Common use of Fund Agent Clause in Contracts

Fund Agent. The Fund Agent shall indemnify and hold harmless the Firm, each of the Firm's affiliated companies, and all of the divisions, subsidiaries, directors, officers, agents, employees and assigns of each of the foregoing (collectively, "Indemnified Firm 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 attorney's fees and other costs, including all expenses of litigation or arbitration, judgments, fines or amounts paid in any settlement consented to by the Fund Agent) to which the Indemnified Firm Parties may be or become subject as a result or arising out of: (a) any negligent act or omission by the Fund Agent or its agents or employees relating to NETWORKING provided the Firm has not acted negligently; (b) any breach of the Fund Agent's representations or warranties contained in this Agreement; (c) the Fund Agent's failure to comply with any of the terms of this Agreement; or (d) the Firm's acceptance of any transactions or account maintenance information from the Fund Agent through FUND/SERV and/or NETWORKING. The Fund Agent represents and warrants that the Fund Agent at all times has sufficient financial resources, whether through a fidelity bond or otherwise, to meet all of the Fund Agent's indemnification obligations arising under this Agreement.