Common use of Deemed Approval Clause in Contracts

Deemed Approval. NYSCRF shall be deemed to have approved and the General Partner shall not have any liability or responsibility under either Section 6.12 or Section 6.13, to the extent that the action which caused the Company or NYSCRF to incur UBTI or which constituted a prohibited transaction (a) received the approval of NYSCRF where such approval is required under this Agreement, or (b) resulted from the Company’s failure to take any action proposed by the General Partner and submitted to NYSCRF, if such failure was because such proposed action did not receive the approval of NYSCRF.