Obligations and guarantees of the Seller Sample Clauses

Obligations and guarantees of the Seller. 5.1. The Seller will provide proof of identity, a written authorisation or other supporting documents on the Auctioneer’s first request, and on first request provide all information that the Auctioneer considers relevant in order to comply with legal obligations. 5.2. The Seller guarantees that he, as the owner or in another manner, can offer the Items for Auction unencumbered and without any limitation, and indemnifies the Auctioneer against any claim by third parties on the grounds of the infringement of any rights on the Consignment, including intellectual property rights. 5.3. The Seller will provide the Auctioneer with all information in connection with the provenance of the Items, supported with evidence, and state all characteristics and defects that are known to him, the Seller, or defects that he suspects to be present in the Consignment on their delivery. The Seller is liable for damage that is the consequence of the provision of incorrect or misleading information and/or of other circumstances attributable to the Seller, and indemnifies the Auctioneer against all claims of the Seller or third parties, if applicable, in connection with the Consignment, in the broadest sense of the term, and from all claims in pursuance of article 13. 5.4. The Seller guarantees that the sale of the Items at the Auction is not impeded by national or international legal provisions or other national and international regulations. 5.5. The Seller of an Item of which it is known that, if it does not fulfil the requirements that may be placed upon it in the given circumstances, it presents a particular hazard to persons or objects, remains liable for this hazard in the event that it arises, until the risk of the Item is transferred to the Buyer. 5.6. The Seller is liable to pay the Auctioneer a previously agreed Seller’s Commission, with the addition of any Costs. In the event of Withdrawal as a consequence of the setting of the Reserve Price, the Seller is liable to pay a Seller’s Commission on the Reserve Price. 5.7. If a Consignment is not brought to Auction during a period of 6 (six) months other than as a consequence of an allocation for a special Auction, the Consignment will be returned entirely at the Seller’s expense and risk, or collected by the Seller following a request to this end by the Seller. 5.8. The Seller will collect the Item or Items following a request to this end by the Auctioneer within 5 (five) working days of the day on which the Auctioneer has...
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Obligations and guarantees of the Seller. 4.1 With regards to Platform utilization, the Seller agrees to: (i) comply with the terms and conditions outlined in Conditions for the Seller, Regulations and the Letter of Publication; (ii) refrain from conduct and behavior which may be deemed anti-competitive, illegal, unlawful or in violation of third party rights and from spreading false, deceitful and illicit information; (iii) treat data and information pertinent to each Event as strictly classified and confidential; (iv) use and configure own software and hardware as to ensure the security of Events from the information technology view-point; (v) settle all EOLO fees, in cases where they have been previously agreed upon, in relation to participation in specific Events. 4.2 With regards to Platform utilization, the Seller declares and guarantees full ownership rights to and the availability of all data, information and contents provided to EOLO and/or the Buyer. The Seller also guarantees that the use of provided data, information and content by EOLO pursuant to the Agreement shall not constitute breach of any third party rights, laws and/or regulations.
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Obligations and guarantees of the Seller. 4.1 With regards to Platform utilization, the Seller agrees to: (i) comply with the terms and conditions outlined in Conditions for the Seller, Regulations and the Letter of Publication; (ii) refrain from conduct and behavior which may be deemed anti-competitive, illegal, unlawful or in violation of third party rights and from spreading false, deceitful and illicit information; (iii) treat data and information pertinent to each Event as strictly classified and confidential; (iv) use and configure own software and hardware as to ensure the security of Events from the information technology view-point; (v) settle all SALMOIRAGHI & VIGANÒ fees, in cases where they have been previously agreed upon, in relation to participation in specific Events. 4.2 With regards to Platform utilization, the Seller declares and guarantees full ownership rights to and the availability of all data, information and contents provided to SALMOIRAGHI & VIGANÒ and/or the Buyer. The Seller also guarantees that the use of provided data, information and content by SALMOIRAGHI & VIGANÒ pursuant to the Agreement shall not constitute breach of any third party rights, laws and/or regulations.
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Related to Obligations and guarantees of the Seller

  • Obligations of the Company Whenever required under this Section 2 to effect the registration of any Registrable Securities, the Company shall, as expeditiously as reasonably possible: (a) prepare and file with the SEC a registration statement with respect to such Registrable Securities and use its commercially reasonable efforts to cause such registration statement to become effective and, upon the request of the Holders of a majority of the Registrable Securities registered thereunder, keep such registration statement effective for a period of up to one hundred twenty (120) days or, if earlier, until the distribution contemplated in the registration statement has been completed; provided, however, that (i) such one hundred twenty (120) day period shall be extended for a period of time equal to the period the Holder refrains, at the request of an underwriter of Common Stock (or other securities) of the Company, from selling any securities included in such registration, and (ii) in the case of any registration of Registrable Securities on Form S-3 that are intended to be offered on a continuous or delayed basis, subject to compliance with applicable SEC rules, such one hundred twenty (120) day period shall be extended for up to sixty (60) days, if necessary, to keep the registration statement effective until all such Registrable Securities are sold; (b) prepare and file with the SEC such amendments and supplements to such registration statement, and the prospectus used in connection with such registration statement, as may be necessary to comply with the Securities Act in order to enable the disposition of all securities covered by such registration statement; (c) furnish to the selling Holders such numbers of copies of a prospectus, including a preliminary prospectus, as required by the Securities Act, and such other documents as the Holders may reasonably request in order to facilitate their disposition of their Registrable Securities; (d) use its commercially reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or blue-sky laws of such jurisdictions as shall be reasonably requested by the selling Holders; provided that the Company shall not be required to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act; (e) in the event of any underwritten public offering, enter into and perform its obligations under an underwriting agreement, in usual and customary form, with the underwriter(s) of such offering; (f) use its commercially reasonable efforts to cause all such Registrable Securities covered by such registration statement to be listed on a national securities exchange or trading system and each securities exchange and trading system (if any) on which similar securities issued by the Company are then listed; (g) provide a transfer agent and registrar for all Registrable Securities registered pursuant to this Agreement and provide a CUSIP number for all such Registrable Securities, in each case not later than the effective date of such registration; (h) promptly make available for inspection by the selling Holders, any managing underwriter(s) participating in any disposition pursuant to such registration statement, and any attorney or accountant or other agent retained by any such underwriter or selected by the selling Holders, all financial and other records, pertinent corporate documents, and properties of the Company, and cause the Company’s officers, directors, employees, and independent accountants to supply all information reasonably requested by any such seller, underwriter, attorney, accountant, or agent, in each case, as necessary or advisable to verify the accuracy of the information in such registration statement and to conduct appropriate due diligence in connection therewith; (i) notify each selling Holder, promptly after the Company receives notice thereof, of the time when such registration statement has been declared effective or a supplement to any prospectus forming a part of such registration statement has been filed; and (j) after such registration statement becomes effective, notify each selling Holder of any request by the SEC that the Company amend or supplement such registration statement or prospectus. In addition, the Company shall ensure that, at all times after any registration statement covering a public offering of securities of the Company under the Securities Act shall have become effective, its xxxxxxx xxxxxxx policy shall provide that the Company’s directors may implement a trading program under Rule 10b5-1 of the Exchange Act.

  • Conditions to Obligations of the Sellers The obligations of the Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, at or prior to the Closing, of each of the following conditions:

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