ADVISER’S LIABILITIES AND INDEMNIFICATION. (a) The Adviser shall have responsibility for the accuracy and completeness (and liability for the lack thereof) of the statements in each Fund’s offering materials (including the prospectus, the statement of additional information, advertising and sales materials), relating to (i) the Adviser and its affiliates, (ii) the Fund’s investment strategies and related risks, and (iii) other information, in each case only if supplied by the Adviser for inclusion therein.
ADVISER’S LIABILITIES AND INDEMNIFICATION. (a) The Adviser shall have responsibility for the accuracy of the statements in the Fund's offering materials (including the prospectus, the statement of additional information, advertising and sales materials) relating to the Adviser's business, and shall have no liability for information supplied by the Administrator or the Fund or another third party for inclusion therein. The Adviser shall be given reasonable time to review and comment upon any such offering materials.
ADVISER’S LIABILITIES AND INDEMNIFICATION. (a) The Adviser shall have responsibility for the accuracy and completeness (and liability for the lack thereof) of the statements in the Portfolio's offering materials (including the prospectus, the statement of additional information, advertising and sales materials), except for information supplied by the Sub-Administrator or the Portfolio or another third party for inclusion therein.
ADVISER’S LIABILITIES AND INDEMNIFICATION. (a) The Adviser shall be liable to the Company for any loss (including brokerage charges) incurred by the Company as a result of any investment made by the Adviser or any Sub-Adviser that is inconsistent with the investment limitations established by the Company’s Board of Directors. The Company agrees to provide the Adviser prior written notice of any change to such investment limitations.
ADVISER’S LIABILITIES AND INDEMNIFICATION. (a) The Adviser shall be liable to the Fund for any loss (including brokerage charges) incurred by the Fund as a result of any investment made by the Adviser or any Sub-Adviser that is inconsistent with the investment limitations set forth in the Fund’s then-current prospectus or statement of additional information. The Fund agrees to provide the Adviser prior written notice of any change to such investment limitations.
ADVISER’S LIABILITIES AND INDEMNIFICATION. (a) The Adviser shall not be responsible (and shall not be liable) for the accuracy and completeness of the statements in the Fund’s offering materials (including the Prospectus and advertising and sales materials) except for the information provided by the Adviser for use therein or derived from information otherwise provided by the Adviser to the Trust, its officers, or the Trust’s administrator.
ADVISER’S LIABILITIES AND INDEMNIFICATION. (a) In the absence of willful misfeasance, bad faith, gross negligence, or reckless disregard of the obligations or duties hereunder on the part of the Adviser, the Adviser shall not be subject to liability to the Fund or to any shareholder of the Fund for any act or omission in the course of, or connected with, rendering the Adviser’s services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security or other asset by the Fund.
ADVISER’S LIABILITIES AND INDEMNIFICATION. The Adviser shall have responsibility for the accuracy and completeness (and liability for the lack thereof) of the statements in the Fund’s offering materials (including the prospectus, the statement of additional information, advertising and sales materials) relating to (i) the Adviser and its affiliates, (ii) the Fund’s investment strategies and related risks, or (iii) other information, in each case only if supplied by the Adviser for inclusion therein; but the Adviser shall have no liability for information provided by others, including the Administrator or the Trust. In the absence of willful misfeasance, bad faith, gross negligence, or reckless disregard of the obligations or duties hereunder on the part of the Adviser, the Adviser shall not be subject to liability to the Trust or the Fund or to any shareholder of the Fund for any act or omission in the course of, or connected with, rendering services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security by the Fund. Notwithstanding the foregoing, federal securities laws and certain state laws impose liabilities under certain circumstances on persons who have acted in good faith, and therefore nothing herein shall in any way constitute a waiver or limitation of any rights which the Trust, the Fund or any shareholder of the Fund may have under any federal securities law or state law. Except as otherwise provided herein, the Adviser shall only be liable to the Fund for any loss (including brokerage charges) actually incurred by the Fund as a result of any improper investment made by the Adviser in contradiction of the investment restrictions of the Fund as set forth in the Fund’s and Trust’s governing documents, as amended from time to time by the Trustees. The Adviser will not be liable for consequential or speculative damages relating to any such incurred losses. Each party to this Agreement shall indemnify and hold harmless the other party and the shareholders, directors, members, managers, agents, officers and employees of the other party (any such person, an “Indemnified Party”) against any loss, liability, claim, damage or expense (including the reasonable cost of investigating and defending any alleged loss, liability, claim, damage or expenses and reasonable counsel fees incurred in connection therewith) (collectively, “Losses”) arising out of the Indemnifying Party’s willful misfeasance, bad faith, gross negligence or reckless disregard of its obli...
ADVISER’S LIABILITIES AND INDEMNIFICATION. (a) The Adviser shall have responsibility for the accuracy and completeness (and liability for the lack thereof) of any information with respect to the Adviser and its personnel and the Fund’s investment objectives, investment strategies, risks to investors, financial and performance information and financial statements provided in writing to the Fund for inclusion in the Fund’s offering materials (including the prospectus, the statement of additional information, and advertising and sales materials). Notwithstanding the forgoing, the Adviser shall have no responsibility and shall not be liable for the accuracy and completeness of any information contained in the Fund’s offering materials (including the prospectus, the statement of additional information, and advertising and sales materials) that were not provided by the Adviser in writing to the Fund.
ADVISER’S LIABILITIES AND INDEMNIFICATION. (a) In the absence of willful misfeasance, bad faith, negligence, or reckless disregard of the obligations or duties hereunder on the part of the Adviser, the Adviser shall not be subject to liability to the Trust or the Funds or to any shareholder of the Funds for any act or omission in the course of, or connected with, rendering services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security or other asset by the Funds. Notwithstanding the foregoing, federal securities laws and certain state laws impose liabilities under certain circumstances on persons who have acted in good faith, and therefore nothing herein shall in any way constitute a waiver or limitation of any rights which the Trust, the Funds or any shareholder of the Funds may have under any federal securities law or state law.
