Common use of Legal Advice Clause in Contracts

Legal Advice. BISYS shall notify the Company at any time BISYS believes that it is in need of the advice of counsel (other than counsel in the regular employ of BISYS or any affiliated companies) with regard to BISYS' responsibilities and duties pursuant to this Agreement; and after so notifying the Company, BISYS, at its discretion, shall be entitled to seek, receive and act upon advice of legal counsel of its choosing, such advice to be at the expense of the Company or Funds unless relating to a matter involving BISYS' willful misfeasance, bad faith, gross negligence or reckless disregard with respect to BISYS' responsibilities and duties hereunder and BISYS shall in no event be liable to the Company or any Fund or any shareholder or beneficial owner of the Company for any action reasonably taken pursuant to such advice.

Appears in 21 contracts

Samples: Transfer Agency Agreement (Centura Funds Inc), Transfer Agency Agreement (Legacy Funds Group), Transfer Agency Agreement (Minerva Fund Inc)

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Legal Advice. BISYS shall notify the Company Trust at any time BISYS believes that it is in need of the advice of counsel (other than counsel in the regular employ of BISYS or any affiliated companies) with regard to BISYS' responsibilities and duties pursuant to this Agreement; and after so notifying the CompanyTrust, BISYS, at its discretion, shall be entitled to seek, receive and act upon advice of legal counsel of its choosing, such advice to be at the expense of the Company Trust or Funds unless relating to a matter involving BISYS' willful misfeasance, bad faith, gross negligence or reckless disregard with respect to BISYS' responsibilities and duties hereunder and BISYS shall in no event be liable to the Company Trust or any Fund or any shareholder or beneficial owner of the Company Trust for any action reasonably taken pursuant to such advice.

Appears in 20 contracts

Samples: Transfer Agency Agreement (American Performance Funds), Transfer Agency and Shareholder Service Agreement (Amsouth Mutual Funds), Transfer Agency Agreement (Willamette Funds)

Legal Advice. BISYS shall notify the Company at any time BISYS believes that it is in need of the advice of counsel (other than counsel in the regular employ of BISYS or any affiliated companies) with regard to BISYS' 's responsibilities and duties pursuant to this Agreement; and after . After so notifying the Company, BISYS, at its discretion, shall be entitled to seek, receive and act upon advice of qualified legal counsel of its choosing, such advice to be at the expense of the Company or Funds unless relating to a matter involving BISYS' 's willful misfeasance, bad faith, gross negligence or reckless disregard with respect to BISYS' 's responsibilities and duties hereunder and BISYS shall in no event be liable to the Company or any Fund Portfolio or any shareholder or beneficial owner of the Company for any action reasonably taken pursuant to such advice.

Appears in 2 contracts

Samples: Services Agreement (Usallianz Funds), Services Agreement (Usallianz Variable Insurance Products Trust)

Legal Advice. BISYS shall notify the Company at any time BISYS believes that it is in need of the advice of counsel (other than counsel in the regular employ of BISYS or any affiliated companies) with regard to BISYS' responsibilities and duties pursuant to this Agreement; and after so notifying the Company, BISYS, at its discretion, shall be entitled to seek, receive and act upon advice of legal counsel of its choosing, such advice to be at the expense of the Company or Funds unless relating to a matter involving BISYS' willful misfeasance, bad faith, gross negligence or reckless disregard with respect to BISYS' responsibilities and duties hereunder and BISYS shall in no event be liable to the Company or any Fund or any shareholder or beneficial owner of the Company for any action reasonably taken pursuant to such advice.

Appears in 2 contracts

Samples: Transfer Agency Agreement (Pax World Money Market Fund Inc), Transfer Agency Agreement (First Eagle Fund of America Inc)

Legal Advice. BISYS shall notify the Company Trust at any time BISYS believes that it is in need of the advice of counsel (other than counsel in the regular employ of BISYS or any affiliated companies) with regard to BISYS' 's responsibilities and duties specific to the Trust pursuant to this Agreement; and after . After so notifying the CompanyTrust, BISYS, at its discretion, shall be entitled to seek, receive and act upon advice of legal counsel of its choosing, such advice to be at the expense of the Company or Funds Trust unless relating to a matter involving BISYS' 's willful misfeasance, bad faith, gross negligence or reckless disregard with respect to of BISYS' 's responsibilities and duties hereunder hereunder, and BISYS shall in no event be liable to the Company Trust or any Fund or any shareholder or beneficial owner of the Company Trust for any action reasonably taken pursuant to such advice.

Appears in 1 contract

Samples: Transfer Agency Agreement (Variable Insurance Funds)

Legal Advice. BISYS shall notify the Company at any time BISYS believes that it is in need of the advice of counsel (other than counsel in the regular employ of BISYS or any affiliated companies) with regard to BISYS' responsibilities and duties pursuant to this Agreement; and after so notifying the Company, BISYS, at its discretion, shall be entitled to seek, receive and act upon advice of legal counsel of its choosing, such advice to be at the expense of the Company or Funds unless relating to a matter involving BISYS' willful misfeasance, bad faith, gross negligence or reckless disregard with respect to BISYS' responsibilities and duties hereunder and BISYS shall in no event be liable to the Company or any Fund or any shareholder or beneficial owner of the Company for any action reasonably taken pursuant to such advice.

Appears in 1 contract

Samples: Transfer Agency Agreement (Heartland Group Inc)

Legal Advice. BISYS shall notify the Company at any time BISYS believes that it is in need of the advice of counsel (other than counsel in the regular employ of BISYS or any affiliated companies) with regard to BISYS' 's responsibilities and duties pursuant to this Agreement; and after . After so notifying the Company, BISYS, at its discretion, shall be entitled to seek, receive and act upon advice of legal counsel of its choosing, such advice to be at the expense of the Company or Funds unless relating to a matter involving BISYS' 's willful misfeasance, bad faith, gross negligence or reckless disregard with respect to of BISYS' 's responsibilities and duties hereunder hereunder, and BISYS shall in no event be liable to the Company or any Fund or any shareholder or beneficial owner of the Company for any action reasonably taken pursuant to such advice.

Appears in 1 contract

Samples: Transfer Agency Agreement (Mercantile Funds Inc)

Legal Advice. BISYS shall notify the Company Trust at any time BISYS believes that it is in need of the advice of counsel (other than counsel in the regular employ of BISYS or any affiliated companies) with regard to BISYS' responsibilities and duties pursuant to this Agreement; and after so notifying the CompanyTrust, BISYS, at its discretion, shall be entitled to seek, receive and act upon advice of legal counsel of its choosing, such advice to be at the expense of the Company Trust or Funds unless relating to a matter involving BISYS' willful misfeasance, bad faith, gross negligence or reckless disregard with respect to BISYS' responsibilities and duties hereunder and BISYS shall in no event be liable to the Company or any Fund or any shareholder or beneficial owner of the Company for any action reasonably taken pursuant to such advice.be

Appears in 1 contract

Samples: Transfer Agency Agreement (Republic Funds)

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Legal Advice. BISYS shall sha ll notify the Company at any time BISYS believes that it is in need of the advice of counsel (other than counsel in the regular employ of BISYS or any affiliated companies) with regard to BISYS' responsibilities and duties pursuant to this Agreement; and after so notifying the Company, BISYS, at its discretion, shall be entitled to seek, receive and act upon advice of legal counsel of its choosing, such advice to be at the expense of the Company or Funds unless relating to a matter matte involving BISYS' willful misfeasance, bad faith, gross negligence or reckless disregard with respect to BISYS' responsibilities and duties hereunder and BISYS shall in no event be liable to the Company or any Fund or any shareholder or beneficial owner of the Company for any action reasonably taken pursuant to such advice.

Appears in 1 contract

Samples: Transfer Agency Agreement (Msd&t Funds Inc)

Legal Advice. BISYS shall notify the Company Trust at any time BISYS believes that it is in need of the advice of counsel (other than counsel in the regular employ of BISYS or any affiliated companies) with regard to BISYS' 's responsibilities and duties pursuant to this Agreement; and after . After so notifying the CompanyTrust, BISYS, at its discretion, shall be entitled to seek, receive and act upon advice of legal counsel of its choosing, such advice to be at the expense of the Company or Funds Trust unless relating to a matter involving BISYS' 's willful misfeasance, bad faith, gross negligence or reckless disregard with respect to of BISYS' 's responsibilities and duties hereunder hereunder, and BISYS shall in no event be liable to the Company Trust or any Fund or any shareholder or beneficial owner of the Company Trust for any action reasonably taken pursuant to such advice.

Appears in 1 contract

Samples: Form of Transfer Agency Agreement (Variable Insurance Funds)

Legal Advice. BISYS shall notify the Company at any time BISYS believes that it is in need of the advice of counsel (other than counsel in the regular employ of BISYS or any affiliated companies) with regard to BISYS' responsibilities and duties pursuant to this Agreement; and after . After so notifying the Company, BISYS, at its discretion, shall be entitled to seek, receive and act upon advice of legal counsel of its choosing, such advice to be at the expense of the Company or Funds unless relating to a matter involving BISYS' willful misfeasance, bad faith, gross negligence or reckless disregard with respect to of BISYS' responsibilities and duties hereunder under this Agreement, and BISYS shall in no event be liable to the Company or any Fund or any shareholder or beneficial owner of the Company for any action reasonably taken pursuant to such advice.

Appears in 1 contract

Samples: Transfer Agency Agreement (Coventry Group)

Legal Advice. BISYS shall notify the Company at any time BISYS believes that it is in need of the advice of counsel (other than counsel in the regular employ of BISYS or any affiliated companies) with regard to BISYS' responsibilities and duties pursuant to this Agreement; and after so notifying the Company, BISYS, at its discretion, shall be entitled to seek, receive and act upon advice of legal counsel of its choosing, such advice to be at the expense of the Company or the Funds unless relating to a matter involving BISYS' willful misfeasance, bad faith, gross negligence or reckless disregard with respect to BISYS' responsibilities and duties hereunder and BISYS shall in no event be liable to the Company or any Fund or any shareholder or beneficial owner of the Company for any action reasonably taken pursuant to such advice.

Appears in 1 contract

Samples: Transfer Agency Agreement (First Eagle Trust)

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