Common use of Delay or Suspension of Registration Statement Clause in Contracts

Delay or Suspension of Registration Statement. (a) If (i) LGL is engaged in any active program for repurchase of Common Stock; (ii) LGL is conducting or about to conduct an offering of Common Stock and LGL is advised by the investment banker engaged by LGL to conduct the offering that such offering would be affected adversely by the registration of the offer and sale of the Registrable Securities; (iii) there is material non-public information regarding LGL that the Board of Directors of LGL (the "Board") reasonably determines not to be in LGL's best interest to disclose and that LGL is not otherwise required to disclose, or (iv) there is a significant business opportunity (including, but not limited to, the acquisition or disposition of assets other than in the ordinary course of business or any merger, consolidation, tender offer or other similar transaction) available to LGL that the Board reasonably determines not to be in LGL's best interest to disclose, LGL may (x) postpone or suspend filing of the Registration Statement for a period not to exceed 45 consecutive days or (y) postpone or suspend effectiveness of the Registration Statement for a period not to exceed 45 consecutive days; provided that LGL may not postpone or suspend effectiveness of the Registration Statement under this Section 5(a) for more than 120 days in the aggregate during any consecutive 12-month period; and provided, further, that no such postponement or suspension shall be permitted for consecutive 45-day periods arising out of the same set of facts, circumstances or transactions. (b) Upon receipt of any notice from LGL to the Holders of the existence of any fact of the kind described in Section 3(c)(v) or the happening of any event of the kind described in Section 5(a), each Holder shall forthwith discontinue disposition of Registrable Securities until such Holder's receipt of copies of a supplemented or amended Prospectus contemplated by Section 3(f), or until it is advised in writing (the "Advice") by LGL that the use of the Prospectus may be resumed, and has received copies of any additional or supplemental filings that are incorporated by reference in the Prospectus. If so directed by LGL, each Holder shall deliver to LGL (at the expense of LGL) all copies, other than permanent file copies then in each Holder's possession, of the Prospectus current at the time of receipt of such notice. In the event LGL shall give any such notice, the Registration Period shall be extended by the number of days during the period from and including the date of the giving of such notice pursuant to Section 3(c) or 5(a) to and including the date when the Holders shall have received the copy of the supplemented or amended prospectus contemplated by Section 3(f) or the Advice. (c) Each Holder whose Registrable Securities are covered by a Registration Statement filed pursuant to Section 2 agrees, if and to the extent requested by the managing underwriter or underwriters in the case of an underwritten offering of Common Stock by LGL or any stockholder of LGL other than Holders proposing to make sales of Common Stock pursuant to a registration statement under the Securities Act (to the extent timely notified in writing by LGL or such managing underwriter or underwriters or such stockholder), not to effect any public sale or distribution of securities of LGL of any class included in such Registration Statement, including a sale pursuant to Rule 144 (or any similar rule then in force) under the Securities Act, except as part of such underwritten registration, during the 10-day period prior to, and a period of up to 90 days beginning on, the effective date of any underwritten offering made pursuant to such Registration Statement; provided that, if requested by such managing underwriter or underwriters or such stockholder of LGL, the executive officers and directors of LGL shall have similarly agreed; and provided further that in no event shall the provisions of this Section 5(c) prevent the sale of Registrable Securities for more than 120 days in any 365-day period. In the event LGL or the managing underwriter or underwriters or such stockholder shall give any such notice, the Registration Period shall be extended by the number of days that the Holders are prohibited from effecting any such public sale or distribution pursuant to this Section 5(c).

Delay or Suspension of Registration Statement. (a) If (i) LGL is engaged in any active program for repurchase of Common Stock; (ii) LGL is conducting or about the Company shall furnish to conduct the Stockholders a certificate signed by an offering of Common Stock and LGL is advised by the investment banker engaged by LGL to conduct the offering that such offering would be affected adversely by the registration authorized offer of the offer and sale Company stating that, in the good faith judgment of the Registrable Securities; (iii) there is material non-public information regarding LGL that the Board of Directors of LGL (the "Board") reasonably determines not to be in LGL's best interest to disclose and that LGL is Company, effecting the registration at such time would have a material adverse effect on the Company or would require the disclosure of any corporate development not otherwise required to disclose, or (iv) there is a significant business opportunity (including, but not limited tobe disclosed, the acquisition or disposition of assets other than in Company shall have the ordinary course of business or any merger, consolidation, tender offer or other similar transaction) available right to LGL that defer the Board reasonably determines not to be in LGL's best interest to disclose, LGL may (x) postpone or suspend filing of the Registration Statement for a period of not to exceed 45 consecutive days or (y) postpone or suspend effectiveness of the Registration Statement for a period not to exceed 45 consecutive more than 90 days; provided that LGL the Company may not postpone or suspend effectiveness of the Registration Statement under use this Section 5(a) for right more than 120 days one time in the aggregate during any consecutive 12-month period; and provided, further, that no such postponement or suspension shall be permitted for consecutive 45-day periods arising out of the same set of facts, circumstances or transactions. (b) Upon Each Stockholder agrees that, upon receipt of any notice from LGL to the Holders Company of the existence of any fact of the kind described in Section 3(c)(v) or the happening of any event of the kind described in Section 5(a3(c)(v), each Holder shall such Stockholder will forthwith discontinue disposition of Registrable Securities until such HolderStockholder's receipt of copies of a supplemented or amended Prospectus prospectus contemplated by Section 3(f3(c)(v), or until it is advised in writing (the "Advice") by LGL the Company that the use of the Prospectus prospectus may be resumed, and has received copies of any additional or supplemental filings that which are incorporated by reference in the Prospectusprospectus. If so directed by LGLthe Company, each Holder shall Stockholder will deliver to LGL the Company (at the expense of LGLthe Company) all copies, other than permanent file copies then in each HolderStockholder's possession, of the Prospectus prospectus covering such Registrable Securities current at the time of receipt of such notice. In the event LGL the Company shall give any such notice, the Registration Period shall be extended by the number of days during the period from and including the date of the giving of such notice pursuant to Section 3(c) or 5(a3(c)(v) to and including the date when the Holders each Stockholder shall have received the copy of the supplemented or amended prospectus contemplated by Section 3(f) or the Advice. (c) Each Holder whose Registrable Securities are covered by a Registration Statement filed pursuant to Section 2 agrees, if and to the extent requested by the managing underwriter or underwriters in the case of an underwritten offering of Common Stock by LGL or any stockholder of LGL other than Holders proposing to make sales of Common Stock pursuant to a registration statement under the Securities Act (to the extent timely notified in writing by LGL or such managing underwriter or underwriters or such stockholder), not to effect any public sale or distribution of securities of LGL of any class included in such Registration Statement, including a sale pursuant to Rule 144 (or any similar rule then in force) under the Securities Act, except as part of such underwritten registration, during the 10-day period prior to, and a period of up to 90 days beginning on, the effective date of any underwritten offering made pursuant to such Registration Statement; provided that, if requested by such managing underwriter or underwriters or such stockholder of LGL, the executive officers and directors of LGL shall have similarly agreed; and provided further that in no event shall the provisions of this Section 5(c) prevent the sale of Registrable Securities for more than 120 days in any 365-day period. In the event LGL or the managing underwriter or underwriters or such stockholder shall give any such notice, the Registration Period shall be extended by the number of days that the Holders are prohibited from effecting any such public sale or distribution pursuant to this Section 5(c).

Delay or Suspension of Registration Statement. (a) If (i) LGL is engaged in any active program for repurchase of Common Stock; (ii) LGL is conducting or about the Company shall furnish to conduct the Stockholder a certificate signed by an offering of Common Stock and LGL is advised by the investment banker engaged by LGL to conduct the offering that such offering would be affected adversely by the registration authorized officer of the offer and sale Company stating that, in the good faith judgment of the Registrable Securities; (iii) there is material non-public information regarding LGL that the Board of Directors of LGL (the "Board") reasonably determines not to be in LGL's best interest to disclose and that LGL is Company, effecting the registration at such time would have a material adverse effect on the Company or would require the disclosure of any corporate development not otherwise required to disclose, or (iv) there is a significant business opportunity (including, but not limited tobe disclosed, the acquisition or disposition of assets other than in Company shall have the ordinary course of business or any merger, consolidation, tender offer or other similar transaction) available right to LGL that defer the Board reasonably determines not to be in LGL's best interest to disclose, LGL may (x) postpone or suspend filing of the Registration Statement for a period of not to exceed 45 consecutive days or (y) postpone or suspend effectiveness of the Registration Statement for a period not to exceed 45 consecutive more than 60 days; provided that LGL the Company may not postpone or suspend effectiveness of the Registration Statement under use this Section 5(a) for right more than 120 days one time in the aggregate during any consecutive 12-month period; and provided, further, that no such postponement or suspension shall be permitted for consecutive 45-day periods arising out of the same set of facts, circumstances or transactions. (b) Upon The Stockholder agrees that, upon receipt of any notice from LGL to the Holders Company of the existence of any fact of the kind described in Section 3(c)(v) or the happening of any event of the kind described in Section 5(a3(c)(v), each Holder shall the Stockholder will forthwith discontinue disposition of Registrable Securities until such Holder's the Stockholder’s receipt of copies of a supplemented or amended Prospectus prospectus contemplated by Section 3(f3(c)(v), or until it is advised in writing (the "“Advice"”) by LGL the Company that the use of the Prospectus prospectus may be resumed, and has received copies of any additional or supplemental filings that which are incorporated by reference in the Prospectusprospectus. If so directed by LGLthe Company, each Holder shall the Stockholder will deliver to LGL the Company (at the expense of LGLthe Company) all copies, other than permanent file copies then in each Holder's the Stockholder’s possession, of the Prospectus prospectus covering such Registrable Securities current at the time of receipt of such notice. In the event LGL the Company shall give any such notice, the Registration Period shall be extended by the number of days during the period from and including the date of the giving of such notice pursuant to Section 3(c) or 5(a3(c)(v) to and including the date when the Holders Stockholder shall have received the copy of the supplemented or amended prospectus contemplated by Section 3(f) or the Advice. (c) Each Holder whose Registrable Securities are covered by a Registration Statement filed pursuant to Section 2 agrees, if and to the extent requested by the managing underwriter or underwriters in the case of an underwritten offering of Common Stock by LGL or any stockholder of LGL other than Holders proposing to make sales of Common Stock pursuant to a registration statement under the Securities Act (to the extent timely notified in writing by LGL or such managing underwriter or underwriters or such stockholder), not to effect any public sale or distribution of securities of LGL of any class included in such Registration Statement, including a sale pursuant to Rule 144 (or any similar rule then in force) under the Securities Act, except as part of such underwritten registration, during the 10-day period prior to, and a period of up to 90 days beginning on, the effective date of any underwritten offering made pursuant to such Registration Statement; provided that, if requested by such managing underwriter or underwriters or such stockholder of LGL, the executive officers and directors of LGL shall have similarly agreed; and provided further that in no event shall the provisions of this Section 5(c) prevent the sale of Registrable Securities for more than 120 days in any 365-day period. In the event LGL or the managing underwriter or underwriters or such stockholder shall give any such notice, the Registration Period shall be extended by the number of days that the Holders are prohibited from effecting any such public sale or distribution pursuant to this Section 5(c).

Delay or Suspension of Registration Statement. (a) If (i) LGL is engaged in any active program for repurchase of Common Stock; (ii) LGL is conducting or about to conduct an offering of Common Stock and LGL is advised by the investment banker engaged by LGL to conduct the offering that such offering would be affected adversely by the registration of the offer and sale of the Registrable Securities; (iii) there is material non-public information regarding LGL that the Board of Directors of LGL (the "Board") reasonably determines not to be in LGL's best interest to disclose and that LGL is not otherwise required to disclose, or (iv) there is a significant business opportunity (including, but not limited to, the acquisition or disposition of assets other than in the ordinary course of business or any merger, consolidation, tender offer or other similar transaction) available to LGL GBL that the Board reasonably determines not to be in LGLGBL's best interest to disclose and that GBL is not otherwise required to disclose, LGL GBL may (x) postpone or suspend filing of the Registration Statement for a period not to exceed 45 90 consecutive days or (y) postpone or suspend effectiveness of the a Registration Statement for a period not to exceed 45 90 consecutive days; provided that LGL GBL may not postpone or suspend effectiveness of the Registration Statement a registration statement under this Section 5(a) for more than 120 days in the aggregate during any consecutive 12-month period; and provided, further, that no such postponement or suspension shall be permitted for consecutive 45-90 day periods arising out of the same set of facts, circumstances or transactionstransactions except that, notwithstanding the foregoing, GBL may suspend the Registration Statement for longer periods as to a Seller if such Seller is eligible to sell his Shares under Rule 144 in the full amounts permitted by the Exchange and Standstill Agreement between such Seller and GBL. (b) Upon receipt of any notice from LGL GBL to the Holders Sellers of the existence of any fact of the kind described in Section 3(c)(v) or the happening of any event of the kind described in Section 5(a), each Holder Seller shall forthwith discontinue disposition of Registrable Securities under the Registration Statement until such HolderSeller's receipt of copies of a supplemented or amended Prospectus contemplated by Section 3(f), or until it is advised in writing (the "Advice") by LGL has received an Advice from GBL that the use of the Prospectus may be resumed, and has received copies of any additional or supplemental filings that are incorporated by reference in the Prospectus. If so directed by LGLGBL, each Holder Seller shall deliver to LGL GBL (at the expense of LGLGBL) all copies, other than permanent file copies then in each HolderSeller's possession, of the Prospectus current at the time of receipt of such notice. In the event LGL GBL shall give any such notice, the Registration Period shall be extended by the number of days during the period from and including the date of the giving of such notice pursuant to Section 3(c) or 5(a) to and including the date when the Holders Sellers shall have received the copy of the supplemented or amended prospectus contemplated by Section 3(f) or the Advice. (c) Each Holder whose Registrable Securities are covered by a Registration Statement filed pursuant to Section 2 agrees; provided, if and to the extent requested by the managing underwriter or underwriters in the case of an underwritten offering of Common Stock by LGL or any stockholder of LGL other than Holders proposing to make sales of Common Stock pursuant to a registration statement under the Securities Act (to the extent timely notified in writing by LGL or such managing underwriter or underwriters or such stockholder), not to effect any public sale or distribution of securities of LGL of any class included in such Registration Statement, including a sale pursuant to Rule 144 (or any similar rule then in force) under the Securities Act, except as part of such underwritten registration, during the 10-day period prior to, and a period of up to 90 days beginning on, the effective date of any underwritten offering made pursuant to such Registration Statement; provided that, if requested by such managing underwriter or underwriters or such stockholder of LGL, the executive officers and directors of LGL shall have similarly agreed; and provided further that in no event shall the provisions of this Section 5(c) prevent the sale of Registrable Securities for more than 120 days in any 365-day period. In the event LGL or the managing underwriter or underwriters or such stockholder shall give any such notice, the Registration Period shall be extended by beyond the number of days that the Holders are prohibited from effecting any such public sale or distribution time when it would otherwise terminate pursuant to this Section 5(c)2 hereof.