Incidental Registrations. At any time after the date of this Agreement, if the Company proposes to file a registration statement under the Securities Act with respect to an offering by the Company for its own account or pursuant to a demand registration of any other investor, then the Company shall give written notice of such proposed filing to each of the Investors at least thirty (30) days before the anticipated filing date. Such notice shall describe the proposed registration and distribution and shall offer the Investors the opportunity to register all or a portion of the Registrable Securities then owned by such Investor (an "Incidental Registration"). The Company shall (within ten (10) days of the notice provided for in the preceding sentence) cause the managing underwriter or underwriters of a proposed underwritten offering (the "Managing Underwriter") to permit each of the Investors who have requested in writing to participate in the Incidental Registration to include such Investors' Registrable Securities in such offering on the same terms and conditions as the securities of the Company included therein, subject to the right of the Company and its underwriters to reduce the number of shares proposed to be registered pursuant to the Incidental Registration in view of market conditions. Such reduction shall not exceed 25% of the securities to be registered in the Incidental Registration. If there is any reduction in the number of Registrable Securities offered pursuant to the Incidental Registration, then no party other than the Company and the Investors may sell shares registered in the Incidental Registration.
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Incidental Registrations. At any time after the date of this Agreement, if the Company proposes to file a registration statement under the Securities Act with respect to an offering by the Company for its own account or pursuant to a demand registration of any other investor, then the Company shall give written notice of such proposed filing to each of the Investors at least thirty (30) days before the anticipated filing date. Such notice shall describe the proposed registration and distribution and shall offer the Investors the opportunity to register all or a portion of the Registrable Securities then owned by such Investor (an "“Incidental Registration"”). The Company shall (within ten (10) days of the notice provided for in the preceding sentence) cause the managing underwriter or underwriters of a proposed underwritten offering (the "“Managing Underwriter"”) to permit each of the Investors who have requested in writing to participate in the Incidental Registration to include such Investors' ’ Registrable Securities in such offering on the same terms and conditions as the securities of the Company included therein, subject to the right of the Company and its underwriters to reduce the number of shares proposed to be registered pursuant to the Incidental Registration in view of market conditions. Such reduction shall not exceed 25% of the securities to be registered in the Incidental Registration. If there is any reduction in the number of Registrable Securities offered pursuant to the Incidental Registration, then no party other than the Company and the Investors may sell shares registered in the Incidental Registration.
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