Common use of Deemed Representations and Warranties Clause in Contracts

Deemed Representations and Warranties. (i) To the extent State Street is required to give (or is deemed to have given) any representation or warranty to a third party relating to any BTC Recipient or its Customers in order to complete the relevant transaction in connection with the issuance or transmission of trade notifications, confirmations and/or settlement instructions, whether using facsimile transmission, industry messaging utilities and/or the proprietary software of Third-Party Providers, clearing agencies, depositories and other securities systems, such BTC Recipient will be deemed to have made such representation or warranty to State Street, except to the extent that any breach or alleged breach of such representation or warranty results from State Street’s failure to perform its obligations under any Service Module in accordance with the Standard of Care. (ii) To the extent that State Street is required to give (or will be deemed to give) any such representation or warranty relating to the BTC Recipients or their Customers other than in accordance with normal market practices it will notify and obtain the written consent of the BTC Recipients in advance of giving such representation or warranty. (iii) State Street will provide each BTC Recipient with a quarterly report setting forth all actions taken on behalf of such BTC Recipient under this Section 5.1(d).

Deemed Representations and Warranties. (i) To the extent State Street is required to give (or is deemed to have given) any representation or warranty to a third party relating to any BTC BFA Recipient or its Customers in order to complete the relevant transaction in connection with the issuance or transmission of trade notifications, confirmations and/or settlement instructions, whether using facsimile transmission, industry messaging utilities and/or the proprietary software of Third-Party Providers, clearing agencies, depositories and other securities systems, such BTC BFA Recipient will be deemed to have made such representation or warranty to State Street, except to the extent that any breach or alleged breach of such representation or warranty results from State Street’s failure to perform its obligations under any Service Module in accordance with the Standard of Care. . Information Classification: Confidential Master Services Agreement 15 BFA | State Street CONFIDENTIAL (ii) To the extent that State Street is required to give (or will be deemed to give) any such representation or warranty relating to the BTC BFA Recipients or their Customers other than in accordance with normal market practices it will notify and obtain the written consent of the BTC BFA Recipients in advance of giving such representation or warranty. (iii) State Street will provide each BTC BFA Recipient with a quarterly report setting forth all actions taken on behalf of such BTC BFA Recipient under this Section 5.1(d).

Deemed Representations and Warranties. (i) To the extent State Street is required to give (or is deemed to have given) any representation or warranty to a third party relating to any BTC Recipient or its Customers in order to complete the relevant transaction in connection with the issuance or transmission of trade notifications, confirmations and/or settlement instructions, whether using facsimile transmission, industry messaging utilities and/or the proprietary software of Third-Party Providers, clearing agencies, depositories and other securities systems, such BTC Recipient will be deemed to have made such representation or warranty to State Street, except to the extent that any breach or alleged breach of such representation or warranty results from State Street’s 's failure to perform its obligations under any Service Module in accordance with the Standard of Care.. Master Services Agreement 14 BTC | State Street (ii) To the extent that State Street is required to give (or will be deemed to give) any such representation or warranty relating to the BTC Recipients or their Customers other than in accordance with normal market practices it will notify and obtain the written consent of the BTC Recipients in advance of giving such representation or warranty. (iii) State Street will provide each BTC Recipient with a quarterly report setting forth all actions taken on behalf of such BTC Recipient under this Section 5.1(d).

Deemed Representations and Warranties. (i) To the extent State Street is required to give (or is deemed to have given) any representation or warranty to a third party relating to any BTC BFA Recipient or its Customers in order to complete the relevant transaction in connection with the issuance or transmission of trade notifications, confirmations and/or settlement instructions, whether using facsimile transmission, industry messaging utilities and/or the proprietary software of Third-Party Providers, clearing agencies, depositories and other securities systems, such BTC BFA Recipient will be deemed to have made such representation or warranty to State Street, except to the extent that any breach or alleged breach of such representation or warranty results from State Street’s failure to perform its obligations under any Service Module in accordance with the Standard of Care.. Information Classification: Confidential Master Services Agreement 15 BFA | State Street CONFIDENTIAL (ii) To the extent that State Street is required to give (or will be deemed to give) any such representation or warranty relating to the BTC BFA Recipients or their Customers other than in accordance with normal market practices it will notify and obtain the written consent of the BTC BFA Recipients in advance of giving such representation or warranty. (iii) State Street will provide each BTC BFA Recipient with a quarterly report setting forth all actions taken on behalf of such BTC BFA Recipient under this Section 5.1(d).