Responsibility of Bank. So long as and to the extent that it is in the exercise of reasonable care, the Bank as Custodian and Agent shall be held harmless in acting upon any notice, request, consent, certificate or other instrument reasonably believed by it to be genuine and to be signed by the proper party or parties. The Bank as Custodian and Agent shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the Trust) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Bank as Custodian and Agent shall be held to the exercise of reasonable care in carrying out the provisions of this Agreement but shall be liable only for its own negligent or bad faith acts or failures to act. Notwithstanding the foregoing, nothing contained in this paragraph is intended to nor shall it be construed to modify the standards of care and responsibility set forth in Section 2 hereof with respect to subcustodians and in subparagraph f of Paragraph L of Section 3 hereof with respect to Securities Systems and in subparagraph g of Paragraph M of Section 3 hereof with respect to an Approved Book-Entry System for Commercial Paper. The Custodian shall be liable for the acts or omissions of a foreign banking institution to the same extent as set forth with respect to subcustodians generally in Section 2 hereof, provided that, regardless of whether assets are maintained in the custody of a foreign banking institution, a foreign securities depository or a branch of a U.S. bank, the Custodian shall not be liable for any loss, damage, cost, expense, liability or claim resulting from, or caused by, the direction of or authorization by the Trust to maintain custody of any securities or cash of the Trust in a foreign country including, but not limited to, losses resulting from nationalization, expropriation, currency restrictions, acts of war, civil war or terrorism, insurrection, revolution, military or usurped powers, nuclear fission, fusion or radiation, earthquake, storm or other disturbance of nature or acts of God. If the Trust requires the Bank in any capacity to take any action with respect to securities, which action involves the payment of money or which action may, in the opinion of the Bank, result in the Bank or its nominee assigned to the Trust being liable for the payment of money or incurring liability of some other form, the Trust, as a prerequisite to requiring the Custodian to take such action, shall p...
Responsibility of Bank. 19-20 9. Persons Having Access to Assets of the Fund.............................20
Responsibility of Bank. (1) Bank shall haveno responsibility or liability for anyinaccuracy, interruptionordelayintransmission and/or for claims occasioned by any circumstances, including any act or failure to act by a third person or entity, beyond Bank’s reasonable control unless caused by Bank’s gross negligence or willful misconduct.
(2) Depositor will hold Bank harmless and indemnify Bank for any claims, demands, expenses (including but not limited to attorney’s fees and costs), loss or damage of any nature whatsoever arising directly or indirectly from any payment order issued by Depositor pursuant to the terms and conditions of this Agreement, any Amendment to this Agreement, or other matters related to this Agreement, except for liability of Depositor caused by the gross negligence or willful misconduct of Bank. In no event shall Bank be liable for, and Depositor hereby releases Bank and its correspondents and agents from liability for, any punitive, multiple, statutory, special, consequential or incidental damages, even if Bank has been informed of the possibility of such damages.
(3) Depositor will assume full responsibility for all transfers executed by Bank in good faith, and in accordance with these procedures, agrees that Bank shall be conclusively deemed to have discharged its duty to act in good faith if it has followed the transfer procedures set forth in this Agreement, and agrees that Bank assumes no responsibility beyond its duty to exercise ordinary care.
(4) Bank’s liability, if any exists, is discharged to the extent of any payment remitted to beneficiary from any source, including Depositor.
Responsibility of Bank. 23-24 9. Persons Having Access to Assets of the Trust..............................24
Responsibility of Bank. 24-25 9. Persons Having Access to Assets of the Trust.........................................................25-26 10. Effective Period, Termination and Amendment; Successor Custodian..................................................................................26-27 11. Interpretive and Additional Provisions..................................................................27 12. Notices.................................................................................................27
Responsibility of Bank. 30.1 The Bank shall perform its duties hereunder with “Due Care.” For the purposes of this agreement, “Due Care” shall mean the degree of care and skill demonstrated by agents acting in like capacity as a safekeeping custodian. The Bank shall not be responsible for the title, validity, or genuineness, including good deliverable form, of any property or evidence of title thereto received by it or delivered by it pursuant to this Agreement. The Bank may at its discretion appoint and remove agents or Subcustodians to carry out such of the provisions of this Agreement as the Bank may from time to time direct; provided, however, that such appointment shall not relieve the Bank of its responsibilities or liabilities under this Agreement, and provided further that any depository selected with Due Care by the Bank shall not be deemed for purposes of this Agreement an agent or Subcustodian of the Bank.
Responsibility of Bank. Except for (i) advancing margin or other credit to Pledgor in violation of Section 3 above or (ii) complying with entitlement orders from Pledgor or permitting withdrawals by Pledgor, in either case in violation of Section 4 above, Bank shall have no responsibility or liability to Collateral Agent for making trades of Financial Assets held in the Account at the instruction of Pledgor, or its authorized representatives, or complying with entitlement orders concerning the Account from Pledgor, or its authorized representatives, which are received by Bank before Bank receives a Notice of Exclusive Control or after Bank receives a notice of rescission of such Notice of Exclusive Control. Bank shall have no responsibility or liability to Pledgor for complying with a Notice of Exclusive Control or complying with entitlement orders concerning the Account or Financial Assets held therein originated by Collateral Agent during such time after a Notice of Exclusive Control has been received and not rescinded. Bank shall have no duty to investigate or make any determination as to whether an Event of Default exists and shall comply with a Notice of Exclusive Control even if it believes that an Event of Default does not exist. Neither this Agreement nor the Pledge Agreement imposes or creates any obligation or duty of Bank other than those expressly set forth herein.
Responsibility of Bank. Xxxx is only responsible for making a good faith effort to execute Company’s Transfer Instructions. Transfer Instructions may be sent by wire, telegraph, telephone, cable or whatever other transmission method Bank considers to be reasonable. Orders and outgoing Drawdown Requests may be transmitted directly to the beneficiary’s financial institution, or indirectly to the beneficiary’s financial institution through another financial institution, government agency or other third party that Bank considers to be reasonable. Bank may execute an incoming Drawdown Request that conforms with instructions it receives through Fed Wire, SWIFT or any other funds transfer system, provided such instructions are not inconsistent with instructions contained in an applicable Set-up Form. The authority to execute the incoming Drawdown Request shall continue until Bank receives express written notice from Company that such authority is revoked. Bank will not be liable for any third party’s failure to or delay or error in processing a Transfer Instruction. If the beneficiary bank does not pay the beneficiary specified in the Transfer Instruction, a refund will be made only after Bank has received confirmation of the effective cancellation of the Transfer Instruction and Bank is in free possession of the funds debited or earmarked in connection with the Transfer Instruction. If Bank is notified that it did not transfer the full amount stated in a Transfer Instruction, Bank’s sole obligation will be to promptly execute a second Transfer Instruction in the amount of the stated deficiency. If Bank executes a Transfer Instruction in excess of the amount stated in the Transfer Instruction, to the extent that the originator does not receive the benefit of the Transfer Instruction, Bank will only be liable for any loss of the principal amount transferred in excess of the amount stated in the Transfer Instruction. Additionally, Bank will be liable for the amount of interest the originator has lost due to the transfer of the excess amount, computed at the then current Federal Funds rate. However, Bank’s liability for loss of interest will be limited to twenty (20) calendar day’s interest. This section sets forth Bank’s complete liability for a Transfer Instruction issued or received under this Service Description. IN NO EVENT WILL BANK BE LIABLE FOR DAMAGES ARISING DIRECTLY OR INDIRECTLY IF THE TRANSFER INSTRUCTION IS EXECUTED BY BANK IN GOOD FAITH AND IN ACCORDANCE WITH THE TERMS OF TH...
Responsibility of Bank. The Borrower hereby acknow- ---------------------- ledges and agrees that neither the Bank, any Bank Affiliates nor any of Bank's correspondents shall be responsible for:
(a) The existence, character, quality, quantity, condition, packing, value or delivery of the property purporting to be represented by documents;
(b) Any difference in character, quality, quantity, condition or value of any relative goods, readily marketable commodities, or other property from that expressed in documents;
(c) The validity, sufficiency, or genuineness of documents, or of any endorsement, even if such documents should in fact prove to be in any or all respects invalid, fraudulent or forged;
(d) The time, place, manner or order in which shipment is made;
(e) The character, adequacy, validity, or genuineness of any insurance;
(f) The solvency or responsibility of any insurer, or for any other risk connected with insurance;
(g) Any deviation from instructions, delay, default, or fraud by the shipper and/or any other(s) in connection with the property or the shipping;
(h) The solvency, responsibility, or relationship to the property of any party issuing any documents in connection with the property;
(i) Delay in arrival, or failure to arrive, of either the property or any of the documents;
(j) Delay in giving, or failure to give, notice of arrival or any other notice;
(k) Any breach of contract between the shipper(s) or vendor(s) and the consignee(s) or buyer(s); or
(l) Errors, omissions, interruptions or delays in transmission or delivery of any messages by mail, cable, telegraph, wireless telex, courier, or otherwise, whether or not they may be in cipher or scrambled; and that neither the Bank, any Bank Affiliate nor any of the Bank's correspondents shall be responsible for any act, error, neglect, default, omission, insolvency or failure in business of any correspondent, carrier, or warehouseman, and that the happening of any one or more of the contingencies referred to in the preceding sentence shall not affect, impair or prevent the vesting of any of the Bank's rights or powers. In furtherance and extension and not in limitation of the specific provisions above, it is agreed that any action, inaction, or omission taken or suffered by the Bank, the Banks, any Bank Affiliate or by any of the Bank's correspondents, under or in connection with any Draft accepted by the Bank or any Bank Affiliate, or any of the relative documents or property, if in good faith, and in conformity...
Responsibility of Bank. Except for acting on the Premier CDC’s instructions without SBA’s prior written consent in violation of paragraph 2.b.(5) above, the Bank shall have no responsibility or liability to SBA for complying with instructions concerning the Deposit Accounts from the Premier CDC. The Bank shall have no responsibility or liability to the Premier CDC for complying with instructions concerning the Deposit Accounts from SBA, and shall have no responsibility to investigate the appropriateness of any such instruction received from SBA.
