Common use of PASSING OF PROPERTY AND RISK Clause in Contracts

PASSING OF PROPERTY AND RISK. a) Goods supplied by a Seller to the Buyer shall be at the Buyer’s risk immediately upon delivery to the Buyer, into the Buyer’s custody or at the Buyer’s direction (whichever happens first).The Buyer shall insure the goods from the time of that delivery at its cost against such risks as it thinks appropriate, shall note the interest of the Seller named in the relevant Sales Invoice on the insurance policy and shall produce a certificate of currency to this effect to that Seller upon request. b) Property in the goods supplied by a Seller to the Buyer under these terms and conditions shall not pass to the Buyer until those goods and other goods have been paid for in full. c) Until the goods have been paid for in full: i) The Buyer shall store the goods in a manner which shows clearly that they are the property of the Seller which supplied them; and ii) The Buyer may sell the goods, in the ordinary course of its business, as agent for the Seller and shall account to the Seller for the proceeds of sale (including any proceeds from insurance claims). These proceeds must be kept in a separate bank account. d) The Buyer irrevocably authorises the Seller at any time to enter onto any premises upon which: i) The Seller’s goods are stored to enable the Seller to:–inspect the goods; ii) and/or–if the Buyer has breached these terms and conditions, reclaim the goods; iii) The Buyer’s records pertaining to the goods are held to inspect and copy such records. e) The Buyer and the Seller agree that the provisions of this clause apply notwithstanding any arrangement under which the Seller grants credit to the Buyer. f) Each party consents to the other perfecting any security interest under these terms and conditions which arises by operation of the PPSA in any property by registration under the PPSA and agrees to do anything reasonably requested by the other party to enable it to do so. g) The Buyer waives the right to receive a copy of the verification statement confirming registration of a financing statement or financing change statement relating to any security interest under these terms and conditions.

PASSING OF PROPERTY AND RISK. (a) Goods supplied by a Seller Risk of damage to or loss of the goods shall pass to the Buyer shall Purchaser in the case of goods to be delivered otherwise than at the BuyerCompany’s risk immediately upon delivery to the Buyerpremises, into the Buyer’s custody or at the Buyer’s direction (whichever happens first).The Buyer shall insure the goods from the time of that delivery, or, if the Purchaser wrongfully fails to take delivery at its cost against such risks as it thinks appropriate, shall note the interest of the Seller named goods, the time when the Company has tendered delivery of the goods. (b) Notwithstanding delivery and the passing of risk in the relevant Sales Invoice on goods, or any other provision of these General Conditions of Sale the insurance policy and shall produce a certificate of currency to this effect to that Seller upon request. b) Property property in the goods supplied by a Seller to the Buyer under these terms and conditions shall not pass to the Buyer Purchaser until those goods and other goods have been paid for the Company has received in fullcash or cleared funds payment in full of the price of the goods. (c) Until such time as the property in the goods have been paid for in full: i) The Buyer passes to the Purchaser, the Purchaser shall store hold the goods in a manner which shows clearly that they are as the property Company’s fiduciary agent and bailee, and shall keep the goods separate from those of the Seller which supplied them; and ii) The Buyer may sell Purchaser and third parties and properly stored, protected and insured and identified as the goodsCompany’s property, but shall be entitled to resell or use the goods in the ordinary course of its business, . If the Purchaser resells the goods it does so as principal and not as the Company’s agent for the Seller and shall account property to the Seller for goods shall pass from the proceeds of sale (including any proceeds from insurance claims). These proceeds must be kept in a separate bank accountCompany to the Purchaser immediately before the time at which resale by the Purchaser occurs. (d) The Buyer irrevocably authorises Until such time as the Seller property in the goods passes to the Purchaser (and provided the goods are still in existence and have not been resold), the Company shall be entitled at any time to require the Purchaser to deliver up the goods to the Company and, if the Purchaser fails to do so forthwith, to enter onto upon any premises upon which: i) The Seller’s of the Purchaser or any third party where the goods are stored to enable the Seller to:–inspect and repossess the goods; ii) and/or–if the Buyer has breached these terms and conditions, reclaim the goods; iii) The Buyer’s records pertaining to the goods are held to inspect and copy such records. (e) The Buyer and Purchaser shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the Seller agree that goods which remain the provisions property of this clause apply notwithstanding any arrangement under which the Seller grants credit Company, but if the Purchaser does so all moneys owing by the Purchaser to the Buyer. f) Each party consents Company shall (without prejudice to the any other perfecting any security interest under these terms and conditions which arises by operation right or remedy of the PPSA in any property by registration under the PPSA and agrees to do anything reasonably requested by the other party to enable it to do soCompany) forthwith become due andpayable. g) The Buyer waives the right to receive a copy of the verification statement confirming registration of a financing statement or financing change statement relating to any security interest under these terms and conditions.

PASSING OF PROPERTY AND RISK. (a) Goods supplied by a Seller to the Buyer shall be at the Buyer’s risk immediately upon delivery to the Buyer, into the Buyer’s custody or at the Buyer’s direction (whichever happens first).The Buyer shall insure the goods from the time of that delivery at its cost against such risks as it thinks appropriate, shall note the interest of the Seller named in the relevant Sales Invoice on the insurance policy and shall produce a certificate of currency to this effect to that Seller upon request. b) Property Risk in the goods supplied by a Seller to the Buyer under these terms and conditions shall not pass to the Buyer at the time of delivery or collection of the goods. Any claims in respect of damage to the goods prior to delivery must be made within 2 Business Days of the delivery. (b) Title to the goods shall remain with Xxxxxxxx until those goods and other goods have all money owing to Prysmian by the Buyer has been paid for in fullfull (whether such money is payable under a specific contract or on any other account whatsoever). (c) Until such time that the goods have been Buyer has paid in full all money owing to Prysmian for in fullthe goods, the Buyer shall: (i) The Buyer shall store the goods in a manner which shows clearly that they are the property of the Seller which supplied themidentifies them as Xxxxxxxx’s goods; and (ii) The Buyer may sell hold the goods, goods as fiduciary bailee and agent for Prysmian subject to its right to deal with the goods in the ordinary course of its the Buyer’s business. (d) Should the goods be disposed of by the Buyer prior to payment of the invoice price, as agent for whether the Seller and shall account to goods are in the Seller for the proceeds of sale (including any proceeds from insurance claims). These proceeds must be kept same or in a separate bank accountmodified form, any monies received by the Buyer in payment or same shall be held in trust for Prysmian by the Buyer. d(e) The Buyer irrevocably authorises the Seller at any time Xxxxxxxx and its authorised agents to enter onto any premises upon which:in the Buyer’s possession or control and to retake possession of goods in which title remains with Xxxxxxxx and for which payment has not been received. i(f) The Seller’s goods are stored Prysmian shall not be liable to enable the Seller to:–inspect the goods; ii) and/or–if the Buyer has breached these terms and conditions, reclaim the goods; iii) The Buyer’s records pertaining to the for any loss or damage caused in recovery of its goods are held to inspect and copy such records. e) The Buyer and the Seller agree that in accordance with the provisions of this clause apply notwithstanding any arrangement under which the Seller grants credit to the Buyer10. f) Each party consents to the other perfecting any security interest under these terms and conditions which arises by operation of the PPSA in any property by registration under the PPSA and agrees to do anything reasonably requested by the other party to enable it to do so. g) The Buyer waives the right to receive a copy of the verification statement confirming registration of a financing statement or financing change statement relating to any security interest under these terms and conditions.

PASSING OF PROPERTY AND RISK. (a) Goods supplied by a Seller Risk of damage to or loss of the goods shall pass to the Buyer shall Purchaser in the case of goods to be delivered otherwise than at the BuyerCompany’s risk immediately upon delivery to the Buyerpremises, into the Buyer’s custody or at the Buyer’s direction (whichever happens first).The Buyer shall insure the goods from the time of that delivery, or, if the Purchaser wrongfully fails to take delivery at its cost against such risks as it thinks appropriateof thegoods, shall note the interest time when the Company has tendered delivery of the Seller named Goods. (b) Notwithstanding delivery and the passing of risk in the relevant Sales Invoice on goods, or any other provision of these General Conditions of Sale the insurance policy and shall produce a certificate of currency to this effect to that Seller upon request. b) Property property in the goods supplied by a Seller to the Buyer under these terms and conditions shall not pass to the Buyer Purchaser until those goods and other goods have been paid for in fullthe Company has receivedin cashorclearedfundspaymentin fullofthepriceofthegoods. (c) Until such time as the property in the goods have been paid for in full: i) The Buyer shall store passes to the Purchaser, the Purchasershall hold the goods in a manner which shows clearly that they are as the property Company’sfiduciary agent and bailee, and shall keep the goods separate from those of the Seller which supplied them; and ii) The Buyer may sell Purchaser and thirdparties and properlystored, protected and insured and identified astheCompany’s property, but shall be entitled to resell or use the goods, goods in the ordinary course of its business, . If the Purchaser resells the goods it does so as principal and not as the Company’s agent for the Seller and shall account property to the Seller for goods shall pass from the proceeds of sale (including any proceeds from insurance claims). These proceeds must be kept in a separate bank accountCompany to the Purchaser immediately before the time at which resale by the Purchaser occurs. (d) The Buyer irrevocably authorises Until such time as the Seller property in the goods passes to the Purchaser (and provided the goods are still in existence and have not been resold), the Company shall be entitled at any time to requirethe Purchaser to deliver up the goods to the Company and, if the Purchaser fails to do so forthwith, to enter onto upon any premises upon which: i) The Seller’s of the Purchaser or any third party where the goods are stored to enable the Seller to:–inspect and repossess the goods; ii) and/or–if the Buyer has breached these terms and conditions, reclaim the goods; iii) The Buyer’s records pertaining to the goods are held to inspect and copy such records. (e) The Buyer and Purchaser shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the Seller agree that goods which remain the provisions property of this clause apply notwithstanding any arrangement under which the Seller grants credit Company, but if the Purchaser does so all moneys owing by the Purchaser to the Buyer. f) Each party consents Company shall (without prejudice to the any other perfecting any security interest under these terms and conditions which arises by operation right or remedy of the PPSA in any property by registration under the PPSA Company) forthwith become due and agrees to do anything reasonably requested by the other party to enable it to do sopayable. g) The Buyer waives the right to receive a copy of the verification statement confirming registration of a financing statement or financing change statement relating to any security interest under these terms and conditions.

PASSING OF PROPERTY AND RISK. a) Goods supplied by a Seller 8.1 Risk of damage to or loss of the goods shall pass to the Buyer shall Purchaser. 8.1.1 In the case of goods to be delivered at the BuyerCompany’s risk immediately upon delivery to the Buyerpremises, into the Buyer’s custody or at the Buyer’s direction (whichever happens first).The Buyer shall insure time when the Company notifies the Purchaser that the goods from are available for collection: or 8.1.2 In the case of goods to be delivered otherwise than at the Company’s premises, at the time of that the delivery at its cost against such risks as it thinks appropriate, shall note or if the interest Purchaser wrongfully fails to take delivery of the Seller named goods, the time when the Company has tendered delivery of the goods. 8.2 Notwithstanding delivery and the passing of risk in the relevant Sales Invoice on goods, or any other provision of these terms and conditions, the insurance policy and shall produce a certificate of currency to this effect to that Seller upon request. b) Property property in the goods supplied by a Seller to the Buyer under these terms and conditions shall not pass to the Buyer Purchaser until those the Company has received in cash or cleared funds payment in full for the goods and for all other goods have been paid agreed to be sold by the Company to the Purchaser for in fullwhich payment is then due. c) 8.3 Until such time as the property in the goods have been paid for in full: i) The Buyer passes to the Purchaser, the Purchaser shall store hold the goods in a manner which shows clearly that they are as the property Company’s fiduciary agent and bailee and shall keep the goods separate from those of the Seller which supplied them; and ii) The Buyer may sell Purchaser and third parties and properly stored, protected and insured and identified as the goodsCompany’s property, but shall be entitled to resell or use the goods in the ordinary course of its business, as agent for the Seller and shall account to the Seller for business providing that the proceeds of the sale (including any proceeds from insurance claims). These proceeds must shall be kept in a separate bank accountheld upon trust for the Company. d8.4 Until such time as the property in the goods passes to the Purchaser (and provided the goods are still in existence and have not been resold) The Buyer irrevocably authorises the Seller Company shall be entitled at any time to require the Purchaser to deliver up the goods to the Company and, if the Purchaser fails to do forthwith, to enter onto upon any premises upon which: i) The Seller’s of the Purchaser or any third party where the goods are stored to enable the Seller to:–inspect and repossess the goods;. ii) and/or–8.5 The Purchaser shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the goods which remain the property of the Company, but if the Buyer has breached these terms and conditions, reclaim Purchaser does so all moneys owing in the goods; iii) The Buyer’s records pertaining Purchaser to the goods are held Company shall (without prejudice to inspect and copy such records. e) The Buyer and the Seller agree that the provisions of this clause apply notwithstanding any arrangement under which the Seller grants credit to the Buyer. f) Each party consents to the other perfecting any security interest under these terms and conditions which arises by operation right or remedy of the PPSA in any property by registration under the PPSA Company) forthwith become due and agrees to do anything reasonably requested by the other party to enable it to do sopayable. g) The Buyer waives the right to receive a copy of the verification statement confirming registration of a financing statement or financing change statement relating to any security interest under these terms and conditions.

PASSING OF PROPERTY AND RISK. 5.1 Property in the Goods shall remain with the Seller until such time as all monies due from the Buyer to the Seller (upon whatever grounds and howsoever, such liability shall have been incurred) have been paid in full. 5.2 Notwithstanding the provisions of this condition, the Seller shall be entitled to bring an action against the Buyer for the price of the Goods in the event of non-payment by the buyer by the due date as if the property in the Goods had already passed to the Buyer or shall have the right by notice in writing to the Buyer at any time after the agreed delivery date to pass the property in the Goods to the Buyer as from, the date of such notice. 5.3 Until such time as the property in the Goods passes to the Buyer, (a) the Buyer shall hold the Goods supplied by a Seller to as the Seller’s fiduciary agent and bailee, and shall keep the Goods separate from those of the Buyer and properly stored, protected and insured and identified as the Seller’s property. (b) the Buyer shall be at entitled to resell or use the Buyer’s risk immediately upon delivery to the Buyer, into the Buyer’s custody or at the Buyer’s direction (whichever happens first).The Buyer shall insure the goods from the time of that delivery at its cost against such risks as it thinks appropriate, shall note the interest of the Seller named in the relevant Sales Invoice on the insurance policy and shall produce a certificate of currency to this effect to that Seller upon request. b) Property in the goods supplied by a Seller to the Buyer under these terms and conditions shall not pass to the Buyer until those goods and other goods have been paid for in full. c) Until the goods have been paid for in full: i) The Buyer shall store the goods in a manner which shows clearly that they are the property of the Seller which supplied them; and ii) The Buyer may sell the goods, Goods in the ordinary course of its business, as agent for the Seller and but shall account to the Seller for the proceeds of sale (or otherwise of the Goods, whether tangible or intangible, including any insurance proceeds, and shall keep all such proceeds from insurance claims). These proceeds must be kept in a separate bank accountaccount and, in the case of tangible proceeds, properly stored, protected and insured. d) 5.4 The Buyer irrevocably authorises the Seller shall be entitled at any time to enter onto any premises upon which: i) The Seller’s goods are stored require the Buyer to enable return the Goods to the Seller to:–inspect the goods; ii) and/or–and, if the Buyer has breached these terms fails to do so forthwith, to enter upon any premises of the Buyer where the Goods are stored and conditionsrepossess the Goods. 5.5 The Buyer shall not be entitled to pledge or in any way charge by way of security for an indebtedness any of the Goods which remain the property of Seller, reclaim but if the goods; iii) The Buyer’s records pertaining Buyer does so all monies owing by the Buyer to the goods are held Seller shall (without prejudice to inspect any other right or remedy of the Seller) become immediately due and copy such recordspayable. e) 5.6 The Buyer and shall at its own risk take all necessary steps to protect the Seller agree that the provisions of this clause apply notwithstanding any arrangement under which the Seller grants credit Seller’s title to the BuyerGoods against claims by third parties. f) Each party consents 5.7 The risk in the Goods shall pass to the other perfecting any security interest under these terms and conditions which arises by operation of the PPSA in any property by registration under the PPSA and agrees to do anything reasonably requested by the other party to enable it to do soBuyer on delivery. g) The Buyer waives the right to receive a copy of the verification statement confirming registration of a financing statement or financing change statement relating to any security interest under these terms and conditions.

PASSING OF PROPERTY AND RISK. (a) Goods supplied by a Seller Risk of damage to or loss of the goods shall pass to the Buyer shall be at the Buyer’s risk immediately Purchaser upon delivery to the Buyer, into the Buyer’s custody or at the Buyer’s direction (whichever happens first).The Buyer shall insure notification that the goods from are ready for collection. (b) Notwithstanding delivery and the time passing of that delivery at its cost against such risks as it thinks appropriate, shall note the interest of the Seller named risk in the relevant Sales Invoice on goods, or any other provision of these General Conditions of Sale the insurance policy and shall produce a certificate of currency to this effect to that Seller upon request. b) Property property in the goods supplied by a Seller to the Buyer under these terms and conditions shall not pass to the Buyer Purchaser until those goods and other goods have been paid for in fullthe Company has receivedincashor clearedfunds paymentinfull ofthe price of the goods. (c) Until such time as the property in the goods have been paid for in full: i) The Buyer passes to the Purchaser, the Purchaser shall store hold the goods in a manner which shows clearly that they are as the property Company’s fiduciary agent and bailee, and shall keep the goods separate from those of the Seller which supplied them; and ii) The Buyer may sell Purchaser and third parties and properly stored, protected and insured and identified as the goodsCompany’s property, but shall be entitled to resell or use the goods in the ordinary course of its business, . If the Purchaser resells the goods it does so as principal and not as the Company’s agent for the Seller and shall account property to the Seller for goods shall pass from the proceeds of sale (including any proceeds from insurance claims). These proceeds must be kept in a separate bank accountCompany to the Purchaser immediately before the time at which resale by the Purchaser occurs. (d) The Buyer irrevocably authorises Until such time as the Seller property in the goods passes to the Purchaser (and provided the goods are still in existence and have not been resold), the Company shall be entitled at any time to enter onto any premises upon which: i) The Seller’s require the Purchaser to deliver up the goods are stored to enable the Seller to:–inspect the goods; ii) and/or–Company and, if the Buyer has breached these terms and conditionsPurchaser fails to do so forthwith, reclaim the goods; iii) The Buyer’s records pertaining to the goods are held to inspect and copy such recordsenter upon any premisesofthePurchaseroranythirdpartywherethegoodsare storedandrepossessthegoods. (e) The Buyer and Purchaser shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the Seller agree that goods which remain the provisions property of this clause apply notwithstanding any arrangement under which the Seller grants credit Company, but if the Purchaser does so all moneys owing by the Purchaser to the Buyer. f) Each party consents Company shall (without prejudice to the any other perfecting any security interest under these terms and conditions which arises by operation right or remedy of the PPSA in any property by registration under the PPSA Company) forthwith become due and agrees to do anything reasonably requested by the other party to enable it to do sopayable. g) The Buyer waives the right to receive a copy of the verification statement confirming registration of a financing statement or financing change statement relating to any security interest under these terms and conditions.

PASSING OF PROPERTY AND RISK. (a) Goods supplied by a Seller Risk of damage to or loss of the goods shall pass to the Buyer shall Purchaser in the case of goods to be delivered otherwise than at the Buyer’s risk immediately upon delivery to the BuyerCompany's premises, into the Buyer’s custody or at the Buyer’s direction (whichever happens first).The Buyer shall insure the goods from the time of that delivery, or, if the Purchaser wrongfully fails to take delivery at its cost against such risks as it thinks appropriate, shall note the interest of the Seller named goods, the time when the Company has tendered delivery of the goods. (b) Notwithstanding delivery and the passing of risk in the relevant Sales Invoice on goods, or any other provision of these Conditions the insurance policy and shall produce a certificate of currency to this effect to that Seller upon request. b) Property property in the goods supplied by a Seller to the Buyer under these terms and conditions shall not pass to the Buyer Purchaser until those the Company has received in cash or cleared funds payment in full of the price of the goods and all other goods have been paid agreed to be sold by the Company to the Purchaser for in fullwhich payment is then due. (c) Until such time as the property in the goods have been paid for in full: i) The Buyer passes to the Purchaser, the Purchaser shall store hold the goods in a manner which shows clearly that they are as the property Company's fiduciary agent and bailee, and shall keep the goods separate from those of the Seller which supplied them; and ii) The Buyer may sell Purchaser and third parties and properly stored, protected and insured and identified as the goodsCompany's property, but shall be entitled to resell or use the goods in the ordinary course of its business, . (d) Until such time as agent for the Seller and shall account property in the goods passes to the Seller for Purchaser (and provided the proceeds of sale (including any proceeds from insurance claimsgoods are still in existence and have not been resold). These proceeds must , the Company shall be kept in a separate bank account. d) The Buyer irrevocably authorises the Seller entitled at any time to require the Purchaser to deliver up the goods to the Company and, if the Purchaser fails to do so forthwith, to enter onto upon any premises upon which: i) The Seller’s of the Purchaser or any third party where the goods are stored to enable the Seller to:–inspect and repossess the goods; ii) and/or–if the Buyer has breached these terms and conditions, reclaim the goods; iii) The Buyer’s records pertaining to the goods are held to inspect and copy such records. (e) The Buyer and Purchaser shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the Seller agree that goods which remain the provisions property of this clause apply notwithstanding any arrangement under which the Seller grants credit Company, but if the Purchaser does so all moneys owing by the Purchaser to the Buyer. f) Each party consents Company shall (without prejudice to the any other perfecting any security interest under these terms and conditions which arises by operation right or remedy of the PPSA in any property by registration under the PPSA Company) forthwith become due and agrees to do anything reasonably requested by the other party to enable it to do sopayable. g) The Buyer waives the right to receive a copy of the verification statement confirming registration of a financing statement or financing change statement relating to any security interest under these terms and conditions.

PASSING OF PROPERTY AND RISK. (a) Goods supplied by a Seller Risk of damage to or loss of the goods shall pass to the Buyer shall Purchaser in the case of goods to be delivered otherwise than at the BuyerCompany’s risk immediately upon delivery to the Buyerpremises, into the Buyer’s custody or at the Buyer’s direction (whichever happens first).The Buyer shall insure the goods from the time of that delivery, or, if the Purchaser wrongfully fails to take delivery at its cost against such risks as it thinks appropriateof thegoods, shall note the interest time when the Company has tendered delivery of the Seller named Goods. (b) Notwithstanding delivery and the passing of risk in the relevant Sales Invoice on goods, or any other provision of these General Conditions of Sale the insurance policy and shall produce a certificate of currency to this effect to that Seller upon request. b) Property property in the goods supplied by a Seller to the Buyer under these terms and conditions shall not pass to the Buyer Purchaser until those goods and other goods have been paid for in fullthe Company has receivedincashorclearedfundspaymentinfullofthepriceofthegoods. (c) Until such time as the property in the goods have been paid for in full: i) The Buyer shall store passes to the Purchaser, the Purchasershall hold the goods in a manner which shows clearly that they are as the property Company’sfiduciary agent and bailee, and shall keep the goods separate from those of the Seller which supplied them; and ii) The Buyer may sell Purchaser and thirdparties and properlystored, protected and insured and identified astheCompany’s property, but shall be entitled to resell or use the goods, goods in the ordinary course of its business, . If the Purchaser resells the goods it does so as principal and not as the Company’s agent for the Seller and shall account property to the Seller for goods shall pass from the proceeds of sale (including any proceeds from insurance claims). These proceeds must be kept in a separate bank accountCompany to the Purchaser immediately before the time at which resale by the Purchaser occurs. (d) The Buyer irrevocably authorises Until such time as the Seller property in the goods passes to the Purchaser (and provided the goods are still in existence and have not been resold), the Company shall be entitled at any time to requirethe Purchaser to deliver up the goods to the Company and, if the Purchaser fails to do so forthwith, to enter onto upon any premises upon which: i) The Seller’s of the Purchaseror any third party where the goods are stored to enable the Seller to:–inspect and repossess the goods; ii) and/or–if the Buyer has breached these terms and conditions, reclaim the goods; iii) The Buyer’s records pertaining to the goods are held to inspect and copy such records. (e) The Buyer and Purchaser shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the Seller agree that goods which remain the provisions of this clause apply notwithstanding any arrangement under which propertyof the Seller grants credit Company, but if the Purchaser does so all moneys owing by the Purchaser to the Buyer. f) Each party consents Company shall (without prejudice to the any other perfecting any security interest under these terms and conditions which arises by operation right or remedy of the PPSA in any property by registration under the PPSA Company) forthwith become due and agrees to do anything reasonably requested by the other party to enable it to do sopayable. g) The Buyer waives the right to receive a copy of the verification statement confirming registration of a financing statement or financing change statement relating to any security interest under these terms and conditions.

PASSING OF PROPERTY AND RISK. a) a. Goods supplied by a the Seller to the Buyer shall be at the Buyer’s 's risk immediately upon delivery to the Buyer, into the Buyer’s 's custody or at the Buyer’s 's direction (whichever happens first).The first). The Buyer shall insure the goods from the time of that delivery at its cost against such risks as it thinks appropriate, shall note the interest of the Seller named in the relevant Sales Invoice on the insurance policy and shall produce a certificate of currency to this effect to that Seller upon request. b) Property b. Title in the goods supplied by a the Seller to the Buyer under these terms and conditions Conditions shall not pass to the Buyer until those goods and all other goods amounts owing or unpaid by the Buyer to the Seller on any account have been paid for in full. c) c. Until the goods have been paid for in full: i) The : the Buyer shall store the goods in a manner which shows clearly that they are the property of the Seller which supplied themSeller; and ii) The and the Buyer may sell the goods, in the ordinary course of its business, as agent for the Seller and shall account to the Seller for the proceeds of sale (including any proceeds from insurance claims). These proceeds must be kept in a separate bank account. d) d. The Buyer irrevocably authorises the Seller at any time to enter onto any premises upon which: i) The : the Seller’s 's goods are stored to enable the Seller to:–inspect to inspect the goods and/or reclaim the goods; ii) and/or–, if the Buyer has breached these terms and conditions, reclaim Conditions; the goods; iii) The Buyer’s 's records pertaining to the goods are held to inspect and copy such records. e) e. The Buyer and the Seller agree that the provisions of this clause apply notwithstanding any arrangement under which the Seller grants credit to the Buyer. f) Each party f. The Buyer consents to the other Seller perfecting any security interest under these terms and conditions which arises by operation (as defined in section 12 of the PPSA PPSA) in any property goods and their proceeds created by this clause 8 by registration under the PPSA and agrees to do anything reasonably requested by the other party Seller to enable it to do so. gg. The parties contract out of each provision of the PPSA which, under section 115(1) The Buyer of that Act, they are permitted to contract out of, other than: sections 117 and 118 (relationship with land laws), sections 120 (enforcement of liquids assets), 123 (right to seize collateral), 125 (obligation to dispose of or retain collateral), 126 (apparent possession), 128 (secured party may dispose of collateral); and sections 134(1) and 135 (retention of collateral). h. Each party waives the its right to receive a copy each notice which, under section 157(3) of the verification statement confirming registration PPSA, it is permitted to waive. i. Each party waives its rights to receive anything from any other party under section 275 of a financing statement or financing change statement relating the PPSA and agrees not to make any security interest request of any other party under these terms and conditionsthat section.

PASSING OF PROPERTY AND RISK. (a) Goods supplied by a Seller Risk of damage to or loss of the goods shall pass to the Buyer shall be at the Buyer’s risk immediately Purchaser upon delivery to the Buyer, into the Buyer’s custody or at the Buyer’s direction (whichever happens first).The Buyer shall insure notification that the goods from are ready for collection. (b) Notwithstanding delivery and the time passing of that delivery at its cost against such risks as it thinks appropriate, shall note the interest of the Seller named risk in the relevant Sales Invoice on goods, or any other provision of these General Conditions of Sale the insurance policy and shall produce a certificate of currency to this effect to that Seller upon request. b) Property property in the goods supplied by a Seller to the Buyer under these terms and conditions shall not pass to the Buyer Purchaser until those goods and other goods have been paid for the Company has receivedin cashor clearedfunds payment in fullfull of the price of the goods. (c) Until such time as the property in the goods have been paid for in full: i) The Buyer passes to the Purchaser, the Purchaser shall store hold the goods in a manner which shows clearly that they are as the property Company’s fiduciary agent and bailee, and shall keep the goods separate from those of the Seller which supplied them; and ii) The Buyer may sell Purchaser and third parties and properly stored, protected and insured and identified as the goodsCompany’s property, but shall be entitled to resell or use the goods in the ordinary course of its business, . If the Purchaser resells the goods it does so as principal and not as the Company’s agent for the Seller and shall account property to the Seller for goods shall pass from the proceeds of sale (including any proceeds from insurance claims). These proceeds must be kept in a separate bank accountCompany to the Purchaser immediately before the time at which resale by the Purchaser occurs. (d) The Buyer irrevocably authorises Until such time as the Seller property in the goods passes to the Purchaser (and provided the goods are still in existence and have not been resold), the Company shall be entitled at any time to require the Purchaser to deliver up the goods to the Company and, if the Purchaser fails to do so forthwith, to enter onto upon any premises upon which: i) The Seller’s goods are stored to enable the Seller to:–inspect the goods; ii) and/or–if the Buyer has breached these terms and conditions, reclaim the goods; iii) The Buyer’s records pertaining to the goods are held to inspect and copy such recordsof thePurchaser or anythirdpartywherethegoodsare storedandrepossessthegoods. (e) The Buyer and Purchaser shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the Seller agree that goods which remain the provisions property of this clause apply notwithstanding any arrangement under which the Seller grants credit Company, but if the Purchaser does so all moneys owing by the Purchaser to the Buyer. f) Each party consents Company shall (without prejudice to the any other perfecting any security interest under these terms and conditions which arises by operation right or remedy of the PPSA in any property by registration under the PPSA Company) forthwith become due and agrees to do anything reasonably requested by the other party to enable it to do sopayable. g) The Buyer waives the right to receive a copy of the verification statement confirming registration of a financing statement or financing change statement relating to any security interest under these terms and conditions.

PASSING OF PROPERTY AND RISK. (a) Goods supplied by a Seller to the Buyer shall be at the Buyer’s risk immediately upon delivery to the Buyer, into the Buyer’s custody or at the Buyer’s direction (whichever happens first).The Buyer shall insure the goods from the time of that delivery at its cost against such risks as it thinks appropriate, shall note the interest of the Seller named in the relevant Sales Invoice on the insurance policy and shall produce a certificate of currency to this effect to that Seller upon request. b) Property Risk in the goods supplied by a Seller to the Buyer under these terms and conditions shall not pass to the Buyer at the time of delivery or collection of the goods. Any claims in respect of damage to the goods prior to delivery must be made within 2 Business Days of the delivery. (b) Title to the goods shall remain with Prysmian until those goods and other goods have all money owing to Prysmian by the Buyer has been paid for in fullfull (whether such money is payable under a specific contract or on any other account whatsoever). (c) Until such time that the goods have been Buyer has paid in full all money owing to Prysmian for in fullthe goods, the Buyer shall: (i) The Buyer shall store the goods in a manner which shows clearly that they are the property of the Seller which supplied themidentifies them as Prysmian’s goods; and (ii) The Buyer may sell hold the goods, goods as fiduciary bailee and agent for Prysmian subject to its right to deal with the goods in the ordinary course of its the Buyer’s business. (d) Should the goods be disposed of by the Buyer prior to payment of the invoice price, as agent for whether the Seller and shall account to goods are in the Seller for the proceeds of sale (including any proceeds from insurance claims). These proceeds must be kept same or in a separate bank accountmodified form, any monies received by the Buyer in payment or same shall be held in trust for Prysmian by the Buyer. d(e) The Buyer irrevocably authorises the Seller at any time Prysmian and its authorised agents to enter onto any premises upon which:in the Buyer’s possession or control and to retake possession of goods in which title remains with Prysmian and for which payment has not been received. i(f) The Seller’s goods are stored Prysmian shall not be liable to enable the Seller to:–inspect the goods; ii) and/or–if the Buyer has breached these terms and conditions, reclaim the goods; iii) The Buyer’s records pertaining to the for any loss or damage caused in recovery of its goods are held to inspect and copy such records. e) The Buyer and the Seller agree that in accordance with the provisions of this clause apply notwithstanding any arrangement under which the Seller grants credit to the Buyer10. f) Each party consents to the other perfecting any security interest under these terms and conditions which arises by operation of the PPSA in any property by registration under the PPSA and agrees to do anything reasonably requested by the other party to enable it to do so. g) The Buyer waives the right to receive a copy of the verification statement confirming registration of a financing statement or financing change statement relating to any security interest under these terms and conditions.

PASSING OF PROPERTY AND RISK. a) Goods supplied Notwithstanding any agreed terms of payment the Products are not sold or delivered on credit but on condition that the ownership of the Products shall remain with the Company and no property of the Products whether legal or equitable shall pass from the Company until payment of the full price has been received in respect of all the Products the subject of this Agreement and all other Products the subject of any other agreement between the Company and the Customer and until such time the Customer as bailee of the Products shall store the Products in such a manner that they are distinct from other goods, equipment and components and clearly designated as the property of the Company unless the prior written consent of the Company has been obtained authorising resale by the purchaser in which event the Company shall have a Seller charge over such sums paid as are sufficient to discharge the outstanding liability of the Customer to the Buyer shall be at the Buyer’s risk immediately upon delivery to the Buyer, into the Buyer’s custody or at the Buyer’s direction (whichever happens first).The Buyer shall insure the goods from the time of that delivery at its cost against such risks as it thinks appropriate, shall note the interest of the Seller named in the relevant Sales Invoice on the insurance policy and shall produce a certificate of currency to this effect to that Seller upon requestCompany. b) Property in The intending purchaser’s right to possession of the goods supplied by shall cease at whichever is the earliest of the following dates: i) On the expiration of an agreed period of credit if any. ii) If, not being a Seller Company, he does anything, which would entitle a statutory demand to be served or entitle a petition for a Bankruptcy Order to be made or upon the Buyer under these terms and conditions shall not pass commencement of any other act, or proceeding in which his solvency is involved. iii) If the intending purchaser, being a company, does anything or fails to the Buyer until those goods and other goods have been paid do anything which would entitle a receiver to take possession of any of its assets or which would entitle any person to present a petition for in fullwinding up or apply for an administration order. c) Until If the intending purchaser is a company, then neither the intending purchaser, any director, servant or agent thereof shall apply to the Court for the appointment of an administrator without giving fourteen days’ notice to the Company. From the date of the said notice, the intending purchaser shall not be entitled to remain in possession of any of the Company’s goods. On the sale to a sub-purchaser of any of the goods have been the proceeds therefore shall be held in trust for the Company, shall not be mingled with other monies and shall not be paid into any overdrawn bank account but shall be paid into a fiduciary account for in full: i) The Buyer the company with the intending purchaser’s bankers who shall store be advised that the goods in intending purchaser’s bankers who shall be advised that the intending purchaser holds the entire proceeds of sale to a manner which shows clearly that they are sub-purchaser as trustee for the property Company and not until payment to the Company of the Seller which supplied them; and ii) The Buyer may sell agreed price shall he be entitled to any interest earned on the goodsfiduciary account. If a receiver be appointed to the intending purchaser and at the time thereof the intending purchaser shall not have received the proceeds of sale, in the ordinary course of its businessintending purchaser or the receiver, as agent for the Seller and intending purchaser, shall account assign to the Seller Company within seven days all rights against the person or persons to whom the goods have been sold. If a receiver or manager or any other person acting for the proceeds intending purchaser fa ils to return any goods the property of the Company, the return of which has been demanded in accordance with these conditions, he shall pay the Company as agreed and liquidated damages for detinue and/or conversion, the agreed price of the goods; and if such person shall fail to assign to the Company any rights against a third person as required by Clause 6 hereof, he shall be liable to payment to the Company plus interest thereon at the Barclays Bank PLC base rate plus 5 per centum until the Company shall receive the whole of the monies due. If a receiver or manager or any other person acting on behalf of the intending purchaser shall in any way seek to impugn the Company’s title to the said goods, or shall seek to claim that this conditional sale (including any proceeds from insurance claims). These proceeds must be kept in amounts to a separate bank accountcharge on the intending purchaser’s assets, he shall pay to the Company as agreed and liquidated damages for slander of title, the agreed price of the said goods. d) The Buyer irrevocably authorises Until payment as aforesaid has been made in full neither the Seller at Customer nor any time to enter onto other person shall acquire a lien or any premises upon which: i) The Seller’s goods are stored to enable other right over the Seller to:–inspect the goods; ii) and/or–if the Buyer has breached these terms and conditions, reclaim the goods; iii) The Buyer’s records pertaining to the goods are held to inspect and copy such recordsProducts. e) The Buyer Customer shall upon delivery of the Products and until payment of the full price as aforesaid insure the Products in the joint names of the Company and the Seller agree that the provisions of this clause apply notwithstanding any arrangement under which the Seller grants credit to the BuyerCustomer. f) Each party consents The risk of loss or damage to the other perfecting any security interest under these terms and conditions which arises by operation of Products shall pass to the PPSA in any property by registration under the PPSA and agrees to do anything reasonably requested by the other party to enable it to do soCustomer on delivery. g) The Buyer waives the right to receive a copy of the verification statement confirming registration of a financing statement or financing change statement relating to any security interest under these terms and conditions.

PASSING OF PROPERTY AND RISK. (a) Goods supplied by a Seller Risk of damage to or loss of the goods shall pass to the Buyer shall Purchaser in the case of goods to be delivered otherwise than at the BuyerCompany’s risk immediately upon delivery to the Buyerpremises, into the Buyer’s custody or at the Buyer’s direction (whichever happens first).The Buyer shall insure the goods from the time of that delivery, or, if the Purchaser wrongfully fails to take delivery at its cost against such risks as it thinks appropriate, shall note the interest of the Seller named goods, the time when the Company has tendered delivery of the Goods. (b) Notwithstanding delivery and the passing of risk in the relevant Sales Invoice on goods, or any other provision of these General Conditions of Sale the insurance policy and shall produce a certificate of currency to this effect to that Seller upon request. b) Property property in the goods supplied by a Seller to the Buyer under these terms and conditions shall not pass to the Buyer Purchaser until those goods and other goods have been paid for the Company has received in fullcash or cleared funds payment in full of the price of the goods. (c) Until such time as the property in the goods have been paid for in full: i) The Buyer passes to the Purchaser, the Purchaser shall store hold the goods in a manner which shows clearly that they are as the property Company’s fiduciary agent and bailee, and shall keep the goods separate from those of the Seller which supplied them; and ii) The Buyer may sell Purchaser and third parties and properly stored, protected and insured and identified as the goodsCompany’s property, but shall be entitled to resell or use the goods in the ordinary course of its business, . If the Purchaser resells the goods it does so as principal and not as the Company’s agent for the Seller and shall account property to the Seller for goods shall pass from the proceeds of sale (including any proceeds from insurance claims). These proceeds must be kept in a separate bank accountCompany to the Purchaser immediately before the time at which resale by the Purchaser occurs. (d) The Buyer irrevocably authorises Until such time as the Seller property in the goods passes to the Purchaser (and provided the goods are still in existence and have not been resold), the Company shall be entitled at any time to require the Purchaser to deliver up the goods to the Company and, if the Purchaser fails to do so forthwith, to enter onto upon any premises upon which: i) The Seller’s of the Purchaser or any third party where the goods are stored to enable the Seller to:–inspect and repossess the goods; ii) and/or–if the Buyer has breached these terms and conditions, reclaim the goods; iii) The Buyer’s records pertaining to the goods are held to inspect and copy such records. (e) The Buyer and Purchaser shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the Seller agree that goods which remain the provisions property of this clause apply notwithstanding any arrangement under which the Seller grants credit Company, but if the Purchaser does so all moneys owing by the Purchaser to the Buyer. f) Each party consents Company shall (without prejudice to the any other perfecting any security interest under these terms and conditions which arises by operation right or remedy of the PPSA in any property by registration under the PPSA Company) forthwith become due and agrees to do anything reasonably requested by the other party to enable it to do sopayable. g) The Buyer waives the right to receive a copy of the verification statement confirming registration of a financing statement or financing change statement relating to any security interest under these terms and conditions.

PASSING OF PROPERTY AND RISK. (a) Goods supplied by a the Seller to the Buyer shall be at the Buyer’s risk immediately upon delivery to the Buyer, into the Buyer’s custody or at the Buyer’s direction (whichever happens first).The first). The Buyer shall insure the goods from the time of that delivery at its cost against such risks as it thinks appropriate, shall note the interest of the Seller named in the relevant Sales Invoice on the insurance policy and shall produce a certificate of currency to this effect to that Seller upon request. (b) Property Title in the goods supplied by a the Seller to the Buyer under these terms and conditions shall not pass to the Buyer until those goods and all other goods amounts owing or unpaid by the Buyer to the Seller on any account have been paid for in full. (c) Until the goods have been paid for in full: (i) The the Buyer shall store the goods in a manner which shows clearly that they are the property of the Seller which supplied them; and (ii) The the Buyer may sell the goods, in the ordinary course of its business, as agent for the Seller and shall account to the Seller for the proceeds of sale (including any proceeds from insurance claims). These proceeds must be kept in a separate bank account. (d) The Buyer irrevocably authorises the Seller at any time to enter onto any premises upon which: (i) The the Seller’s goods are stored to enable the Seller to:–inspect to inspect the goods; ii) and/or–goods and/or reclaim the goods if the Buyer has breached these terms and conditions, reclaim the goods; iii(ii) The the Buyer’s records pertaining to the goods are held to inspect and copy such records. (e) The Buyer and the Seller agree that the provisions of this clause apply notwithstanding any arrangement under which the that Seller grants credit to the Buyer. (f) Each party consents to the other perfecting any security interest under these terms and conditions this agreement which arises by operation of the PPSA in any property by registration under the PPSA and agrees to do anything reasonably requested by the other party to enable it to do so. (g) The Buyer parties contract out of each provision of the PPSA which, under section 115(1) of that Act, they are permitted to contract out of, other than: (i) sections 117 and 118 (relationship with land laws); and (ii) sections 134(1) and 135 (retention of collateral). (h) Each party waives the its right to receive a copy each notice which, under section 157(3) of the verification statement confirming registration PPSA, it is permitted to waive. (i) Each party waives its rights to receive anything from any other party under section 275 of a financing statement or financing change statement relating the PPSA and agrees not to make any security interest request of any other party under these terms and conditionsthat section.

PASSING OF PROPERTY AND RISK. (a) Goods supplied by a Seller Risk of damage to or loss of the goods shall pass to the Buyer shall Purchaser in the case of goods to be delivered otherwise than at the BuyerCompany’s risk immediately upon delivery to the Buyerpremises, into the Buyer’s custody or at the Buyer’s direction (whichever happens first).The Buyer shall insure the goods from the time of that delivery, or, if the Purchaser wrongfully fails to take deliveryofthegoods, thetimewhentheCompanyhastendereddeliveryofthegoods. (b) Notwithstanding delivery at its cost against such risks as it thinks appropriate, shall note and the interest passing of the Seller named risk in the relevant Sales Invoice on goods, or any other provision of these General Conditions of Sale the insurance policy and shall produce a certificate of currency to this effect to that Seller upon requestpropertyin the goodsshallnot pass tothe Purchaseruntilthe Company has received incash or clearedfundspaymentinfullof thepriceofthe goods. b(c) Property Until such time as the property in the goods supplied by a Seller passes to the Buyer under these terms Purchaser, the Purchaser shall hold the goods as the Company’s fiduciary agent and conditions bailee, and shall keep the goods separate from those of the Purchaser and third parties and properly stored, protected and insured and identified as the Company’s property, but shall be entitledto resellor use the goodsin the ordinarycourseof its business. If the Purchaser resells the goods it does so as principal and not pass as the Company’s agent and property to the Buyer until those goods and other goods have been paid for in fullshall pass from the Company to the Purchaser immediately before the time at which resale by the Purchaser occurs. c(d) Until such time as the property in the goods passes to the Purchaser (and provided the goods are still in existence and have not been paid for in full:resold), the Company shall be entitled at any time to require the Purchaser to deliver up the goods to the Company and, if the Purchaser fails to do so forthwith, to enter upon any premises of the Purchaseroranythirdpartywherethegoodsarestoredandrepossessthegoods. i(e) The Buyer shall store Purchasershallnotbeentitledtopledgeorinanywaychargebywayofsecurityforanyindebtedness any of the goods in a manner which shows clearly that they are remain the property of the Seller which supplied them; and ii) The Buyer may sell Company, but if the goods, in Purchaser does so all moneys owing by the ordinary course of its business, as agent for the Seller and shall account Purchaser to the Seller for the proceeds of sale Company shall (including without prejudice to any proceeds from insurance claims). These proceeds must be kept in a separate bank account. d) The Buyer irrevocably authorises the Seller at any time to enter onto any premises upon which: i) The Seller’s goods are stored to enable the Seller to:–inspect the goods; ii) and/or–if the Buyer has breached these terms and conditions, reclaim the goods; iii) The Buyer’s records pertaining to the goods are held to inspect and copy such records. e) The Buyer and the Seller agree that the provisions of this clause apply notwithstanding any arrangement under which the Seller grants credit to the Buyer. f) Each party consents to the other perfecting any security interest under these terms and conditions which arises by operation right or remedy of the PPSA in any property by registration under the PPSA Company) forthwith become due and agrees to do anything reasonably requested by the other party to enable it to do sopayable. g) The Buyer waives the right to receive a copy of the verification statement confirming registration of a financing statement or financing change statement relating to any security interest under these terms and conditions.