Common use of Trust Entity Clause in Contracts

Trust Entity. The Trust Entity shall indemnify and hold harmless the Funds, the Funds’ custodian, the Funds' underwriter, the Funds' investment advisor, the Funds’ transfer agent/shareholder servicing agent and Fund, each of their affiliated companies, and all of the divisions, subsidiaries, directors, trustees, officers, agents, employees and assigns of each of the foregoing 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 attorneys fees and other costs, including all expenses of litigation or arbitration, judgments, fines or amounts paid in any settlement consented to by the Trust Entity) to which any of them may be or become subject to as a result or arising out of (a) any negligent act or omission by the Trust Entity, relating to NETWORKING; (b) any material breach of the Trust Entity’s representations or warranties in this Agreement; (c) the material failure of the Trust Entity to comply with any of the terms of this Agreement; or (d) the Fund’s acceptance of any transaction or account maintenance information from the Trust Entity through NETWORKING to the extent that Trust Entity negligently or willfully delivered inaccurate information or failed to deliver information in good order.

Trust Entity. The Trust Entity shall indemnify and hold harmless the Funds, the Funds’ ' custodian, the Funds' underwriter, the Funds' investment advisoradviser, the Funds’ transfer agent/shareholder servicing agent agent, and Fund, and each of their affiliated companies, and all of the divisions, subsidiaries, directors, trustees, officers, agents, employees and assigns of each of the foregoing 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 attorneys fees and other costs, including all expenses of litigation or arbitration, judgments, fines or amounts paid in any settlement consented to by the Trust Entity) to which any of them may be or become subject to as a result or arising out of (a) any negligent act or omission by the Trust Entity, Entity relating to NETWORKINGFund/SERV except to the extent the Fund has acted negligently; (b) any material breach of the Trust Entity’s representations or warranties in this Agreement; (c) the Trust Entity’s material failure of the Trust Entity to comply with any of the terms of this Agreement; Agreement(s) or (d) the Fund’s acceptance of any transaction or account maintenance information from the Trust Entity through NETWORKING Fund/SERV to the extent that Trust Entity negligently or willfully delivered inaccurate information information, or failed to deliver the information in good order.