1.
The delivered goods shall remain our property (reserved goods) until final payment of all claims arising and accruing on the basis of the business relationship. In the case of several claims or a current account, the reservation of title shall serve as security for the balance claim, even if individual deliveries of goods have already been paid.
2.
In the case of a breach of contract by the Customer, e.g. default of payment, we shall have the right to take back the reserved goods after setting a reasonable grace period. If we take back the reserved goods, this shall constitute a cancellation of the contract. We shall be entitled to freely dispose over the reserved goods after their return. After deduction of an appropriate amount for the realisation costs, the realisation proceeds shall be set off against the amounts owed to us by the Customer.
3.
If third parties seize the reserved goods, in particular by attachment, the Customer shall notify them without delay of our ownership and shall inform us without delay so as to enable us to enforce our ownership rights.
4.
The Customer shall be entitled, until further notice, to process and sell the reserved goods in the ordinary course of business as long as the Customer is not in default. This power shall end if the Customer is in default of payment, or if the Customer ceases to make payments, or if an insolvency petition is filed against the Customer. Pledges or transfers of ownership by way of security shall not be permitted. The Customer hereby assigns to us in full by way of security any claims arising from the resale or any other legal grounds (insurance, unlawful act) in respect of the reserved goods. We accept this assignment. We revocably authorise the Customer to collect the claims assigned to us for its account in its own name. This authorisation shall expire if the Customer does not duly meet its payment obligations, has payment difficulties, enforcement measures are taken against the Customer or judicial insolvency proceedings are opened against the Customer’s assets or the opening of such proceedings is rejected for lack of assets.
5.
Any processing or transformation of the goods shall always be performed for us as the manufacturer, but without any obligation for us. If the delivery items are processed with other objects not belonging to us, we shall acquire co-ownership of the new object in the ratio of the value of the delivery items to the value of the other processed objects at the time of processing. If the delivery items are inseparably combined with other objects not belonging to us, we shall acquire co-ownership of the new object in the ratio of the value of the delivery items to the value of the other combined objects at the time of combining. If the Customer's item is to be regarded as the main item when it is combined or intermixed, it is agreed that the Customer shall transfer co-ownership of the new item to us proportionately. The Customer shall store the thus created item co-owned by us on our behalf.
6.
If a secured event occurs (objective insolvency, non-payment, suspension of payments, insolvency, etc.), the Customer undertakes to provide us with an exact list of receivables assigned to us with names and addresses of its customers, to notify its customers of the assignment promptly and to provide us with all information necessary for the assertion of the assigned receivables..
7.
We shall be obliged to release the securities to which we are entitled to the extent that the realisable value of our securities exceeds the claims to be secured by more than 10 per cent; in this context, we shall be responsible for selecting the securities to be released.