We reserve the ownership of the goods delivered until any and all claims arising from the business relationship with the partner have been satisfied.

The partner shall be entitled to sell these goods in the course of ordinary business, provided that is has discharged of its obligations arising from the business relationship with us in due time. However, it may neither pledge nor assign as security the goods subject to retention of title. The partner shall be obligated to safeguard our rights when it sells the goods subject to retention of title on credit.

If the partner falls behind with payment, we shall be entitled to demand surrender of the goods subject to retention of title at the partner‘s expense even without rescission after setting of a reasonable period of grace.

The partner shall be entitled to process and/or combine or mix the goods delivered with other goods not owned by us in the ordinary course of its business. The goods subject to retention of title are processed on our behalf without any obligation arising for us. If our goods are processed and/or combined or mixed with other goods not owned by us, we shall have co-ownership of the new goods in proportion to the invoice value of the goods subject to retention of title to the value of the other goods processed at the time of processing, combination or mixing. If the partner acquires sole ownership of the new object, it shall already now assign to us co-ownership of the new object in the proportion of the invoice value of our goods subject to retention of title to the value of the other goods processed at the time of processing, combination or mixing and keep the object on our behalf with the due diligence of a prudent businessman.

The partner already now assigns to us as security any and all claims and rights resulting from the sale of the goods in which we have proprietary rights. We hereby accept the assignment.

If our goods are sold after processing, combination or mixing or if the new goods created by the processing, combination or mixing are sold, then the partner’s receivables from the customer shall be assigned in the amount of the invoice value of our processed, combined or mixed goods or only in the amount that corresponds to our co-ownership share if that share is lower.

The partner shall forthwith inform us about any execution measures by third parties imposed on the goods subject to retention of title, the claims assigned to us or other securities and provide the documents required for intervention. The same shall apply to impediments of any other nature.

At the partner’s request, we shall release the securities to which we are entitled as per the above provisions in so far as the marketable value of the goods subject to retention of title exceeds the receivables to be secured by more than 10%. Upon redemption of all our receivables from the business relationship, ownership of the goods subject to retention of title and the receivables assigned shall be reassigned to the partner.