Common use of Advice of Counsel Clause in Contracts

Advice of Counsel. The Custodian shall be entitled to receive and act upon advice of counsel on all matters. The Custodian shall be without liability for any action reasonably taken or omitted in good faith pursuant to the advice of (i) counsel for the applicable Fund or Funds, or (ii) at the expense of the Custodian, such other counsel as the applicable Fund(s) and the Custodian may agree upon; provided however, with respect to the performance of any action or omission of any action upon such advice, the Custodian shall be required to conform to the standard of care set forth in Section 5.01(a).

Appears in 92 contracts

Samples: Custodian Agreement (Fidelity Private Credit Fund), Custodian Agreement (Fidelity Greenwood Street Trust), Custodian Agreement (Fidelity Investment Trust)

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Advice of Counsel. The Custodian shall be entitled to receive and act upon advice of counsel on all matters. The Custodian shall be without liability for any action reasonably taken or omitted in good faith pursuant to the advice written advise of (i) counsel for the applicable Fund or FundsFund, or (ii) at the expense of the Custodian, such other counsel as the applicable Fund(s) Fund and the Custodian may agree uponupon in writing; provided provided, however, with respect to the performance of any action or omission of any action upon such advice, the Custodian shall be required to conform to the standard of care set forth in Section 5.01(a5.01 (a).

Appears in 76 contracts

Samples: Custodian Agreement (Ivy Funds Inc), Custodian Agreement (Waddell & Reed Advisors Select Funds Inc), Custodian Agreement (W&r Target Funds Inc)

Advice of Counsel. The Custodian shall be entitled to receive and act upon advice of counsel on all matters. The Custodian shall be without liability for any action reasonably taken or omitted in good faith pursuant to the advice of (i) counsel for the applicable Fund or Funds, or (ii) at the expense of the Custodian, such other counsel as the applicable Fund(s) and the Custodian may agree upon; provided provided, however, with respect to the performance of any action or omission of any action upon such advice, the Custodian shall be required to conform to the standard of care set forth in Section 5.01(a).. (e)

Appears in 42 contracts

Samples: Form of Custodian Agreement Agreement (Fidelity School Street Trust/), Custodian Agreement (Fidelity Advisor Series Viii), Custodian Agreement (Colchester Street Trust)

Advice of Counsel. The Custodian shall be entitled to receive and act upon advice of counsel on all matters. The Custodian shall be without liability for any action reasonably taken or omitted in good faith pursuant to the advice of (i) counsel for the applicable Fund or Funds, or (ii) at the expense of the Custodian, such other counsel as the applicable Fund(s) and the Custodian may agree uponchoose; provided provided, however, with respect to the performance of any action or omission of any action upon such advice, the Custodian shall be required to conform to the standard of care set forth in Section 5.01(a6.01(a).

Appears in 41 contracts

Samples: Custodian Agreement (BlackRock Multi-Sector Opportunities Trust II), Custodian Agreement (Hartford Funds Master Fund), Custodian Agreement (Blackrock Muniyield New Jersey Fund, Inc.)

Advice of Counsel. The Custodian shall be entitled to receive and act upon advice of counsel on all matters. The Custodian shall be without liability for any action reasonably taken or omitted in good faith pursuant to the advice of (i) counsel for the applicable Fund or FundsFund, or (ii) at the expense of the Custodian, such other counsel as the applicable Fund(s) and the Custodian Fund may agree uponto, such agreement not to be unreasonably withheld or delayed; provided however, that with respect to the performance of any action or omission of any action upon such advice, the Custodian shall be required to conform to the standard of care set forth in Section 5.01(asection 5.1(a).

Appears in 36 contracts

Samples: Master Custodian Agreement (DWS Variable Series I), Custodian Agreement (DWS Advisor Funds), Custodian Agreement (DWS RREEF World Real Estate & Tactical Strategies Fund, Inc.)

Advice of Counsel. The Custodian shall be entitled to receive and act upon advice of counsel on all matters. The Custodian shall be without liability for any action reasonably taken or omitted in good faith pursuant to the advice of (i) counsel for the applicable Fund or Funds, or (ii) at the expense of the Custodian, such other counsel as the applicable Fund(s) and the Custodian may agree upon; provided provided, however, with respect to the performance of any action or omission of any action upon such advice, the Custodian shall be required to conform to the standard of care set forth in Section 5.01(a).

Appears in 32 contracts

Samples: Custodian Agreement (Variable Insurance Products Fund Iv), Custodian Agreement (Fidelity Securities Fund), Custodian Agreement (Fidelity Select Portfolios)

Advice of Counsel. The Custodian shall be entitled to receive and act upon advice of counsel on all matters. The Custodian shall be without liability for any action reasonably taken or omitted in good faith pursuant to the advice of (i) counsel for the applicable Fund or FundsFund, or (ii) at the expense of the Custodian, such other counsel as the applicable Fund(s) Fund and the Custodian may agree upon; provided provided, however, with respect to the performance of any action or omission of any action upon such advice, the Custodian shall be required to conform to the standard of care set forth in Section 5.01(a).

Appears in 4 contracts

Samples: Custodian Agreement (North Carolina Capital Management Trust), Custodian Agreement (Fidelity Advisor Series I), Custodian Agreement (Fidelity Aberdeen Street Trust)

Advice of Counsel. The Custodian shall be entitled to receive and act upon advice of counsel on all matters. The Custodian shall be without liability for any action reasonably taken or omitted in good faith pursuant to the advice written advise of (i) counsel for the applicable Fund or FundsFund, or (ii) at the expense of the Custodian, such other counsel as the applicable Fund(s) Fund and the Custodian may agree uponupon in writing; provided provided, however, with respect to the performance of any action or omission of any action upon such advice, the Custodian shall be required to conform to the standard of care set forth in Section 5.01(a5.01 (a).. (e)

Appears in 2 contracts

Samples: Custodian Agreement (United Cash Management Inc), Custodian Agreement (United Tax Managed Equity Fund Inc)

Advice of Counsel. The Custodian shall be entitled to receive and act upon advice of counsel on all matters. The Custodian shall be without liability for any action reasonably taken or reasonably omitted in good faith pursuant to the advice of (i) counsel for the applicable Fund or FundsPortfolio, or (ii) at the expense of the Custodian, such other counsel as the applicable Fund(s) and the Custodian may agree upon; provided however, with respect to the performance of any action or omission of any action upon such advice, the Custodian shall be required to conform to the standard of care set forth in Section 5.01(a).

Appears in 2 contracts

Samples: Custodian Agreement (MFS Series Trust I), Custodian Agreement (MFS Series Trust XII)

Advice of Counsel. The Custodian shall be entitled to receive and act upon advice of (i) counsel for the Company, or (ii) at the expense of the Custodian, such other counsel as the Company and the Custodian may agree upon, on all matters. The , and the Custodian shall be without liability for any action reasonably taken or omitted in good faith pursuant to the advice of (i) counsel for the applicable Fund or Fundssuch advice; provided, or (ii) at the expense of the Custodian, such other counsel as the applicable Fund(s) and the Custodian may agree upon; provided however, with respect to the performance of any action or omission of any action upon such advice, the Custodian shall be required to conform to the standard of care set forth in Section 5.01(a).

Appears in 1 contract

Samples: Custodian Agreement (Fidelity Wise Origin Bitcoin Fund)

Advice of Counsel. The Custodian shall be entitled to receive and act upon advice of counsel on all matters. The Custodian shall be without liability for any action reasonably taken or omitted in good faith pursuant to the advice of (i) counsel for the applicable Fund or FundsFund, or (ii) at the expense of the Custodian, such other counsel as the applicable Fund(s) and the Custodian Fund may agree uponto, such agreement not to be unreasonably withheld or delayed; provided however, that with respect to the performance of any action or omission of any action upon such advice, the Custodian shall be required to conform to the standard of care set forth in Section 5.01(asection 5.1(a).. (e)

Appears in 1 contract

Samples: Custodian Agreement (Latin America Dollar Income Fund Inc)

Advice of Counsel. The Custodian shall be entitled to receive and act upon advice of counsel on all matters. The Custodian shall be without liability for any action reasonably taken or omitted in on good faith pursuant to the advice of (i) counsel for the applicable Fund or Funds, or (ii) at the expense of the Custodian, such other counsel as the applicable Fund(s) and the Custodian may agree uponchoose; provided provided, however, with respect to the performance of any action or omission of any action upon such advice, the Custodian shall be required to conform to the standard of care set forth in Section 5.01(a6.01(a).

Appears in 1 contract

Samples: Procedural Agreement (Mlig Variable Insurance Trust)

Advice of Counsel. The Custodian shall be entitled to receive and act upon advice of counsel on all matters. The Custodian shall be without liability for any action reasonably taken or omitted in good faith pursuant to the advice of of: (ia) counsel for the applicable Fund or Funds, Company; or (iib) at the expense of counsel for the Custodian; provided, such other counsel as the applicable Fund(s) and the Custodian may agree upon; provided however, with respect to the performance of any action or omission of any action upon such advice, the Custodian shall be required to conform to comply with the standard Standard of care set forth in Section 5.01(a)Care.

Appears in 1 contract

Samples: Custodianship Agreement

Advice of Counsel. The Custodian shall be entitled to receive and act upon advice of counsel on all matters. The Custodian shall be without liability for any action reasonably taken or omitted in good faith pursuant to the advice of (i) counsel for the applicable Fund or FundsFund, or (ii) at the expense of the Custodian, such other counsel as the applicable Fund(s) Fund and the Custodian may agree upon; provided however, with respect to the performance of any action or omission of any action upon such advice, the Custodian shall be required to conform to the standard of care set forth in Section 5.01(a)) .

Appears in 1 contract

Samples: Custodian Agreement (Fidelity Rutland Square Trust)

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Advice of Counsel. The Custodian shall be entitled to receive and act upon advice of counsel on all matters. The Custodian shall be without liability for any action reasonably taken or omitted in good faith pursuant to the advice of (i) counsel for the applicable Fund or Funds, or (ii) at the expense of the Custodian, such other counsel as the applicable Fund(s) and the Custodian may agree upon; provided however, with respect to the performance of any action or omission of any action upon such advice, the Custodian shall be required to conform to the standard of care set forth in Section 5.01(a5.0l(a).

Appears in 1 contract

Samples: Custodian Agreement (Fidelity Salem Street Trust)

Advice of Counsel. The Custodian shall be entitled to receive and act upon advice of counsel on all matters. The Custodian shall be without liability for any action reasonably taken or reasonably omitted in good faith pursuant to the advice of (i) counsel for the applicable Fund or FundsPortfolio, or (ii) at the expense of the Custodian, such other reputable counsel as the applicable Fund(s) and the Custodian may agree upon; provided however, with respect to the performance of any action or omission of any action upon such advice, the Custodian shall be required to conform to the standard of care set forth in Section 5.01(a).

Appears in 1 contract

Samples: Custodian Agreement (MFS Series Trust Ii)

Advice of Counsel. The Custodian shall be entitled to receive ----------------- and act upon advice of counsel on all matters. The Custodian shall be without liability for any action reasonably taken or omitted in good faith pursuant to the advice of (i) counsel for the applicable Fund or FundsFund, or (ii) at the expense of the Custodian, - -- such other counsel as the applicable Fund(s) and the Custodian Fund may agree uponto, such agreement not to be unreasonably withheld or delayed; provided however, that with respect to the performance -------- of any action or omission of any action upon such advice, the Custodian shall be required to conform to the standard of care set forth in Section 5.01(asection 5.1(a).

Appears in 1 contract

Samples: Custodian Agreement (Brazil Fund Inc)

Advice of Counsel. The Custodian shall be entitled to receive and act upon advice of counsel on all matters. The Custodian shall be without liability for any action reasonably taken or omitted in good faith pursuant to the advice of (i) counsel for the applicable Fund or FundsFund, or (ii) at the expense of the Custodian, such other counsel as the applicable Fund(s) Fund and the Custodian may agree upon; provided however, with respect to the performance of any action or omission of any action upon such advice, the Custodian shall be required to conform to the standard of care set forth in Section 5.01(a).

Appears in 1 contract

Samples: Custodian Agreement (Fidelity Rutland Square Trust)

Advice of Counsel. The Custodian shall be entitled to receive and act upon advice of counsel on all matters. The Custodian shall be without liability for any action reasonably taken or omitted in good faith pursuant to the advice of (i) counsel for the applicable Fund or FundsFund, or (ii) at the expense of the Custodian, such other counsel as the applicable Fund(s) Fund and the Custodian may agree upon; provided howeverPROVIDED HOWEVER, with respect to the performance of any action or omission of any action upon such advice, the Custodian shall be required to conform to the standard of care set forth in Section 5.01(a).

Appears in 1 contract

Samples: Custodian Agreement (Japan Fund Inc)

Advice of Counsel. The Custodian shall be entitled to receive and act upon advice of counsel on all matters. The Custodian shall be without liability for any action reasonably taken or omitted in good faith pursuant to the advice of (i) counsel for the applicable Fund or FundsTrustees of the Fund, or (ii) at the expense of the Custodian, such other counsel as the applicable Fund(s) Fund and the Custodian may agree upon; provided provided, however, with respect to the performance of any action or omission of any action upon such advice, the Custodian shall be required to conform to the standard of care set forth in Section 5.01(a5.1 (a).

Appears in 1 contract

Samples: Custodian Agreement (Pilot Funds)

Advice of Counsel. The Custodian shall be entitled to receive and act upon advice of counsel on all matters. The Custodian shall be without liability for any action reasonably taken or omitted in good faith pursuant to the advice of (i) counsel for the applicable Fund or Funds, or (ii) at the expense of the Custodian, such other counsel as the applicable Fund(s) and the Custodian may agree upon; provided however, with respect to the performance of any action or omission of any action upon such advice, the Custodian shall be required to conform to the standard of care set forth in Section 5.01(a)) .

Appears in 1 contract

Samples: Custodian Agreement (Fidelity Commonwealth Trust II)

Advice of Counsel. The Custodian shall be entitled to receive and act upon advice of counsel on all matters. The Custodian shall be without liability for any action reasonably taken or omitted in good faith pursuant to the advice of (i) counsel for the applicable Fund or Funds, or (ii) at the expense of the Custodian, such other counsel as the applicable Fund(s) and the Custodian may agree uponchoose; provided provided, however, with respect to the performance of any action or omission of any action upon such advice, the Custodian shall be required to conform to the standard of care set se forth in Section 5.01(a6.01(a).

Appears in 1 contract

Samples: Agreement (Blackrock California Municipal Income Trust)

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