WHEN ▇ Clause Samples

WHEN ▇. ▇. ▇▇▇▇▇▇ IS LIABLE TO THE CUSTOMER 7.1 Standard of Care; Liability (a) ▇.▇. ▇▇▇▇▇▇ will perform its duties and obligations under this Agreement, including but not limited to, the safekeeping of Financial Assets, with the high degree of care that would reasonably be expected from a professional custodian of comparable reputation, size and experience. ▇.▇. ▇▇▇▇▇▇ will not be in violation of this Agreement with respect to any matter as to which it has satisfied its obligation of exercising such care. (b) ▇.▇. ▇▇▇▇▇▇ will be liable for the Customer’s direct damages to the extent they result from ▇.▇. ▇▇▇▇▇▇’▇ fraud, negligence or willful misconduct in performing its duties as set out in this Agreement and to the extent provided in Section 5.2(a). Nevertheless, under no circumstances will ▇.▇. ▇▇▇▇▇▇ be liable for any indirect, incidental, consequential or special damages (including, without limitation, lost profits) of any form incurred by any person or entity, whether or not foreseeable and regardless of the type of action in which such a claim may be brought, with respect to the Accounts, ▇.▇. ▇▇▇▇▇▇’▇ performance under this Agreement, or ▇.▇. ▇▇▇▇▇▇’▇ role as custodian. (c) The Customer will indemnify the ▇.▇. ▇▇▇▇▇▇ Indemnitees against, and hold them harmless from, any Liabilities that may be imposed on, incurred by or asserted against any of the ▇.▇. ▇▇▇▇▇▇ Indemnitees in connection with or arising out of (i) ▇.▇. ▇▇▇▇▇▇’▇ performance under this Agreement, provided the ▇.▇. ▇▇▇▇▇▇ Indemnitees have not acted with negligence or engaged in fraud or willful misconduct in connection with the Liabilities in question or (ii) any ▇.▇. ▇▇▇▇▇▇ Indemnitee’s status as a holder of record of the Customer’s Financial Assets. Nevertheless, the Customer will not be obligated to indemnify any ▇.▇. ▇▇▇▇▇▇ Indemnitee under the preceding sentence with respect to any Liability for which ▇.▇. ▇▇▇▇▇▇ is liable under Section 5.2(a) of this Agreement. (d) The Customer agrees that ▇.▇. ▇▇▇▇▇▇ provides no service in relation to, and therefore has no duty or responsibility to: (i) question Instructions or make any suggestions to the Customer or an Authorized Person regarding such Instructions; (ii) supervise or make recommendations with respect to investments or the retention of Financial Assets; (iii) advise the Customer or an Authorized Person regarding any default in the payment of principal or income of any Security other than as provided in Section 2.7(b) of this Agreement; and...

WHEN ▇. ▇. ▇▇▇▇▇▇ IS LIABLE TO CUSTOMER 7.1 Standard of Care; Liability (a) ▇.▇. ▇▇▇▇▇▇ shall use reasonable care with respect to its obligations under this Agreement and the safekeeping of Financial Assets and cash. (b) In no event shall ▇.▇. ▇▇▇▇▇▇ be liable for any indirect, incidental, consequential or special damages (including, without limitation, lost profits or business) of any form incurred by any person or entity, whether or not foreseeable and regardless of the type of action in which such a claim may be brought, resulting from ▇.▇. ▇▇▇▇▇▇’▇ performance under this Agreement, or ▇.▇. ▇▇▇▇▇▇’▇ role as a service provider to the Customer. (c) ▇.▇. ▇▇▇▇▇▇ shall indemnify and hold the Customer and the Funds, their Affiliates, and their respective directors, officers and employees (collectively, “Customer Indemnitees”) harmless from and against any and all Liabilities that may be imposed on, incurred by or asserted against any of the Customer Indemnitees in connection with or arising out of ▇.▇. ▇▇▇▇▇▇’▇ refusal or failure to comply with the material terms of this Agreement; ▇.▇. ▇▇▇▇▇▇’▇ breach of any material representation made by it herein; ▇.

WHEN ▇. ▇. ▇▇▇▇▇▇ IS LIABLE TO THE CUSTOMER 17 8. TAXATION 20 9. TERMINATION 21 10. MISCELLANEOUS 22 GLOBAL CUSTODY AGREEMENT

WHEN ▇. ▇. ▇▇▇▇▇▇ IS LIABLE TO THE CUSTOMER 7.1 Standard of Care; Liability (a) ▇.▇. ▇▇▇▇▇▇ will use reasonable care in performing its obligations under this Agreement. ▇.▇. ▇▇▇▇▇▇ will not be in violation of this Agreement with respect to any matter as to which it has satisfied its obligation of reasonable care. Global Custody Agreement – New York – General – May 2012 (b) ▇.▇. ▇▇▇▇▇▇ will be liable for the Customer’s direct damages to the extent they result from ▇.▇. ▇▇▇▇▇▇’▇ fraud, negligence or willful misconduct in performing its duties as set out in this Agreement and to the extent provided in Section 5.2(a). Nevertheless, under no circumstances will ▇.▇. ▇▇▇▇▇▇ be liable for any indirect, incidental, consequential or special damages (including, without limitation, lost profits) of any form incurred by any person or entity, whether or not foreseeable and regardless of the type of action in which such a claim may be brought, with respect to the Accounts, ▇.▇. ▇▇▇▇▇▇’▇ performance under this Agreement, or ▇.▇. ▇▇▇▇▇▇’▇ role as custodian. (c) The Customer will indemnify the ▇.▇. ▇▇▇▇▇▇ Indemnitees against, and hold them harmless from, any Liabilities that may be imposed on, incurred by or asserted against any of the ▇.▇. ▇▇▇▇▇▇ Indemnitees in connection with or arising out of (i) ▇.▇. ▇▇▇▇▇▇’▇ performance under this Agreement, provided the ▇.▇. ▇▇▇▇▇▇ Indemnitees have not acted with negligence or engaged in fraud or willful misconduct in connection with the Liabilities in question or (ii) any ▇.▇. ▇▇▇▇▇▇ Indemnitee’s status as a holder of record of the Customer’s Financial Assets. Nevertheless, the Customer will not be obligated to indemnify any ▇.▇. ▇▇▇▇▇▇ Indemnitee under the preceding sentence with respect to any Liability for which ▇.▇. ▇▇▇▇▇▇ is liable under Section 5.2(a) of this Agreement. (d) The Customer agrees that ▇.▇. ▇▇▇▇▇▇ provides no service in relation to, and therefore has no duty or responsibility to: (i) question Instructions or make any suggestions to the Customer or an Authorized Person regarding such Instructions; (ii) supervise or make recommendations with respect to investments or the retention of Financial Assets; (iii) advise the Customer or an Authorized Person regarding any default in the payment of principal or income of any Security other than as provided in Section 2.7(b) of this Agreement; and (iv) evaluate or report to the Customer or an Authorized Person regarding the financial condition of any broker, agent or other party to wh...

WHEN ▇. ▇. ▇▇▇▇▇▇▇ Company, Inc. or its customer intends to perform verification at the supplier’s premises, ▇.▇. ▇▇▇▇▇▇▇ Company, Inc. will first state the intended verification arrangements and the method of product release. This information is communicated on the ▇.▇. ▇▇▇▇▇▇▇ Company, Inc. Purchase Order or via another acceptable purchasing arrangement.

WHEN ▇. ▇▇▇▇▇▇▇▇ materials/equipment is stored or modified by the Sub-Contractor at their premises or other facility/facilities, they shall remain the property of ▇. ▇▇▇▇▇▇▇▇ with appropriate labeling to be provided and affixed by the Sub-Contractor identifying that they are the property of ▇.

WHEN ▇. ▇. ▇▇▇▇▇▇ IS LIABLE TO THE CUSTOMER 7.1 Standard of Care; Liability (a) ▇.▇. ▇▇▇▇▇▇ will perform the services with the level of skill and care which would be expected from a reasonably skilled and professional global custodian.

WHEN ▇. ▇. ▇▇▇▇▇▇ IS LIABLE TO LENDER

WHEN ▇