Indemnification of Trustees, Officers, etc. Subject to the limitations, if applicable, hereinafter set forth in this Section 4, the Trust shall indemnify (from the assets of one or more Series to which the conduct in question relates) each of its Trustees, officers, employees and agents (including Persons who serve at the Trust's request as directors, officers or trustees of another organization in which the Trust has any interest as a shareholder, creditor or otherwise (hereinafter, together with such Person's heirs, executors, administrators or personal representative, referred to as a "Covered Person")) against all liabilities, including but not limited to amounts paid in satisfaction of judgments, in compromise or as fines and penalties, and expenses, including reasonable accountants' and counsel fees, incurred by any Covered Person in connection with the defense or disposition of any action, suit or other proceeding, whether civil or criminal, before any court or administrative or legislative body, in which such Covered Person may be or may have been involved as a party or otherwise or with which such Covered Person may be or may have been threatened, while in office or thereafter, by reason of being or having been such a Trustee or officer, director or trustee, except with respect to any matter as to which it has been determined that such Covered Person (i) did not act in good faith in the reasonable belief that such Covered Person's action was in or not opposed to the best interests of the Trust; or (ii) had acted with willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of such Covered Person's office; and (iii) for a criminal proceeding, had reasonable cause to believe that his or her conduct was unlawful (the conduct described in (i), (ii) and (iii) being referred to hereafter as "Disabling Conduct"). A determination that the Covered Person is entitled to indemnification may be made by (i) a final decision on the merits by a court or other body before whom the proceeding was brought that the Covered Person to be indemnified was not liable by reason of Disabling Conduct, (ii) dismissal of a court action or an administrative proceeding against a Covered Person for insufficiency of evidence of Disabling Conduct, or (iii) a reasonable determination, based upon a review of the facts, that the indemnitee was not liable by reason of Disabling Conduct by (a) a vote of a majority of a quorum of the Trustees who are neither "interested persons"...
Indemnification of Trustees, Officers, etc. Subject to and except as otherwise provided in the Securities Act of 1933, as amended, and the 1940 Act, the Trust shall indemnify each of its past, present and future Trustees and officers (including persons who serve at the Trust's request as directors, officers or trustees of another organization in which the Trust has any interest as a shareholder, creditor or otherwise (hereinafter referred to as a "Covered Person") against all liabilities, including but not limited to amounts paid in satisfaction of judgments, in compromise or as fines and penalties, and expenses, including reasonable accountants' and counsel fees, incurred by any Covered Person in connection with the defense or disposition of any action, suit or other proceeding, whether civil or criminal, before any court or administrative or legislative body, in which such Covered Person may be or may have been involved as a party or otherwise or with which such person may be or may have been threatened, while in office or thereafter, by reason of being or having been such a Trustee or officer, director or trustee, and except that no Covered Person shall be indemnified against any liability to the Trust or its Shareholders to which such Covered Person would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of such Covered Person's office.
Indemnification of Trustees, Officers, etc. To the maximum extent permitted by Maryland law in effect from time to time, the Trust may indemnify a Trustee or officer (including persons who serve at the Trust’s request as directors, officers or trustees of another organization in which the Trust has any interest as a shareholder, creditor or otherwise) (hereinafter referred to as a “Covered Person”) against all liabilities and expenses, including, without limitation, amounts paid in satisfaction of judgments, in compromise or as fines and penalties, and counsel fees reasonably incurred by any Covered Person in connection with the defense or disposition of any action, suit or other proceeding, whether civil or criminal, before any court or administrative or legislative body, in which such Covered Person may be or may have been involved as a party or otherwise or with which such person may be or may have been threatened, while in office or thereafter, by reason of being or having been such a Covered Person, except with respect to any matter as to which such Covered Person shall have been finally adjudicated in a decision on the merits in any such action, suit or other proceeding not to have acted in good faith in the reasonable belief that such Covered Person’s action was in the best interests of the Trust. Expenses, including counsel fees incurred by any such Covered Person, may be paid from time to time by the Trust in advance of the final disposition of any such action, suit or proceeding upon receipt of an undertaking by or on behalf of such Covered Person to repay amounts so paid to the Trust if it is ultimately determined that indemnification of such expenses is not authorized under this Article VIII.
Indemnification of Trustees, Officers, etc. For the purpose of this Article V, “agent” means any person who is or was a Trustee, officer, employee or other agent of the Trust or is or was serving at the request of the Trust as a trustee, director, officer, employee or agent of another organization in which the Trust has any interest as a Shareholder, creditor or otherwise: “proceeding” means any threatened, pending or completed claim, action, suit or proceeding, whether civil, criminal, administrative or investigative (including appeals); and “expenses” includes, without limitation, attorneys’ fees, costs, judgments, amounts paid in settlement, fines, penalties and all other liabilities whatsoever.
Indemnification of Trustees, Officers, etc. (a) Subject to the exceptions and limitations contained in paragraph (b) below:
Indemnification of Trustees, Officers, etc. SUBJECT TO THE LIMITATIONS, IF APPLICABLE, HEREINAFTER SET FORTH IN THIS SECTION 4, THE TRUST SHALL INDEMNIFY (FROM THE ASSETS OF ONE OR MORE SERIES TO WHICH THE CONDUCT IN QUESTION RELATES) EACH PERSON WHO IS, HAS BEEN OR BECOMES A TRUSTEE, OFFICER, EMPLOYEE OR AGENT (INCLUDING PERSONS WHO SERVE AT THE TRUST'S REQUEST AS DIRECTORS, OFFICERS OR TRUSTEES OF ANOTHER ORGANIZATION IN WHICH THE TRUST HAS ANY INTEREST AS A SHAREHOLDER, CREDITOR OR OTHERWISE (HEREINAFTER, TOGETHER WITH SUCH PERSON'S HEIRS, EXECUTORS, ADMINISTRATORS OR PERSONAL REPRESENTATIVES, REFERRED TO AS A "COVERED PERSON")) AGAINST ALL LIABILITIES, INCLUDING BUT NOT LIMITED TO AMOUNTS PAID IN SATISFACTION OF JUDGMENTS, IN COMPROMISE OR AS FINES AND PENALTIES, AND EXPENSES, INCLUDING REASONABLE ACCOUNTANTS' AND COUNSEL FEES, INCURRED BY ANY COVERED PERSON IN CONNECTION WITH THE DEFENSE OR DISPOSITION OF ANY ACTION, SUIT OR OTHER PROCEEDING, WHETHER CIVIL OR CRIMINAL, BEFORE ANY COURT OR ADMINISTRATIVE OR LEGISLATIVE BODY, IN WHICH SUCH COVERED PERSON MAY BE OR MAY HAVE BEEN INVOLVED AS A PARTY OR OTHERWISE OR WITH WHICH SUCH COVERED PERSON MAY BE OR MAY HAVE BEEN THREATENED, WHILE IN OFFICE OR THEREAFTER, BY REASON OF BEING OR HAVING BEEN SUCH A TRUSTEE OR OFFICER, DIRECTOR OR TRUSTEE, EXCEPT WITH RESPECT TO ANY MATTER AS TO WHICH IT HAS BEEN DETERMINED THAT SUCH COVERED PERSON (I) DID NOT ACT IN GOOD FAITH IN THE REASONABLE BELIEF THAT SUCH COVERED PERSON'S ACTION WAS IN OR NOT OPPOSED TO THE BEST INTERESTS OF THE TRUST; OR (II) HAD ACTED WITH WILLFUL MISFEASANCE, BAD FAITH, GROSS NEGLIGENCE OR RECKLESS DISREGARD OF THE DUTIES INVOLVED IN THE CONDUCT OF SUCH COVERED PERSON'S OFFICE; AND (III) FOR A CRIMINAL PROCEEDING, HAD REASONABLE CAUSE TO BELIEVE THAT HIS OR HER CONDUCT WAS UNLAWFUL (THE CONDUCT DESCRIBED IN (I), (II) AND (III) BEING REFERRED TO HEREAFTER AS "DISABLING CONDUCT"). A DETERMINATION THAT THE COVERED PERSON IS ENTITLED TO INDEMNIFICATION MAY BE MADE BY (I) A FINAL DECISION ON THE MERITS BY A COURT OR OTHER BODY BEFORE WHOM THE PROCEEDING WAS BROUGHT THAT THE COVERED PERSON TO BE INDEMNIFIED WAS NOT LIABLE BY REASON OF DISABLING CONDUCT, (II) DISMISSAL OF A COURT ACTION OR AN ADMINISTRATIVE PROCEEDING AGAINST A COVERED PERSON FOR INSUFFICIENCY OF EVIDENCE OF DISABLING CONDUCT, OR (III) A REASONABLE DETERMINATION, BASED UPON A REVIEW OF THE FACTS, THAT THE INDEMNITEE WAS NOT LIABLE BY REASON OF DISABLING CONDUCT BY (A) A VOTE OF A MAJORITY OF A QUORUM OF THE TRUSTEES WHO ARE NE...
Indemnification of Trustees, Officers, etc. For the purpose of this Article V, “agent” means any person who is or was a Trustee, officer, employee or other agent of the Trust or is or was serving at the request of the Trust as a trustee, director, officer, employee or agent of another organization in which the Trust has any interest as a Shareholder, creditor or otherwise: “proceeding” means any threatened, pending or completed claim, action, suit or proceeding, whether civil, criminal, administrative or investigative (including appeals); and “expenses” includes attorneys’ fees, costs, judgments, amounts paid in settlement, fines, penalties and all other liabilities whatsoever.
Indemnification of Trustees, Officers, etc. 24 ------------------------------------------- Section 5. COMPROMISE PAYMENT 25 ------------------ Section 6. INDEMNIFICATION NOT EXCLUSIVE, ETC. 25 ----------------------------------- Section 7. INSURANCE 26 --------- Section 8. LIABILITY OF THIRD PERSONS DEALING WITH TRUSTEES 26 ------------------------------------------------
Indemnification of Trustees, Officers, etc. Subject to the limitations set forth hereinafter in this Section 8.4., the Trust shall indemnify (from the assets of the Portfolio or Portfolios to which the conduct in question relates) each of its Trustees and officers (including Persons who serve at the Trust’s request as directors, officers or trustees of another organization in which the Trust has any interest as a shareholder, creditor or otherwise [hereinafter, together with such Person’s heirs, executors, administrators or personal representative, referred to as a
