Voting by Stockholders. Each Stockholder shall vote, in person or by proxy, all Shares over which it may have or share voting power, at any annual or special meeting of stockholders of the Company (i) in favor of all matters approved by a majority of the entire Board (or a majority of all of the members of any duly constituted committee thereof) pursuant to Section 4.1(a), (ii) in favor of all matters approved by the entire Board upon the recommendation of a Purchaser Majority pursuant to Section 4.1(c) or Section 4.2, and (iii) against all matters not approved by the Board or a duly constituted committee thereof pursuant to clauses (i) or (ii).
Appears in 2 contracts
Samples: Stockholders Agreement (Logimetrics Inc), Stockholders Agreement (Brand Charles S)
Voting by Stockholders. Each Stockholder shall vote, in person or by proxy, all Shares over which it may have or share voting power, at any annual or special meeting of stockholders of the Company (i) in favor of all matters approved by a majority of the entire Board (or a majority of all of the members of any duly constituted committee thereof) pursuant to Section 4.1(a4.1 (a), (ii) in favor of all matters approved by the entire Board upon the recommendation of a Purchaser Majority pursuant to Section 4.1(c) or Section 4.2, and (iii) against all matters not approved by the Board or a duly constituted committee thereof pursuant to clauses (i) or (ii).
Appears in 2 contracts
Samples: Stockholders Agreement (Cramer Rosenthal McGlynn Inc /Adv), Stockholders Agreement (Fisher Mark B)