2.5 Indemnity

Amended on 15 September 2017 15 September 2017.

Each Trading Member indemnifies each of SGX-ST, SGX RegCo, and their respective Directors, Officers, employees, representatives and agents ("Indemnified Persons") against any loss or liability reasonably incurred or suffered by an Indemnified Persons where such loss or liability arose out of or in connection with:—

(1) any breach by the Trading Member of its obligations under the Rules or any Directives; or

(2) any wilful, unlawful, reckless or negligent act or omission by the Trading Member.

Amended on 26 April 2013 26 April 2013 and 15 September 2017 15 September 2017.

2.5.2

Without prejudice to the generality of Rule 2.5.1, in the event that any legal, arbitration or other proceedings are brought to impose any liability on all or any of the Indemnified Persons for an alleged failure on the part of any Indemnified Person to prevent or to require action by a Trading Member or any of its Directors, Officers, employees, representatives (including without limitation Trading Representatives) or agents, the Trading Member shall reimburse the relevant Indemnified Person for:—

(1) all expenses and legal fees incurred by or on behalf of the Indemnified Person in connection with such proceedings;

(2) any payment made by or on behalf of the Indemnified Person with the approval of the Trading Member in connection with any settlement of such proceedings; and

(3) any payment made by or on behalf of the Indemnified Person as a result of any order, award or judgment made in such proceedings.

The Trading Member shall render such co-operation as the Indemnified Person reasonably requires in respect of such proceedings including without limitation the production of any document or records.

Amended on 26 April 2013 26 April 2013 and 15 September 2017 15 September 2017.

2.5.3

Without prejudice to Rule 2.5.2, the Trading Member shall pay to an Indemnified Person, if the Indemnified Person so requires, the costs incurred by or on behalf of the Indemnified Person of producing or obtaining, pursuant to a court order or other legal process, records relating to the business or affairs of a Trading Member or any of its Directors, Officers, representatives (including without limitation Trading Representatives), employees or agents, regardless of the party requiring such production or obtainment.

Amended on 26 April 2013 26 April 2013 and 15 September 2017 15 September 2017.