliates (including their respective officers, directors, agents and employees) from all taxes, charges, expenses, assessments, claims Loss and liabilities (including, without limitation, all attorneys’ fees and disbursements and liabilities arising under the Securities Laws and any state and foreign securities and blue sky laws) laws incurred by such indemnified parties with respect to such services the Services except for those for which PFPC is liable under sub-clause (i) Loss caused solely by the gross negligence, recklessness or intentional misconduct of this sentencethe indemnified party. For clarity, the The provisions of the immediately preceding sentence shall not limit Sections 13(b) or 13(c) of the Agreement or Section 7(c) of this Exhibit B. Appendix. The provisions of this Section 4(a) shall survive termination of the Agreement and the provision of services set forth in this Exhibit B.Appendix. (b) Notwithstanding anything to the contrary contained in the Agreement or any other provision of this Exhibit BAgreement, PFPC including this Appendix, PNC shall not be obligated to ensure or verify the accuracy or actual receipt, or the transmission, of any data or information contained in any transmission via the Internet Account Management Services or the consummation of any request for an Inquiry or Transaction request not actually received by PFPCPNC. The GE Fund Products shall advise End-End Users to promptly notify the GE Fund Products or PFPC PNC of any errors or inaccuracies in Shareholder data or information transmitted via the Internet Account Management ServicesIAM System.

Appears in 1 contract

Samples: Transfer Agency Services Agreement (New Alternatives Fund Inc)

Standards of Care for Internet Services. (a) Notwithstanding anything in the Agreement or this Exhibit B Schedule E to the contrary (other than as set forth in the immediately succeeding sentence) with respect to the provision of services set forth in this Exhibit B Schedule E (i) PFPC shall be liable only for its own willful misconductmisfeasance, bad faith, gross negligence or reckless disregard in the provision of such services and (ii) the GE Fund Products Trust shall indemnify, defend and hold harmless PFPC and its affiliates (including their respective officers, directors, agents and employees) from all taxes, charges, expenses, assessments, claims and liabilities (including, without limitation, attorneys’ fees and disbursements and liabilities arising under the Securities Laws and any state and foreign securities and blue sky laws) incurred by such indemnified parties with respect to such services except for those for which PFPC is liable under sub-clause (i) of this sentence. For clarity, the provisions of the immediately preceding sentence shall not limit Sections 13(b), 13(c) or 13(c13(d) of the Agreement or Section 7(c) of this Exhibit B. Schedule E. The provisions of this Section 4(a) shall survive termination of the Agreement and the provision of services set forth in this Exhibit B.Schedule E. (b) Notwithstanding anything to the contrary contained in the Agreement or this Exhibit BSchedule E, PFPC shall not be obligated to ensure or verify the accuracy or actual receipt, or the transmission, of any data or information contained in any transmission via the Internet Account Management IMPRESSNetR Services or the consummation of any Inquiry or Transaction request not actually received by PFPC. The GE Fund Products Trust shall advise End-Users to promptly notify the GE Fund Products Trust or PFPC of any errors or inaccuracies in Shareholder shareholder data or information transmitted via the Internet Account Management IMPRESSNetR Services.

Appears in 1 contract

Samples: Investment Company Services Agreement (Matthews International Funds)

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Standards of Care for Internet Services. (a) Notwithstanding anything in the Agreement or this Exhibit B to the contrary (other than as set forth in the immediately succeeding sentence) with respect to the provision of services set forth in this Exhibit B (i) PFPC shall be liable only for its own willful misconductmisfeasance, bad faith, gross negligence or reckless disregard in the provision of such services and (ii) the GE Fund Products shall indemnify, defend and hold harmless PFPC and its affiliates (including their respective officers, directors, agents and employees) from all taxes, charges, expenses, assessments, claims and liabilities (including, without limitation, attorneys’ fees and disbursements and liabilities arising under the Securities Laws and any state and foreign securities and blue sky laws) incurred by such indemnified parties with respect to such services except for those for which PFPC is liable under sub-clause (i) of this sentence. For clarity, the provisions of the immediately preceding sentence shall not limit Sections 13(b) or 13(c) of the Agreement or Section 7(c) of this Exhibit B. The provisions of this Section 4(a) shall survive termination of the Agreement and the provision of services set forth in this Exhibit B. (b) Notwithstanding anything to the contrary contained in the Agreement or this Exhibit B, PFPC shall not be obligated to ensure or verify the accuracy or actual receipt, or the transmission, of any data or information contained in any transmission via the Internet Account Management IMPRESSNetR Services or the consummation of any Inquiry or Transaction request not actually received by PFPC. The GE Fund Products shall advise End-Users to promptly notify the GE Fund Products or PFPC of any errors or inaccuracies in Shareholder data or information transmitted via the Internet Account Management IMPRESSNetR Services.

Appears in 1 contract

Samples: Transfer Agency Agreement (Blackrock Funds)

Standards of Care for Internet Services. (a) Notwithstanding anything in the Agreement or this Exhibit B C to the contrary (other than as set forth in the immediately succeeding sentence) with respect to the provision of services set forth in this Exhibit B C (i) PFPC shall be liable only for its own willful misconductmisfeasance, bad faith, gross negligence or reckless disregard in the provision of such services and (ii) the GE Fund Products shall indemnify, defend and hold harmless PFPC and its affiliates (including their respective officers, directors, agents and employees) from all taxes, charges, expenses, assessments, claims and liabilities (including, without limitation, attorneys' fees and disbursements and liabilities arising under the Securities Laws and any state and foreign securities and blue sky laws) incurred by such indemnified parties with respect to such services except for those for which PFPC is liable under sub-clause (i) of this sentence. For clarity, the provisions of the immediately preceding sentence shall not limit Sections 13(b12(b) or 13(c12(c) of the Agreement or Section 7(c) of this Exhibit B. C. The provisions of this Section 4(a) shall survive termination of the Agreement and the provision of services set forth in this Exhibit B.C. (b) Notwithstanding anything to the contrary contained in the Agreement or this Exhibit BC, PFPC shall not be obligated to ensure or verify the accuracy or actual receipt, or the transmission, of any data or information contained in any transmission via the Internet Account Management IMPRESSNet(R) Services or the consummation of any Inquiry or Transaction request not actually received by PFPC. The GE Fund Products shall advise End-Users to promptly notify the GE Fund Products or PFPC of any errors or inaccuracies in Shareholder shareholder data or information transmitted via the Internet Account Management Services.IMPRESSNet(R)

Appears in 1 contract

Samples: Services Agreement (Wilshire Mutual Funds Inc)

Standards of Care for Internet Services. (a) Notwithstanding anything in the Agreement or this Exhibit B to the contrary (other than as set forth in the immediately succeeding sentence) with respect to the provision of services set forth in this Exhibit B (i) PFPC shall be liable only for its own willful misconduct, bad faith, gross negligence or reckless disregard in the provision of such services and (ii) the GE Fund Products shall indemnify, defend and hold harmless PFPC and its affiliates (including their respective officers, directors, agents and employees) from all taxes, charges, expenses, assessments, claims and liabilities (including, without limitation, attorneys’ fees and disbursements and liabilities arising under the Securities Laws and any state and foreign securities and blue sky laws) incurred by such indemnified parties with respect to such services except for those for which PFPC is liable under sub-clause (i) of this sentence. For clarity, the provisions of the immediately preceding sentence shall not limit Sections 13(b) or 13(c) of the Agreement or Section 7(c) of this Exhibit B. The provisions of this Section 4(a) shall survive termination of the Agreement and the provision of services set forth in this Exhibit B. (b) Notwithstanding anything to the contrary contained in the Agreement or this Exhibit B: (a) Each of PFPC and the Fund shall exercise care and diligence, act in good faith and use its best efforts, within reasonable limits and shall be liable for any damages arising out of its failure to perform its duties and obligations described in this Exhibit B to the extent such damages arise out of its willful misfeasance, bad faith, gross negligence or reckless disregard of such duties and obligations. (b) Without limiting the generality of the foregoing or any other provisions of this Exhibit B or the Agreement, neither party shall be liable for (i) losses beyond its control, provided that such party has acted in accordance with the standard of care set forth above, (ii) subject to Section 9 of this Exhibit, delays or failures to perform any of its obligations hereunder or errors or loss of data occurring by reason of circumstances beyond such party's control, including acts of civil or military authority, national emergencies, labor difficulties, fire, flood, catastrophe, acts of God, insurrections, war, riots or failure of the mails, transportation, communication or power supply, functions or malfunctions of the Internet or telecommunications services, firewalls, encryption systems or security devices caused by any of the above, or laws or regulations imposed after the date of this Exhibit. (c) Although PFPC shall comply with the standard of care specified above in providing the Internet Services, PFPC shall not be obligated to ensure or verify the accuracy or actual receipt, or the transmission, of any data or information contained in any transmission via the Internet Account Management Services or the consummation of any Inquiry or Transaction request not actually received by PFPC. The GE Fund Products shall advise End-Users Shareholders to promptly notify the GE Fund Products or PFPC of any errors or inaccuracies in Shareholder data or information transmitted via the Internet Account Management Services.

Appears in 1 contract

Samples: Sub Transfer Agency Services Agreement (Monument Series Fund Inc)

Standards of Care for Internet Services. (a) Notwithstanding anything in the Agreement or this Exhibit B to the contrary (other than as set forth in the immediately succeeding sentence) with respect to the provision of services set forth in this Exhibit B (i) PFPC PNC shall be liable only for its own willful misconductmisfeasance, bad faith, gross negligence or reckless disregard in the provision of such services and (ii) the GE Fund Products shall indemnify, defend and hold harmless PFPC PNC and its affiliates (including their respective officers, directors, agents and employees) from all taxes, charges, expenses, assessments, claims and liabilities (including, without limitation, attorneys’ fees and disbursements and liabilities arising under the Securities Laws and any state and foreign securities and blue sky laws) incurred by such indemnified parties with respect to such services except for those for which PFPC PNC is liable under under, sub-clause (i) of this sentence. For clarity, the provisions of the immediately preceding sentence shall not limit Sections 13(b), 13(c) or 13(c13(d) of the Agreement or Section 7(c) of this Exhibit B. The provisions of this Section 4(a) shall survive termination of the Agreement and the provision of services set forth in this Exhibit B. (b) Notwithstanding anything to the contrary contained in the Agreement or this Exhibit B, PFPC PNC shall not be obligated to ensure or verify the accuracy or actual receipt, or the transmission, of any data or information contained in any transmission via the Internet Account Management JAM Services or the consummation of any Inquiry or Transaction request not actually received by PFPCPNC. The GE Fund Products shall advise End-Users to promptly notify the GE Fund Products or PFPC PNC of any errors or inaccuracies in Shareholder data or information transmitted via the Internet Account Management JAM Services.

Appears in 1 contract

Samples: Transfer Agency Agreement (BlackRock Funds III)

Standards of Care for Internet Services. (a) Notwithstanding anything in the Agreement or this Exhibit B to the contrary (other than as set forth in the immediately succeeding sentence) with respect to the provision of services set forth in this Exhibit B (i) PFPC shall be liable only for its own willful misconductmisfeasance, bad faith, gross negligence or reckless disregard in the provision of such services and (ii) the GE Fund Products shall indemnify, defend and hold harmless PFPC and its affiliates (including their respective officers, directors, agents and employees) from all taxes, charges, expenses, assessments, claims and liabilities (including, without limitation, attorneys’ fees and disbursements and liabilities arising under the Securities Laws and any state and foreign securities and blue sky laws) incurred by such indemnified parties with respect to such services except for those for which PFPC is liable under sub-clause (i) of this sentence. For clarity, the provisions of the immediately preceding sentence shall not limit Sections 13(b), 13(c) or 13(c13(d) of the Agreement or Section 7(c) of this Exhibit B. The provisions of this Section 4(a) shall survive termination of the Agreement and the provision of services set forth in this Exhibit B. (b) Notwithstanding anything to the contrary contained in the Agreement or this Exhibit B, PFPC shall not be obligated to ensure or verify the accuracy or actual receipt, or the transmission, of any data or information contained in any transmission via the Internet Account Management IAM Services or the consummation of any Inquiry or Transaction request not actually received by PFPC. The GE Fund Products shall advise End-Users to promptly notify the GE Fund Products or PFPC of any errors or inaccuracies in Shareholder data or information transmitted via the Internet Account Management IAM Services.

Appears in 1 contract

Samples: Transfer Agency Agreement (BlackRock Fixed Income Value Opportunities)

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