A trustee exemption clause does not protect a solicitor-trustee from liability for breach of trust committed in bad faith, including where the solicitor consciously preferred the interests of one client over the beneficiaries and failed to inform the trustee of known breaches. On proper construction, an exclusion clause positioned within the operative provisions of a subscription agreement protects the solicitor only where obligations under the agreement have been complied with, and does not extend to breaches of a separate agency appointment. Co-ordinate liability for contribution does not arise where the solicitor's obligation runs to the trustee (as principal) rather than directly to the beneficiaries, as the liabilities are not of the same nature and extent.
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