Common use of Remedies of Director Clause in Contracts

Remedies of Director. In the event that a determination is made that the Director is not entitled to indemnification hereunder or if expenses are not advanced pursuant to this Agreement, the Director shall be entitled to a final adjudication in an appropriate court of the State of California or any other court of competent jurisdiction of his entitlement to such indemnification or advance. Alternatively, the Director at his option may seek an award in arbitration to be conducted by a single arbitrator pursuant to the Commercial Arbitration Rules of the American Arbitration Association, such award to be made within 60 days following the filing of the demand for arbitration. In either case, Director shall be presumed to be entitled to indemnification and The Company shall have the burden of proof in the making of any determination contrary to such presumption. In addition, the Company shall not oppose the Director's right to seek any such adjudication or award in arbitration or any other claim, but may only oppose the Director's right to indemnification. Such judicial proceeding or arbitration shall be made de novo and the Director shall not be prejudiced by reason of a determination (if so made) that he is not entitled to indemnification. Notwithstanding any other term or provision of this Agreement, upon the filing of any such action or complaint by Director, pending final adjudication of the issue, the Company shall pay and advance all reasonable expenses and costs incurred by Director in accordance with Section 5.6 of this Agreement, as well as all other amounts payable on Director’s behalf pursuant to Sections 5.1 and 5.2 of this Agreement. If the court or arbitrator shall determine that the Director is entitled to any indemnification hereunder, the Company shall pay all reasonable expenses, including attorneys' fees and costs actually incurred by the Director in connection with such adjudication or award in arbitration (including, but not limited to, any appellate proceedings).

Remedies of Director. In the event that a determination is made that the Director is not entitled to indemnification hereunder or if expenses are not advanced pursuant to this Agreement, the Director shall be entitled to a final adjudication in an appropriate court of the State of California or any other court of competent jurisdiction of his entitlement to such indemnification or advance. Alternatively, the Director at his option may seek an award in arbitration to be conducted by a single arbitrator pursuant to the Commercial Arbitration Rules of the American Arbitration Association, such award to be made within 60 days following the filing of the demand for arbitration. In either case, Director shall be presumed to be entitled to indemnification and The the Company shall have the burden of proof in the making of any determination contrary to such presumption. In addition, the Company shall not oppose the Director's ’s right to seek any such adjudication or award in arbitration or any other claim, but may only oppose the Director's ’s right to indemnification. Such judicial proceeding or arbitration shall be made de novo and the Director shall not be prejudiced by reason of a determination (if so made) that he is not entitled to indemnification. Notwithstanding any other term or provision of this Agreement, upon the filing of any such action or complaint by Director, pending final adjudication of the issue, the Company shall pay and advance all reasonable expenses and costs incurred by Director in accordance with Section 5.6 of this Agreement, as well as all other amounts payable on Director’s behalf pursuant to Sections 5.1 and 5.2 of this Agreement. If the court or arbitrator shall determine that the Director is entitled to any indemnification hereunder, the Company shall pay all reasonable expenses, including attorneys' ’ fees and costs actually incurred by the Director in connection with such adjudication or award in arbitration (including, but not limited to, any appellate proceedings).

Remedies of Director. In the event that a determination is made that the Director is not entitled to indemnification hereunder or if expenses are not advanced pursuant to this Agreement, the Director shall be entitled to a final adjudication in an appropriate court of the State of California Nevada or any other court of competent jurisdiction of his entitlement to such indemnification or advance. Alternatively, the Director at his option may seek an award in arbitration to be conducted by a single arbitrator pursuant to the Commercial Arbitration Rules of the American Arbitration Association, such award to be made within 60 days following the filing of the demand for arbitration. In either case, Director shall be presumed to be entitled to indemnification and The the Company shall have the burden of proof in the making of any determination contrary to such presumption. In addition, the Company shall not oppose the Director's ’s right to seek any such adjudication or award in arbitration or any other claim, but may only oppose the Director's ’s right to indemnification. Such judicial proceeding or arbitration shall be made de novo and the Director shall not be prejudiced by reason of a determination (if so made) that he is not entitled to indemnification. Notwithstanding any other term or provision of this Agreement, upon the filing of any such action or complaint by Director, pending final adjudication of the issue, the Company shall pay and advance all reasonable expenses and costs incurred by Director in accordance with Section 5.6 4.6 of this Agreement, as well as all other amounts payable on Director’s behalf pursuant to Sections 5.1 4.1 and 5.2 4.2 of this Agreement. If the court or arbitrator shall determine that the Director is entitled to any indemnification hereunder, the Company shall pay all reasonable costs and expenses, including including, without limitation, attorneys' ’ fees and costs disbursements actually incurred by the Director in connection with such adjudication or award in arbitration (including, but not limited to, any appellate proceedings).