Selection of Defense Counsel. If any action or proceeding, whether judicial, administrative, arbitration or otherwise, shall be commenced on account of any claim, demand or liability covered by this Agreement, and such action or proceeding names any of the Indemnified Parties as a party thereto, the Consultant/Professional shall, at its sole cost and expense, defend the Indemnified Parties in such action or proceeding with counsel reasonably satisfactory to the Indemnified Parties named in such action or proceeding.
Selection of Defense Counsel. Once the Corporation's claims manager determines that defense counsel should be engaged for a particular claim, the Corporation shall so notify the Member Entity against whom the claim has been made. The Member Entity shall be given a reasonable opportunity to request specific defense counsel and to set forth the reasons for such request. Final selection of the defense counsel shall be at the Corporation's sole discretion, provided that approval of a Member Entity's request for specific defense counsel shall not be unreasonably withheld.
