Common use of Terms Relating to Liability Clause in Contracts

Terms Relating to Liability. (a) With respect to services performed pursuant to this Agreement, BNYM shall be liable to the Fund (or any person or entity claiming through or for the Fund) for loss, cost, expense and damages, the recovery of which is not excluded by another provision of this Agreement, only to the extent caused by the intentional misconduct, reckless disregard or negligence of BNYM (“Liable Conduct”). In the absence of a finding to the contrary, the acceptance, processing and/or negotiation of a fraudulent payment for the purchase of Shares shall be presumed not to have been Liable Conduct.

Terms Relating to Liability. (a) With respect to services performed pursuant to BNYM’s obligations under this Agreement, BNYM shall be liable to the Fund (or any person or entity claiming through or for the Fund) for loss, cost, expense and damagesdamages caused by a breach of any such obligation, the recovery of which is not excluded by another provision of this Agreement, only to the extent caused by the breach constitutes intentional misconduct, reckless disregard or negligence of BNYM (“Liable Conduct”). In the absence of a finding to the contrary, the acceptance, processing and/or negotiation of a fraudulent payment for the purchase of Shares shall be presumed not to have been Liable Conduct.

Terms Relating to Liability. (a) With respect to services any breach of an obligation performed pursuant to this Agreement, BNYM shall be liable to the Fund (or any person or entity claiming through or for the Fund) for loss, cost, expense and damages, the recovery of which is not excluded by another provision of this Agreement, only to the extent caused by the intentional misconduct, bad faith, reckless disregard or negligence of BNYM (“Liable Conduct”). In the absence of a finding to the contrary, the acceptance, processing and/or negotiation of a fraudulent payment for the purchase of Shares shall be presumed not to have been Liable Conduct.

Terms Relating to Liability. (a) With respect to services performed pursuant to this Agreement, BNYM shall be liable to the Fund Investment Company (or any person or entity claiming through or for the FundInvestment Company) for loss, costs, expenses and damages the recovery of which is not otherwise excluded by another provision of this Agreement only to the extent the loss, cost, expense and damages, the recovery of which is not excluded by another provision of this Agreement, only to the extent damages are caused by the intentional misconductBNYM’s willful misfeasance, bad faith, reckless disregard of its duties or obligations hereunder or negligence of BNYM (“Liable "Negligent Conduct”"). In the absence of a finding to the contrary, the acceptance, processing and/or negotiation of a fraudulent payment for the purchase of Shares Interest shall be presumed not to have been Liable Negligent Conduct.

Terms Relating to Liability. (a) With respect to services performed pursuant to BNYM's obligations under this Agreement, BNYM shall be liable to the Fund (or any person or entity claiming through or for the Fund) for loss, cost, expense and damagesdamages caused by a breach of any such obligation, the recovery of which is not excluded by another provision of this Agreement, only to the extent caused by the breach constitutes intentional misconduct, reckless disregard or negligence of BNYM (“"Liable Conduct”"). In the absence of a finding to the contrary, the acceptance, processing and/or negotiation of a fraudulent payment for the purchase of Shares shall be presumed not to have been Liable Conduct.

Terms Relating to Liability. (a) With respect to services performed pursuant to any breach by BNYM of an obligation under this Agreement, BNYM shall be liable to the Fund (or any person or entity claiming through or for the Fund) for loss, cost, expense and damagesLoss, the recovery of which is not excluded by another provision of this Agreement, only to the extent the Loss arises out of or is caused by the intentional misconduct, reckless disregard or gross negligence of BNYM (“Liable Conduct”). In the absence of a finding to the contrary, the acceptance, processing and/or negotiation of a fraudulent payment for the purchase of Shares shall be presumed not to have been Liable Conduct.. Confidential And Proprietary Execution Version