Common use of Performance of Duties and Standard of Care Clause in Contracts

Performance of Duties and Standard of Care. IBT shall not be liable for any error of judgment or mistake of law or for any act or omission in the performance of its duties hereunder, except for willful misfeasance, bad faith or gross negligence in the performance of its duties, or by reason of its reckless disregard of its obligations and duties hereunder. IBT will be entitled to receive and act upon the advice of independent counsel of its own selection, which may be counsel for the Trust, and will be without liability for any action taken or thing done or omitted to be done in accordance with this Agreement in good faith in conformity with such advice. In the performance of its duties hereunder, IBT will be protected and not be liable, and will be indemnified and held harmless by the Trust for any reasonable action taken or omitted to be taken by it in good faith reliance upon the terms of this Agreement, any Officers' Certificate, and or written instructions received from an Authorized Person, resolution of the Board, telegram, notice, request, certificate or other instrument reasonably believed by IBT to be genuine and for any other loss to the Trust except in the case of IBT's gross negligence, willful misfeasance or bad faith in the performance of its duties or reckless disregard of its obligations and duties hereunder. Notwithstanding anything in this Agreement to the contrary, in no event shall IBT be liable hereunder or to any third party:

Performance of Duties and Standard of Care. IBT shall not be liable for any error of judgment or mistake of law or for any act or omission in the performance of In performing its duties hereunderhereunder and any other duties listed on any Schedule hereto, except for willful misfeasanceif any, bad faith or gross negligence in the performance of its duties, or by reason of its reckless disregard of its obligations and duties hereunder. IBT Bank will be entitled to receive and act upon the advice of independent counsel of its own selection, which may be counsel for the TrustFund, and will be without liability for any action taken or thing done or omitted to be done in accordance with this Agreement in good faith in conformity with such advice. In the performance of its duties hereunder, IBT the Bank will be protected and not be liable, and will be indemnified and held harmless by the Trust for any reasonable action taken or omitted to be taken by it in good faith reliance upon the terms of this Agreement, any Officers' Certificate, and or written instructions received from an Authorized PersonProper Instructions, resolution of the Board, telegram, notice, request, certificate or other instrument reasonably believed by IBT the Bank to be genuine and for any other loss to the Trust Fund except in the case of IBT's gross its negligence, willful misfeasance or bad faith in the performance of its duties duties. In order that the indemnification provision contained in this Section 13.1 shall apply, it is understood that the Fund shall be fully and promptly advised of all pertinent facts concerning the situation and that the Fund shall have the option to defend the Bank against any claim which may be the subject of this indemnification. The Bank shall in no case confess any claim or reckless disregard make any compromise in any case in which the Fund will be asked to indemnify the Bank except with the Fund's consent. It is further understood that the indemnification provision contained in this Section 13.1 does not apply with respect to the acts and omissions of a Selected Foreign Sub-Custodian constituting negligence or willful misconduct in the conduct of its obligations responsibilities under the terms of a Foreign Sub-Custodian Agreement. The Bank will be under no duty or obligation to inquire into and duties hereunder. Notwithstanding anything in this Agreement to the contrary, in no event shall IBT will not be liable hereunder or to any third partyfor:

Performance of Duties and Standard of Care. IBT shall not be liable for any error of judgment or mistake of law or for any act or omission in the performance of In performing its duties hereunderhereunder and any other duties listed on any Schedule hereto, except for willful misfeasanceif any, bad faith or gross negligence in the performance of its duties, or by reason of its reckless disregard of its obligations and duties hereunder. IBT Bank will be entitled to receive and act upon the advice of independent counsel of its own selection, which may be counsel for the TrustFund, and will be without liability for any action taken or thing done or omitted to be done in accordance with this Agreement in good faith in conformity with such advice. In the performance of its duties hereunder, IBT the Bank will be protected and not be liable, and will be indemnified and held harmless by the Trust for any reasonable action taken or omitted to be taken by it in good faith reliance upon the terms of this Agreement, any Officers' Certificate, and or written instructions received from an Authorized PersonProper Instructions, resolution of the Board, telegram, notice, request, certificate or other instrument reasonably believed by IBT the Bank to be genuine and for any other loss to the Trust Fund except in the case of IBT's gross its negligence, willful misfeasance or bad faith in the performance of its duties duties. In order that the indemnification provision contained in this Section 13.1 shall apply, it is understood that the Fund shall be fully and promptly advised of all pertinent facts concerning the situation and that the Fund shall have the option to defend the Bank against any claim which may be the subject of this indemnification. The Bank shall in no case confess any claim or reckless disregard make any compromise in any case in which the Fund will be asked to indemnify the Bank except with the Fund's consent. It is further understood that the indemnification provision contained in this Section 13.1 does not apply with respect to the acts and omissions of a Selected Foreign Sub-Custodian constituting negligence or willful misconduct in the conduct of its obligations and duties hereunder. Notwithstanding anything in this Agreement to responsibilities under the contrary, in no event shall IBT be liable hereunder or to any third party:terms of a Foreign Sub-Custodian Agreement.

Performance of Duties and Standard of Care. IBT shall not be liable for any error of judgment or mistake of law or for any act or omission in the performance of its duties hereunder, except for willful misfeasance, bad faith or gross negligence in the performance of its duties, or by reason of its reckless disregard of its obligations and duties hereunder. IBT will be entitled to receive and act upon the advice of independent counsel of its own selection, which may be counsel for the Trust, and will be without liability for any action taken or thing done or omitted to be done in accordance with this Agreement in good faith in conformity with such advice. In the performance of its duties hereunder, IBT will be protected and not be liable, and will be indemnified and held harmless by the Trust for any reasonable action taken or omitted to be taken by it in good faith reliance upon the terms of this Agreement, any Officers' Certificate, and or written instructions received from an Authorized Person, resolution of the Board, telegram, notice, request, certificate or other instrument reasonably believed by IBT to be genuine and for any other loss to the Trust except in the case of IBT's gross negligence, willful misfeasance or bad faith in the performance of its duties or reckless disregard of its obligations and duties hereunder. Notwithstanding anything in this Agreement to the contrary, in no event shall IBT be liable hereunder or to any third party:: (a) for any losses or damages of any kind resulting from acts of God, earthquakes, fires, floods, storms or other disturbances of restrictions, acts of war, civil war or terrorism, insurrection, nuclear fusion, fission or radiation, the interruption, loss or malfunction or utilities, transportation, or computers (hardware or software) and computer facilities, the unavailability of energy sources and other similar happenings or events except as results from IBT's own gross negligence, willful misfeasance or bad faith in the performance of its duties; or