Common use of De Novo Review Clause in Contracts

De Novo Review. In the event that there is a Dispute involving disagreement between Indemnitee and the Company with a determination made by an Independent Counsel pursuant to Section 6(a) of this Agreement concerning Indemnitee's entitlement, or lack thereof, to indemnification, any judicial proceeding commenced pursuant to this Section 6 shall be conducted in all respects as a de novo trial on the merits, and neither party shall be prejudiced by reason of the Independent Counsel's determination. In any such proceeding, the Company shall have the burden of proving that Indemnitee is not entitled to indemnification or advancement of Expenses, as the case may be.

De Novo Review. In the event that there is a Dispute involving a disagreement between Indemnitee and the Company with a determination made by an Independent Counsel pursuant to Section 6(a) of this Agreement concerning Indemnitee's ’s entitlement, or lack thereof, to indemnificationindemnification and/or advancement of Expenses, any judicial proceeding commenced pursuant to this Section 6 shall be conducted in all respects as a de novo trial on the merits, and neither party shall be prejudiced by reason of the Independent Counsel's ’s determination. In any such proceeding, the Company shall have the burden of proving that Indemnitee is not entitled to indemnification or advancement of Expenses, as the case may be.