INSTRUCTIONS AND ADVICE. At any time, the Administrator may apply to any officer of the Trust or his or her designee for instructions or the independent accountants for the Trust, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the Trust) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Administrator shall not be liable, and shall be indemnified by the Trust, for any action taken or omitted by it in good faith in reliance upon any such instructions or advice or upon any paper or document believed by it to be genuine and to have been signed by the proper person or persons. The Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(s). Nothing in this section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 9 contracts
Sources: Administration Agreement (Baron ETF Trust), Administration Agreement (Lazard Active ETF Trust), Administration Agreement (Cohen & Steers ETF Trust)
INSTRUCTIONS AND ADVICE. At any time, the Administrator may apply to any officer of the Trust Company or his or her designee for instructions or the independent accountants for the TrustCompany, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the TrustCompany) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Administrator shall not be liable, and shall be indemnified by the Trusteach Company, for any action taken or omitted by it in good faith in reliance upon any such instructions or advice or upon any paper or document believed by it to be genuine and to have been signed by the proper person or persons. The Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(s). Nothing in this section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 8 contracts
Sources: Master Administration Agreement (Value Line Core Bond Fund), Master Administration Agreement (Value Line Mid Cap Focused Fund, Inc.), Master Administration Agreement (Value Line Select Growth Fund, Inc.)
INSTRUCTIONS AND ADVICE. At any time, the Administrator may apply to any officer of the Trust Trusts or his or her designee for instructions or the independent accountants for the TrustTrusts, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon reasonable advice of counsel (who may be counsel for the such Trust) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Administrator shall not be liable, and shall be indemnified by the TrustTrusts, for any action taken or omitted by it in good faith in reliance upon any such instructions or advice or upon any paper or document reasonably believed by it to be genuine and to have been signed by the proper person or persons. The Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(sTrust(s). Nothing in this section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 5 contracts
Sources: Master Administration Agreement (Fpa Paramount Fund Inc), Master Administration Agreement (Fpa New Income Inc), Master Administration Agreement (Fpa Capital Fund Inc)
INSTRUCTIONS AND ADVICE. At any time, the Administrator may apply to any officer of the Trust a Company or his or her designee for instructions or the independent accountants for the Trustsuch Company, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the Trusta Company) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Administrator shall not be liable, and shall be indemnified by the Trusteach Company, for any action taken or omitted by it in good faith in reliance upon any such instructions or advice or upon any paper or document reasonably believed by it to be genuine and to have been signed by the proper person or persons. The Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(s)a Company. Nothing in this section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 3 contracts
Sources: Master Administration Agreement (Partners Group Private Equity (Master Fund), LLC), Administration Agreement (Partners Group Private Equity (TEI), LLC), Administration Agreement (Partners Group Private Equity, LLC)
INSTRUCTIONS AND ADVICE. At any time, the Administrator may apply to any officer of the Trust or his or her designee for instructions or the independent accountants for the Trust, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the Trust) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Administrator shall not be liable, and shall be indemnified by the Trust, for any action taken or omitted by it in good faith faith, and without negligence, fraud or willful misconduct, in reliance upon any such instructions or advice or upon any paper or document believed by it to be genuine and to have been signed by the proper person or persons. The Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(s). Nothing in this section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 3 contracts
Sources: Administration Agreement (Guardian Variable Products Trust), Administration Agreement, Administration Agreement (Guardian Variable Products Trust)
INSTRUCTIONS AND ADVICE. At any time, the Administrator may apply to any officer of the Trust Fund or his or her designee for instructions or the independent accountants for the TrustFund, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the TrustFund) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Administrator shall not be liable, and shall be indemnified by the Trusteach Fund, for any action taken or omitted by it in good faith in reliance upon any such instructions or advice or upon any paper or document believed by it to be genuine and to have been signed by the proper person or persons. The Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(s)Fund. Nothing in this section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 2 contracts
Sources: Master Administration and Accounting Agreement (NorthStar Corporate Income Master Fund), Master Administration and Accounting Agreement (NorthStar Corporate Income Fund)
INSTRUCTIONS AND ADVICE. At any time, the Administrator may apply to any officer of the Trust Company or his or her designee for instructions or the independent accountants for the Trustsuch Company, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the TrustCompany) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Administrator shall not be liable, and shall be indemnified by the Trusteach Company, for any action taken or omitted by it in good faith in reliance upon any such instructions or advice or upon any paper or document reasonably believed by it to be genuine and to have been signed by the proper person or persons. The Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(s)Companies. Nothing in this section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 2 contracts
Sources: Administration Agreement (Partners Group Growth, LLC), Administration Agreement (Partners Group Next Generation Infrastructure LLC)
INSTRUCTIONS AND ADVICE. At any time, the Administrator may apply to any officer of the Company or the Trust or his or her designee for instructions and may, with prior approval of the Company (such approval not to be unreasonably withheld), consult with its own legal counsel or outside counsel for the Company or the independent accountants for the TrustCompany at the expense of the Company, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the Trust) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Administrator shall not be liable, and shall be indemnified by the TrustCompany, for any action taken or omitted by it in good faith in reliance upon any such instructions or advice or upon any paper or document believed by it to be genuine and to have been signed by an officer or other representative of the proper person Company or personsthe Trust. The Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(s)Company or the Trust. Nothing in this section paragraph shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 2 contracts
Sources: Administration Agreement (Massmutual Select Funds), Administration Agreement (Massmutual Premier Funds)
INSTRUCTIONS AND ADVICE. a. At any time, the Administrator may apply to any officer or director of the Trust a Fund or his or her designee for instructions and may, at the Administrator’s reasonable discretion, consult with its own legal counsel or outside counsel for a Fund or the independent accountants for a Fund (in the Trustcase of outside counsel, with the Fund’s knowledge) at the expense of such Fund, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the Trust) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. .
b. The Administrator shall not be liable, and shall be indemnified by the Trustrelevant Fund, for any action taken or omitted by it in good faith in reliance upon any such instructions or advice or upon any paper or document reasonably believed by it to be genuine and to have been signed by the proper a properly authorized person or persons. The Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(s)a Fund. Nothing in this section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 2 contracts
Sources: Administration Agreement (Ironwood Institutional Multi-Strategy Fund LLC), Administration Agreement (Ironwood Multi-Strategy Fund LLC)
INSTRUCTIONS AND ADVICE. At any time, the Administrator may apply to any officer the officer(s) of the Trust or his or her designee the Authorized Persons for instructions or the independent accountants for the Trust, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the Trust) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Administrator shall not be liable, and shall be indemnified by the Trust, for any action taken or omitted by it in good faith in reliance upon any such instructions or advice or upon any paper or document believed by it to be genuine and to have been signed by the proper person or persons. The Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(s). Nothing in this section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 2 contracts
Sources: Administration Agreement (Syntax Etf Trust), Administration Agreement (Syntax Etf Trust)
INSTRUCTIONS AND ADVICE. At any time, the Administrator may apply to any officer of the Trust Trustee or his or her designee for instructions or the independent accountants and legal counsel for the Trust, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the Trust) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Administrator shall not be liable, and shall be indemnified by the TrustTrustee, for any action taken or omitted by it in good faith in reliance upon any such instructions or advice or upon any paper or document believed by it to be genuine and to have been signed by the proper person or persons. The Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(s)Trustee. Nothing in this section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 2 contracts
Sources: Administration Agreement (SPDR Dow Jones Industrial Average Etf Trust), Administration Agreement (SPDR S&p 500 Etf Trust)
INSTRUCTIONS AND ADVICE. At any time, the Administrator may apply to any officer of the Trust or his or her designee for instructions or the independent accountants for the Trust, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the Trust) on all matters, matters and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Administrator shall not be liable, and shall be indemnified by the Trust, for any action taken or omitted by it in good faith in reliance upon any such instructions or advice or upon any paper or document believed by it to be genuine and to have been signed by the proper person or persons. The Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(s). Nothing in this section Section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 2 contracts
Sources: Administration Agreement (TCW ETF Trust), Administration Agreement (TCW ETF Trust)
INSTRUCTIONS AND ADVICE. a. At any time, the Administrator may apply to any officer of the Trust or his or her designee for instructions and may, at the request or with the knowledge of the Trust or its investment adviser consult with outside counsel for the Trust or the independent accountants for the Trust at the expense of the Trust, or with its own legal counsel at its own expense, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the Trust) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. .
b. The Administrator shall not be liable, and shall be indemnified by the Trust, for any action taken or omitted by it in good faith in reliance upon any such instructions of an officer of the Trust or advice its investment adviser or upon any paper or document reasonably believed by it to be genuine and to have been signed by the proper person or persons. The Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(s). Nothing in this section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 2 contracts
Sources: Administration Agreement (AB Multi-Manager Alternative Fund), Administration Agreement (AllianceBernstein Multi-Manager Alternative Fund)
INSTRUCTIONS AND ADVICE. At any time, the Administrator may apply to any officer of the Trust or his or her designee for instructions or the independent accountants for the Trust, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the Trust) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advicematters arising in connection with its duties hereunder. The Administrator shall not be liable, and shall be indemnified by the Trust, for any action taken or omitted by it in good faith in accordance with and in reliance upon any such instructions or advice or upon any paper or document believed by it to be genuine and to have been signed by the proper person or persons. The Administrator shall not be held to have notice of any change of authority of any authorized person until receipt of written notice thereof from the Fund(s)Trust. Nothing in this section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 1 contract
Sources: Administration Agreement (Pershing Square USA, Ltd.)
INSTRUCTIONS AND ADVICE. At any time, the Administrator may apply to any officer of the Trust Company or his or her designee for instructions or the independent accountants for the TrustCompany, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the TrustCompany) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Administrator shall not be liable, and shall be indemnified by the TrustCompany, for any action taken or omitted by it in good faith in reliance upon any such instructions or advice or upon any paper or document believed by it to be genuine and to have been signed by the proper person or persons. The Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(s). Nothing in this section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 1 contract
INSTRUCTIONS AND ADVICE. At any time, the Administrator may apply to any officer of the Trust or his or her designee for instructions or the independent accountants for the Trust, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the Trust) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Administrator shall not be liable, and shall be indemnified by the Trust, for any action taken or omitted by it in good faith in reliance upon any such instructions or advice or upon any paper or document believed by it to be genuine and to have been signed by the proper person or persons. The Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(s)Fund. Nothing in this section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 1 contract
Sources: Administration Agreement (Cascade Private Capital Fund)
INSTRUCTIONS AND ADVICE. At any time, the Administrator may apply to any officer of the Trust Fund or his or her designee for instructions or the independent accountants for the TrustFund, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the TrustFund) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Administrator shall not be liable, and shall be indemnified by the TrustFund, for any action taken or omitted by it in good faith in reliance upon any such instructions or advice or upon any paper or document believed by it to be genuine and to have been signed by the proper person or persons. The Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(s)Fund. Nothing in this section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 1 contract
Sources: Administration Agreement (PGIM Private Credit Fund)
INSTRUCTIONS AND ADVICE. At any time, the Administrator may apply to any officer of the a Trust or his or her designee for instructions or the independent accountants for the Trust, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the Trust) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Administrator shall not be liable, and shall be indemnified by the Trust, for any action taken or omitted by it in good faith in reliance upon any such instructions or advice or upon any paper or document believed by it to be genuine and to have been signed by the proper person or persons. The Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(s). Nothing in this section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 1 contract
Sources: Administration Agreement (Weiss Strategic Interval Fund)
INSTRUCTIONS AND ADVICE. At any time, the Administrator may apply to any officer of the Trust Corporation or his or her designee for instructions or the independent accountants for the TrustCorporation, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the TrustCorporation) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Administrator shall not be liable, and shall be indemnified by the Trust, liable for any action taken or omitted by it in good faith in reliance upon any such instructions or advice or upon any paper or document believed by it to be genuine and to have been signed by the proper person or persons. The Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(s). Nothing in this section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 1 contract
INSTRUCTIONS AND ADVICE. At any time, the Sub-Administrator may apply to any officer of the Trust Administrator or the Fund or his or her designee for instructions or the independent accountants for the TrustAdministrator or Fund, with respect to any matter arising in connection with the services to be performed by the Sub-Administrator under this Agreement. The Sub-Administrator shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the TrustAdministrator or the Fund) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Sub-Administrator shall not be liable, and shall be indemnified by the TrustAdministrator, for any action taken or omitted by it in good faith in reliance upon any such instructions or advice or upon any paper or document believed by it to be genuine and to have been signed by the proper person or persons. The Sub-Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(s)Administrator or the Fund . Nothing in this section shall be construed as imposing upon the Sub-Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 1 contract
Sources: Sub Administration Agreement (Kennedy Lewis Capital Co)
INSTRUCTIONS AND ADVICE. At any time, the Administrator may apply to any officer of the Trust or his or her designee for instructions or the independent accountants for the Trust, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of reputable counsel (who may may, with prior approval of the Trust, be counsel for the Trust) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advicematters arising in connection with its duties hereunder. The Administrator shall not be liable, and shall be indemnified by the Trust, for any action taken or omitted by it in good faith in accordance with such instruction. The Administrator shall not be liable for any act or omission taken or not taken in reliance upon any such instructions or advice or upon any paper or document believed by it to be genuine and to have been signed by the proper person or persons. The Administrator shall not be held to have notice of any change of authority of any authorized person until receipt of written notice thereof from the Fund(s)Trust. Nothing in this section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 1 contract
Sources: Administration Agreement (Apollo S3 Private Markets Fund)
INSTRUCTIONS AND ADVICE. At any time, the Administrator may apply to any officer of the Trust Sponsor or his or her designee for instructions or the independent accountants for the Trust, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the Trust) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Administrator shall not be liable, and shall be indemnified by the Trust, for any action taken or omitted by it in good faith in reliance upon any such instructions or advice or upon any paper or document believed by it to be genuine and to have been signed by the proper person or persons. The Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(s)Trust. Nothing in this section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 1 contract
Sources: Administration Agreement (Cotwo Advisors Physical European Carbon Allowance Trust)
INSTRUCTIONS AND ADVICE. At any time, the Administrator may apply to any officer of the Trust Company or his or her designee for instructions or the independent accountants for the TrustCompany, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the TrustCompany) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Administrator shall not be liable, and shall be indemnified by the TrustCompany, for any action taken or omitted by it in good faith in reliance upon any such instructions or advice or upon any paper or document reasonably believed by it to be genuine and to have been signed by the proper person or persons. The Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(s)Company. Nothing in this section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 1 contract
Sources: Administration Agreement (Partners Group Private Income Opportunities, LLC)
INSTRUCTIONS AND ADVICE. At any time, the Administrator may apply to any officer of the Trust or his or her designee for instructions or the independent accountants for the Trustinstructions, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of nationally recognized external counsel with appropriate subject matter expertise (who may be counsel for the Trust) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Administrator shall not be liable, and shall be indemnified by the Trust, for any action taken or omitted by it in good faith in reliance upon any such instructions or advice or upon any paper or document believed by it to be genuine and to have been signed by the proper person or persons. The Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(s)Trust. Nothing in this section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 1 contract
Sources: Administration and Accounting Agreement (OFI Carlyle Private Credit Fund)
INSTRUCTIONS AND ADVICE. At any time, the Administrator may apply to any officer of the Trust or his or her designee for instructions or the independent accountants for the Trust, with respect to any matter arising in connection with the services to be performed by the Administrator under this Agreement. The Administrator shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the Trust) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Administrator shall not be liable, and shall be indemnified by the Trust, for any action taken or omitted by it in good faith in reliance upon any such instructions or advice or upon any paper or document reasonably believed by it to be genuine and to have been signed by the proper person or personspersons in conformity with security procedures established by the Administrator from time to time. The Administrator shall not be held to have notice of any change of authority of any person until receipt of written notice thereof from the Fund(s). Nothing in this section shall be construed as imposing upon the Administrator any obligation to seek such instructions or advice, or to act in accordance with such advice when received.
Appears in 1 contract