Common use of Trust Entity Clause in Contracts

Trust Entity. The Trust Entity shall indemnify and hold harmless ALPS, the Fund’s custodian, the Fund’s investment advisor, the Fund’s transfer agent, the Fund’s fund accounting agent, each of their affiliated companies, and all of the divisions, subsidiaries, directors, trustees, officers, agents, employees and assigns of each of the foregoing (collectively, “Indemnified Fund Parties”), against and from any and all demands, damages, liabilities, and losses, or any pending or completed actions, claims, suits, complaints, proceedings, or investigations (including reasonable attorneys fees and other costs, including all expenses of litigation or arbitration, judgments, fines or amounts paid in any settlement consented to by the Trust Entity) to which any of them may be or become subject to as a result or arising out of (a) any negligent act or omission by the Trust Entity, the Trust’s correspondents, or their agents relating to Fund/SERV provided ALPS has not acted negligently; (b) any breach of the Trust’s representations or warranties in this Agreement; (c) the failure of the Trust Entity or the Trust’s correspondents to comply with any of the terms of this Agreement; or (d) ALPS’ acceptance of any transaction or account maintenance information from the Trust Entity through Fund/SERV including any fraudulent or unauthorized transaction by either the Trust Entity or the Client-shareholder.

Trust Entity. The Trust Entity entity shall indemnify and hold harmless ALPSthe Fund Company, the Fund’s Funds' custodian, the Fund’s investment advisorFunds' underwriter, the Fund’s Funds' investment adviser, the Fund Agent, the Funds' transfer agent, the Fund’s fund accounting /shareholder servicing agent, each of their affiliated companies, and all of the divisions, subsidiaries, directors, trustees, officers, agents, employees and assigns of each of the foregoing (collectivelyeach an, “"Indemnified Fund Parties”Party"), against and from any and all demands, damages, liabilities, and losses, or any pending or completed actions, claims, suits, complaints, proceedings, or investigations (including reasonable attorneys fees and other costs, including all expenses of litigation or arbitration, judgments, fines or amounts paid in any settlement consented to by the Trust Entity) to which any of them may be or become subject to as a result or arising out of of: (a) any negligent act or omission by the Trust Entity, the Trust’s 's correspondents, or their agents relating to Fund/SERV provided ALPS has not acted negligentlySERV, except to the extent caused by the negligence or intentional misconduct of an Indemnified Fund Party; (b) any breach of the Trust’s 's representations or warranties in this Agreement; (c) the failure of the Trust Entity or the Trust’s 's correspondents to comply with any of the terms of this Agreement; or (d) ALPS’ the Fund Agent's acceptance of any transaction or account maintenance information from the Trust Entity through Fund/SERV including any fraudulent or unauthorized transaction by either the Trust Entity or the Client-shareholder.

Trust Entity. The Trust Entity entity shall indemnify and hold harmless ALPSthe Fund ------------- Company, the Fund’s Funds' custodian, the Fund’s investment advisorFunds' underwriter, the Fund’s Funds' investment adviser, the Fund Agent, the Funds' transfer agent, the Fund’s fund accounting /shareholder servicing agent, each of their affiliated companies, and all of the divisions, subsidiaries, directors, trustees, officers, agents, employees and assigns of each of the foregoing (collectivelyeach an, “"Indemnified Fund Parties”Party"), against and from any and all demands, damages, liabilities, and losses, or any pending or completed actions, claims, suits, complaints, proceedings, or investigations (including reasonable attorneys fees and other costs, including all expenses of litigation or arbitration, judgments, fines or amounts paid in any settlement consented to by the Trust Entity) to which any of them may be or become subject to as a result or arising out of of: (a) any negligent act or omission by the Trust Entity, the Trust’s 's correspondents, or their agents relating to Fund/SERV provided ALPS has not acted negligentlySERV, except to the extent caused by the negligence or intentional misconduct of an Indemnified Fund Party; (b) any breach of the Trust’s 's representations or warranties in this Agreement; (c) the failure of the Trust Entity or the Trust’s 's correspondents to comply with any of the terms of this Agreement; or (d) ALPS’ the Fund Agent's acceptance of any transaction or account maintenance information from the Trust Entity through Fund/SERV including any fraudulent or unauthorized transaction by either the Trust Entity or the Client-shareholder.

Trust Entity. The Trust Entity entity shall indemnify and hold harmless ALPSPIMSS, the Fund’s Funds, the Funds' custodian, the Fund’s investment advisorFunds' underwriter, the Fund’s transfer agentFunds' distributor, the Fund’s fund accounting agentFunds' investment adviser, each of their affiliated companies, and all of the divisions, subsidiaries, directors, trustees, officers, agents, employees and assigns of each of the foregoing (collectively, “"Indemnified Fund Parties”"), against and from any and all demands, damages, liabilities, and losses, or any pending or completed actions, claims, suits, complaints, proceedings, or investigations proceedings (including reasonable attorneys fees and other costs, including all expenses of litigation or arbitration, judgments, fines or amounts paid in any settlement consented to by the Trust Entity) to which any of them may be or become subject to as a result or arising out of (a) any negligent act or omission by the Trust Entity, the Trust’s 's correspondents, or their agents relating to Fund/SERV Networking; provided ALPS PIMSS has not acted negligently; (b) any breach of the Trust’s 's representations or warranties in this Agreement; (c) the failure of the Trust Entity or the Trust’s 's correspondents to comply with any of the terms of this Agreement; or (d) ALPS’ PIMSS' acceptance of any transaction or account maintenance information from the Trust Entity through Fund/SERV including any fraudulent or unauthorized transaction by either the Trust Entity or the Client-shareholderNetworking.

Trust Entity. The Trust Entity entity shall indemnify and hold harmless ALPSthe Funds, the Fund’s Funds' custodian, the Fund’s Funds' underwriter, the Funds' investment advisor, the Fund’s transfer agent, the Fund’s fund accounting agentFund Agent, each of their affiliated companies, and all of the divisions, subsidiaries, directors, trustees, officers, agents, employees and assigns of each of the foregoing (collectively, “"Indemnified Fund Parties”"), against and from any and all demands, damages, liabilities, and losses, or any pending or completed actions, claims, suits, complaints, proceedings, or investigations (including reasonable attorneys fees and other costs, including all expenses of litigation or arbitration, judgments, fines or amounts paid in any settlement consented to by the Trust Entity) to which any of them may be or become subject to as a result or arising out of (a) any negligent act or omission by the Trust Entity, the Trust’s 's correspondents, or their agents relating to Fund/SERV provided ALPS the Fund Agent has not acted negligently; (b) any breach of the Trust’s 's representations or warranties in this Agreement; (c) the failure of the Trust Entity or the Trust’s 's correspondents to comply with any of the terms of this Agreement; or (d) ALPS’ the Fund Agent's acceptance of any transaction or account maintenance information from the Trust Entity through Fund/SERV including any fraudulent or unauthorized transaction by either the Trust Entity or the Client-shareholder.