RSI and Holder Support of Independent Director Nominees. RSI shall nominate and the Holders shall support, and the Board and any nominating committee (or any other committee exercising a similar function) thereof shall recommend, the nomination of at least two (2) Independent Directors at all times, and the Company, the Holders and RSI shall exercise all authority under applicable law to cause each Independent Director nominee so supported to be elected to and remain a member of the Board for the term for which such Independent Director is nominated. Without limiting the generality of the foregoing, with respect to each meeting of stockholders of the Company at which Directors are to be elected, (i) the Company shall use its commercially reasonable efforts to solicit from the stockholders of the Company eligible to vote in the election of Directors proxies in favor of each Independent Director nominee that is nominated pursuant to this Section 2.3(b), and (ii) RSI and the Holders shall vote their respective shares of Voting Common Stock in favor of each Independent Director nominee that is nominated pursuant to this Section 2.3(b).
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Samples: Stockholders Agreement (Carramerica Realty Corp), Stockholders Agreement (Frontline Capital Group), Stockholders Agreement (Reckson Services Industries Inc)
RSI and Holder Support of Independent Director Nominees. RSI ------------------------------------------------------- shall nominate and the Holders shall support, and the Board and any nominating committee (or any other committee exercising a similar function) thereof shall recommend, the nomination of at least two (2) Independent Directors at all times, and the Company, the Holders and RSI shall exercise all authority under applicable law to cause each Independent Director nominee so supported to be elected to and remain a member of the Board for the term for which such Independent Director is nominated. Without limiting the generality of the foregoing, with respect to each meeting of stockholders of the Company at which Directors are to be elected, (i) the Company shall use its commercially reasonable efforts to solicit from the stockholders of the Company eligible to vote in the election of Directors proxies in favor of each Independent Director nominee that is nominated pursuant to this Section 2.3(b), and (ii) RSI and the Holders shall vote their respective shares of Voting Common Stock in favor of each Independent Director nominee that is nominated pursuant to this Section 2.3(b).
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