1. We shall reserve title to the delivered goods (reserved goods) until receipt of all payments relating to the transaction with the customer.
2. Connecting, mixing or processing of the reserved goods shall always take place in our name and on our behalf without imposing any obligation on us. If our reserved goods are connected, mixed or processed with other objects that do not belong to us, we shall acquire ownership of the new item in the
proportion of the value of the reserved goods (purchase price plus value-added tax) of the value of the objects not belonging to us at the point in time of connection, mixing or processing. Should the connection, mixing or processing occur in such a manner that the property of the customer is deemed the primary property, it is hereby agreed the customer shall transfer us joint ownership on a pro rata basis. The customer shall hold sole or joint ownership for us without charge.
3. The customer shall treat the reserved goods with care. The customer shall be obliged to maintain the reserved goods at its own expense and to provide sufficient insurance with respect to the nominal value against standard risks, in particular against fire, water and theft, and to furnish proof of possession of such insurance on request. The customer shall hereby, here and now, assign to us its compensation claims arising from such insurance contracts. We hereby accept such assignment.
4. In the event that the customer breaches the contract, in particular with respect to delay of payments, significant deterioration of the financial circumstances of the customer or application to open insolvency proceedings against the assets of the customer, we shall be entitled to assert reservation of title, enter the business premises of the customer and seize the reserved goods. The assertion of reservation of title or seizure of the reserved goods by us shall constitute withdrawal from the contract only if we provide express written notification of this.
5. In the event that third parties access the reserved goods, in particular in seizures, the customer shall make reference to our ownership and inform us without undue delay.
6. The customer shall have the revocable right to resell the reserved goods in the course of its ordinary business activities, provided that it is not in default. By way of security, the customer shall hereby, here and now, assign to us all claims to which it is entitled by virtue of the resale or on another legal basis (insurance). We hereby accept such assignment. If goods that we have joint ownership of are sold, the assignment shall be limited to the proportion of the claim that corresponds to our ownership proportion.
7. The customer has the revocable right to collect the assigned claims. Collection authorisation shall be revoked if the customer is in default in payment, insolvency proceedings are opened against its assets, or if the customer encounters payment difficulties. To secure our claims, we shall be entitled to disclose the assignment to the customer of the customer at any time.
8. The customer is not entitled, for example, to chattel mortgaging or seizure of the goods in our ownership or joint ownership or to the claims assigned to us.
9. Should the value of the securities to which we are entitled exceed the claims to be secured by over 10% on more than a temporary basis, we shall release securities at our discretion on the request of the customer.
10. If, in the country in which our goods are located until full settlement of the claims, solely other security rights are applicable – which, however, are comparable with reservation of title – these shall hereby be deemed agreed. In this case, the customer shall be obliged to contribute to the acquisition thereof using all necessary measures.