Common use of Responsibility of PFPC Clause in Contracts

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing to ensure the accuracy and completeness of all services provided for performed under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund except as necessary to fulfill its duties and obligations as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's ’s failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's ’s willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund except as specifically reasonably necessary to fulfill its duties set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence negligence, or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund a Trust except as specifically set forth herein or as may be specifically agreed to by PFPC and such Trust in writinga written amendment hereto. PFPC shall be obligated to exercise reasonable care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's ’s failure to perform its duties under this Agreement or to the extent such damages arise out of PFPC's ’s willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this AgreementAmendment. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's ’s failure to perform its duties under this Agreement Amendment to the extent such damages arise out of PFPC's ’s willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund Trust except as necessary to fulfill its duties and obligations as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's ’s failure to perform its duties under this Agreement and only to the extent such damages arise out of PFPC's ’s willful misfeasance, bad faith, gross negligence or reckless disregard of such dutiesits duties under this Agreement (“Standard of Care”).

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund Trust except as specifically set forth herein or as may be specifically agreed to by PFPC and the Trust in writinga written amendment hereto. PFPC shall be obligated to exercise reasonable care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund Company except as necessary to fulfill its duties and obligations as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this AgreementAmendment. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement Amendment to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties, or the breach of any representation or warranty of PFPC made herein.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the a Fund except as specifically set forth herein or as may be specifically agreed to by PFPC and such Fund in writinga written amendment hereto. PFPC shall be obligated to exercise commercially reasonable care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this AgreementAmendment. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement Amendment to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty hereunder to take any action on behalf of the Fund except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writing. PFPC shall be obligated to exercise due care and diligence in the performance of its duties hereunder, hereunder (and the services set forth in the Service Level Agreements) and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages, costs or expenses arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, willful misconduct, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund Trust except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's PFPC and its affiliates' failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's PFPC or its affiliates' willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund except as specifically set forth herein to the extent necessary to fulfill its duties and obligations specified in this Agreement or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise reasonable care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund Trust or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund Xxxxxx or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of RSMC or the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties, and PFPC shall indemnify and hold harmless the Fund and each Portfolio from such damages.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund Partnership except as specifically set forth herein or as may be specifically agreed to by PFPC and the Partnership in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties, and PFPC shall indemnify and hold harmless the Fund and each Portfolio from such damages.

Responsibility of PFPC. (a) PFPC shall be under no duty hereunder to take any action on behalf of the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund or any Series except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such dutiesduties or any material breach by PFPC of this Agreement.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of EII, the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such dutiesduties or any material breach by PFPC of this Agreement.

Responsibility of PFPC. (a) PFPC shall be under no duty hereunder to take any action on behalf of the Fund hereunder except as specifically set forth herein or as may be specifically agreed to by PFPC PFPC, Monument and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the a Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC and the relevant Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Company, the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's performance of or failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund except as necessary to fulfill its duties and obligations as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's performance of or failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) 16.1. PFPC shall be under no duty to take any action hereunder on behalf of the Trust or any Fund except as specifically set forth herein or as may be specifically agreed to by PFPC and the Trust in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's ’s failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's ’s willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Trust or any Fund except as specifically set forth herein or as may be specifically agreed to by PFPC and the Trust in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund or the Company except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund Xxxxxx or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of RSMC or the Fund except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such dutiesits duties under this Agreement.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund or the Administrator except as specifically reasonably necessary to fulfill its duties set forth herein or as may be specifically agreed to by PFPC and the Administrator in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence negligence, or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses arising out of PFPC's ’s failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's ’s willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of Bear Xxxxxxx or the Fund Company except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund or any Series except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this AgreementAmendment. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement Amendment to the extent such damages arise out of PFPC's willful misfeasanceintentional misconduct, bad faith, gross negligence or reckless disregard of such dutiesits duties under this Amendment.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund Company or any Funds except as specifically set forth herein or as may be specifically agreed to by PFPC and the Company in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's ’s failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's ’s willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Administrator, the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC PFPC, the Administrator and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's ’s failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's ’s willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise due care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, efforts in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of or in connection with PFPC's performance of or omission or failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasancenegliqence, bad faith, gross negligence or reckless disregard of such its duties., bad faith or willful misfeasance. 10

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of EII, the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's ’s failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's ’s willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund Trust except as specifically set forth herein or as may be specifically agreed to by PFPC and the Trust in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence negligence, or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund Company except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) 13.1 PFPC shall be under no duty to take any action hereunder on behalf of the Trust or any Fund except as specifically set forth herein or as may be specifically agreed to by PFPC and the Trust in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's ’s failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's ’s willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees shall be liable to indemnify and hold harmless the Fund from Losses arising only for those damages that arise out of PFPC's ’s failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's ’s willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this AgreementAmendment. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement Amendment to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Administrator, the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC PFPC, the Administrator and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty hereunder to take any action on behalf of AIGGIC or the Fund except as specifically set forth herein or as may be specifically agreed to by PFPC and AIGGIC in writing. PFPC shall be obligated to exercise due care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, efforts in performing all services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's ’s failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's ’s willful misfeasance, willful misconduct, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement Agreement, and shall indemnify the Fund for such damages, to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, efforts within reasonable limits, limits in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund Partnership except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund Partnership from Losses arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Administrator, the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC and the Administrator in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such dutiesits duties under this Agreement.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund Trust or any Series except as specifically set forth herein or as may be specifically agreed to by PFPC and the Trust in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such dutiesduties or any material breach by PFPC of this Agreement.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees shall be liable to indemnify and hold harmless the Fund from Losses arising only for those damages that arise out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of Pacific Life or the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC PFPC, Pacific Life and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such dutiesduties or any material breach by PFPC of this Agreement.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Advisor, the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC PFPC, the Advisor and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's ’s failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's ’s willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, efforts within reasonable limits, limits in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.of

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise reasonable care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, efforts in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of or the Fund except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Company or the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC and the Company in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's performance of or failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund or VKAC except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund TAMIC except as specifically set forth herein or as may be specifically agreed to by PFPC and TAMIC in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasancemisconduct, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Administrator, the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC PFPC, the Administrator and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, efforts in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, willful misconduct, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund or a Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund Trust except as specifically set forth herein or as may be specifically agreed to by PFPC and the Trust in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement and only to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty hereunder to take any action on behalf of AIGGIC or the Fund except as specifically set forth herein or as may be specifically agreed to by PFPC and AIGGIC in writing. PFPC shall be obligated to exercise due care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, efforts in performing all services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, willful misconduct, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund Partnership except as necessary to fulfill its duties and obligations as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action hereunder on behalf of the Fund or the Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC and the Fund in writinga written amendment hereto. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, hereunder and to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable only for any damages arising out of PFPC's ’s failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's ’s willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.

Responsibility of PFPC. (a) PFPC shall be under no duty to take any action on behalf of the Fund or any Portfolio except as specifically set forth herein or as may be specifically agreed to by PFPC in writing. PFPC shall be obligated to exercise care and diligence in the performance of its duties hereunder, to act in good faith and to use its best efforts, within reasonable limits, in performing services provided for under this Agreement. PFPC agrees to indemnify and hold harmless the Fund from Losses shall be liable for any damages arising out of PFPC's failure to perform its duties under this Agreement to the extent such damages arise out of PFPC's willful misfeasance, bad faith, gross negligence or reckless disregard of such duties.