Common use of Reviewing Party Clause in Contracts

Reviewing Party. The determination referred to in Section 5(a) shall be made, at the election of the Board, by any of the following Reviewing Parties (unless a Change in Control shall have occurred after Indemnitee first began serving as a Director or Officer, in which case Indemnitee shall be entitled to designate that the determination shall be made by Independent Legal Counsel selected in the manner set forth in Section 5(d) below): (1) by the Board by a majority vote of a quorum consisting of Disinterested Directors; or (2) by a majority vote of a committee duly designated by the Board (in which designation directors who do not qualify as Disinterested Directors may participate) consisting solely of two or more Disinterested Directors; or

Reviewing Party. The determination referred to in Section 5(a4(a) shall be made, at the election of the BoardBoard of Directors, by any of the following Reviewing Parties (unless a Change in Control shall have occurred after Indemnitee first began serving as a Director or Officer, in which case Indemnitee shall be entitled to designate that the determination shall be made by Independent Legal Counsel selected in the manner set forth in Section 5(d4(c) below): (1) by By the Board of Directors by a majority vote of a quorum consisting of Disinterested Directors; or (2) by By a majority vote of a committee duly designated by the Board of Directors (in which designation directors who do not qualify as Disinterested Directors may participate) consisting solely of two or more Disinterested Directors; or

Reviewing Party. The determination referred to in Section 5(a) shall be made, at the election of the Board, by any of the following Reviewing Parties (unless a Change in Control shall have occurred after Indemnitee first began serving as a Director or Officer, in which case Indemnitee shall be entitled to designate that the determination shall be made by Independent Legal Counsel selected in the manner set forth in Section 5(d) below): ): (1) by the Board by a majority vote of a quorum consisting of Disinterested Directors; or or (2) by a majority vote of a committee duly designated by the Board (in which designation directors who do not qualify as Disinterested Directors may participate) consisting solely of two or more Disinterested Directors; oror (3)

Reviewing Party. The determination referred to in Section 5(a) shall be made, at the election of the Board, by any of the following Reviewing Parties (unless a Change in Control shall have occurred after Indemnitee first began serving as a Director or Officer, in which case Indemnitee shall be entitled to designate that the determination shall be made by Independent Legal Counsel selected in the manner set forth in Section 5(d) below): (1) by the Board by a majority vote of a quorum consisting of Disinterested Directors; or; (2) by a majority vote of a committee duly designated by the Board (in which designation directors Directors who do not qualify as Disinterested Directors may participate) consisting solely of two or more Disinterested Directors; or;

Reviewing Party. The determination referred to in Section 5(a) shall be made, at the election of the Board, by any of the following Reviewing Parties (unless a Change in Control shall have occurred after Indemnitee first began serving as a Director or OfficerDirector, Officer and/or Key Employee, in which case Indemnitee shall be entitled to designate that the determination shall be made by Independent Legal Counsel selected in the manner set forth in Section 5(d) below): (1i) by the Board by a majority vote of a quorum consisting of Disinterested Directors; or (2ii) by a majority vote of a committee duly designated by the Board (in which designation directors designated Directors who do not qualify as Disinterested Directors may participate) consisting solely of two or more Disinterested Directors; or

Reviewing Party. The determination referred to in Section 5(a4(a) shall be made, at the election of the Board, by any of the following Reviewing Parties (unless a Change in Control shall have has occurred after Indemnitee first began serving as a Director or and/or Officer, in which case Indemnitee shall be entitled to designate that the determination shall be made by Independent Legal Counsel selected in the manner set forth in Section 5(d4(d) below): (1i) by the Board by a majority vote of a quorum consisting of Disinterested Directors; or (2ii) by a majority vote of a committee duly designated by the Board (in which designation directors designated Directors who do not qualify as Disinterested Directors may participate) consisting solely of two or more Disinterested Directors; or