Common use of FundX Clause in Contracts

FundX. The Distributor shall be entitled to participate at its own expense in the defense, or if it so elects, to assume the defense of any suit brought to enforce any such Losses, but if the Distributor elects to assume the defense, such defense shall be conducted by counsel chosen by the Distributor and approved by the Trust, which approval shall not be unreasonably withheld. In the event the Distributor elects to assume the defense of any such suit and retain such counsel, the Trust Indemnitees in such suit shall bear the fees and expenses of any additional counsel retained by them. If the Distributor does not elect to assume the defense of any such suit, or in case the Trust does not, in the exercise of reasonable judgment, approve of counsel chosen by the Distributor, or if under prevailing law or legal codes of ethics, the same counsel cannot effectively represent the interests of both the Trust Indemnitees and the Distributor, the Distributor will reimburse the Trust Indemnitees for the reasonable fees and expenses of any counsel retained by them. The Distributor’s indemnification agreement contained in Sections 8(D) and 8(E) herein shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Trust Indemnitees and shall survive the delivery of any Shares and the termination of this Agreement. This agreement of indemnity will inure exclusively to the benefit of the Trust Indemnitees and their successors. The Distributor shall promptly notify the Trust of the commencement of any litigation or proceedings against the Distributor or any of its officers or directors in connection with the offer and sale of any of the Shares.

FundX. The Distributor Trust shall be entitled to participate at its own expense in the defense, or if it so elects, to assume the defense of any suit brought to enforce any such Losses, but if the Distributor Trust elects to assume the defense, such defense shall be conducted by counsel chosen by the Distributor Trust and approved by the TrustDistributor, which approval shall not be unreasonably withheld. In the event the Distributor Trust elects to assume the defense of any such suit and retain such counsel, the Trust Distributor Indemnitees in such suit shall bear the fees and expenses of any additional counsel retained by them. If the Distributor Trust does not elect to assume the defense of any such suit, or in case the Trust Distributor does not, in the exercise of reasonable judgment, approve of counsel chosen by the DistributorTrust, or if under prevailing law or legal codes of ethics, the same counsel cannot effectively represent the interests of both the Trust Indemnitees and the DistributorDistributor Indemnitees, the Distributor Trust will reimburse the Trust Distributor Indemnitees for the reasonable fees and expenses of any counsel retained by them. The DistributorTrust’s indemnification agreement contained in Sections 8(D8(A) and 8(E8(B) herein shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Trust Distributor Indemnitees and shall survive the delivery of any Shares and the termination of this Agreement. This agreement of indemnity will inure exclusively to the benefit of the Trust Distributor Indemnitees and their successors. The Distributor Trust shall promptly notify the Trust Distributor of the commencement of any litigation or proceedings against the Distributor Trust or any of its officers or directors trustees in connection with the offer and sale of any of the Shares.