No Personal Liability of Shareholders Clause Samples
No Personal Liability of Shareholders. No Shareholder of the Trust shall be subject in such capacity to any personal liability whatsoever to any Person in connection with Trust Property or the acts, obligations or affairs of the Trust. Shareholders shall have the same limitation of personal liability as is extended to stockholders of a private corporation for profit incorporated under the Delaware General Corporation Law.
No Personal Liability of Shareholders. Trustees, etc. . 12 4.2
No Personal Liability of Shareholders. Trustees, etc 14 5.2 Mandatory Indemnification 14 5.3 No Bond Required of Trustees 16 5.4
No Personal Liability of Shareholders. Trustees, etc 12 4.2 Mandatory Indemnification 12 4.3
No Personal Liability of Shareholders. The Shareholders shall be entitled to the protection against personal liability for the obligations of the Trust under Section 3803(a) of the Delaware Statutory Trust Act. Neither the Trust nor the Trustees, nor any officer, employee or agent of the Trust shall have any power to bind personally any Shareholder, nor, except as specifically provided herein, to call upon any Shareholder for the payment of any sum of money or assessment whatsoever other than such as the Shareholder may at any time personally agree to pay.
No Personal Liability of Shareholders. No Shareholder or former Shareholder shall be subject to any personal liability whatsoever to any Person in connection with Trust Property or the acts, obligations or affairs of the Trust. No Trustee, officer or employee of the Trust shall be subject to any personal liability whatsoever to any Person, other than the Trust or its Shareholders, in connection with Trust Property or the affairs of the Trust and all such Persons shall look solely to the Trust Property for satisfaction of claims of any nature arising in connection with the affairs of the Trust. If any Shareholder, former Shareholder, Trustee, officer or employee, as such, of the Trust, is made a party to any suit or proceeding to enforce any such liability, he shall not, on account thereof, be held to any personal liability. The Trust shall indemnify and hold each Shareholder and former Shareholder harmless from and against all claims and liabilities to which such Shareholder may become subject by reason of his or her being or having been a Shareholder, and shall reimburse such Shareholder for all legal and other expenses reasonably incurred by him or her in connection with any such claim or liability. The rights accruing to a Shareholder or former Shareholder under this Section 4.1 shall not exclude any other right to which such Shareholder may be lawfully entitled, nor shall anything herein contained restrict the right of the Trust to indemnify or reimburse a Shareholder or former Shareholder in any appropriate situation even though not specifically provided herein. The Trust shall, upon request by a Shareholder or former Shareholder, assume the defense of any claim made against such Shareholder for any act or obligation of the Trust and satisfy any judgment thereon from the assets of the Trust. Notwithstanding any other provision of the Declaration to the contrary, no Trust Property shall be used to indemnify or reimburse any Shareholder or former Shareholder of any Shares of any series other than Trust Property allocated or belonging to such series.
No Personal Liability of Shareholders. Trustees, etc 10 Section 5.02. Mandatory Indemnification 11 Section 5.03. No Bond Required of Trustees 12 Section 5.04. No Duty of Investigation; No Notice in Trust Instruments, etc 12 Section 5.05. Reliance on Experts, etc 13 ARTICLE VI Shares of Beneficial Interest 13 Section 6.01. Beneficial Interest 13 Section 6.02. Other Securities 13 Section 6.03. Rights of Shareholders 13 Section 6.04. Trust Only 14 Section 6.05. Issuance of Shares 14 Section 6.06. Register of Shares 14 Section 6.07. Transfer Agent and ▇▇▇▇▇▇▇▇▇ ▇▇ Section 6.08. Transfer of Shares 14 Section 6.09. Notices 15 Section 6.10. Derivative Actions 15 ARTICLE VII Custodians 16 Section 7.01. Appointment and Duties 16 Section 7.02. Central Certificate System 17 ARTICLE VIII Redemption 17 Section 8.01. Redemptions 17 Section 8.02. Disclosure of Holding 17 Section 8.03. Redemption by Trust 18 ARTICLE IX Net Asset Value and Distributions 18 Section 9.01. Net Asset Value 18 Section 9.02. Distributions to Shareholders 18 Section 9.03. Power to Modify Foregoing Procedures 19 ARTICLE X Shareholders 19 Section 10.01. Meetings of Shareholders 19 Section 10.02. Voting 19 Section 10.03. Notice of Meeting and Record Date 20 Section 10.04. Quorum and Required Vote 20 Section 10.05. Proxies, etc 20 Section 10.06. Reports 21 Section 10.07. Inspection of Records 21 Section 10.08. Delivery by Electronic Transmission or Otherwise 21 Section 10.09. Shareholder Action by Written Consent 21 ARTICLE XI Duration; Amendment; Mergers, Etc 22 Section 11.01. Duration of the Trust 22 Section 11.02. Dissolution by the Trustees 22 Section 11.03. Dissolution by Shareholder Vote 22 Section 11.04. Liquidation 22 Section 11.05. Amendment Procedure 22 Section 11.06. Subsidiaries 23 Section 11.07. Merger, Consolidation, Incorporation 23 ARTICLE XII The Delaware Trust 24 Section 12.01. Purpose of Appointment 24 Section 12.02. Duties 24 Section 12.03. Removal 25 Section 12.04. Merger 25 Section 12.05. Liability 25 Section 12.06. Successors 27 Section 12.07. Compensation and Reimbursement of Expenses 27 ARTICLE XIII Miscellaneous 27 Section 13.01. Filing 27 Section 13.02. Governing Law 28 Section 13.03. Exclusive Delaware Jurisdiction 28 Section 13.04. Other Agreements 29 Section 13.05. Counterparts 29 Section 13.06. Reliance by Third Parties 30 Section 13.07. Provisions in Conflict with Law or Regulation 30 SECOND AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST (the “Declaration”) made as of the 14th day of September 2022...
No Personal Liability of Shareholders. 13 Section 5.10 Assent to Trust Instrument and Disclosure.............. 13
No Personal Liability of Shareholders. It is expressly understood that notwithstanding any other provision contained herein or in the TA Agreement, no shareholder of a Victory Fund or a Munder Fund shall be personally liable for the debts, liabilities, obligations and expenses incurred by, contracted for, or otherwise existing with respect to the Trust or Victory or by or on behalf of any Victory Fund or Munder Fund, and that under no circumstances shall the assets of any one series portfolio of Victory or the Trust shall be used to offset any obligation of any other series portfolio of Victory or the Trust, as applicable.
No Personal Liability of Shareholders. It is expressly understood that notwithstanding any other provision contained herein, no shareholder of a Victory Fund of The Victory Portfolios shall be personally liable for the debts, liabilities, obligations and expenses incurred by, contracted for, or otherwise existing with respect to The Victory Portfolios or by or on behalf of any Victory Fund, and that under no circumstances shall the assets of any one series portfolio of The Victory Portfolios be used to offset any obligation of any other series portfolio of The Victory Portfolios or its affiliates.