Common use of Testimony Clause in Contracts

Testimony. If SS&C is required by a third party subpoena or otherwise, to produce documents, testify or provide other evidence regarding the Services, this Agreement or the operations of Fund in any Action to which Client is a party or otherwise related to Client (other than an Action between SS&C and Client), SS&C shall provide reasonable assistance to Client in complying with the subpoena. Client shall reimburse SS&C for all costs and expenses, including the time of its professional staff at SS&C’s standard rates and the cost of legal representation, that SS&C reasonably incurs in connection therewith, except to the extent resulting from the gross negligence, willful misconduct or fraud of SS&C Associates in the performance of SS&C’s duties or obligations under this Agreement.

Testimony. If SS&C is required by a third party subpoena or otherwise, to produce documents, testify or provide other evidence regarding the Services, this Agreement or the operations of Fund in any Action to which Client Fund or Management is a party or otherwise related to Client (other than an Action between SS&C Fund or Management, Fund and Client), SS&C shall provide reasonable assistance to Client in complying with the subpoena. Client Management shall reimburse SS&C for all costs and expenses, including the time of its professional staff at SS&C’s standard rates and the cost of legal representation, that SS&C reasonably incurs in connection therewith, except to the extent resulting from the that such Action, costs or expenses relate to a SS&C Associate’s or a SS&C employee’s gross negligence, willful misconduct misconduct, fraud or fraud material breach of SS&C Associates in the performance of SS&C’s duties or obligations under this Agreement.

Testimony. If SS&C is required by a third party subpoena or otherwise, to produce documents, testify or provide other evidence regarding the Services, this Agreement or the operations of the Fund in any Action to which Client the Fund or Management is a party or otherwise related to Client the Fund or Management (other than an Action between SS&C and Clientthe Fund or Management), SS&C shall provide reasonable assistance to Client in complying with the subpoena. Client Fund and Management shall reimburse SS&C for all costs and expenses, including the time of its professional staff at SS&C’s standard rates and the cost of legal representation, that SS&C reasonably incurs in connection therewith, ; except to the extent resulting solely from the gross negligence, willful misconduct or fraud of SS&C Associates in the performance of SS&C’s duties or obligations under this Agreement.

Testimony. If SS&C is required by a third party subpoena or otherwise, to produce documents, testify or provide other evidence regarding the Services, this Agreement or the operations of Fund Client in any Action to which Client is a party or otherwise related to Client (other than an Action between SS&C and Client), SS&C shall provide reasonable assistance to Client in complying with the subpoena. Client shall reimburse SS&C for all costs and expenses, including the time of its professional staff at SS&C’s standard rates and the reasonable and documented cost of outside legal representation, that SS&C reasonably incurs in connection therewith, except to the extent resulting solely from the gross negligence, willful misconduct or fraud of SS&C Associates in the performance of SS&C’s duties or obligations under this Agreement. The fees of reputable counsel shall be deemed reasonable.