(a) Either party may demand such arbitration by giving notice of that demand to the other party. The party demanding such arbitration is
referred to herein as the Demanding Party, and the party adverse to the Demanding Party is referred to herein as the Responding Party. The notice shall state (x) the matter in controversy, and
(y) the name of the arbitrator selected by the party giving the notice.
(b) Not more than fifteen (15) days after such notice
is given, the Responding Party shall give notice to the Demanding Party of the name of the arbitrator selected by the Responding Party. If the Responding Party shall fail to timely give such notice, the arbitrator that the Responding Party was
entitled to select shall be named by the Arbitration Committee of the American Arbitration Association. Not more than fifteen (15) days after the second arbitrator is so named; the two arbitrators shall select a third arbitrator. If the two
arbitrators shall fail to timely select a third arbitrator, the third arbitrator shall be named by the Arbitration Committee of the American Arbitration Association.
(c) The dispute shall be arbitrated at a hearing that shall be concluded within ten days immediately following the date the dispute is
submitted to arbitration unless a majority of the arbitrators shall elect to extend the period of arbitration. Any award made by a majority of the arbitrators (x) shall be made within ten days following the conclusion of the arbitration
hearing, (y) shall be conclusive and binding on the parties, and (z) may be made the subject of a judgment of any court having jurisdiction.
(d) Any amount to which Executive is entitled under this Agreement (including any disputed amount) which is not paid when due shall bear
interest from the date due but not paid at a rate equal to the lesser of eight percent (8%) per annum and the maximum lawful rate.
6.3 Costs and Expenses. All administrative and arbitration fees, costs and expenses shall be borne by the Company.
7. Indemnification. To the fullest extent permitted by the indemnification provisions of the certificate of incorporation and bylaws of
the Company in effect as of the date of this Agreement and the indemnification provisions of the corporation statute of the jurisdiction of the Companys incorporation in effect from time to time (collectively, the Indemnification
Provisions), and in each case subject to the conditions thereof, the Company shall (i) indemnify Executive, as a director and/or officer of the Company or a subsidiary of the company or a trustee or fiduciary of an employee
benefit plan of the Company or a subsidiary of the Company, or, if Executive shall be serving in such capacity at the Companys written request, as a director or officer of any other corporation (other than a subsidiary of the company) or as a
trustee or fiduciary of an employee benefit plan not sponsored by the Company or a subsidiary of the Company, against all liabilities and reasonable expenses that may be incurred by Executive in any threatened, pending, or completed action, suit or
proceeding, whether civil, criminal or administrative, or investigative and whether formal or informal (collectively, Claims), because Executive is or was a director or officer of the Company, a director or officer of such other
corporation or a trustee or fiduciary of such employee benefit plan, and against which Executive
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