Notwithstanding anything in the Trust Documents or any other Transaction Document to the contrary, the Trustee shall not do, or be authorised or required to do, anything which might constitute a regulated activity for the purpose of FSMA, unless it is authorised under FSMA to do so.
The Trustee shall have the discretion at any time:
| ||27.4.1 || |
to delegate any of the functions which fall to be performed by an authorised person under FSMA to any other agent or person which also has the necessary authorisations and licences; and
| ||27.4.2 || |
to apply for authorisation under FSMA and perform any or all such functions itself if, in its absolute discretion, it considers necessary, desirable or appropriate to do so.
Nothing in these presents shall require the Trustee to assume an obligation of the Issuer arising under any provisions of the listing, prospectus, disclosure or transparency rules (or equivalent rules of any other competent authority besides the FCA).
Subject to Sections 750 and 751 of the Companies Act 2006 (if applicable) and notwithstanding anything to the contrary in the Transaction Documents, the Trustee shall not be liable to any person for any matter or thing done or omitted in any way in connection with or in relation to the Transaction Documents save in relation to its own gross negligence, wilful default or fraud.
The Trustee will not responsible for any Liability caused by or any failure or delay in the performance of its obligations hereunder if it is prevented from so performing its obligations by a Force Majeure Event.
|27.6 || |
Consequential Damages or Loss of Profits
Notwithstanding anything to the contrary in the Transaction Documents, the Trustee shall not in any event be liable for special, indirect, punitive or consequential loss or damage of any kind whatsoever (including, but not limited to, lost profits, goodwill reputation or business opportunity), whether or not foreseeable, even if the Trustee has been advised of the likelihood of such loss or damage and regardless of whether the claim for loss or damage is made in negligence, for breach of contract, breach of trust or otherwise.
|27.7 || |
Trustee liable for gross negligence
None of the provisions of the Trust Documents shall in any case in which the Trustee has failed to show the degree of care and diligence required by it as Trustee, having regard to the provisions of the Trust Documents conferring on the Trustee any powers, authorities or discretions, relieve or indemnify the Trustee against any liability which by virtue of any applicable rule of law would otherwise attach to it in respect of any gross negligence, wilful default or fraud (except insofar as the same arises because of the gross negligence, wilful default or fraud of the Issuer or any other Transaction Party) of which it is found guilty in relation to its duties under the Trust Documents.
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