The Depository shall not be responsible for any loss or damage suffered by the Depositors as a result of or in connection with the Depository's performance or non-performance of its duties unless the same results from an act of negligence or fraud on the part of the Depository; in which event the Depository shall promptly replace any Deposited Securities which have been lost, stolen or destroyed. Where such replacement of lost, stolen or destroyed Deposited Securities is not possible, the liability of the Depository in connection with any Deposited Securities shall not exceed the lower of the market value of the Deposited Securities to which such loss or damage relates at the time of discovery of such negligence or fraud or at the time of proposed replacement.

In no event shall the Depository be responsible for any loss or damage suffered by a Sub-Account Holder as a result of the Depository performing its duties to a Depository Agent under these CDP Rules.