Common use of Selection of Forum Clause in Contracts

Selection of Forum. The Indemnitee shall be entitled to select the forum in which the validity of the Company’s claim under Section 8(b) hereof that the Indemnitee is not entitled to indemnification will be heard from among the following: (i) A quorum of the Board consisting of directors who are not parties to the proceeding for which indemnification is being sought; (ii) The stockholders of the Company; (iii) Legal counsel selected by the Indemnitee, and reasonably approved by the Board, which counsel shall make such determination in a written opinion; or (iv) A panel of three arbitrators, one of whom is selected by the Company, another of whom is selected by the Indemnitee and the last of whom is selected by the first two arbitrators so selected.

Selection of Forum. The Indemnitee shall be entitled to select the forum in which the validity of the Company’s claim under Section 8(b) hereof that the Indemnitee is not entitled to indemnification will be heard from among the following: (i) A quorum a majority of the Board consisting of directors who are not parties to the proceeding for which indemnification is being sought, even though less than a quorum; (ii) The the stockholders of the Company; (iii) Legal independent legal counsel selected by the Indemnitee, and reasonably approved by the Board, which counsel shall make such determination in a written opinion; or (iv) A a panel of three arbitrators, one of whom is selected by the Company, another of whom is selected by the Indemnitee and the last of whom is selected by the first two arbitrators so selected.

Selection of Forum. The Indemnitee shall be entitled to select the forum in which the validity of the Company’s claim under Section 8(b9(b) hereof that the Indemnitee is not entitled to indemnification will be heard from among the following: (i) A quorum of the Board consisting of directors who are not parties to the proceeding for which indemnification is being sought; (ii) The stockholders of the Company; (iii) Legal counsel selected by the Indemnitee, and reasonably approved by the Board, which counsel shall make such determination in a written opinion; or (iv) A panel of three arbitrators, one of whom is selected by the Company, another of whom is selected by the Indemnitee and the last of whom is selected by the first two arbitrators so selected.

Selection of Forum. The Indemnitee shall be entitled to select the forum in which the validity of the Company’s claim under Section 8(b) hereof that the Indemnitee is not entitled to indemnification will be heard from among the following: (i) A quorum of the Board consisting of directors who are not parties to the proceeding for which indemnification is being sought; (ii) The stockholders of the Company; (iii) Legal counsel selected by the Indemnitee, and reasonably approved by the Board, which counsel shall make such determination in a written opinion; or (iv) A panel of three arbitrators, one of whom is selected by the Company, another of whom is selected by the Indemnitee and the last of whom is selected by the first two arbitrators so selected.

Selection of Forum. The Indemnitee shall be entitled to select the forum in which the validity of the Company’s 's claim under Section 8(b) 8.2 hereof that the Indemnitee is not entitled to indemnification will be heard from among the following: : (ia) A quorum of the Board consisting of directors who are not parties to the proceeding for which indemnification is being sought; ; (iib) The stockholders shareholders of the Company; ; (iiic) Legal counsel selected by the Indemnitee, and reasonably approved by the Board, which counsel shall make such determination in a written opinion; or or (ivd) A panel of three arbitrators, one of whom is selected by the Company, another of whom is selected by the Indemnitee and the last of whom is selected by the first two arbitrators so selected.

Selection of Forum. The Indemnitee shall be entitled to select the forum in which the validity of the Company’s 's claim under Section 8(b) hereof that the Indemnitee is not entitled to indemnification will be heard from among the following: (i1) A quorum of the Board consisting of directors who are not parties to the proceeding for which indemnification is being sought; (ii2) The stockholders shareholders of the Company; (iii3) Legal counsel selected by the Indemnitee, and reasonably approved by the Board, which counsel shall make such determination in a written opinion; or (iv4) A panel of three arbitrators, one of whom is selected by the Company, another of whom is selected by the Indemnitee and the last of whom is selected by the first two arbitrators so selected.

Selection of Forum. The Indemnitee shall be entitled to select the forum in which the validity of the Company’s 's claim under Section 8(b9(b) hereof that the Indemnitee is not entitled to indemnification will be heard from among the following: (i1) A quorum of the Board consisting of directors who are not parties to the proceeding for which indemnification is being sought; (ii2) The stockholders shareholders of the Company; (iii3) Legal counsel selected by the Indemnitee, and reasonably approved by the Board, which counsel shall make such determination in a written opinion; or (iv4) A panel of three arbitrators, one of whom is selected by the Company, another of whom is selected by the Indemnitee and the last of whom is selected by the first two arbitrators so selected.

Selection of Forum. The Indemnitee shall be entitled to select the forum in which the validity of the Company’s 's claim under Section 8(b) hereof that the Indemnitee is not entitled to indemnification will be heard from among the following: (i) A quorum of the Board consisting of directors who are not parties to the proceeding for which indemnification is being sought; (ii) The stockholders of the Company; (iii) Legal counsel selected by the Indemnitee, and reasonably approved by the Board, which counsel shall make such determination in a written opinion; or (iv) A panel of three arbitrators, one of whom is selected by the Company, another of whom is selected by the Indemnitee and the last of whom is selected by the first two arbitrators so selected.

Selection of Forum. The Indemnitee shall be entitled to select the forum in which the validity of the Company’s claim under Section 8(b) hereof that the Indemnitee is not entitled to indemnification will be heard from among the following: (i) A quorum of the Board consisting of all directors who are not parties to the proceeding for which indemnification is being sought; (ii) The stockholders of the Company; (iii) Legal counsel selected by the Indemnitee, and reasonably approved by the Board, which counsel shall make such determination in a written opinion; or (iviii) A panel of three arbitrators, one of whom is selected by the Company, another of whom is selected by the Indemnitee and the last of whom is selected by the first two arbitrators so selected.

Selection of Forum. The Indemnitee shall be entitled to select the forum in which the validity of the Company’s 's claim under Section 8(b) 8.2 hereof that the Indemnitee is not entitled to indemnification will be heard from among the following: (ia) A quorum of the Board consisting of directors who are not parties to the proceeding for which indemnification is being sought; (iib) The stockholders shareholders of the Company; (iiic) Legal counsel selected by the Indemnitee, and reasonably approved by the Board, which counsel shall make such determination in a written opinion; or (ivd) A panel of three arbitrators, one of whom is selected by the Company, another of whom is selected by the Indemnitee and the last of whom is selected by the first two arbitrators so selected.

Selection of Forum. The Indemnitee shall be entitled to select the forum in which the validity of the Company’s claim under Section 8(b) hereof that the Indemnitee is not entitled to indemnification will be heard from among the following: (i) A quorum of the Board consisting of directors who are not parties to the proceeding for which indemnification is being sought; (ii) The stockholders of the Company; (iii) Legal counsel selected by the Indemnitee, and reasonably approved by the Board, which counsel shall make such determination in a written opinion; or (iv) A panel of three (3) arbitrators, one (1) of whom is selected by the Company, another of whom is selected by the Indemnitee and the last of whom is selected by the first two (2) arbitrators so selected.