Common use of Retention of Title Clause in Contracts

Retention of Title. Supplied Goods shall remain Seller’s property until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods shall remain 11.1. Title to all delivered goods remains with the Seller until the Buyer has paid all sums owing to the Seller in connection with the respective Contract and all other obligations of the Buyer towards the Seller arising under or in connection with the respective Contract have been fulfilled. Any processing of the delivered goods by the Buyer takes place on behalf of the Seller without imposing obligations on the Seller’s property until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods the delivered goods are processed combined, and/or mixed by Customer with other goods belonging to himnot owned by the Seller, then Xxxxxx has the entire Seller acquires a co-ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other newly produced goods belonging to other suppliers, then Seller has a joint ownership right in pro rata the whole value of the new delivered goods with such suppliersat the time of the processing. 11.2. In such case, Seller’s ownership The Buyer shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods sell the delivered goods in the ordinary usual course of business. Use Any possible claims resulting from such sale shall herewith be assigned to the Seller in advance and the Buyer shall undertake all necessary publicity requirements for enforceability of Goods for executing service contracts and contracts for worksuch assignment. The Buyer shall provide The Seller with written customer lists upon the Seller’s request. If the Buyer sells any goods co-owned by the Seller, labour and material is herein regarded the assignment shall apply in the same volume as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Sellerthis co-ownership. Customer is The Seller shall be entitled to collect the receivables from resellingassigned sum. 11.3. The Buyer is obliged to appropriately insure the goods still owned by the Seller against all common risks, unless Xxxxxx withdraws particularly against fire, burglary or damage caused by water at its own expense, to treat them cautiously and store them properly. 11.4. In case the direct debit authorization Buyer is in delay of overdue payment considering a grace period of 10 working days, the Seller shall be entitled to demand restitution of the delivered goods or to collect the delivered goods and to sell them as they are (i.e. including their packing) to any third persons. One or several of these acts shall not be considered as termination of the respective orders and does not relieve the Buyer to effect payment of the invoiced amounts. In case the delivered goods are sold to third parties by the Seller, the Buyer states and guarantees that this will not result in the infringement of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged intellectual property rights (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s e.g. trademark rights with respect regard to third parties. Customer shall be obligated to inform signs, logos and words, etc.) that are imprinted on the respective goods or packaging and waives any rights the Buyer may have against the Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Sellerresulting therefrom. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above11.5. Moreover, Customer undertakes (i) to take a general liability all risks insurance policyThe Seller may, at its own costfree discretion, including coverage as to however, also terminate the deterioration and/or theft of all or a part of Goods and/or unpaid order, without limiting any of the new goods and (ii) provide to Seller’s claims arising out of or in connection with the Buyer’s breach of contract, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretoin particular claims for damages.

Retention of Title. Supplied Goods shall remain Seller’s property until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods shall remain 11.1. Title to all delivered goods remains with the Seller until the Buyer has paid all sums owing to the Seller in connection with the respective Contract and all other obligations of the Buyer towards the Seller arising under or in connection with the respective Contract have been fulfilled. Any processing of the delivered goods by the Buyer takes place on behalf of the Seller without imposing obligations on the Seller’s property until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods the delivered goods are processed combined, and/or mixed by Customer with other goods belonging to himnot owned by the Seller, then Xxxxxx has the entire Seller acquires a co-ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other newly produced goods belonging to other suppliers, then Seller has a joint ownership right in pro rata the whole value of the new delivered goods with such suppliersat the time of the processing. 11.2. In such case, Seller’s ownership The Buyer shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods sell the delivered goods in the ordinary usual course of business. Use Any possible claims resulting from such sale shall herewith be assigned to the Seller in advance and the Buyer shall undertake all necessary publicity requirements for enforceability of Goods for executing service contracts and contracts for worksuch assignment. The Buyer shall provide the Seller with written customer lists upon the Seller’s request. If the Buyer sells any goods co-owned by the Seller, labour and material is herein regarded the assignment shall apply in the same volume as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Sellerthis co-ownership. Customer is The Seller shall be entitled to collect the receivables from resellingassigned sum. 11.3. The Buyer is obliged to appropriately insure the goods still owned by the Seller against all common risks, unless Xxxxxx withdraws particularly against fire, burglary or damage caused by water at its own expense, to treat them cautiously and store them properly. 11.4. In case the direct debit authorization Buyer is in delay of overdue payment considering a grace period of 10 working days, the Seller shall be entitled to demand restitution of the delivered goods or to collect the delivered goods and to sell them as they are (i.e. including their packing) to any third persons. One or several of these acts shall not be considered as termination of the respective orders and does not relieve the Buyer to effect payment of the invoiced amounts. In case the delivered goods are sold to third parties by the Seller, the Buyer states and guarantees that this will not result in the infringement of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged intellectual property rights (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s e.g. trademark rights with respect regard to third parties. Customer shall be obligated to inform signs, logos and words, etc.) that are imprinted on the respective goods or packaging and waives any rights the Buyer may have against the Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Sellerresulting therefrom. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above11.5. Moreover, Customer undertakes (i) to take a general liability all risks insurance policyThe Seller may, at its own costfree discretion, including coverage as to however, also terminate the deterioration and/or theft of all or a part of Goods and/or unpaid order, without limiting any of the new goods and (ii) provide to Seller’s claims arising out of or in connection with the Buyer’s breach of contract, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretoin particular claims for damages.

Retention of Title. Supplied Goods 1. The Supplier reserves the right to retain the title to the goods supplied by the Supplier and any items created by processing or finishing these goods until all of the Supplier’s current or future receivables due from the Buyer and arising from the business relationship have been settled in full. The Buyer shall remain Seller’s property until fulfillment by Customer separately store and label the goods subject to extended retention of its payment obligations as described abovetitle. 2. As such: (a) If Goods The goods subject to retention of title are processed combinedand finished for the Supplier as manufacturer within the meaning of Section 950 BGB, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has without this creating an obligation for the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its paymentsSupplier. In the event Xxxxxx withdraws of the direct debit authorizationBuyer processing goods subject to retention of title together with other goods, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer Supplier shall be obligated entitled to inform Seller without delay about any garnishment and/or any other actions adversely affecting co-ownership of the Goods undertaken by third parties. If new items in proportion to the value of the existing security interests obtained goods subject to retention of title that have been processed compared to the other goods at the time of processing or finishing. The Buyer shall herewith already transfer the Supplier’s potential co- ownership shares created by Customer combining, blending or mixing the goods supplied with other items to the Supplier. It shall herewith be agreed that the Buyer holds the goods in its role as a custodian for the benefit Supplier and act with the due diligence of Seller exceeds a business person in this respect. 3. The Buyer may only sell the goods supplied and the items created from processing or finishing, combining, blending and mixing these goods during the proper course of business and in return for cash or subject to retention of title. The goods shall not be assigned as security or pledged, nor shall any other decrees be permitted which infringe the Supplier’s rights. 4. The Buyer shall herewith already assign the receivables due to the Supplier due to the Buyer selling on the goods or any other legal reason relating to the goods subject to retention of title to the Supplier to provide the latter with security to the value or proceeds of the goods, if they do not reach the value of the goods. If the Buyer sells the goods subject to retention of title together with other goods, the Buyer shall assign the purchase price receivable for the goods subject to retention of title in full, or to the value of the processed goods subject to retention of title which are being sold in the event of the goods previously having been processed or finished together with goods not belonging to the Supplier. At a minimum, the value shall be the price agreed between the Supplier and Buyer (total value). 5. As long as the Buyer meets its obligations, the assignment shall be treated as a silent assignment and the Buyer may collect the receivable. The Buyer shall separately book and manage the payments received on the assigned receivables. 6. Should the value of the securities exceed the Supplier’s receivables due or non-due by more than 20 % 20%, the total invoiced amount Buyer may request for them to be released. The Buyer shall agree to insure the goods supplied and items created therefrom against accidental damage or destruction, including risk of fire and theft, and provide the contractual debt Supplier with proof of Customer, Seller is obliged, such insurance upon Customer’s request, to release Goods selected by Seller. (d) Customer 7. The Buyer shall have notify the sole liability for, Supplier immediately about any third-party access to the goods subject to retention of title or assigned receivables and provide all documents required for intervention of such actions. The Buyer shall bear all risks and the costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretointervention.

Retention of Title. Supplied Goods shall remain Seller’s property until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx Seller withdraws the direct debit authorization authorisation in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorizationauthorisation, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods shall remain Seller’s property until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx Seller has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx Seller withdraws the direct debit authorization authorisation in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx Seller withdraws the direct debit authorizationauthorisation, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods shall remain Seller’s property until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods shall remain Seller’s property Title to all delivered goods remains with Mondi until fulfillment the buyer has paid all sums owing to Mondi in connection with the respective contract and all other obligations of the buyer towards Mondi arising under or in connection with the respective contract have been fulfilled. Any processing of the delivered goods by Customer the buyer takes place on behalf of its payment Mondi without imposing obligations as described aboveon Mondi. As such: (a) If Goods the delivered goods are processed combined, and/or mixed by Customer with other goods belonging to himnot owned by Mondi, then Xxxxxx has the entire Mondi acquires a co-ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other newly produced goods belonging to other suppliers, then Seller has a joint ownership right in pro rata the whole value of the new delivered goods with such suppliersat the time of the processing. In such case, Seller’s ownership The buyer shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods sell the delivered goods in the ordinary usual course of business. Use Any possible claims resulting from such sale shall herewith be assigned to Mondi in advance and buyer shall undertake all necessary publicity requirements for enforceability of Goods for executing service contracts and contracts for worksuch assignment. Buyer shall not provide Mondi with written customer lists without Xxxxx’x prior consent in writing. If the buyer sells any goods co-owned by Mondi, labour and material is herein regarded the assignment shall apply in the same volume as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Sellerthis co-ownership. Customer is Mondi shall be entitled to collect the receivables from resellingassigned sum. The buyer is obliged to appropriately insure the goods still owned by Mondi against all common risks, unless Xxxxxx withdraws particularly against fire, burglary or damage caused by water at its own expense, to treat them cautiously and store them properly. In case buyer is in delay of overdue payment considering a grace period of 10 working days, Mondi shall be entitled to demand restitution of the direct debit authorization delivered goods or to collect the delivered goods and to sell them as they are (i.e. including their packing) to any third persons. One or several of these acts shall not be considered as termination of the respective orders and does not relieve buyer to effect payment of the invoiced amounts. In case the delivered goods are sold to third parties by Mondi, buyer states and guaranties that this will not result in case the infringement of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged intellectual property rights (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s e.g. trademark rights with respect regard to third partiessigns, logos and words, etc.) that are imprinted on the respective goods or packaging and waives any rights buyer may have against Mondi resulting therefrom. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policyMondi may, at its own costfree discretion, including coverage as to however, also terminate the deterioration and/or theft unpaid order, without limiting any of all Mondi’s claims arising out of or a part in connection with the buyer’s breach of Goods and/or of the new goods and (ii) provide to Sellercontract, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretoin particular claims for damages.

Retention of Title. Supplied Goods shall remain Seller’s property Stäubli retains the title to the delivered goods until fulfillment by Customer of its payment obligations as described above. As such: the customer has settled all claims arising from the business relation (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new “reserved goods”). If Goods a current account rela- tionship exists, the retention of title extends to the recognized balance. The customer is obligated to treat the reserved goods with care and maintain them; in particular, it must insure them at its own expense against loss and damage to an extent sufficient to cover the replacement value. The insurance poli- cy and proof of payment of the premiums shall be submitted to Stäubli upon request. The customer hereby assigns claims arising from the insurance relationship to Stäubli. The assignment shall cease as soon as the title passes to the customer. Processing of the reserved goods by the customer shall be done for Stäubli as the manufacturer, without Stäubli thereby in- curring an obligation. If the reserved goods are processed, combined, and/or mixed by Customer with other goods belonging connected to other suppliersgoods, then Seller has a Stäubli shall acquire joint ownership right of the newly man- ufactured goods in accordance with the whole proportion of the net invoice value of the re- served goods to that of the other materials. The customer is only allowed to resell the reserved goods or new goods with such suppliersin the ordi- nary course of business; however, it hereby assigns in advance to Stäubli all claims that accrue to it from the resale or reuse. In such caseIf the reserved goods are sold after processing, Seller’s ownership shall be calculated on connection, or mixing, the basis assignment of claims from the resale only apply up to the amount of the ratio of the invoiced value of the Goods reserved goods charged to the invoiced value of all goods, which were used for manufacturing customer by Stäubli. Stäubli accepts the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of businessassignment. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer The customer is entitled to collect the receivables from resellingclaims assigned to Stäubli as long as it meets its obligations in terms of payment to Stäubli. Stäubli can re- strict this authority to collect at any time on the basis of a legitimate interest, unless Xxxxxx withdraws the direct debit authorization or revoke it for cause, especially in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears default on any of its payments. In payment, and demand that the event Xxxxxx withdraws customer make the direct debit authorizationassigned claims and their debtors known, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller provide all information necessary for collection, hand over the associated docu- ments, and documents necessary in order notify its debtors of the assign- ment. Taking back reserved goods does not entail withdrawal from the agreement. If Stäubli declares withdrawal, Stäubli is enti- tled to establish and confirm Seller’s rights with respect to third partiessell them on the open market. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken Access by third partiesparties to the reserved goods must be reported to Stäubli immediately. The customer shall bear the costs incurred by defense against access, unless they can be recovered from the third party. If the value of the existing security interests obtained securities exceeds Stäubli’s claims by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer10%, Seller is obligedStäubli shall, upon Customerthe customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, securities at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretodiscretion in this connection.

Retention of Title. Supplied Goods 10.1 The retention of title agreed below shall serve to secure all respective existing current and future claims of the Seller against the Principal from the delivery relationship ex- isting between the contracting partners (including balance claims from a current ac- count relationship limited to this delivery relationship). 10.2 The goods delivered by the Seller to the Principal shall remain Seller’s property until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership until all secured claims have been paid in full. The goods and the goods replacing pursuant to the provisions below and covered by the retention of title shall hereinafter be referred to as “goods subject to retention of title”. 10.3 The Principal shall store the goods subject to retention of title free of charge for the Seller. 10.4 The Principal shall be calculated on entitled to process and alienate the basis goods subject to retention of title in the normal course of business until the utilisation event (clause 10.9) occurs. Pledges and chattel mortgaging shall not be permitted. 10.5 Where the Principal processes the goods subject to retention of title, it shall be agreed that processing shall be performed in the name and for account of the ratio Seller as manu- facturer and the Seller shall directly acquire the ownership or, where processing is based on substances of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility several owners or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained processed item exceeds the value of the goods subject to retention of title, the co-ownership (fractional owner- ship) of the newly created item at the ratio between the value of the goods subject to retention of title and the value of the newly created item. Where the Seller is not in- tended to acquire such ownership, the Principal shall already now transfer its future ownership or, at the aforementioned ratio, co-ownership of the newly created item to the Seller as a security. Where the goods subject to retention of title are combined or inseparably mixed with other items to a uniform item and one of the other items is to be regarded as the main item, the Seller shall transfer co-ownership of the uniform item to the Principal on a pro rata basis at the ratio specified in sentence 1 to the ex- tent that the main item is the Principal’s ownership. 10.6 If the goods subject to retention of title are further alienated, the Principal shall already now assign the resulting claim against the acquirer to the Seller by Customer way of security, on a pro rata basis according to the co-ownership share for co-ownership of the Seller of the goods subject to retention of title. The same shall apply to any other claims that replace the goods subject to retention of title or arise otherwise regarding the goods subject to retention of title, such as insurance claims or claims from tort for loss or de- struction. The Seller shall irrevocably authorise the Principal to collect in its own name the payments assigned to the Seller. The Seller may revoke such collection authorisa- tion only in the utilisation event. 10.7 Where third parties access the goods subject to retention of title, especially by sei- zure, the Principal shall immediately point them to the Seller’s ownership and shall in- form the Seller thereof to enable the Seller to enforce its rights of ownership. Where the third party is unable to compensate the Seller for the benefit court and out-of-court costs incurring in this context, the Principal shall be liable vis-à-vis the Seller. 10.8 The Seller shall release the goods subject to retention of Seller title and the items or claims replacing them to the extent that their value exceeds in total more than 20 % the total invoiced amount of the contractual debt secured claims by more than 50%. The selection of Customer, Seller is obliged, upon Customerthe objects to be released accordingly shall be the Seller’s request, to release Goods selected by Sellerresponsibility. (d) Customer shall have 10.9 If the sole liability for, and shall bear all risks and costs associated with Seller rescinds the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as agreement due to the deterioration and/or theft of all or a part of Goods and/or purchaser’s conduct contrary to the agreement, especially default in payment (utilisation event), it shall be entitled to claim surrender of the new goods and (ii) provide subject to Seller, at its first request, a certificate confirming both such insurance coverage and the payment retention of the insurance premium related theretotitle.

Retention of Title. Supplied Goods shall remain Seller’s property until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx Seller withdraws the direct debit authorization authorisation in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorizationauthorisation, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods shall remain SellerSel- ler’s property until fulfillment by Customer of its payment obligations obliga- tions as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer Cu- stomer with other goods belonging xxxxx- xxxx to him, then Xxxxxx has the entire ownership on the new goodsgo- ods. If Goods are processed, combinedcom- bined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced in- voiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer Cu- stomer is exclusively entitled to resell Goods in the ordinary course cour- se of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security securi- ty purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization de- bit authorisation in case of any doubt about Customer’s solvency solven- cy and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx Seller withdraws the direct debit authorizationautho- risation, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary ne- cessary in order to establish and confirm Seller’s rights with respect re- spect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment garni- shment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests in- terests obtained by Customer for the benefit of Seller exceeds in total to- tal more than 20 % the total invoiced in- voiced amount of the contractual debt of Customer, Seller is obligedobli- ged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described descri- bed in Article 6 a) above. MoreoverMore- over, Customer undertakes undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration de- terioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretothere- to.

Retention of Title. Supplied Goods The Seller retains the title to the items until all claims of the Seller against the Buyer from the business relationship, including future claims arising from simultaneous or subsequent contracts, are settled. This shall remain Seller’s property until fulfillment by Customer also apply if individual or all claims of its payment the Seller have been included in a current invoice and the balance is drawn and recognised. The assertion of our retention of title rights is not to be regarded as cancellation of the contract. We rather retain, in addition to the right to the return of our property, our rights under the contract of sale, in particular claims for damages and lost profits. If the Buyer defaults, or violates one of the obligations as described abovetowards us from the agreed retention of title, the entire balance is due immediately. As such: (a) If Goods In these cases, we are processed combined, and/or mixed by Customer with other goods belonging entitled to him, then Xxxxxx demand the return of the items and to collect them from Buyer. The Buyer has no right of possession. The Buyer has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership revocable right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the reserved items within the context of an ordinary course of business. Use of Goods for executing service contracts The Buyer hereby assigns to us all receivables and contracts for workancillary rights entitled to him from the resale. If, labour and material is herein regarded as a resale. (c) Customer’s after processing / blending, the reserved items are resold by the Buyer along with items not belonging to the Seller, the Buyer shall assign all receivables arising out from the resale in the amount of the resale value of Goods are already assigned, for security purposes, exclusively the reserved items together with all ancillary rights and with priority. The Seller accepts the reassignment.The Buyer is also authorised to collect receivables even after the reassignment. The Seller. Customer is entitled 's right to collect the receivables from resellingourselves remains unaffected. However, unless Xxxxxx withdraws the direct debit authorization in case Seller undertakes not to collect the receivables as long as the Buyer meets its payment and other obligations. The Seller may require the Buyer to provide details of the reassigned receivables and their debtors, and all information necessary for collection, including the relevant documents, and to inform the debtors of the reassignment. Any working or processing of the reserved items by the Buyer for the Seller may be done without the latter being under any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its paymentsnew obligation. In processing, blending, combining or mixing of the event Xxxxxx withdraws reserved items with other items not belonging to the direct debit authorizationSeller of the items, Customer is obliged (i) this results in the Seller receiving co-ownership of the new item in proportion to inform its clients immediately about the assignment value of the reserved items used in the processing at the time of processing, combining, mixing or blending. If the Buyer acquires sole ownership of the new item, the contracting parties agree that the Buyer grants to the Seller and that ownership of the new item in relation to the value of the processed, blended, mixed or combined reserved items, without cost to the Seller. The assigned receivables serve, in any case, as security for all of our receivables referred to in paragraph 1. If, in connection with the payment of the purchase price due by the Buyer, a mutual liability of the Seller is justified, the owner retention of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer title as well as the underlying receivable from delivery of items shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting not expire before the Goods undertaken cashing of the bill of exchange by third partiesthe Buyer as drawee. If the value of the existing security interests obtained securities exceeds by Customer for the benefit of Seller exceeds in total more than 20 20% the total invoiced amount of receivables to be secured, the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment request of the insurance premium related theretoBuyer, is obliged to release such collateral. The Buyer is not authorised to dispose of the reserved items in any manner other than the above, in particular with regard to pledges or security interests. It must notify us of any infringement of the rights to the items in our property immediately.the underlying receivable from delivery of items shall not expire before the cashing of the bill of exchange by the Buyer as drawee. If the value of the existing securities exceeds by more than 20% the receivables to be secured, the Seller, at the request of the Buyer, is obliged to release such collateral. The Buyer is not authorised to dispose of the reserved items in any manner other than the above, in particular with regard to pledges or security interests. It must notify us of any infringement of the rights to the items in our property immediately.

Retention of Title. Supplied Goods shall remain Seller’s property 5.1 SELLER is granted the following security until fulfillment by Customer BUYER has satisfied all of its payment obligations as described above. As such: (a) arising out of the Contract: If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods security granted to SELLER constantly exceeds the total amount of SELLER s claims against BUYER by more than 20 %, then upon BUYER’s request SELLER shall reduce the security accordingly, insofar as a partial reduction of the security is possible without giving up the security entirely. 5.2 SELLER retains title to all products until products are fully paid. Incase SELLER loses title be-cause of an integration of SELLER s supplied products into other systems or products, BUYER’s (co-)ownership of the product resulting from the integration shall automatically be transferred to SELLER pro rata the value of SELLER s product to the value of the merged/combined product (as invoiced).BUYER shall possess the products to which SELLER has(co- )ownership as bailee for SELLER free of charge. Products to which SELLER has(co-)ownership, hereinafter are called “retention-of-title-property“. 5.3 BUYER is authorized to sell and process the retention-of-title-property in the ordinary course of business as long as BUYER is not in default of payment. BUYER shall retain title to the retention-of-title-property until BUYER has been fully paid by its customer. BUYER is not authorized to pledge or transfer the property by way of security. BUYER hereby assigns to SELLER in advance BUYER s claim for the purchase price against its customer or claims for any other reason (insurance, tort) concerning the retention-of-title-property (including the claim for the balance from cur-rent accounts), as security. XXXXXX hereby authorizes BUYER, which authorization can be withdrawn at any time, to collect such claims that are assigned to SELLER on SELLER s behalf but in BUYER s name. This authority to collect claims can only be withdrawn in case BUYER does not correctly meet its payment obligations. In case BUYER sells the retention-of-title-property together with other products, the assignment shall only comprise the part of the total claim which corresponds to the purchase price for the products in question as agreed upon between BUYER and SELLER plus 20 % thereof. 5.4 If the retention-of-title-property is attached or levied upon, the BUYER shall inform such suppliersthird party of SELLER s property and shall immediately inform SELLER thereof, submitting all documents. BUYER shall bear all cost and damages. 5.5 In case BUYER is in default of meeting its obligations to SELLER, SELLER is entitled, without prejudice to SELLER s rights under law, to request the return of the retention-of-title-property, to dispose of it in order to pay from the proceeds thereof due and payable claims against BUYER and, the case arising, to request the assignment of claims of BUYER against third parties. In such case, Seller’s ownership BUYER shall grant SELLER or our designate immediate access to the retention-of-title- property and shall deliver it to SELLER. Neither the return nor our request of return nor our attachment of the products shall be calculated on the basis deemed cancellation of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goodsContract. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer 5.6 SELLER is entitled to collect adequately insure the receivables from reselling, unless Xxxxxx withdraws retention-of-title-property at BUYER’s expense until title has fully passed to BUYER. 5.7 BUYER shall cooperate in all measures which are necessary or beneficial for the direct debit authorization in case validity or enforceability of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its paymentsSELLER s title retention claim abroad. In case SELLER delivers into countries in which the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner retention of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value title clause of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall this paragraph does not have the sole liability forsame effect as in the Federal Republic of Germany, and BUYER shall bear all risks and costs associated do everything in his power to provide SELLER with the unloading, correct handling and suitable storage other means of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft security of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretosimilar value.

Retention of Title. Supplied Goods (1) Until full payment of all present and future claims arising from the current business relationship between the Seller and the Buyer, including xxxxxxxxx claims and claims for damages (together "secured claims"), the Seller shall remain Seller’s property until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods retain title to the invoiced value of all goods sold ("reserved goods, which were used for manufacturing the new goods"). (b2) As long as Customer The Buyer is not in default and provided that it reserves its property rightsentitled to pledge the reserved goods to third parties, Customer to assign them as security, but the Buyer is exclusively entitled to resell Goods the reserved goods subject to retention of title in the ordinary course of business. Use In this case, the Buyer hereby assigns to the Seller as security all claims to which he is entitled in the future against his customer as consideration for the resale of Goods the reserved goods, including all ancillary claims; the Seller accepts this assignment. The Seller may collect the claims assigned to it in its own name if the Buyer is in default of payment with regard to the reserved goods, if an application for executing service contracts the opening of insolvency proceedings has been filed or if there is any other defect in its ability to pay the purchase price from which the Seller can derive a risk to the realization of its claims. In all these cases, the Seller may demand that the Buyer informs the Seller of the assigned claims and contracts their debtors, provides all information necessary for workcollection of the claim, labour hands over the relevant documents and material is herein regarded as a resalenotifies the debtors (third parties) of the assignment. (c3) Customer’s receivables arising out If the reserved goods are not resold and not further processed, the Buyer is obliged to carefully store the reserved goods for the Seller (in particular to store them separately from other goods), to maintain and repair them to the extent necessary at his own expense as well as to insure them against loss and damage at his own expense within the scope to be demanded from a prudent businessman as long as the retention of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its paymentstitle exists. In the event Xxxxxx withdraws of loss or damage to the direct debit authorizationreserved goods, Customer the Buyer shall assign his claims arising from the insurance contracts or against third parties to the Seller. (4) The retention of title shall extend to the products resulting from the processing, mixing or combination of the reserved goods in accordance with the following provisions: If, within the meaning of Sections 947 or 948 of the German Civil Code, the reserved goods are combined or inseparably mixed with other items not belonging to the Seller in such a way that one of the other items is obliged (i) to inform its clients immediately about be regarded as the assignment to Seller and that Seller is the owner of Goodsmain product, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer it shall be obligated deemed agreed that the Buyer assigns to inform the Seller without delay about any garnishment and/or any other actions adversely affecting co-ownership of the Goods undertaken by third parties. If new item in proportion to the value of the existing security interests obtained by Customer reserved goods in relation to the other combined or mixed items and holds the co-ownership in safe custody for the benefit Seller. The parties hereby agree on the transfer of ownership in this respect. (5) In the event of breach of contract by the Buyer, in particular non-payment of the due purchase price, the Seller exceeds is entitled to withdraw from the contract in total accordance with the statutory provisions and to demand the return of the Goods on the basis of the retention of title and the withdrawal. (6) The Buyer shall immediately notify the Seller in writing of any pledges or other interventions by third parties regarding the reserved goods. The Buyer shall inform enforcement officers or third parties of the Seller's ownership of the reserved goods. The Buyer shall reimburse any judicial or extrajudicial costs incurred in connection with any such pledges or other interventions by third parties, unless the third party is responsible for the resulting costs. (7) As far as it turns out during the assertion of claims for restitution against the Buyer that the reserved goods are no longer available, all claims from the business relations become due immediately. In such cases, any bills of exchange must be redeemed immediately in cash, irrespective of their due date. (8) If more than 20 10% of the Seller's total invoiced liabilities to the Buyer are overinsured by the securities provided for in Section 8 of these GCSD, the Seller shall, at the Buyer's request and at the Buyer's option, release securities up to the amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or value exceeding 110% of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretosecured total liability.

Retention of Title. Supplied Goods (1) All goods supplied shall remain Seller’s our property (goods subject to retention of title) until fulfillment by Customer all claims against the Buyer, including future and conditional claims, have been settled. This shall also apply if the Buyer has made payment of its payment obligations as described abovespecially designated claims. As such:The retention of title shall also apply until full release from contingent liabilities, in particular guarantees or notes payable into which we have entered in con- nection with a covering transaction for a cheque or bill of exchange in the interest of the Buyer. (a2) If Goods are processed combinedHandling and processing of the goods subject to retention of title shall be carried out on our behalf as the manufacturer, and/or mixed by Customer with other goods belonging to himas defined under §950 of the German Civil Code (BGB), then Xxxxxx has the entire ownership without obligation on the new goodsour part. If Goods the goods under retention of title are processed, combined, and/or mixed by Customer joined or combined with other goods belonging items that do not belong to other suppliersus, then Seller has a joint we shall acquire co-ownership right of the new object in the whole proportion of the invoice value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on subject to retention of title to the basis of the ratio of the invoiced invoice value of the Goods other goods. Should our title cease to exist as a result of the joining, combination or processing, the Buyer shall with immediate effect transfer to us the rights of ownership or expectant rights to the invoiced new object or the new items in relation to the invoice value of all goods, which were used our goods subject to retention of title and shall store them free of charge for manufacturing the new goodsus. The rights of ownership that come about in this way are deemed to constitute goods subject to retention of title as defined by this section. (b3) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods The Buyer may only re-sell the goods under retention of title in the ordinary normal course of businessbusiness and under his normal conditions of business to his customers. Use of Goods for executing This shall also apply to service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out contracts. The claims of the resale Buyer against his customer arising from the re-sale of Goods are already assigned, for security purposes, exclusively the goods subject to Seller. Customer is entitled retention of title shall be assigned to collect us with immediate effect in the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case amount of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its paymentsour invoice value. In the event Xxxxxx withdraws the direct debit authorizationof re-sale after processing as defined under para. 2, Customer is obliged (i) to inform its clients immediately about the assignment of the claim from the re-sale in the amount of our invoice value shall apply to Seller the processed goods subject to retention of title. The assignment in advance shall extend to all surrogates for the goods subject to retention of title, e.g. claims against third parties (insurance, originators of loss) for loss, deterioration or damage to the goods subject to retention of title. (4) The Buyer shall have the right to collect claims from re-sale until we revoke this right. We shall only make use of such revocation in justified cases, e.g. on suspension of payment, application for insolvency proceedings, cheque or bill protest, seizure or default on payment. Outstanding amounts owed to us that are received thereafter shall be deposited in a separate special account under our company name. The Buyer is furthermore obliged to identify the assigned claims and that Seller debtors and provide all information required for us to make collections. In addition, the Buyer shall provide us with copies of the associated documentation (delivery notes, invoices) and notify the third party debtor of the assignment. (5) Under no circumstances is the owner Buyer authorised to make any further transfer, pledge or assignment of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s our reserved rights with respect to third parties. Customer The Buyer shall be obligated notify us immediately of any completed or imminent seizure of the goods that are subject to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken retention of title by third partiesparties and shall notify such parties of our retention of title. The Buyer shall meet any intervention costs that we incur. (6) If the value of existing securities exceeds the existing security interests obtained secured claims by Customer for the benefit a total of Seller exceeds in total more than 20 % 10%, we are obliged to release such surplus securities on demand by the total invoiced amount Buyer. Should the preceding rights to retention of title be invalid or unenforceable under the law of the contractual debt area in which the goods are located, security corresponding to the retention of Customer, Seller title in that area is obliged, upon Customer’s request, deemed to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) abovebe agreed. Moreover, Customer undertakes (i) The Buyer undertakes to take a general liability and comply with all risks insurance policy, at its own cost, including coverage as measures necessary to the deterioration and/or theft of all establish and uphold comparable rights or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretosecurities.

Retention of Title. Supplied Goods shall remain Seller’s property 11.1 The seller retains title to the goods until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value all claims of the new goods with such suppliersseller against the buyer arising from the business relationship, including future claims from contracts concluded at the same time or later, have been settled. In such case, Seller’s ownership This shall be calculated on the basis also apply if individual or all claims of the ratio Seller have been included in a current account and the balance has been struck and acknowledged. 11.2 If, in connection with the payment of the invoiced value purchase price by the Buyer, a bill of exchange liability of the Goods to Seller is established, the invoiced value retention of all goods, which were used for manufacturing title and the new goodsunderlying claim from deliveries of goods shall not expire before the payment of the bill of exchange by the Buyer as drawee. (b) As long as Customer 11.3 The customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods the object of sale in the ordinary course of business. Use of Goods for executing service contracts and contracts for work; however, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out he hereby assigns to us all claims in the amount of the final invoice amount (including value added tax) of our claim which accrue to him from the resale against his customers or third parties. If the reserved goods are sold unprocessed or after processing with objects which are exclusively the property of Goods the purchaser, the purchaser hereby assigns the claims arising from the resale in full to the seller. If reserved goods are sold by the buyer - after processing/combination - together with goods not belonging to the seller, the buyer already assigned, for security purposes, exclusively now assigns the claims arising from the resale in the amount of the value of the reserved goods with all ancillary rights and rank before the rest. The seller accepts the assignment. The purchaser is authorised to Sellercollect these claims even after assignment. Customer is entitled The seller's authority to collect the receivables claims himself remains unaffected; however, the seller undertakes not to collect the claims as long as the buyer duly fulfils his payment and other obligations. The seller can demand that the buyer informs him of the assigned claims and their debtors, provides all information necessary for collection, hands over the relevant documents and informs the debtors of the assignment. 11.4 Any processing or treatment of the reserved goods shall be carried out by the Buyer on behalf of the Seller without any obligations arising for the latter. If the reserved goods are processed, combined, mixed or blended with other goods not belonging to the Seller, the Seller shall be entitled to the resulting co-ownership share in the new item in the ratio of the value of the reserved goods to the other processed goods at the time of processing, combination, mixing or blending. If the Buyer acquires sole ownership of the new item, the contracting parties agree that the Buyer shall grant the Seller co-ownership of the new item in proportion to the value of the processed or combined, mixed or blended goods subject to retention of title and shall keep them in safe custody for the Seller free of charge. 11.5 The customer is only entitled and authorised to resell the reserved goods if the claim from resellingthe resale is transferred to us. The customer is not entitled to other remuneration for the reserved goods (e.g. pledging, unless Xxxxxx withdraws transfer by way of security). If the direct debit authorization customer is in case default of payment, he shall be obliged, at our request, to notify the third party customer of the assignment for payment to us and to disclose the necessary information and documents. 11.6 A lien in favour of the supplier shall be created on all raw materials of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In kind handed over by the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary customer upon handover in order to establish secure all present and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting future claims of the Goods undertaken by third parties. Supplier arising from deliveries of goods. 11.7 If the value of the existing security interests obtained securities exceeds the claim s to be secured by Customer for the benefit of Seller exceeds in total more than 20 % 20%, the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, seller shall be obliged to release Goods selected by Sellerthe securities at the buyer's request. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods (1) Seller retains title to all goods supplied by it until full payment of the amounts invoiced. If the goods have been used in the production or completion of other goods or plants or constructions, etc. the retention of title shall remain Seller’s extend to such product achieved by using the goods or services which have not been paid and to any turnover or income generated by it. If goods which are the property until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods the Seller are processed combinedmixed, and/or mixed by Customer blended or combined with other goods belonging items, the Buyer already at this point assigns his ownership rights or co-ownership rights to him, then Xxxxxx has the entire ownership on the new goodsitem to the Seller and shall hold the item in safe custody for the Seller with the care of a prudent businessman. If Goods The Buyer may only sell the products which are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value property of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods Seller in the ordinary course of businessbusiness provided that he is not in default of payment and ensures that monies received are transferred to Seller. Use Xxxxxx, Xxxxx assigns his purchase price claims from resale vis-à-vis his customers to the Seller and shall make the notification which is required for this assignment clause to become effective in his books or on his invoices. In the case of Goods for executing assignment, the Seller shall also be entitled to notify the customers of the Buyer. If there are any unsettled or scheduled payments to be made by Buyer vis-à-vis Seller any Seller’s consent to resale or combine the products shall automatically expire, if insolvency proceedings are opened over the assets of Buyer. (2) In the event of any third-party action against Seller’s or service contracts results (such as plans, drawings) delivered under retention of title or any receivables assigned to Seller, Buyer shall notify such party of Seller’s property/ right and contracts for workimmediately inform Seller about such action. Buyer shall bear the costs of any intervention. (3) If Buyer shall be in breach of contract, labour in particular in payment default, it shall, upon Seller’s demand, immediately return all goods delivered under retention of title and material is herein assign to Seller any repossession claims against any third party in conjunction with such goods. Any repossession or enforcement proceedings with regard to the goods delivered under retention of title shall not be regarded as a resalerescission of this Agreement. (c4) Customer’s receivables arising out Any assignment of the resale of Goods are already assignedthis Agreement, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case or of any doubt about Customer’s solvency and/or financial credibility rights or if Customer is in arrears on any obligations hereunder by Xxxxx without prior written consent of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Sellernull and void. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods shall remain Seller’s property 7.1 Infinigate retains property, title and ownership to all Prod- ucts supplied to you, whether in their original form or in- corporated in or attached to another product, until fulfillment receipt of full payment in cleared funds by Customer of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value Infinigate from you of the new goods with such suppliers. In such caseprice for the Products and all related amounts owed, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods including (without limitation) future receivables and/or any amounts owed by you to the invoiced value of all goods, which were used for manufacturing the new goodsInfinigate pursuant to para- graph 2.5. 7.2 (b) As long as Customer is This paragraph 7.2 only applies where you are a re- seller. For the avoidance of doubt, where you are an end customer, you will not in default and provided that it reserves its property rights, Customer is exclusively entitled be permitted to resell Goods the Prod- ucts). You may resell the Products in the ordinary course of businessbusiness even if title to the Products has not passed to you. Use You must assign all future claims arising from the distribution and/or sale of Goods such Products to Infinigate until full payment of all outstanding amounts for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customerthe relevant Products has been received from you by Infinigate. You are authorised to collect any claim from the distribution and/or sale of any such Products even after assignment. Infinigate’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled right to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on claim itself remains unaf- fected. If any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller aforementioned is the owner of Goodscase you are obliged to disclose to Infinigate, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customerat Infinigate’s request, the names and addresses of your customers to release Goods selected which you sold the Products as well as the nature and scope of your existing claims against these customers. A copy of all related documents must be handed by Selleryou to Infi- nigate and you must also notify the purchasers of the as- signed Products of Infinigate’s right to claim any out- standing amounts from such purchasers. (d) Customer shall have 7.3 You must not pledge or transfer ownership of Products where title has not fully passed to you pursuant to para- graph 7.1. If you become subject of bankruptcy, file for insolvency, suspend payments, participate in composi- tion negotiations of if your financial position substantially deteriorates in any other way which threatens your sol- vency, you will inform all relevant parties about Infi- nigate's ownership in such Products and notify Infinigate immediately in writing. 7.4 Where Infinigate reasonably believes you are or will be in breach of any part of paragraphs 4 and/or 7 of these Terms and Conditions, Infinigate or Infinigate’s agent may without notice enter any premises under your con- trol to remove any Products which are the sole liability forproperty of In- finigate, whether or not those Products are installed in or attached to any other goods, and without prejudice to any other of Infinigate’s rights. You shall bear indemnify Infinigate against all risks losses, costs and/or claims in respect of Infi- nigate’s exercise of Infinigate’s rights under this para- graph 7. 7.5 You are obliged to treat the Products for which title has not passed pursuant to paragraph 7.1 with all reasonable care, in particular you are obliged to insure them (with a reputable insurer) at your own expense against fire, wa- ter and costs associated theft at replacement value. Products delivered for testing and demonstration purposes shall remain the property of Infinigate. You are obliged to handle the Products with proper care and store them in a manner to enable them to be identified and cross referenced to par- ticular invoices provided to you by Infinigate. You are al- lowed to use such Products only within the unloadingterms agreed. 7.6 Quotations, correct handling system analysis, project documents, draw- ings, samples, drafts and suitable storage other documents of Goods and/or the new goods as described in Article 6 a) above. MoreoverInfinigate provided to you before a contract is concluded, Customer undertakes (i) may not be copied, used by you nor otherwise disclosed to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretoany third party.

Retention of Title. Supplied Goods shall 1.) The goods delivered by the Supplier remain Seller’s the property until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new Supplier until full payment of all claims arising from the business relationship has been effected. 2.) The Buyer is not entitled to neither pledge nor assign the delivered goods with such supplierssubject to retention of title as security for a debt. In such casethe event of seizures and other court orders by third parties, Seller’s ownership shall be calculated on the basis Buyer must inform the third party about our reservation of title and must notify the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goodsSupplier immediately in writing. (b3.) As long as Customer The Buyer is not in default and provided that it reserves its property rightsentitled, Customer is exclusively entitled subject to resell Goods revocation at any time, to resell, to combine or to process the delivered goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c4.) Customer’s receivables arising out In the event of the resale of Goods are already assignedretained goods, for the Buyer hereby assigns the Supplier (without the necessity of an explicit assignment) his claims from the resale as well as all security purposes, exclusively and ancillary rights against his customer up to Sellerthe amount of the value of the respective resold goods in order to secure our claim. Customer The Buyer is revocably entitled and obliged to collect the receivables assigned claim. 5.) The processing or combination of our goods with other products shall be performed for us as manufacturer, however, without any obligations for us. If our ownership ceases as a result of combining or processing, the Buyer agrees that we shall acquire co-ownership rights to the items resulting from resellingany such processing or combination, unless Xxxxxx withdraws to the direct debit authorization in case extent of any doubt about Customer’s solvency and/or financial credibility the value of the goods delivered by us. The delivery will be superseded by the Buyer safeguarding the item on our behalf. The co-ownership rights resulting hereafter shall be deemed as goods subject to retention of title. If the goods resulting from the processing or if Customer combination are re-sold, clause 4 shall apply correspondingly. The claim arising from the resale (including the security and ancillary rights) up to the amount of the contract price agreed between us and the Buyer is in arrears on any of its payments. assigned to us. 6.) In the event Xxxxxx withdraws of suspension of payment or bankruptcy filing of the direct debit authorizationBuyer or in case the Buyer is in default of payment, Customer the authorization for resale, processing or combination as well as for the collection of customer claims by the Buyer automatically expires. 7.) In the event of default of payment or other behaviour contrary to the contract, the right of the Buyer to posses goods subject to retention of title expires. In this case we are entitled to take back the goods delivered subject to retention of title and to access the Buyer’s premises, where the goods are stored. Taking back the goods does not constitute a withdrawal from the contract. The return costs are to be carried by the Buyer. If we demand the release of the retained goods, the Buyer is obliged (ito follow this request without delay. In case retained goods are re-sold, the Buyer must inform the Supplier on request immediately in writing, to whom he has sold the goods and which claims have arisen as a result of this resale. 8.) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained collateral exceeds our outstanding claims by Customer for the benefit of Seller exceeds in total more than 20 % %, the total invoiced amount Supplier must release individual securities on request of the contractual debt Buyer. The choice of Customer, Seller security to be released is obliged, upon Customerat the Supplier’s request, to release Goods selected by Sellerdiscretion. (d9.) Customer shall have If the sole liability for, and shall bear all risks and costs associated with agreed retention of title or the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as assignment is not legally valid according to the deterioration and/or theft law applicable where the retained goods are located, then a security corresponding to the retention of all title or a part of Goods and/or the assignment shall be deemed to be agreed. If the involvement of the new goods Buyer is necessary for this purpose, he must take all measures at his own expense that are required for substantiating and (ii) provide to Seller, at its first request, a certificate confirming both maintaining such insurance coverage and the payment of the insurance premium related theretorights.

Retention of Title. Supplied Goods 1. The goods shall remain Seller’s our property until fulfillment by Customer payment of its payment obligations as described aboveall future claims arising from our business relationship with the purchaser. As such:This also includes conditional claims. This applies in full to any created design sketches and tools for the production of the goods. (a) If Goods are processed combined2. In case of a connection, and/or mixed by Customer blending or processing of the reserved goods within the meaning of § § 947, 948 and 950 German Civil Code with other goods items not belonging to himus, then Xxxxxx has the entire we shall be entitled to a co-ownership on of the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s The co-ownership shall be calculated on the basis of determined by the ratio of the invoiced invoice value including sales tax of the goods delivered by us and the remaining value of the Goods to goods that are connected or processed with such. The purchaser shall store the invoiced value goods free of all goods, which were used charge for manufacturing the new goodsus. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods 3. The purchaser may sell the reserved goods in the ordinary course of business. Use busi- ness, against immediate payment or under retention of Goods for executing service contracts title; he shall not be entitled to other dispositions; especially regarding the transfer of security and contracts for work, labour and material is herein regarded as a resalepledge. 4. The purchaser hereby already assigns to us his claims arising from the resale of the reserved goods (cresale price including sales tax) Customer’s receivables arising out - including the corresponding claims from bills of exchange with all ancillary rights. The same applies to his claims from the resale of goods to which we have co-ownership under paragraph 2. In this event, the cession shall be extended to that part of the resale price of Goods the goods in question, including sales tax, which corre- sponds to our co-ownership in accordance with paragraph 2. In the event that the reserved goods are sold by the purchaser together with other goods not belonging to us at a total price, the assignment shall only apply to the amount with which we charged the purchaser for the reserved goods including sales tax. 5. In the event that the claims of the purchaser from the resale are included in a current account, the purchaser shall hereby also already assigned, for security purposes, exclusively assign his claim from the current account towards his customers. The cession shall apply to Sellerthe resale price of the reserved goods including VAT. 6. Customer The buyer is entitled to collect the receivables claims assigned to us until revocation. A cession or pledge of these claims is allowed only with our written consent. Should the purchaser be in default or not meet his obligations resulting from resellingthe agreement of the retention of title, unless Xxxxxx withdraws the direct debit authorization purchaser shall, at our request, notify the debtors of the assignment in case writing, providing us with all infor- mation and submitting and sending to us any documents and transferring any bills of any doubt about Customer’s solvency and/or financial credibility or exchange. For this purpose the purchaser shall grant to us, if Customer is in arrears on any of its paymentsneces- sary, access to the relevant documents. 7. In the event Xxxxxx withdraws presence of the direct debit authorizationcircumstances referred to in paragraph 6 sentence 3, Customer is obliged (i) the purchaser shall grant us access to inform its clients immediately about the assignment reserved goods still in his possession, send to Seller us a detailed list of the goods, separate the goods and that Seller is the owner of Goods, (ii) and return them to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third partiesus after a successful withdrawal. 8. If the value of this security exceeds the existing security interests obtained amount of our claim by Customer for the benefit of Seller exceeds in total more than 20 % 20%, we shall release the total invoiced amount security at our discretion, at the request of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Sellerpurchaser. (d) Customer 9. The purchaser must inform us of any third-party access to the reserved goods or the claims assigned to us immediately in writing and support us in every way with the intervention. 10. The cost of complying with said obligations to cooperation in the prosecu- tion of all rights arising from the retention of title and of any expenditures due to the maintenance and storage of the goods shall be borne by the purchaser. 11. In the case of an application for opening the insolvency proceedings over the assets of the purchaser, we shall have the sole liability forright to request withdrawal from the contract by written declaration, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage far as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretoour claims are not yet settled.

Retention of Title. Supplied Goods shall remain Seller’s property (1) Xxxxxx retains full title to its Services until fulfillment by Customer payment in full of all of its payment obligations receivables against Customer arising from the Contract. Such receivable shall include claims based on checks and bills of exchange as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goodswell as open ac- counts receivable. (b2) As long as Customer hereby represents and warrants to treat the goods subjected to and for the duration of retention of title with due care and in particular to insure the goods at its sole expense against any damage caused by fire, water and theft at replacement value. Customer hereby assigns all claims for damages under the insurance policy to Xxxxxx and Xxxxxx hereby accepts such assignment. If the assignment is not in default and provided that it reserves its property rightspermitted under applicable law, Customer is shall irrevocably instruct the insurance carrier to effect any insurance payments exclusively to Xxxxxx. All of Nes- per’s other rights associated with the foregoing shall remain unaffected. (3) Customer shall only be entitled to resell Goods sell the goods subjected to retention of title in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Sellerbusi- ness. Customer is shall not be entitled to collect pledge the receivables from resellinggoods subjected to retention of title, unless Xxxxxx withdraws transfer the direct debit authorization in case goods by way of any doubt about Customer’s solvency and/or financial credibility security or if Customer is in arrears on any of its paymentsmake other dispositions that potentially compromise Xxxxxx’x title to the goods. In the event Xxxxxx withdraws the direct debit authorizationof attach- ment or garnishment or other third party interventions, Customer shall inform Xxxxxx immediately in writing and provide all necessary information, so as to enable Xxxxxx to inform such third party with respect of its ownership rights and shall assist Xxxxxx in its activities to protect its goods subjected to retention of title. (4) Customer hereby assign all claims or demands resulting from the re-sale of goods and any ancillary rights thereto to Xxxxxx, regardless of whether the goods subjected to retention of title were sold with or without addi- tional processing and Xxxxxx hereby accepts such assignment. If the assignment is obliged not permitted under applicable law, Customer hereby irrevocably instructs the third party debtor to make any payments exclusively to Xxxxxx. Xxxxxx hereby revocably authorizes Customer to collect the claims assigned to Xxxxxx in a fiduciary capacity on behalf of Xxxxxx. Customer shall immediately pay any amount collected to Xxxxxx. Xxxxxx reserves the right to re- voke Customer’s authority to collect any amounts due and to sell the goods, in the event that Customer (i) does not fulfill its payment obligations to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goodsbenefit of, (ii) and defaults on any payments due to, (iii) stops making any pay- ments due to give Seller all information and documents necessary in order to establish and confirm SellerXxxxxx, or (iv) if insolvency proceedings are filed against Customer’s rights with respect to third partiesassets. Customer shall not re- sell any claims without Xxxxxx’x prior consent. Customer’s authority to collect shall terminate upon notice of as- signment to the third-party debtor. In the event of withdrawal of the authority to collect, Xxxxxx shall be obligated entitled to request that Customer notify Xxxxxx of assigned claims and identity of debtor, provide all information necessary for collection, deliver all pertinent documents and inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third partiesdebtor of the assignment. (5) If Customer’s claims stemming from the re-sale are transferred into a current account, Customer hereby assigns its claim against its customer based on the current account to Xxxxxx, in an amount equal to the agreed upon pur- chase price of the re-sold goods subjected to retention of title plus VAT. (6) If Xxxxxx exercises its rights in accordance with § 6 para. 5 above, Customer shall (i) xxxxx Xxxxxx immediate access to the goods subjected to retention of title, (ii) provide Xxxxxx with a detailed list of all the existing goods subjected to retention of title, (iii) separate the goods for Xxxxxx and (iv) surrender the goods to Xxxxxx upon re- quest. (7) Customer’s processing or alteration of the goods subjected to retention of title shall be deemed to be carried out to the sole benefit of Xxxxxx. Customer’s deferred right to the goods subjected to retention of title shall extend to the processed or altered items. If Xxxxxx’x goods will be joined, mixed or processed with other products not owned by Xxxxxx, then Xxxxxx shall become co-owner of the newly produced goods at an ownership-ratio of the value of Xxxxxx’x supplied goods to the existing security interests obtained by value of all other products at the time of joining, mixing or processing. Customer for shall keep custody of the newly produced goods on behalf and to the benefit of Seller exceeds Xxxxxx. The newly produced goods stemming from processing or alteration shall in total more than 20 % the total invoiced amount same manner be subjected to retention of title as the contractual debt of Customer, Seller is obliged, upon original goods. (8) At Customer’s request, Xxxxxx shall be required to partially release Goods selected the collateral to which it is legally entitled, if the liquidity value of the collateral under consideration of standard banking practices exceeds Xxxxxx’x claims stemming from its business relationship with Customer by Sellermore than ten percent (10 %), to the extent by which the collateral exceeds one hundred ten percent (110%) of Xxxxxx’x claims against Customer. Such calculation shall be based on the invoice value of the goods subjected to retention of title and on the nominal value of the claims. (d9) Customer shall have If goods are delivered to countries having a different legal system, under which the sole liability for, and shall bear all risks and costs associated with concept of retention as set forth in this paragraph will not xxxxx Xxxxxx the unloading, correct handling and suitable storage same degree of Goods and/or protection as in the new goods as described in Article 6 a) above. MoreoverFederal Republic of Germany, Customer undertakes (i) hereby agrees to provide Xxxxxx with a corresponding security interest. If further declarations or actions are necessary, Xxxxxxxx hereby agrees to make such declarations and take a general liability such action accordingly. Customer hereby agrees to participate in all risks insurance policy, at its own cost, including coverage as procedures necessary for and beneficial to the deterioration and/or theft effectiveness and enforceability of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretosecurity interest.

Retention of Title. Supplied Goods 6.1 Delivered goods shall fully remain Seller’s our property (goods sold subject to retention of title) until fulfillment by all receivables connected with the relevant legal relationship, on whatever legal grounds, have been paid in full. 6.2 For our benefit the Customer is obliged to store the goods appropriately with reasonable care and to insure them at his own expense against loss and damage to an extent which may reasonably be expected of its payment obligations as described abovea prudent businessman. As such:Hereby the Customer assigns to us in advance any claims which may accrue from the insurance policies. Upon our request, the Customer is obliged to provide us with a complete inventory of the reserved goods. (a) If Goods are processed combined6.3 In case of processing, and/or mixed by Customer combining or mixing of reserved goods with other goods belonging material by the Customer we shall be entitled to him, then Xxxxxx has the entire a pro rata co-ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on product determined by the basis proportion of the ratio reserved goods used to the other ingredients of the invoiced value new product. 6.4 The Customer may dispose freely of the Goods reserved goods in the course of his business. However, this authorization will become extinct immediately if the Customer defaults on his obligations or becomes insolvent, or if composition or insolvency proceedings (or similar proceedings) have been filed or commenced. The same applies should the Customer agree with his own respective customers on a non-assignability with regard to the invoiced value of all goods, which were used for manufacturing the new goodsrespective purchase price. 6.5 The Customer immediately assigns to us any receivables as well as ancillary rights resulting from resale of (bprocessed) As long as goods initially sold by us under retention of title to the amount of our claims against himself until all our claims have been settled. The Customer is not in default shall only be entitled and provided that it reserves its property rights, Customer is exclusively entitled authorized to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material goods if it is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect made sure that the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) such sales accrue to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. us. 6.6 The Customer shall be obligated authorized to inform Seller without delay about any garnishment and/or any other actions adversely affecting collect receivables assigned to us until we revoke such authorization. We are entitled to such revocation if the Goods undertaken by third partiesCustomer defaults on financial obligations towards us resulting from our business relationship. Should the preconditions of revocation exist the Customer shall promptly upon request supply us with the complete data concerning the assigned receivables and notify the debtors of such assignment. We reserve the right to personally advise the debtors of such assignment. 6.7 If the value of the existing security interests obtained collateral deposited for our benefit exceeds the amount of secured claims by Customer for the benefit a total of Seller exceeds in total more than 20 % fifty (50) per cent, the total invoiced amount Customer shall be entitled to demand that we insofar release securities of our own choice. 6.8 The Customer is obliged to inform us immediately of compulsory enforcement measures or encroachments by a third party. 6.9 If we claim retention of title, this shall only be deemed a rescission of the contract if expressly stated so by us in writing. The Customer`s right to possess goods under retention of title shall be null and void if he fails to meet his contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Sellerobligations. 6.10 If the country into which the Reserved Products are imported does not recognise the right of retention of title, we may request the Customer to provide other securities similar in value to the Reserved Products (d) such as, but not limited to, a third party guarantee). The Customer shall have undertake all lawful and necessary measures within its power to ensure that we obtain the sole liability for, and shall bear all risks and costs associated with necessary security in the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or value of the new goods and (ii) provide Reserved Products. The Customer is obliged to Seller, at its first request, a certificate confirming both such insurance coverage and the payment notify us immediately should any of the insurance premium related theretosecurities granted to us be endangered by a claim brought by a third party.

Retention of Title. Supplied 1. The title to all Goods delivered by the Seller to the Buyer shall remain vested in the Seller until the full payment of all accounts receivable by the Seller from the Buyer for any reason whatso ever provided that under current account arrangements the title so retained shall be deemed to be security for any balance owed to the Seller. The Buyer shall not dispose of any of the Goods the title to which is so vested in the Seller (“Title Reservation Goods”) other than in the Buyer’s property until fulfillment ordinary course of business provided that the Buyer shall no longer have the right so to dispose of any Title Reservation Goods if and as soon as the Buyer fails to make payments when payments are due. The Buyer shall not have the right to pledge or to transfer by Customer way of its payment obligations as described abovesecurity the title to any Title Reservation Goods. As such: (a) If The Buyer shall be obligated to maintain the rights of the Seller if the Title Reservation Goods are processed combinedsold by the Buyer to any third party under credit arrangements. The Buyer shall promptly notify the Seller of any lien of attachment, and/or mixed execution or garnishment or any seizure or the like relating to any Title Reservation Goods. The Buyer hereby assigns to the Seller and the Seller hereby accepts the Buyer’s assignment of any title to payment for any of the Goods resold by Customer the Buyer to any purchaser and any secu- rity received by the Buyer from any such purchaser for any such payment provided however that the Buyer shall, subject to any notice to the contrary given by the Seller, have the right to collect any such payment and to enforce any such security at its cost. Upon the request of the Seller, the Buyer shall notify the Seller of the debtors against which titles to payment so assigned are held, the securities provided therefore, the type and the amount of the debt of each such debtor and the type and the amount of each such security and deliver to the Seller all documents which may be necessary to collect any amount so owed by any such debtor. Upon notice to the Buyer, the Seller shall have the right to notify any such debtor of the assign- ment of the title to payment by the Buyer to the Seller hereunder. 2. If the Goods are sold by the Buyer to any purchaser together with any other goods belonging Goods the title to himwhich is not vested in the Seller, then Xxxxxx a share of the full title to payment of the Buyer under said sale to said purchaser equal to the price of said Goods agreed between the Buyer and the Seller shall be deemed to have been assigned by the Buyer to the Seller. 3. Upon the request of the Buyer, the Seller shall waive any title to Goods delivered by the Seller to the Buyer in as far as the value of all Goods the title to which has been retained by the entire ownership Seller hereunder exceeds one hundred ten percent (110%) of the value of all titles to payment the Seller holds against the Buyer. 4. The Buyer shall, as of the transfer of risks associated with Title Reservation Goods, insure all Title Reservation Goods against any damage or loss or destruction as a result of any fire, inundation, flooding or theft or any destruction or loss or damage in transit provided that the Buyer shall notify the Seller promptly of any such destruction or loss or damage and shall, upon the request of the Seller, provide to the Seller any documentation of any such loss or damage such as, without limitation, any expert report on said destruction or loss or damage, the new goodsnames of the insurers of said Xxxxx and, as requested by the Seller, the insurance policy or policies relating to the Title Reservation Goods or insurance certificates issued by the insurer or the insurers for the Title Reservation Goods. The Buyer hereby assigns to the Seller, conditio- xxxxx as of the time of any such destruction or loss of or damage to any Goods, any title against any insurer or any party liable for any such destruction or loss or damage to a maximum amount equal to the price agreed for any such Goods affected by any such destruction or loss or damage by way of security for all moneys owed by the Buyer to the Seller. 5. Any processing of any Title Reservation Goods by the Buyer shall be for the Seller and the Seller shall be deemed to be the processor for the purposes of Section 950 of the German Civil Code. If Title Reservation Goods are processed, combined, and/or combined or mixed by Customer with other goods belonging Goods the title to other supplierswhich is not vested in the Seller, then Seller has a joint ownership right fraction of the title to the new product equal to the ratio between the price invoiced to the Buyer for the Goods so processed, combined or mixed and the sum of the price invoiced to the Buyer for the Goods so processed, combined or mixed and the price or prices invoiced to the Buyer for the other Goods so processed, combined or mixed shall be vested in the whole value Seller. The Buyer shall be the custodian of any such new product the title to which is vested in the Seller in total or in part for the Seller. If any such Title Reservation Goods are processed, combined or mixed with Goods of the Buyer and the Goods of the Buyer are the main constituents of the new goods with such suppliers. In such caseproduct thereby created, Seller’s ownership then the Buyer shall be calculated on deemed to have transferred to the basis Seller a fraction of the ratio title to any such new product computed in accordance with the principles of the invoiced value preceding sentence and shall be the custodian of said new product for the Seller. The provisions of Clauses 1 through 4 hereinabove applicable to Title Reservation Goods shall apply mutatis mutandis to any new product obtained by processing, combination or mixing in which the Seller acquires in total or in part a title through the operation of this Clause. 6. If these Standard Sales Terms have not been agreed effectively, any transfer of title to any of the Goods shall be subject to the invoiced value of all goods, which were used for manufacturing Seller receiving the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in full price agreed between the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by SellerBuyer therefore. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods shall remain Seller’s 5.1 Until payment of all receivables owing to tesa from this business relationship is made in full, tesa retains sole title to the delivery items. 5.2 With a pending invoice, the retention of title protects tesa in respect of the balance receivable. 5.3 The sale of delivery items subject to this retention of title (hereinafter: "reserved products") is only permitted to the Customer in the course of ordinary business transactions. The Customer pledges the receivable from onward sale to tesa; xxxx accepts this pledging of title at this time. The Customer is entitled revocably to place receivables pledged to tesa in the hands of a trustee for tesa in its own name. xxxx can revoke this entitlement and the authorisation for onward sale if the Customer is in arrears with key obligations, for example payment to tesa; in the event of revocation, tesa is entitled to call in the receivable itself. The Customer is not entitled to pledge the reserved products, nor to accept them as collateral nor to make any other provisions detrimental to the property until fulfillment by of tesa. If the Customer of its payment obligations as described above. As such: (a) If Goods are processed combinedsells reserved products after processing or transformation/alteration, and/or mixed by Customer or after connecting or combining to other products, or otherwise associating them with other goods belonging goods, the surrender of the receivable is only permitted to himthe agreed amount for the part that reflects the price agreed between tesa and the Customer plus a safety margin of 10% of that price. 5.4 The Customer shall provide tesa at any time with all desired information about the retained products or about claims surrendered in this regard to tesa. The Customer must notify tesa immediately of any access to or claims by third parties in relation to reserved products, then Xxxxxx has handling over the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right necessary documents in the whole process. At the same time, the Customer shall at the same time notify the third party or third parties of the right of tesa to retain title to these items. The costs of any defence against such accesses and claims shall be borne by the Customer. 5.5 The Customer is obliged to mark and treat with care the retained products of tesa throughout the period of retained title, and where possible to keep them in a separate place. 5.6 If the realisable value of the new goods with such suppliers. In such casecollateral items exceeds the securitised receivables from tesa by more than 10%, Seller’s ownership shall be calculated on so the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect request release from the debt. 5.7 If the Customer goes into arrears with tesa over key obligations such as payment, tesa is then entitled, without prejudice to its other rights, to take back the reserved products and, after withdrawing from the contract and to satisfy receivables due from reselling, unless Xxxxxx withdraws the direct debit authorization Customer to make use of those products in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its paymentsa different way. In the event Xxxxxx withdraws of a demand to hand over goods, the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated provide tesa or its appointed agent with immediate access to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third partiesreserved products and shall issue them into its care. If tesa demands the value handover of goods in respect of this provision, that action shall not in itself constitute revocation of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Sellercontract. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods shall Until payment of all receivables- including future receivables - our deliveries, irrespective of the legal reasons involved, remain Seller’s our property, even if payments are made for specified receivables. For outstanding accounts, the retention of title serves as security for our balance claim. Processing and handling is made for us on exclusion of the acquisition of property until fulfillment by Customer pursuant to § 950 BGB, without obliging us. The processed goods serve as a security for us to the amount of its payment obligations as described abovethe invoice value of the goods under retention of title. As such: (a) If Goods are processed combined, and/or mixed by Customer In the case of the customer processing with other goods belonging which do not belong to himus, then Xxxxxx has the entire we have co-ownership on in the new goodsitem, in relation of the value of the goods under retention of title to the other processed goods at the time of processing. For the new item resulting from such processing, the same applies as for the goods under retention of title. These are goods under retention of title in terms of these conditions. The customer may only sell our property in normal business transactions and at his normal business conditions, and as long as he is not in default. He is only entitled to re-sell the goods under retention of title, provided the claims from re-selling pass on to us in accordance with the following paragraphs. He is not entitled to any other disposal of the goods under retention of title. Claims of the customer from re-selling of the goods under retention of title are herewith assigned to us, irrespective of whether the goods under retention of title are re-sold before or after processing, or to one or several clients. The assigned claim serves to secure the value of goods of the respective goods sold under retention of title. If Goods the goods under retention of title are processed, combined, and/or mixed sold by Customer the customer alone or together with other goods not belonging to other suppliersus, then Seller has a joint ownership right in with or without processing, assignment of claims is only valid to the whole level of value of the new goods with such suppliersunder retention of title. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer The customer is entitled to collect the receivables from resellingre- selling up to our revocation, unless Xxxxxx withdraws the direct debit authorization in case which can be declared at any time. However, he is not entitled to dispose of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its paymentssuch claims via assignment. In the event Xxxxxx withdraws the direct debit authorization, Customer At our request he is obliged (i) to inform its clients immediately about the his customers of his assignment to Seller and that Seller is the owner of Goods, (ii) us and to give Seller all provide us with the information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third partiesrequired for collection. If the value of the existing security interests obtained securities which exists for us exceed our claim by Customer for the benefit a total of Seller exceeds in total more than 20 % the total invoiced amount %, we are obliged to release securities at our discretion on request of the contractual debt customer. In the case of Customerattachment or any other legal restriction by a third party, Seller is obligedthe customer must notify us immediately. As owner and indirect holder of the goods under retention of title we have the right to enter the premises of the ordering party during normal business hours. In addition, upon Customer’s for the duration of the retention of title, the goods under retention of title are to be fully comprehensively insured by the ordering party at our request, to release Goods selected by Seller. (d) Customer shall have on condition that the sole liability forrights from such comprehensive insurance apply for us. However, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) we are also entitled to take a general liability all risks out such insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or cost of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment ordering party. On account of the insurance premium related theretoretention of title we can demand return of the item from the customer, if we have withdrawn from the contract. Such right of withdrawal exists if the customer is in default of payment or has infringed against other contractual duties. In case of discontinuation of payment, application for or initiation of insolvency proceedings, the right to re-sell expires as well as the right to collect assigned claims. Collection authorization also expires in the case of summary proceedings concerning bills of exchange and cheques. On revocation of the collection authorization, any claims assigned to us are to be paid onto a separate account. In case of discontinuation of payment or application for insolvency proceedings, the customer is obliged to immediately provide us with a list of goods under retention of title still available, even if they are linked to other goods, as well as a list of claims to garnishees with a copy of invoice. If the retention of title is not effective in the form intended here for legal reasons, e.g. abroad, the ordering party is obliged to ensure the security of our rights appropriately and to cooperate in action required for such. Rights from retention of title and all special forms specified in these conditions apply until complete release from contingent liabilities the supplier has entered into in the interests of the customer.

Retention of Title. Supplied 7.1. To the extent permitted under the applicable laws, the full legal title and ownership of the Goods (“Reserved Goods”) shall remain not pass to the Buyer until the Seller has received payment in full for (i) the Goods; and (ii) any other goods or services that the Seller has supplied to the Buyer. For the sake of clarity, the risk for the Reserved Goods passes in accordance with the delivery term. 7.2. The Buyer shall give the Seller every assistance in taking any measures required to protect the Seller’s property until fulfillment title to the Reserved Goods. The Buyer shall treat such Reserved Goods with care and store the reserved Goods (at no cost to the Seller) separately from all other goods. The Buyer is especially required to insure the Reserved Goods to their full replacement value at the Buyer’s own expense. 7.3. The Buyer is entitled to further sell the Reserved Goods in the normal course of business. However, the Buyer shall relinquish to the Seller any claims from the resale to its customers in the amount of the price of the Reserved Goods invoiced by Customer of its payment obligations as described abovethe Seller. As such: (a) If the Reserved Goods are processed combined, and/or mixed by Customer resold together with other goods belonging items without a single price being agreed for the Reserved Goods, the Buyer shall relinquish to himthe Seller that part of the total price that corresponds to the price of the Reserved Goods invoiced by the Seller (including VAT). 7.4. If the Reserved Goods are further processed and combined or mixed with other items that do not belong to the Seller, then Xxxxxx has the entire Seller shall be awarded co-ownership on in the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in object at the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of proportionate amount which results from the ratio of the invoiced value of the combined or mixed reserved Goods to the invoiced value of all goods, which were used for manufacturing the other combined or mixed items at the date of performing any processing activities. The new item shall thus be deemed as Reserved Goods. The provision concerning the relinquishing of claims in accordance with section 7.3 shall also apply to the new goodsitem defined herein. (b) As long as Customer is not in default 7.5. If the Buyer fails to make any payment to the Seller when due and provided that it reserves compounds with its property rights, Customer is exclusively entitled to resell Goods in creditors or executes an assignment for the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any benefit of its payments. In creditors or enters into voluntary or compulsory liquidation or has an administrator or administrative receiver appointed over all or part of its assets or takes or suffers any similar action in consequence of debt or becomes insolvent, the event Xxxxxx withdraws Seller shall have the direct debit authorization, Customer is obliged right without prejudice to any remedies: (i) to inform its clients immediately about enter without prior notice any premises where the assignment to Seller and that Seller is the owner of Goods, (ii) Reserved Goods owned by it may be restored and to give Seller all information repossess and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about dispose of any garnishment and/or any other actions adversely affecting the Reserved Goods undertaken owned by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage it so as to discharge any sums owed to it by the deterioration and/or theft of all or a part of Goods and/or of the new goods Buyer and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage withhold delivery of any undelivered Goods and stop any Goods in transit to the payment of the insurance premium related theretoBuyer and recover them.

Retention of Title. Supplied Goods 1. The goods supplied by us shall remain Seller’s our property until fulfillment up to the complete settlement of all of our receivables from the reciprocal business relationship including any possible current account balance. The goods may not be pledged to others or transferred as security. 2. Should we as a result of a combination of the goods supplied by Customer us with the goods of its payment obligations as described above. As such: (a) If Goods are processed combinedthe purchaser not acquire co-ownership, and/or mixed by Customer with other goods belonging to himbut lose our property, then Xxxxxx has the entire ownership on or co-ownership of the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value Buyer of the new goods with item shall immediately pass to us upon its creation. All expectant rights which could lead to such suppliersan acquisition of ownership or co-ownership by the Buyer, are now already assigned to us by the latter. In such case, Seller’s Any possible transfer necessary by us for the acquisition of the ownership or co-ownership shall be calculated on replaced by the basis agreement that the party ordering a goods preserves the item for us like a borrower, or, if the party ordering a good does not own the item, by the assignment of the ratio entitlement to surrender against the owner to us already agreed hereby. The ownership or co-ownership arising for us is to be treated legally like the original goods. Otherwise the goods supplied by us and subject to retention of title are also to be treated with care. 3. If the Buyer, despite default, does not pay or if the Buyer threatens to become insolvent, the Buyer must, at our request, surrender the goods subject to retention of title for our free disposal. The taking-back of goods subject to retention of title does not constitute any cancellation of the invoiced value contract. 4. All receivables of the Goods Buyer from re-sale of goods of which we have ownership or co-ownership (goods subject to retention of title) shall already pass to us upon the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out conclusion of the resale transaction of Goods sale. This shall apply whether the goods are already assigned, for security purposes, exclusively sold to Sellerone or to several customers. Customer is entitled to The purchaser must collect the receivables from resellingassigned. We can revoke this authority, unless Xxxxxx withdraws if the direct debit authorization in case purchaser does not punctually meet one of any doubt about Customer’s solvency and/or financial credibility his obligations towards us or if Customer is in arrears on any circumstances come to our knowledge which make our rights appear threatened. 5. We undertake, at the request of its payments. In the event Xxxxxx withdraws Buyer, to release the direct debit authorization, Customer is obliged securities (igoods and accounts receivable) to inform its clients immediately about which we are entitled according to the assignment above rules at our discretion, if their value exceeds the claims to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken secured by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % %. For the total invoiced amount valuation of the contractual debt of Customer, Seller security their realisable value (securing value) is obliged, upon Customer’s request, to release Goods selected by Sellerdecisive. (d) Customer 6. If our retention of title loses its validity in the case of supplies abroad or for other reasons, the purchaser shall have be obliged to grant to us without delay security for the sole liability for, items supplied or any other security for our accounts receivable which will be effective according to the law applicable in each case and come as close as possible to the retention of title according to German law. 7. The Buyer shall bear all risks and costs associated be obliged to insure the goods subject to retention of title with the unloading, correct handling due care and suitable storage diligence of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) a prudent businessman and on request to take a general liability all risks insurance policy, at its own cost, including coverage as provide evidence to the deterioration and/or theft effect that this insurance has been taken out. The Buyer already now assigns to us his claims under this insurance by way of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretosecurity.

Retention of Title. Supplied Goods shall remain Seller’s property until fulfillment fulfilment by Customer of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx Seller has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx Seller withdraws the direct debit authorization authorisation in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx Seller withdraws the direct debit authorizationauthorisation, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods shall remain Seller’s property until fulfillment by Customer 1. The agreed retention of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging title referred to him, then Xxxxxx has hereinafter serves to safeguard the entire ownership on claims to which the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated Supplier is entitled on the basis of the ratio contract. The retention of title shall also serve to safeguard all the Suppli- er’s existing and future claims against the Purchaser arising from the purchaser-supplier relationship between the parties to the contract (including outstanding balance claims arising from open account terms granted exclusively for the purchaser-supplier relationship). 2. Goods delivered by the Supplier to the Purchaser shall remain the Sup- plier’s property until full and complete payment of all secured debts. Both the goods and those goods replacing them that are covered by the retention of title in accordance with this clause, shall be referred to hereinafter as goods subject to retention of title. 3. The Purchaser shall hold goods subject to retention of title in safe cus- tody for the Supplier without charge. For the duration of the invoiced value goods remaining subject to retention of title, the Goods Supplier shall be entitled to the invoiced value of all goods, which were used for manufacturing the new goodspossess a Part II registration certificate (vehicle registration document). (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively 4. The Purchaser shall be entitled to resell Goods process and sell the goods subject to retention of title in the ordinary course of businessbusiness until such time as their realisation comes into effect within the meaning of Subsection 9 below of this Section VI. Use Pledges and transfers by way of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resalesecurity shall be impermissible. (c) Customer’s receivables arising out 5. Should the goods subject to retention of title be processed by the Purchaser, it is hereby agreed that such processing shall occur in the name and for the account of the resale Supplier as the manufacturer and that the Supplier shall immediately acquire full ownership or – if the processing involves materials from several owners, or the value of Goods are already assigned, for security purposes, exclusively the processed item is greater than the value of the goods subject to Seller. Customer is entitled reten- tion of title – a share in the ownership (fractional ownership) of the newly created item in proportion to collect the receivables from reselling, unless Xxxxxx withdraws value of the direct debit authorization in case goods subject to retention of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any title to the value of its paymentsthe newly created item. In the event Xxxxxx withdraws that no such acquisition of ownership on the direct debit authorizationpart of the Supplier should oc- cur, Customer the Purchaser hereby assigns its future ownership or share in the ownership – in the above-mentioned proportion – of the newly created item as security for the Supplier. Should the goods subject to retention of title be combined or inseparably mixed with other items to form one unified item, and should one of the other items be regarded as the main item, the Supplier – inasmuch as it is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the not owner of Goodsthe main item – hereby assigns to the Purchaser a proportionate share in the shared ownership of the unified item in the proportion stated in Sentence 1 hereto. 6. In the event that the goods subject to retention of title be resold, (ii) the Purchaser hereby assigns the claim resulting against the buyer – in the event of the Supplier’s shared ownership in the goods subject to retention of title, a corresponding proportion of the share in the owner- ship – to the Supplier. The same shall apply to other claims that replace the goods subject to retention of title or that otherwise arise with regard to the goods subject to retention of title, such as insurance claims or claims arising from a tortuous act in the event of loss or destruction. The Supplier authorises the Purchaser with revocable effect to collect, in its own name, claims assigned to the Supplier. The Supplier may only revoke this collection authorisation in the event of realisation. 7. Should third parties take possession of the goods subject to retention of title, in particular by way of debt enforcement, the Purchaser shall immediately inform them of the Supplier’s ownership and to give Seller all information and documents necessary inform the Supplier of such actions in order to establish and confirm Seller’s enable the Supplier to enforce its rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third partiesof ownership. If the value of third party is not in a position to reimburse the existing security interests obtained by Customer Supplier for the benefit court fees or extrajudicial costs incurred as a result, the Purchaser shall be correspondingly liable to the Supplier. 8. On request, the Supplier shall, at its discretion, either release the goods subject to retention of Seller title – as well as the items replacing them – or release the outstanding claims, provided that their value exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected secured debts by Sellermore than 10%. (d) Customer shall have 9. If, as a result of the sole liability for, and shall bear all risks and costs associated Purchaser’s conduct not being in conformity with the unloadingcontract – in particular by falling into arrears with payments – the Supplier should withdraw from the contract (realisation), correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) Sup- plier shall be entitled to take a general liability all risks insurance policy, at its own cost, including coverage as to demand the deterioration and/or theft of all or a part of Goods and/or return of the new goods and (ii) provide subject to Seller, at its first request, a certificate confirming both such insurance coverage and the payment retention of the insurance premium related theretotitle.

Retention of Title. Supplied Goods shall remain Seller’s property until fulfillment by Customer of its payment obligations as described above1. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire The Supplier retains ownership on any products delivered until each and every account and claim against the new goodsCustomer to which the Supplier is entitled under the business relationship has been duly satisfied (such product hereinafter: product subject to retention of title). If Goods are processed, combined, and/or mixed by The Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on obliged to treat the basis products subject to retention of title carefully and shall undertake to effect a reinstatement value insurance for the ratio of the invoiced value of the Goods to the invoiced value of all goodsproducts against damages caused by fire, which were used for manufacturing the new goodswater or theft at its own expense. (b) As long as 2. The Customer shall be entitled to resell and to use the products subject to retention of title within the normal course of Customer’s business, provided that the Customer is not in default and provided that it reserves its property rightsof payment; furthermore, the Customer is exclusively entitled to resell Goods in for the ordinary course duration of business. Use the retention of Goods for executing service contracts and contracts for work, labour and material is herein regarded title may not pledge said products or assign them as a resale. (c) Customer’s receivables security. The Customer hereby assigns to the Supplier as security any and all claims arising out of from the resale of Goods or any other legal basis connected to the products (includ- ing, but not limited to claims arising from insurance contracts or on grounds of tortuous acts); Supplier hereby accepts the assignment which shall also include any balance claims of current accounts. The Supplier hereby revocably authorises the Customer to collect any of such assigned claims on the Customers own be- half and for its own account; the Supplier reserves the right to revoke this authorisation which applies in particular if the Customer does not fulfil its payment obligations. The Customer shall not be entitled to assign such claims, including an assignment for the purpose of collecting the claims by way of factoring. 3. Any processing and/or transforming of the products subject to retention of title shall take place on the sole behalf of the Supplier. If said products are already assignedprocessed so as to form a new product together with goods or items which do not belong to the Supplier, for security purposesthe Supplier shall acquire joint ownership in such new products in proportion of the value of the products sub- ject to retention of title (amount of invoice including VAT) to the total value of the other items used (the point of time at which the event occurred is decisive here). The terms under this entire Sec. IX applicable to the products subject to retention of title shall apply analogously to the items arising from such processing. 4. If the products subject to retention of title have been intermixed or mingled with other items which do not belong to the Supplier, exclusively Supplier shall acquire joint ownership in such new products in proportion of the value of the retained goods (amount of invoice including VAT) to Sellerthe total value of the other items used at the time of intermixing or mingling. If the products subject to retention of title have been combined in such a way, that the item belonging to the Customer is entitled regard- ed as the main constituent it shall be agreed that the Customer shall assign the proportionate ownership to collect the receivables from reselling, unless Xxxxxx withdraws Supplier. 5. It shall be the direct debit authorization in case Customer’s secondary contractual duty to store the products underlying the Supplier’s ownership or joint ownership free of any doubt about Customercosts and charges for the Supplier. 6. Claims against third parties arising from a combination of the products subject to retention of title with a plot of land shall be also assigned to the Supplier as security for the Supplier’s solvency and/or financial credibility claims mentioned in Sec. IX. 7. On the Supplier’s request, the Customer shall inform the Supplier immediately to whom the Customer sold the products underlying the Supplier’s ownership or if joint ownership and which claims may result from the resale, as well as provide the Supplier at its own expense with an officially authenticated document stipulating the assignment of the claims. 8. The Customer is in arrears on shall be not allowed to dispose otherwise of the products subject to retention of title or products underlying the Supplier’s joint ownership. the Customer shall inform the Supplier forthwith of any seizure or other act of its paymentsintervention by third parties. The Customer shall be obliged to reimburse the Supplier for all costs related to the recovery by third par- ties of the products subject to retention of title and the claims. 9. In the event Xxxxxx withdraws of the direct debit authorizationCustomer’s delay with payment or of a breach of essential contractual obligations due to at least negli- gence, Customer the Supplier reserves the right to claim restitution of the products underlying the Supplier’s sole or joint ownership. The assertion of such claim shall only be considered rescission of the contract if this is obliged (i) expressly declared by the Supplier. 10. In case of a court order to inform its clients immediately about institute bankruptcy proceedings, the assignment refusal of a court to Seller and that Seller is institute such proceedings due to lack of sufficient assets or a justified petition in bankruptcy, the owner of Goods, (ii) Supplier shall be entitled to rescind the contract and to give Seller all information demand instant restitution of his products and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third partiesdeliveries. 11. If the combined value of the existing Supplier’s security interests obtained interest exceeds the value of all secured claims by Customer for the benefit of Seller exceeds in total more than 20 % 10 %, the total invoiced amount Supplier shall release a corresponding article or item of the contractual debt of security interest if so requested by the Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods 1. The goods supplied by us shall remain Seller’s our property until fulfillment up to the complete settlement of all of our receivables from the reciprocal business relationship including any possible current account balance. The goods may not be pledged to others or transferred as security. 2. Should we as a result of a combination of the goods supplied by Customer us with the goods of its payment obligations as described above. As such: (a) If Goods are processed combinedthe purchaser not acquire co-ownership, and/or mixed by Customer with other goods belonging to himbut lose our property, then Xxxxxx has the entire ownership on or co-ownership of the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value Buyer of the new goods with item shall immediately pass to us upon its creation. All expectant rights which could lead to such suppliersan acquisition of ownership or co-ownership by the Buyer, are now already assigned to us by the latter. In such case, Seller’s Any possible transfer necessary by us for the acquisition of the ownership or co-ownership shall be calculated on replaced by the basis agreement that the party ordering the goods preserves the item for us like a borrower, or, if the party ordering a good does not own the item, by the assignment of the ratio entitlement to surrender against the owner to us already agreed hereby. The ownership or co-ownership arising for us is to be treated legally like the original goods. Otherwise the goods supplied by us and subject to retention of title are also to be treated with care. 3. If the Buyer, despite default, does not pay or if the Buyer threatens to become insolvent, the Buyer must, at our request, surrender the goods subject to retention of title for our free disposal. The taking-back of goods subject to retention of title does not constitute any cancellation of the invoiced value contract. 4. All receivables of the Goods Buyer from re-sale of goods of which we have ownership or coownership (goods subject to retention of title) shall already pass to us upon the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out conclusion of the resale transaction of Goods sale. This shall apply whether the goods are already assigned, for security purposes, exclusively sold to Sellerone or to several customers. Customer is entitled to The purchaser must collect the receivables from resellingassigned. We can revoke this authority, unless Xxxxxx withdraws if the direct debit authorization in case purchaser does not punctually meet one of any doubt about Customer’s solvency and/or financial credibility his obligations towards us or if Customer is in arrears on any circumstances come to our knowledge which make our rights appear threatened. 5. We undertake, at the request of its payments. In the event Xxxxxx withdraws Buyer, to release the direct debit authorization, Customer is obliged securities (igoods and accounts receivable) to inform its clients immediately about which we are entitled according to the assignment above rules at our discretion, if their value exceeds the claims to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken secured by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % %. For the total invoiced amount valuation of the contractual debt of Customer, Seller security their realisable value (securing value) is obliged, upon Customer’s request, to release Goods selected by Sellerdecisive. (d) Customer 6. If our retention of title loses its validity in the case of supplies abroad or for other reasons, the purchaser shall have be obliged to grant to us without delay security for the sole liability for, items supplied or any other security for our accounts receivable which will be effective according to the law applicable in each case and come as close as possible to the retention of title according to German law. 7. The Buyer shall bear all risks and costs associated be obliged to insure the goods subject to retention of title with the unloading, correct handling due care and suitable storage diligence of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) a prudent businessman and on request to take a general liability all risks insurance policy, at its own cost, including coverage as provide evidence to the deterioration and/or theft effect that this insurance has been taken out. The Buyer already now assigns to us his claims under this insurance by way of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretosecurity.

Retention of Title. Supplied Goods Industrio shall remain Seller’s property until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right retain title in the whole value delivered products until full payment of all receivables of Industrio under the new goods business relationship with such suppliersthe customer. In such casethe event of ongoing accounts, Seller’s ownership the retained title shall be calculated on serve to secure Industrio's balance claim. The customer may sell the basis of the ratio of the invoiced value of the Goods products subject to the invoiced value retention of all goods, which were used for manufacturing the new goods. title (b"Retained Products") As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in only during the ordinary course of business. Use The customer may not pledge the Retained Products, transfer them by way of Goods for executing service contracts and contracts for worksecurity or otherwise dispose over them in a manner that puts Industrio's title at risk. The customer hereby assigns the receivables from any resale to Industrio; Industrio hereby accepts such assignment. Should the customer sell the Retained Products following processing or conversion or following combination with other goods or together with other goods, labour and material is herein regarded as a resale. (c) Customer’s the assignment of receivables arising out shall be deemed agreed only in the amount of the resale portion equivalent to the price agreed between Industrio and the customer plus a safety margin of Goods are already assigned, for security purposes, exclusively to Seller10% of such. Customer The customer is entitled revocable authorized to collect the receivables from reselling, unless Xxxxxx withdraws assigned to Industrio in its own name in trust for Industrio. Industrio may revoke this authorization and the direct debit authorization right of resale if the customer defaults with regard to material obligations such as payment to Industrio; in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws of revocation, Industrio may collect the direct debit authorizationreceivables itself. Processing or conversion of the Retained Products by the customer shall always be performed for Industrio. Should the Retained Products be processed together with other items, Customer is obliged (i) to inform its clients immediately about Industrio shall acquire joint title in the assignment to Seller and that Seller is new item based on the owner proportion of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer Retained Products to the other processed items at the time of processing. Otherwise the same rules that apply for the benefit products delivered subject to the retention of Seller title shall apply for the new item created from the processing. Should the Retained Products be combined with other items, Industrio shall acquire joint title in the new item based on the proportion of the value of the Retained Products to other items at the time of the combination. Should the combination take place such that the customer's item must be considered the principal item, it shall be deemed agreed that the customer assigns pro rata joint title to Industrio. The customer shall hold the joint title thus created in custody for Industrio. The customer shall provide Industrio at any time with any and all desired information concerning the Retained Products or claims assigned to Industrio on this basis. The customer shall notify Industrio immediately and furnish any necessary documents upon third party interventions or claims with regard to the Retained Products. The customer shall at the same time notify the relevant third party of Industrio's retention of title. The customer shall bear the costs in mounting a defense against any such interventions and claims. The customer shall handle the Retained Product with care for the term of the retention of title. If the realizable value of the security exceeds in the total receivables of Industrio to be secured by more than 20 % 10%, then the total invoiced amount customer may demand release [of the contractual debt goods] to this extent. Should the customer default in material duties such as payment owed to Industrio and should Industrio rescind the agreement, Industrio may – notwithstanding other rights – demand delivery of Customerthe Retained Products and realize them in another manner for purposes of satisfying receivables due from the customer. In this event, Seller is obligedthe customer shall immediately grant Industrio or Industrio's appointed representative access to the Retained Products and deliver them. For deliveries to other legal systems in which the foregoing provision on retention of title does not provide security in the same manner as in Germany, upon Customer’s the customer shall undertake everything to provide Industrio without undue delay with corresponding security rights. The customer shall participate in any and all measures such as registration, publication etc. that are necessary and expedient for the validity and enforceability of such security rights. At Industrio's request, to release Goods selected by Seller. (d) Customer the customer shall have reasonably insure the sole liability forRetained Products, furnish Industrio with relevant proof of insurance and shall bear all risks and costs associated with assign the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of claims under the insurance premium related theretopolicy to Industrio.

Retention of Title. Supplied Goods shall (1) The retention of title, which is agreed as follows, serves as security for all demands of CMORE against the Customer, existing now and in the future, resulting from the business relationships existing between the Parties. (2) The goods delivered by CMORE to the Customer, including the goods replacing such goods pursuant to the following provisions (the “Reserved Goods”), remain SellerCMORE’s property until fulfillment by Customer of its complete payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goodssecured demands. (b3) As long as The Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell stores the Reserved Goods in the ordinary course free of business. Use of Goods charge for executing service contracts and contracts for work, labour and material is herein regarded as a resaleCMORE. (c4) If CMORE cancels the agreement with legal effect in the event of a breach of contract by the Customer, in particular in the event of the Customer’s receivables arising out delay of payment, ("Enforcement Event"), CMORE is entitled to demand the return of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Reserved Goods. (5) The Customer is entitled to collect process and sell the receivables Reserved Goods in normal business dealings until the occurrence of the Enforcement Event. The pledging and the assignment as security of the Reserved Goods are not permitted. (6) If the Customer processes the Reserved Goods, it is agreed that the processing is conducted in the name and for the account of CMORE as manufacturer. CMORE shall directly acquire ownership or – if the processing is made by material from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility several owners or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained material to be processed exceeds the value of the Reserved Goods – the joint ownership concerning the newly created item in relation of the conditional commodity value to the value of the newly processed item. If no such acquisition of ownership takes place for CMORE, the Customer shall by now transfer its future ownership or – in the aforementioned ratio – its joint ownership in the newly created item to CMORE for reasons of security. If the Reserved Goods are combined with other goods to homogenous goods or are inseparably mixed, and if one of the other goods is to be considered as the principal good, the Customer proportionately transfers to CMORE its joint ownership as far as the principal good is owned by the Customer in the proportion mentioned in sentence 2 of this paragraph. (7) In the event that the Reserved Goods are sold on, the Customer hereby transfers the resulting claim against the acquirer – or in case of joint ownership of CMORE of the Reserved Goods in proportion to the proportion of joint ownership – to CMORE by way of security. The same applies for other claims which take the benefit place of Seller the Reserved Goods or which arise as regards the Reserved Goods, such as insurance claims or claims arising from actions in tort in case of loss or destruction. CMORE empowers the Customer, in a revocable manner, to collect the claims transferred to CMORE in its own name on behalf of CMORE ("Collection Authorization"). CMORE may only revoke its power of collection in case of recovery. (8) If a third party takes possession of the Reserved Goods, in particular by distraint, the Customer will immediately point out CMORE’s ownership to the third party and inform CMORE of this. To the extent the third party is not in a position to compensate CMORE for legal or out-of-court costs incurred in this regard, the Customer is liable with respect to CMORE for those costs. (9) CMORE will release the reserved goods as well as the objects or claims standing in their stead to the extent that their value exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customersecured claims by more than 50%. CMORE is entitled to select the items to be released pursuant to sentence 1. CMORE provides service-, Seller is obliged, upon Customer’s request, work- and other performances to release Goods selected by Seller. (d) the Customer shall have the sole liability for, and shall bear all risks and costs associated only in accordance with the unloading, correct handling and suitable storage underlying individual statement of Goods and/or service. CMORE is generally entitled to partial performances unless not agreed otherwise with the new goods as described Customer in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretoan individual agreement.

Retention of Title. Supplied Goods 6.1 All objects of purchase shall remain Seller’s the property of Stöckl Parkett until fulfillment the purchase price has been paid in full, including ancillary charges. 6.2 In order to secure the goods delivered under retention of title, they shall be stored separately and protected from moisture and insured against fire and theft at the customer's expense. 6.3 The resale of the goods subject to retention of title shall only be permitted with the express written consent of Stöckl Parkett. 6.4 In the event of resale of the goods subject to retention of title, the purchaser of the goods subject to retention of title hereby assigns its claims arising from this contract of sale to Stöckl Parkett. This assignment for security purposes shall be noted in the books of the conditional purchaser on each page of the OP list, stating the date of the assignment agreement (conclusion of this contract) and the full company name of Xxxxxx Xxxxxxx (assignee). This note must in any case also be made in the list of open debtor items. The customer also undertakes to inform its purchaser of the assignment of the claim. Payments received by Customer the customer from its purchaser shall be forwarded to Stöckl Parkett without delay. 6.5 Should the goods subject to retention of its payment obligations as described abovetitle be treated or processed by the customer, the retention of title shall also extend to the resulting new item. As such: (a) If Goods are processed combined, and/or mixed by Customer with other Should the goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are be processed, combinedmixed or joined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint Stöckl Parkett shall acquire co- ownership right in the whole value of the resulting new goods with such suppliersitems. In such this case, Seller’s ownership the customer shall be calculated on deemed to be the basis custodian. 6.6 The customer shall not be entitled to pledge the goods subject to retention of title to third parties or to transfer them to the ownership by way of security or to dispose of these goods for the benefit of third parties in any other way. The customer undertakes to notify Xxxxxx Xxxxxxx as soon as possible of any compulsory seizure of the ratio goods delivered under retention of the invoiced value of the Goods title or any other access by third parties to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its paymentssame. In the event of seizure or other claims by third parties, the customer shall inform the third party that Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller Xxxxxxx is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Sellergoods. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied 1. The title to all Goods delivered by the Seller to the Buyer shall remain vested in the Seller until the full payment of all accounts receivable by the Seller from the Buyer for any reason whatsoever provided that under current account arrangements the title so retained shall be deemed to be security for any balance owed to the Seller. The Buyer shall not dispose of any of the Goods the title to which is so vested in the Seller (“Title Reservation Goods”) other than in the Buyer’s property until fulfillment ordinary course of business provided that the Buyer shall no longer have the right so to dispose of any Title Reservation Goods if and as soon as the Buyer fails to make payments when payments are due. The Buyer shall not have the right to pledge or to transfer by Customer way of its payment obligations as described abovesecurity the title to any Title Reservation Goods. As such: (a) If The Buyer shall be obligated to maintain the rights of the Seller if the Title Reservation Goods are processed combinedsold by the Buyer to any third party under credit arrangements. The Buyer shall promptly notify the Seller of any lien of attachment, and/or mixed execution or garnishment or any seizure or the like relating to any Title Reservation Goods. The Buyer hereby assigns to the Seller and the Seller hereby accepts the Buyer’s assignment of any title to payment for any of the Goods resold by Customer the Buyer to any purchaser and any security received by the Buyer from any such purchaser for any such payment provided however that the Buyer shall, subject to any notice to the contrary given by the Seller, have the right to collect any such payment and to enforce any such security at its cost. Upon the request of the Seller, the Buyer shall notify the Seller of the debtors against which titles to payment so assigned are held, the securities provided therefor, the type and the amount of the debt of each such debtor and the type and the amount of each such security and deliver to the Seller all documents which may be necessary to collect any amount so owed by any such debtor. Upon notice to the Buyer, the Seller shall have the right to notify any such debtor of the assignment of the title to payment by the Buyer to the Seller hereunder. 2. If the Goods are sold by the Buyer to any purchaser together with any other goods belonging the title to himwhich is not vested in the Seller, then Xxxxxx a share of the full title to payment of the Buyer under said sale to said purchaser equal to the price of said Goods agreed between the Buyer and the Seller shall be deemed to have been assigned by the Buyer to the Seller. 3. Upon the request of the Buyer, the Seller shall waive any title to Goods delivered by the Seller to the Buyer in as far as the value of all Goods the title to which has been retained by the entire ownership Seller hereunder exceeds one hundred ten percent (110%) of the value of all titles to payment the Seller holds against the Buyer. 4. The Buyer shall, as of the transfer of risks associated with Title Reservation Goods, insure all Title Reservation Goods against any damage or loss or destruction as a result of any fire, inundation, flooding or theft or any destruction or loss or damage in transit provided that the Buyer shall notify the Seller promptly of any such destruction or loss or damage and shall, upon request of the Seller, provide to the Seller any documentation of any such loss or damage such as, without limitation, any expert report on said destruction or loss or damage, the new goodsnames of the insurers of said Xxxxx and, as requested by the Seller, the insurance policy or policies relating to the Title Reservation Goods or insurance certificates issued by the insurer or the insurers for the Title Reservation Goods. The Buyer hereby assigns to the Seller, conditionally as of the time of any such destruction or loss or damage to any Goods, any title against any insurer or any party liable for any such destruction or loss of or damage to a maximum amount equal to the price agreed for any such Goods affected by any such destruction or loss or damage by way of security for all moneys owed by the Buyer to the Seller. 5. Any processing of any Title Reservation Goods by the Buyer shall be for the Seller and the Seller shall be deemed to be the processor for the purposes of Section 950 of the German Civil Code. If Title Reservation Goods are processed, combined, and/or combined or mixed by Customer with other goods belonging the title to other supplierswhich is not vested in the Seller, then Seller has a joint ownership right fraction of the title to the new product equal to the ratio between the price invoiced to the Buyer for the Goods so processed, combined or mixed and the sum of the price invoiced to the Buyer for the Goods so processed, combined or mixed and the price or prices invoiced to the Buyer for the other goods so processed, combined or mixed shall be vested in the whole value Seller. The Buyer shall be the custodian of any such new product the title to which is vested in the Seller in total or in part for the Seller. In any such Title Reservation Goods are processed, combined or mixed with goods of the Buyer and the goods of the Buyer are the main constituents of the new goods with such suppliers. In such caseproduct thereby created, Seller’s ownership then the Buyer shall be calculated on deemed to have transferred to the basis Seller a fraction of the ratio title to any such new product computed in accordance with the principles of the invoiced value preceding sentence and shall be the custodian of said new product for the Seller. The provisions of Clauses 1 through 4 hereinabove applicable to Title Reservation Goods shall apply mutatis mutandis to any new product obtained by processing, combination or mixing in which the Seller acquires in total or in part a title through the operation of this Clause. 6. If these Standard Sales Terms have not been agreed effectively, any transfer of title to any of the Goods shall be subject to the invoiced value of all goods, which were used for manufacturing Seller receiving the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in full price agreed between the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by SellerBuyer therefor. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods shall remain Seller’s property 11.1. The seller retains title to the goods until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value all claims of the new goods with such suppliersseller against the buyer arising from the business relationship, including future claims from contracts concluded at the same time or later, have been settled. In such case, Seller’s ownership This shall be calculated on the basis also apply if individual or all claims of the ratio Seller have been included in a current account and the balance has been struck and acknowledged. 11.2. If, in connection with the payment of the invoiced value purchase price by the Buyer, a bill of exchange liability of the Goods to Seller is established, the invoiced value retention of all goods, which were used for manufacturing title and the new goodsunderlying claim from deliveries of goods shall not expire before the payment of the bill of exchange by the Buyer as drawee. (b) As long as Customer 11.3. The customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods the object of sale in the ordinary course of business. Use of Goods for executing service contracts and contracts for work; however, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out he hereby assigns to us all claims in the amount of the final invoice amount (including value added tax) of our claim which accrue to him from the resale against his customers or third parties. If the reserved goods are sold unprocessed or after processing with objects which are exclusively the property of Goods the purchaser, the purchaser hereby assigns the claims arising from the resale in full to the seller. If reserved goods are sold by the buyer - after processing/combination - together with goods not belonging to the seller, the buyer already assigned, for security purposes, exclusively now assigns the claims arising from the resale in the amount of the value of the reserved goods with all ancillary rights and rank before the rest. The seller accepts the assignment. The purchaser is authorised to Sellercollect these claims even after assignment. Customer is entitled The seller's authority to collect the receivables claims himself remains unaffected; however, the seller undertakes not to collect the claims as long as the buyer duly fulfils his payment and other obligations. The seller can demand that the buyer informs him of the assigned claims and their debtors, provides all information necessary for collection, hands over the relevant documents and informs the debtors of the assignment. 11.4. Any processing or treatment of the reserved goods shall be carried out by the Buyer on behalf of the Seller without any obligations arising for the latter. If the reserved goods are processed, combined, mixed or blended with other goods not belonging to the Seller, the Seller shall be entitled to the resulting co-ownership share in the new item in the ratio of the value of the reserved goods to the other processed goods at the time of processing, combination, mixing or blending. If the Buyer acquires sole ownership of the new item, the contracting parties agree that the Buyer shall grant the Seller co-ownership of the new item in proportion to the value of the processed or combined, mixed or blended goods subject to retention of title and shall keep them in safe custody for the Seller free of charge. 11.5. The customer is only entitled and authorised to resell the reserved goods if the claim from resellingthe resale is transferred to us. The customer is not entitled to other remuneration for the reserved goods (e.g. pledging, unless Xxxxxx withdraws transfer by way of security). If the direct debit authorization customer is in case default of payment, he shall be obliged, at our request, to notify the third party customer of the assignment for payment to us and to disclose the necessary information and documents. 11.6. A lien in favour of the supplier shall be created on all raw materials of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In kind handed over by the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary customer upon handover in order to establish secure all present and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting future claims of the Goods undertaken by third partiesSupplier arising from deliveries of goods. 11.7. If the value of the existing security interests obtained securities exceeds the claim s to be secured by Customer for the benefit of Seller exceeds in total more than 20 % 20%, the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, seller shall be obliged to release Goods selected by Sellerthe securities at the buyer's request. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods Deliveries only take place under retention of title. The purchaser does not gain ownership of the products before paying all accounts payable resulting from all our deliveries of products. This also applies, if the price is paid for certain deliveries of products specified by the purchaser. On running account the Retained Property serves for the security of our payment balance request. Customer’s workmanship of our Retained Products only takes place on our instruction without any liability for us. We are entitled to withdraw from the contract and take back Retained Products, if the purchaser violates his responsibilities. Return and assertion of the retention of title does not require the former cancellation of the contract and does not automatically lead to the cancellation of the contract. If products delivered by us shall remain Seller’s property until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer be combined with other goods corporeal objects not belonging to him, then Xxxxxx has the entire us we are awarded co-ownership on in the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in corporeal object at the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of proportionate amount which results form the ratio of the invoiced value of the Goods processed, mixed or combined Retained goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods remaining processed goods at the date of performing any processing activities. The purchaser may only sell Retained Products in the ordinary course of business. Use his business and if his customer has not excluded the assignment of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out the claim of the resale respectively if he grants any reserved approval regarding the assignment. For the duration of the retention of title the purchaser may not pledge the Retained Goods are already assigned, for or use them as security purposes, exclusively and resale shall be possible only on condition that the reseller receives payment from its customer or makes the transfer of property to Sellerthe customer dependent upon the customer fulfilling its obligation to effect payment. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case The purchaser shall inform us forthwith of any doubt about Customer’s solvency and/or financial credibility seizure or if Customer is in arrears on any other act of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken intervention by third parties. If the purchaser sells our Retained Products he will already at this specific date assign by way of security any of his future claims against his customers arising from this resale along with all accessory rights – including any potential net claims – without the requirement to issue any specific declarations later on. Where Retained Goods are resold together with other items, however, without contracting an individual price for such Retained Goods, the purchaser will assign to us with preference to the remaining claims such a portion of the total price due which is equivalent to the price of the Retained Goods invoiced by us. Subject to revocation the purchaser is authorized to collect the assigned claims xxxxxxx from resale as long as he complies with his duties of obligations towards us according to the contract. We are authorized at our own discretion to disclose the assignment to the purchaser’s customers. The purchaser is obliged to provide information and to hand over the documents, which we need for the assertion of our rights. If the combined value of the existing our security interests obtained exceeds the value of all secured claims by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount %, we shall release a correspond- ing part of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected security interest if so requested by Sellerthe purchaser. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied The delivered Goods shall remain the Seller’s property until fulfillment fulfilment by the Customer of its payment obligations as described above. As such: (a) If the Goods are processed combined, and/or mixed by the Customer with other goods belonging to him, then Xxxxxx the Seller has the entire ownership on the new goods. If the Goods are processed, combined, and/or mixed by the Customer with other goods belonging to other suppliers, then the Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, the Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as the Customer is not in default and provided that it reserves its property rights, the Customer is exclusively entitled to resell the Goods in the ordinary course of business. Use The use of the Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) The Customer’s receivables arising out of the resale of the Goods are already assigned, for security purposes, exclusively to the Seller. The Customer is entitled to collect the receivables from reselling, unless Xxxxxx the Seller withdraws the direct debit authorization in case of any doubt about the Customer’s solvency and/or financial credibility or if the Customer is in arrears on any of its payments. In the event Xxxxxx the Seller withdraws the direct debit authorization, the Customer is obliged (i) to inform its clients immediately about the assignment to the Seller and that the Seller is the owner of the Goods, (ii) and to give the Seller all information and documents necessary in order to establish and confirm the Seller’s rights with respect to third parties. The Customer shall be is obligated to inform the Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by the Customer for the benefit of the Seller exceeds in total more than 20 % of the total invoiced amount or of the contractual debt of the Customer, the Seller is obliged, upon the Customer’s request, to release the Goods selected by the Seller. (d) The Customer shall have the sole liability for, and shall bear for all risks and costs associated with the unloading, correct handling and suitable storage of the Goods and/or the new goods as described in Article 6 aarticle 6a) above. Moreover, the Customer undertakes (i) undertakes to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of the Goods and/or of the new goods and (ii) shall provide to the Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods 10.1 Stena reserves title to the goods we have supplied until full payment of all receivables arising from the business connection with the Customer has been received, including arising future receivables. This is also expressly applicable to the balance outstanding where all receivables are included in a total sum and the balance has been calculated and accepted. 10.2 The Customer shall remain Seller’s property until fulfillment be entitled to dispose of the goods within the normal course of his business operations, but not to pledge or assign or charge them by way of security. The Customer shall be under an obligation to dispose of its payment obligations as described abovethe goods only subject to Retention of Title. As such:The Customer hereby assigns to Stena in advance all amounts due to the Customer from his buyers in connec- tion with or arising out of any sale of the goods. (a) If Goods are processed combined10.3 Any treatment or processing of the goods subject to Retention of Title which may be undertaken by the Customer is carried out on behalf of Stena. Should the goods subject to Retention of Title be processed, and/or mixed by Customer or blended with other goods not belonging to himStena, then Xxxxxx has Stena shall acquire a share of the entire ownership on property in the newly resulting goods in proportion to the relation between the value of the other goods subject to Retention of Title and the value of the other goods so processed at the moment of processing, mixing or blending. Should the Customer acquire the sole property to the new goods. If Goods , the parties agree that the Customer grants Stena joint ownership of the goods, and the Customer undertakes to protect these free of charge for Stena. 10.4 In the event that the goods subject to Retention of Title are processedresold either unprocessed or following processing, combined, and/or mixed by Customer mixing or blending with other goods that are the property of the Customer, the Customer assigns to Stena the entire proceeds of resale. Should the goods subject to Retention of Title be resold by the Customer after processing, mixing or blending with goods not belonging to other suppliersthe Customer, then Seller has a joint ownership right in the whole Customer shall assign to Stena the proceeds of resale up to the value of the new goods with such supplierssubject to Retention of Title. In such case, Seller’s ownership shall be calculated on The Customer is empowered under the basis terms of the ratio assignment to collect these receivables. The right of the invoiced value of the Goods Stena to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer collect these receivables ourselves is unaffected by this; however Stena undertakes not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from resellingourselves as long as the Customer meets its payment and other obligations in an orderly manner. Stena may at any time require the Customer to advise us of the assigned re- ceivables and their respective debtors, unless Xxxxxx withdraws to give us all information necessary for the direct debit authorization collection of the receivables and to furnish us with all relevant documents, as well as to advise the debtors of the assignment. 10.5 If goods in case of any doubt about the Customer’s solvency and/or financial credibility or if custody which are subject to Retention of Title in favour of Stena are attached by any third party, the Customer is shall inform the officials concerned of the existence of the Retention of Title in arrears on favour of Stena and inform Stena of the attachment forthwith. If any goods which are subject to Retention of its payments. Title in the custody of the Customer’s buyers are attached, the Customer shall at his own expense take all measures necessary to secure release from such attachment. 10.6 In the event Xxxxxx withdraws of suspension of payment or petition for the direct debit authorizationinstitution of insolvency proceedings, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall separate the goods subject to Retention of Title from the rest of its inventory and retain custody over such goods. 10.7 Stena shall be obligated under an obligation to inform Seller without delay about any garnishment and/or any other actions adversely affecting release the Goods undertaken excess security on the Customer’s demand to the extent that its realizable value exceeds the receiva- bles secured by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller20%. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods shall remain Seller’s property until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods We shall retain title of all delivered goods (goods delivered under retention of title) until the customer has discharged all claims arising from the business relationship , in particular those arising from any account balance. This shall also apply when payments are made on specifically designated claims. Should the customer come to be in default, we shall be entitled to demand the surrender of the delivered goods at the customer’s expense. We shall be entitled to withdraw from the agreement, if an order for the commencement of insolvency proceedings has been made in regard to the customer’s assets . b) Any taking back of goods and/or assertion of retention of title rights shall be considered a withdrawal from the agreement only upon our express declaration to that effect.. c) The customer shall undertake any processing of delivered goods always for our benefit. Should the goods delivered under retention of title be inseparably processed combined, and/or or mixed by Customer with other goods belonging to himthat are the property of others, then Xxxxxx has the entire ownership on we shall acquire co-title in the new goods. goods in proportion of the invoice value of the goods and the invoice value of the other processed or mixed goods at the time of processing. d) If Goods are processedwe should lose our rights under the retention of title through combining or mixing, combined, and/or mixed by Customer with other goods belonging the customer shall hereby transfer to other suppliers, then Seller has a joint us the ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on to the basis extent of the ratio of the invoiced invoice value of the Goods to goods delivered under retention of title, and shall take custody of these free of charge. Any goods in which we acquire rights of co-title shall be considered goods delivered under retention of title in the invoiced value sense of all goods, which were used for manufacturing the new goodsletter a). (be) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in The customer may sell the goods delivered under retention of title only within the ordinary course of business. Use of Goods for executing service contracts business under his normal Terms and contracts for workConditions and as long as he is not in default, labour and material is herein regarded as a resale. (c) Customer’s receivables provided that claims arising out of from the resale of Goods are already assigned, for security purposes, exclusively goods according to Sellerletters f) and g) shall be assigned to us. Customer is He shall not be entitled to dispose of the goods delivered under retention of title in other ways. f) The customer hereby assigns to us all claims arising from the resale of goods delivered under retention of title. They shall serve as security to the same extent as the goods delivered under retention of title, and we hereby accept the assignment. g) Should the customer sell the goods delivered under retention of title together with other goods not delivered by us, the assignment of claims arising from the resale shall only apply to the amount of the invoice value of the respective goods delivered under retention of title. For the sale of goods in which we hold co-title, according to letter b), the claim shall only apply to the share of this co- title. h) The customer shall have the right to collect the receivables from resellingthe sale of goods according to letters e) and f) until withdrawal on our part.. In the cases mentioned under section 8. we shall have the right to withdraw, unless Xxxxxx withdraws if the direct debit authorization customer comes to be in default, if an order for commencement of insolvency proceedings was issued or in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any suspension of its paymentspayment.. In these cases the customer shall immediately make known to us the assigned claims and debtors therein, make all statements necessary for collection, hand over all relevant documents and inform the debtors of the assignment. In Under no circumstances shall the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (customer be authorized to assign these claims. i) to inform its clients immediately about Should the assignment to Seller and that Seller is value of existing collateral exceed the owner value of Goodsthe secured claims by more than 20%, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer we shall be obligated to inform Seller without delay about any garnishment and/or any the release of collateral of our choice to that extent.. The customer shall immediately notify us in the event of seizure or other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Sellerparty encroachments. (dj) Customer shall have Should the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage retention of Goods and/or the new goods as described title in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.this form not be fully effective for legal reasons,

Retention of Title. Supplied 6.1 All delivered Goods shall remain the property (Reserved Goods) of Seller until any and all of Seller’s claims against Customer have been fulfilled, in particular the respective balance of claims that are due to Seller within the framework of the business relationship. The same holds also true for future and conditional claims. 6.2 If the Customer wilfully or negligently materially breaches the Contract, in particular if Customer is in default of payment with more than 10 % of the invoiced amount for a not insignificant period of time, Seller is entitled – without waiving other claims for damages – to withdraw from the contract and demand from Customer to return the Reserved Goods. After such return of the Reserved Goods, Seller is entitled to resell the Reserved Goods. The proceeds of the sale shall be credited towards the existing liabilities of Customer with deduction of reasonable sales costs. 6.3 Customer shall treat the Reserved Goods carefully and acquire insurance coverage concerning fire, water and theft at its own expense in the amount of the reinstatement value of the Reserved Goods. In case of a seizure of the Reserved Goods by a third party, Customer shall indicate Seller’s right of property until fulfillment and inform Xxxxxx immediately in written form. 6.4 In case of a treatment or processing of the Reserved Goods by Customer Customer, such treatment or processing is conducted for Seller as manufacturer in the sense of its payment obligations as described aboveSec. As such: (a) If 950 BGB without Seller incurring any obligation. The processed and treated Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If deemed Reserved Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value sense of Clause 6.1. 6.5 If Customer processes, combines or mixes the Reserved Goods with goods owned by third parties, Seller shall be entitled to co-ownership of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on in the basis proportion of the ratio of the invoiced invoice value of the Reserved Goods to the invoiced invoice value of all goodsthe other goods used. If, which were due to such combining, mixing or processing, the property of Seller lapses, Customer shall already now transfer to Seller the title or inchoate title to the new inventory or goods to the extent of the invoice value of the Reserved Goods, and in the case of processing, in the proportion of the invoice value of the Reserved Goods to the invoice value of the other goods used and shall keep them in safe custody free of cost for manufacturing Seller. The co-ownership rights of Seller are deemed Reserved Goods in the sense of Clause 6.1. 6.6 If Seller acquires ownership or co-ownership of the new goods, it shall transfer its ownership or co-ownership of the new goods to Customer under the condition precedent of the full payment of the purchase price. (b) As 6.7 Customer shall only be entitled to resell the Reserved Goods within the due and proper course of business under its normal terms of business and only as long as Customer is not in default and with payments towards Seller, provided that it reserves its property rights, Customer retains title to such goods and transfers the claims arising from such resale to Seller in accordance with Clauses 6.8 and 6.9. Customer is exclusively entitled to resell Goods in forbidden from making any other disposals of the ordinary course Reserved Goods. The use of business. Use of the Reserved Goods for the purpose of executing service contracts and contracts for workwork and services or for work and materials, labour and material especially the firm connection of the Reserved Goods with the ground, is herein regarded as also deemed a resale. (c) 6.8 Customer’s receivables 's claims arising out of from the resale of the Reserved Goods are shall already assigned, for security purposes, exclusively now be assigned to Seller. Seller herewith accepts such assignment. They serve security purposes to the same extent as the Reserved Goods in the sense of Clause 6.1. 6.9 If Customer resells the Reserved Goods together with other goods, the claims arising from such resale shall be assigned to Seller in the proportion of the invoice value of the Reserved Goods to the invoice value of the other goods. Seller herewith accepts such assignment. Should goods be resold in which Seller holds a co-ownership share under Clause 6.5, a proportion of the claims from the resale corresponding to such co-ownership share shall be assigned to Seller. Seller herewith accepts such assignment. 6.10 Seller authorizes Customer to assert the claims assigned to Seller in its own name and to the account of Seller. Seller is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct revoke this debit authorization in and to assert the claims itself, if Customer does not fulfil its payment obligations towards Seller. In case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In Seller revoking the event Xxxxxx withdraws the direct debit authorization, Customer is shall be obliged (i) to inform its clients immediately about all debtors of the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Sellerclaims. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods 1. The goods shall remain Seller’s the property of the seller until fulfillment full payment of all receivables for the delivery of goods arising from the business relationship, including ancillary claims, damages as well as payment of cheques and bills of exchange. The right of retention of title shall remain even if individual claims by Customer of its payment obligations as described above. As such:the seller are included in a current invoice and the balance is drawn and recognised. (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods2. If Goods the goods supplied under retention of title are processedcombined by the purchaser into a new movable, combinedmixed or processed asset, and/or mixed by Customer with other goods belonging to other suppliersthis shall be done for the seller, then Seller has without him being liable as a joint result. By combining, mixing or processing the goods, the purchaser does not acquire ownership right in the whole value of the new goods item in accordance with such supplierssections 947 ff. In such caseBGB. By combining, Seller’s mixing or processing items that do not belong to the seller, the seller acquires ownership shall be calculated on the basis of the ratio new item in proportion to the value of his goods under retention of title in relation to the total value. 3. If a centralised authority is invoked in the business between the seller and purchaser, which assumes the risk guarantee, the seller shall transfer ownership on dispatch of the invoiced value goods to the central authority subject to the condition of payment of the Goods to purchase price by the invoiced value of all goods, which were used for manufacturing central authority. The purchaser will only be released from their payment obligation upon payment by the new goodscentral authority. (b) As long as Customer 4. The purchaser is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods or further process the goods only under consideration of the following conditions: a) The purchaser may sell or process the goods under retention of title in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resaleprovided that his financial situation does not subsequently significantly deteriorate. (cb) Customer’s receivables The purchaser hereby assigns any claim with all ancillary rights arising out of from the resale of Goods are already assignedthe goods under retention of title - including any balance claims - to the seller. The seller accepts this assignment. c) If the goods were combined, for security purposesmixed or processed and the seller has acquired joint ownership by the amount of the invoiced value, exclusively to Seller. Customer is then he shall be entitled to collect the receivables from resellingpurchase price in proportion to the value of his rights to the goods. d) If the purchaser sells the claim within the framework of factoring, unless Xxxxxx withdraws the direct debit authorization purchaser will assign the claim against the factor replacing the original claim to the seller and will pass on its sales proceeds proportionately to the seller for the value of the rights of the seller of the goods. The purchaser is obliged to disclose the assignment to the factor if it is more than 10 days past its due date with an invoice or if his financial situation deteriorates significantly. The seller accepts this assignment. e) The purchaser is authorised, provided it meets its payment obligations to recover the assigned receivables. The right to recover these claims shall expire in case of any doubt about Customer’s solvency and/or financial credibility default of payment by the purchaser or if Customer is in arrears on any significant deterioration of its paymentsthe assets of the purchaser. In this case the event Xxxxxx withdraws seller is authorised by the direct debit authorization, Customer is obliged (i) purchaser to inform its clients immediately about the customers of the assignment to Seller and that Seller is recover the owner of Goodsreceivables. To assert the assigned claims, (ii) and to give Seller all the purchaser shall provide the necessary information and documents necessary in order to establish permit verification of the information. In particular, he shall provide the seller with a detailed listing of all outstanding claims with the names and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third partiesaddresses of customers, amount of each claim, invoice date, etc. 5. If the value of the existing security interests obtained by Customer provided for the benefit seller exceeds the total amount of Seller exceeds in total the seller’s claims by more than 20 % 10%, then the total seller shall be obligated at the purchaser's request, to release securities at his discretion. 6. Pledging or transferring ownership of the goods by way of security or the assigned claims is inadmissible. The seller should inform the creditor immediately of any seizures naming the creditor of the seizure. 7. If the seller, in the exercise of its retention of title requests the delivery item back, this shall not automatically be deemed a withdrawal from the contract. The seller is free to sell the returned goods subject to the retention of title by private sale. 8. The purchaser shall store the goods under retention of title for the seller free of charge. He shall insure them against standard risks, such as fire, theft and water within the usual scope. The purchaser hereby assigns his claims to the seller for damages from the above risks that he would be entitled to from the with respect to insurance companies or other obligated parties at the invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Sellergoods. The seller accepts the assignment. (d) Customer shall have 9. All claims and rights arising from the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage retention of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft title of all or special forms defined in these conditions shall remain until there is a part complete release from contingent liabilities (check-bill of Goods and/or exchange) that the seller has incurred in the interest of the new goods and (ii) provide purchaser. The purchaser is in the case of sentence 1 as a matter of principle allowed to Sellercarry out factoring for his accounts receivables. However, at its first request, a certificate confirming both such insurance coverage and he must inform the payment of the insurance premium related theretoseller before incurring contingent liabilities.

Retention of Title. Supplied Goods a) The delivered goods shall remain the property of the Seller until the Buyer has completely paid the purchase price and settled all other receivables of the Seller vis-à-vis the Buyer. In case of current accounts, the reservation of title serves to secure the Seller’s property until fulfillment 's outstanding balance claims. In case of a breach of contract by Customer the Buyer, in particular in case of its a failure to pay the due purchase price, the Seller is entitled to withdraw from the contract pursuant to the statutory provisions and to demand surrender of the goods based on the retention of title and the withdrawal. If the Buyer fails to pay the due purchase price, the Seller may only assert these rights if the Seller has previously set the Buyer an appropriate payment obligations deadline which has expired without success or if it is unnecessary to set such a deadline pursuant to the statutory provisions. b) Any processing of the delivered goods by the Buyer for the Seller as described abovethe manufacturer within the meaning of Sec. As such: (a) 950 BGB, shall not bind the Seller. If Goods the goods under retention of title are processed combined, and/or combined or inseparably mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods objects which do not belong to the invoiced value Seller to form a new uniform object and if this object is to be seen as the main object, the Buyer transfers to the Seller pro rata co- ownership insofar as the main object belongs to it. The Buyer keeps the joint property so created for the Seller free of all goods, which were used for manufacturing the new goodscharge. (bc) As long as Customer The Buyer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods sell, reprocess or convert the goods under retention of title in the ordinary course of businessbusiness until the Seller withdraws from the contract pursuant to the above clause 9.a). Use The Buyer hereby already assigns any receivables resulting therefrom to the Seller. If the Buyer resells goods under retention of Goods for executing service contracts and contracts for worktitle together with goods from other suppliers, labour and material the Buyer shall only assign to the Seller its receivables from such resale of goods initially sold under retention of title in the amount stated in the Seller's invoice. If the objects in which the Seller has a co-ownership share pursuant to clause 9.b) are resold, the assignment applies only to the amount of this co- ownership share. The assigned receivables shall serve as security to the same extent as the goods under retention of title. If an assigned receivable is herein regarded as included into a resale. (c) Customer’s receivables arising out current account, the Buyer hereby already assigns to the Seller that part of the resale balance from the current account which is equivalent to the amount of Goods are already assignedsuch receivable. Until the Seller's withdrawal pursuant to the above clause 9.a), for security purposes, exclusively to Seller. Customer the Buyer is entitled to collect the receivables from resellingassigned receivable. At the request of the Seller, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer Buyer is obliged (i) to inform disclose the advance assignment of receivables to its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) customers and to give provide the Seller all with the information and documents necessary in order required to establish and confirm Seller’s assert the rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. accordingly. d) If the value of the existing security interests obtained by Customer securities provided for the benefit of Seller exceeds in total the amount of its receivables by more than 20 % 10%, the total invoiced amount Seller is obliged to release certain securities of its choice upon request of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by SellerBuyer. (de) Customer The Buyer is not entitled to otherwise dispose of the goods under retention of title, particularly not to pledge or assign them as security, or to assign the receivables pursuant to clause 9.c) in another way. Should the goods under retention of title be attached or seized, the Buyer shall have point out that this is the sole liability for, property of the Seller and shall bear all risks and costs associated with inform the unloading, correct handling and suitable storage Seller without undue delay. f) The Buyer is obliged to sufficiently insure the goods under retention of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, title at its own costcost against all usual risks, including coverage as in particular against fire, burglary and water damage and to the deterioration and/or theft of handle such goods with all or a part of Goods and/or of the new goods due care and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretoensure proper storage.

Retention of Title. Supplied Goods shall remain Seller’s property 11.1 The Seller retains title to the subjects of delivery (“Secured Goods”) until fulfillment by Customer payment in full of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value all cur- rent and future claims of the new goods Seller under the busi- ness relationship with such suppliers. In such casethe Customer, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goodsincluding out- standing current-account balances. (b) As long as 11.2 The Customer shall treat the Secured Goods with care. The Customer shall insure them at its own expense against damage due to fire, water, and theft. 11.3 The Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell sell the Secured Goods in the ordinary course of business. Use The Customer may not pledge the Secured Goods or assign them as security. It is obligated to secure the Seller’s rights when selling the Secured Goods on credit terms. The Customer hereby assigns to the Seller to the full extent for the purpose of security its pay- ment claims against its customers from a resale of the Secured Goods, as well as those claims of the Customer with respect to the Secured Goods that arise under any other legal basis against its cus- tomers or third parties (in particular, tort claims and insurance claims), including all outstanding cur- rent-account balances. The Seller hereby accepts such assignment. The Customer may collect for executing service contracts the Seller the claims assigned to the Seller for the Customer’s own ac- count and contracts for workin its own name, labour provided such authori- zation has not been revoked. The Seller’s right to collect such claims itself is not affected by the fore- going. However, the Seller will not assert the claims itself and material refrain from revoking the collec- tion authorization as long as the Customer is herein regarded as properly meeting its payment obligations. However, if the Customer acts in contravention of the contract – in particular, if it is in default in mak- ing a resalepayment – the Seller may demand that the Customer disclose to the Seller the assigned claims and the respective debtors, notify the re- spective debtors about the assignment, and fur- nish the Seller with all documentation and infor- mation that it needs in order to assert the claims. (c) Customer11.4 The Customer must support the Seller in steps to secure and, if necessary, enforce the Seller’s receivables arising out re- tention of title. If third parties assert rights to the resale subject of Goods are already assigneddelivery or make a disposition concern- ing it, for security purposes, exclusively to the Customer must promptly notify the Seller. Customer is entitled to collect . 11.5 If the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any default in payment or other- wise in serious breach of its payments. In contract, the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is en- titled to take back the owner subject of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third partiesdelivery. If the value Seller takes back the subject of delivery or places a lien on it, same does not constitute rescission of contract. 11.6 If the retention of title in the aforementioned form is ineffective under the law of the existing security interests obtained by Customer for destination coun- try, the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) assist to take establish a general liability all risks insurance policy, at its own cost, including coverage as secu- rity right corresponding to the deterioration and/or theft provisions of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretocountry.

Retention of Title. Supplied Goods shall remain Seller’s property 5.1 SELLER is granted the following security until fulfillment by Customer BUYER has satisfied all of its payment obligations as described above. As such: (a) arising out of the Contract: If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods security granted to SELLER constantly exceeds the total amount of SELLER ́s claims against BUYER by more than 20 %, then upon BUYER’s request SELLER shall reduce the security accordingly, insofar as a partial reduction of the security is possible without giving up the security entirely. 5.2 SELLER retains title to all products until products are fully paid. Incase SELLER loses title be-cause of an integration of SELLER ́s supplied products into other systems or products, BUYER’s (co-)ownership of the product resulting from the integration shall automatically be transferred to SELLER pro rata the value of SELLER ́s product to the value of the merged/combined product (as invoiced).BUYER shall possess the products to which SELLER has(co- )ownership as bailee for SELLER free of charge. Products to which SELLER has(co-)ownership, hereinafter are called “retention-of-title-property“. 5.3 BUYER is authorized to sell and process the retention-of-title-property in the ordinary course of business as long as BUYER is not in default of payment. BUYER shall retain title to the retention-of-title-property until BUYER has been fully paid by its customer. BUYER is not authorized to pledge or transfer the property by way of security. BUYER hereby assigns to SELLER in advance BUYER ́s claim for the purchase price against its customer or claims for any other reason (insurance, tort) concerning the retention-of-title-property (including the claim for the balance from cur-rent accounts), as security. XXXXXX hereby authorizes BUYER, which authorization can be withdrawn at any time, to collect such claims that are assigned to SELLER on SELLER ́s behalf but in BUYER ́s name. This authority to collect claims can only be withdrawn in case BUYER does not correctly meet its payment obligations. In case BUYER sells the retention-of-title-property together with other products, the assignment shall only comprise the part of the total claim which corresponds to the purchase price for the products in question as agreed upon between BUYER and SELLER plus 20 % thereof. 5.4 If the retention-of-title-property is attached or levied upon, the BUYER shall inform such suppliersthird party of SELLER ́s property and shall immediately inform SELLER thereof, submitting all documents. BUYER shall bear all cost and damages. 5.5 In case BUYER is in default of meeting its obligations to SELLER, SELLER is entitled, without prejudice to SELLER ́s rights under law, to request the return of the retention-of-title-property, to dispose of it in order to pay from the proceeds thereof due and payable claims against BUYER and, the case arising, to request the assignment of claims of BUYER against third parties. In such case, Seller’s ownership BUYER shall grant SELLER or our designate immediate access to the retention-of-title- property and shall deliver it to SELLER. Neither the return nor our request of return nor our attachment of the products shall be calculated on the basis deemed cancellation of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goodsContract. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer 5.6 SELLER is entitled to collect adequately insure the receivables from reselling, unless Xxxxxx withdraws retention-of-title-property at BUYER’s expense until title has fully passed to BUYER. 5.7 BUYER shall cooperate in all measures which are necessary or beneficial for the direct debit authorization in case validity or enforceability of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its paymentsSELLER ́s title retention claim abroad. In case SELLER delivers into countries in which the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner retention of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value title clause of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall this paragraph does not have the sole liability forsame effect as in the Federal Republic of Germany, and BUYER shall bear all risks and costs associated do everything in his power to provide SELLER with the unloading, correct handling and suitable storage other means of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft security of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretosimilar value.

Retention of Title. Supplied Goods shall remain Seller7.1 The Supplier reserves the title to the delivered goods until all claims have been settled with the Buyer (reserved goods). In the case of payment by means of cheque or bill of exchange, title to the goods is retained until the bill is cleared by the Customer. Cheques will only be accepted on condition of fulfilment and not instead of performance. In the case of current accounts, the retention of title will serve to balance the Supplier’s property until fulfillment claims. The Buyer is obliged to appropriately insure the reserved goods, at their own expense, against all common risks, particularly fire and theft, and submit proof upon request. 7.2 Acquisition of ownership by Customer the Buyer pursuant to Section 950 BGB is not permitted. A potential connection, mixing, filling or manufacturing and processing of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer the reserved goods with other goods not belonging to him, then Xxxxxx has the entire ownership on Supplier may take place in the knowledge that the Supplier shall acquire joint property rights of the new goods. If Goods are processed, combined, and/or mixed by Customer with other item whereby the invoice value of the reserved goods belonging shall correspond to other suppliers, then Seller has a joint ownership right in the whole overall sales value of the new item. The new item shall therefore be considered as reserved goods with such suppliersfor the purpose of these conditions and will be stored by the Buyer for the Supplier. In such case, Seller’s Should the Buyer acquire sole ownership shall be calculated on the basis of the ratio new item, he shall transfer the co-ownership share to the Supplier in respect of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new processed reserved goods. (b) As long 7.3 The Buyer may only sell the reserved goods in the normal course of business and provided he is not in default. The Buyer shall now assign all claims to the Supplier arising as Customer a result of resale to third parties. This assignment occurs only on account of performance. This assignment extends to all future existing claims concerning resale of the reserved goods. If the reserved goods to which we have title are sold by the Buyer together with other goods not delivered or in a processed state by the Supplier, then the receivables ceded to us from the resale will not exceed the invoice value for the reserved goods. In the event of resale of new items of which the Supplier has acquired joint ownership, then the receivables ceded to us shall be the value of the co-ownership share. The assigned claims will serve as security to the Supplier’s claims to the same extent as the reserved goods. 7.4 The Buyer himself may collect the assigned claims provided he has complied with the payment terms of the business relationship, is not in default and provided that it reserves its property rights, Customer is exclusively entitled not subject to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resaleinsolvency proceedings. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods shall a. The delivered goods remain Seller’s the property of the company until fulfillment full payment of the purchase price plus all ancillary costs and interest, fees, expenses, etc. b. Any processing or processing of the reserved goods is carried out by Customer the customer for the company, without any obligations arising for the latter. In the case of its payment obligations as described above. As such: (a) If Goods are processed combinedprocessing, and/or mixed by Customer combining, blending or mixing the reserved goods with other goods not belonging to himthe company, then Xxxxxx has the entire co-ownership on of the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging object in relation to other suppliers, then Seller has a joint ownership right in the whole value of the xxxxx- ved goods to the other processed goods at the time of processing, combining or blending. If the customer acquires sole ownership of the new item, the parties agree that the customer grants co-ownership of the new item to the company in proportion to the value of the processed or combined, mixed or blended retained goods with such suppliers. In such case, Seller’s ownership shall be calculated and stores them free of charge for the company. c. The customer is only entitled and authorized to resell the reserved goods on the basis of a purchase, works, works supply or similar contract if the ratio company has been informed of this in good time, giving the name and exact ad- dress of the invoiced value of purchaser and the Goods company agrees to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws case of approval, it is already agreed that the direct debit authorizationclaim from the resale will be transferred to the company. The customer is not entitled to other dispositions regarding the reserved goods. The claims of the customer from a resale of the reserved goods are already assigned to secure all claims of the company from the business relationship to the company and regardless of whether the reserved goods without or after processing and whether they are sold to one or more buyers. At the request of the company, Customer the customer is obliged (i) to inform its clients immediately about disclose the assignment to Seller and that Seller is the owner of Goods, (ii) and third-party purchaser for payment to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third partiescompany. If the value of the existing security interests obtained collateral held by Customer for the benefit of Seller Company exceeds in total its claim by more than 20 20% in total, the total invoiced amount of the contractual debt of Customer, Seller Company is obliged, upon at the request of the Customer or a third party affected by the overcollateralization of the Customer’s request, to release Goods selected any col- lateral of its choice. If third parties access the reserved goods, the customer must notify the company immediately. In case of breach of contract by Seller. (d) Customer shall have the sole liability forcustomer, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) company is entitled to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or possession of the new reserved goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage the customer‘s expense. The withdrawal and the payment seizure of the insurance premium related theretoreserved property by the company does not constitute a withdrawal from the contract.

Retention of Title. Supplied Goods shall remain Seller’s property until fulfillment fulfilment by Customer of its payment obligations as described above. As such: (a) If Goods are processed processed, combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx Seller has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale.service (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx Seller withdraws the direct debit authorization authorisation in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorizationauthorisation, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods 5.1 The delivered goods shall remain Seller’s our property and we reserve legal title until fulfillment any and all our claims arising from or under the business relationship with the Purchaser have been paid in full. In the case of current accounts, this retention of title shall be security for any balance of unpaid invoices to which we are entitled. 5.2 The Purchaser shall be entitled to process and sell the goods for which we have reserved legal title (“Retention Goods”) in the course of ordinary business. He is not entitled to pledge the Retention Goods or make any dispositions endangering our title to such Retention Goods. The Purchaser hereby assigns his claim under the resale of the Retention Goods to us, and we hereby accept such assignment. We revocably authorize him to collect any accounts receivable regarding claims assigned to us in his own name but on our account. Such authorization may be revoked if the Purchaser does not meet his payment obligations. If the Purchaser sells the Retention Goods along with other goods, this assignment shall only apply to such part of the entire claim which corresponds to the purchase price payable for the Retention Goods (as agreed between the Purchaser and us) plus 10% of such price. We may revoke such authorization and the right to resell the goods, if the Purchaser is in default of the performance of material obligations. 5.3 Any processing or transformation of the Retention Goods by Customer of its payment obligations as described abovethe Purchaser shall always be on our behalf. As such: (a) If Retention Goods are processed combined, and/or mixed by Customer joined with other goods belonging to himgoods, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a we shall acquire joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of in the ratio of the invoiced value of the Retention Goods to the invoiced value other goods at the time of all goods, joining. The Purchaser shall store the goods of which were used for manufacturing the new goodswe are (co)-owners free of charge. All goods in which we hold (co-) ownership rights are hereinafter also referred to as Retention Goods. (b) As long 5.4 The Purchaser shall provide us at all times with all information – as Customer requested – concerning the Retention Goods or claims assigned to us under this contract. In case third parties access the Retention Goods, the Purchaser shall indicate our ownership, shall notify us immediately and shall provide all documentation to us. The costs of a defense against attachments and claims shall be borne by the Purchaser. 5.5 In case the Purchaser is not in default and provided that it reserves its property rightsregarding his obligations owed to us, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer we shall be obligated entitled (without prejudice to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (irights) to take back the Retention Goods and realize their value for the purpose of crediting their value against any sums due; we may also request assignment of the Purchaser’s claims against third parties for the return of goods, if appropriate. In such a general liability all risks insurance policycase, at its own cost, including coverage as the Purchaser shall grant us or our agents immediate access to the deterioration and/or theft Retention Goods and shall surrender the same to us. 5.6 The Purchaser shall cooperate with regard to any measures necessary or useful for the validity and enforcement of all or claims arising from our retention of title. In case we deliver to a part country where the retention of Goods and/or title agreed herein does not have the same effect as a security as it does in the Federal Republic of Germany, the new goods and (ii) provide Purchaser shall do everything necessary to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretocreate equivalent security interests in our favour without undue delay.

Retention of Title. Supplied Goods The Seller retains title to the goods sold until effective payment of the full price, including principal and accessories. The delivery of an instrument creating an obligation to pay (such as a bank draft) shall not constitute payment within the meaning of this provision. The failure to pay any instalment may result in repossession of the goods. This right shall extend to any merchandise delivered by the Seller and in stock at the Customer’s premises. The Customer is obligated to preserve such goods in perfect condition and in such a way as to enable them to be identified individually. The Customer is also obligated to insure the goods pursuant to customary terms against the usual risks and to notify the Seller immediately if any event occurs that could damage the merchandise or make it impossible to identify it individually. Any modification, transformation, or alteration of the goods is prohibited. If the Customer violates that prohibition, the Seller shall be authorized, following formal notice by registered letter with return receipt requested, to repossess the goods that remain in the Customer’s possession. The Customer is obligated to inform the Seller without delay in the event of any safeguard (sauvegarde), bankruptcy (redressement), or judicial liquidation (liquidation judiciaire) proceedings, or of any seizure, attempted seizure, or any other measure by a third party that could infringe the Seller’s property until fulfillment by rights. The Customer of its payment obligations is prohibited from selling, pledging, or assigning the goods as described above. As such: (a) If Goods are processed combineda guarantee or granting any surety on merchandise that has been delivered but not yet paid for, and/or mixed by Customer with other goods belonging to himand, then Xxxxxx has more generally, from taking any action that could infringe the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws that the direct debit authorizationmerchandise is resold prior to full payment of the price, the Seller shall benefit form a resale right (droit de suite) on the merchandise. Moreover, the Customer is obliged (i) undertakes, at the Seller’s option, either to pay the remaining outstanding balance immediately, subject to incurring liability, or to assign the receivable resulting from the sale to the subsequent purchaser to the Seller. The Customer undertakes to inform its clients immediately about third parties that the assignment Seller retains title to Seller and that Seller is the owner of Goods, (ii) merchandise and to give defend against all claims that such third parties may assert to equipment that has not been paid in full. The Seller all information and documents necessary may exercise its right to repossess the merchandise to which it retains the title in order the event that the Customer breaches any of its obligations, including in the event that a bank draft is not honoured, as well as in any situation in which the Seller has legitimate concerns as to establish and confirm the buyer’s ability to comply with its obligations, including on-time payment of amounts due. The Seller may repossess the merchandise to which it retains title by sending a registered letter with return receipt requested to the Customer, ordering it to return possession of the merchandise to the Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value Customer does not comply with the order, the Seller may seek a court order for the return of the existing security interests obtained merchandise to which it retains title, if necessary subject to a recurring penalty. Costs incurred by Customer for the benefit Seller to repossess merchandise or to collect its price are borne solely by the Customer. The Seller’s exercise of Seller exceeds its right to repossession results in total more than 20 % neither the total invoiced amount cancellation nor the termination of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by SellerAgreement. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied The Goods shall remain Seller’s sole and absolute property as legal and equitable owner until fulfillment by Customer’s full payment for the goods and all other Goods and services supplied to Customer including all claims for damages, supplementary claims and until clearing of its payment obligations as described abovebills of exchange and cheques. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to process and resell the Goods in the ordinary course of businessbusiness - in accordance with the following provisions: 1. Use Customer acknowledges that he is in possession of the Goods solely as fiduciary and bailee for executing service contracts Seller; He is obliged at his own expense to store the Goods safely and contracts for worktake every care to protect the interest of the owner, labour and material to insure the Goods. Customer assigns his future insurance claims to Seller to the amount of the unpaid Xxxxxx’s lien, he agrees that Seller will cash the policy and on our request, Customer shall hand over the insurance policy to Seller so that Seller is herein regarded as a resaleenabled to claim directly from the insurer. (c) Customer’s receivables arising out of the resale of Goods are already assigned2. As long as Customer fulfils his obligations to us properly, for security purposes, exclusively to Seller. Customer he is entitled to collect dispose freely of the receivables Goods in the ordinary course of business until Seller withdraws this entitlement which is possible any time. Customer assigns all his future claims, security rights and subsidiary claims resulting from resellinghis joint contract and business relations that arise from his resale of the unpaid goods by way of security. The assignment refers to the proportional amount of our invoice in the ratio of the resold partially resold privileged property. This applies correspondingly to unpaid Goods that Seller owns proportionally. In case that Customer uses the reserved goods to process objects that are in a third party’s property, unless Xxxxxx withdraws Customer assigns all his future claims against the direct debit authorization third party to us by way of security. The right of resale is not given in the case of a prohibition of assignment between our Customer and his buyer concerning the claim of the purchase price. Furthermore Customer is not entitled to pledge our reserved goods or to burden them any doubt about other way or to assign them to a third party by way of security. 3. Customer may manufacture the unpaid Goods only as Seller’s agent. The new product will become the privileged property of Seller. If our unpaid Goods are mixed or manufactured together with other goods that are in the property of a third party, the said resulting product shall become or be deemed to be owned by us in common with the other party in proportional share of the invoice value of our unpaid goods and the invoice value of the other party’s goods. This applies correspondingly to admixture or union of our unpaid Goods and other goods that are in Customer‘s property. 4. Seller may withdraw from the Contract and reclaim the Goods as soon as the payment for them becomes overdue, without having to rescind the Contract and Customer has not provided a sufficient security in accordance with no. 5 of these Conditions. Seller may for the purpose of inspection or recovery of the Goods enter upon Customer’s solvency and/or financial credibility premises or if any other place where the Goods are stored. Customer in this case waives the defence of trespass to chattels. The recovery of our unpaid Goods shall not be a cancellation of the Contract unless expressly announced. The costs of recovery shall be for Customer’s account. Seller is in arrears entitled to sell the resumed Goods at best; by auction or by open-market sale. Seller can charge the proceeds against our claims. 5. If Seller may fear that his demands will not be met, Xxxxxxxx has - on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) Seller’s demand - to inform its clients immediately his customers about the assignment assignments, and he has to Seller and that Seller is the owner of Goods, (ii) and to give Seller support us with all necessary information and all relevant documents necessary in order so that we are enabled to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third partiescontact their customers directly. 6. If the value of the existing security interests obtained by securities that belong to us in accordance with the foregoing provisions exceed the secured claims against Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount %, Customer is entitled to demand release of securities to that extent. The choice of the contractual debt of Customer, Seller securities to be released in this case is obliged, upon Customer’s request, to release Goods selected by Sellerours. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods shall remain Seller’s property until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx Seller has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customerustomer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx Seller withdraws the direct debit authorization authorisation in case of any doubt about Customer’s solvency solv ency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx Seller withdraws the direct debit authorizationauthorisation, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment garnishme nt and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or and/ or the new goods as described in Article 6 a) above. Moreover, Customer undertakes undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods ARADEX retains title to the delivery items until all obligations to the customer have been met. In the case that the value of all security rights exceeds the amount of all secured claims by more than 20%, ARADEX shall remain Seller’s property until fulfillment release a corre- sponding part of the security rights upon request by Customer of its payment obligations as described abovethe customer. As such: (a) If Goods long as the retention of title is effective, the customer is prohibited from pledging or transferring by way of security the items supplied, and only resellers are processed combinedauthorized to resell the items, and/or mixed subject to the reseller receiving payment from the reseller’s client or with the proviso that the property does not pass to the client until the latter has met its financial obligations. In the event of any seizures, attachment, or other disposition or intervention by Customer third parties, the customer must promptly inform ARADEX. In the case of breaches of duty of the customer, in particular in the case of default in payment, ARADEX is entitled to cancellation and to take the goods back after the unsuccessful expiry of a deadline set for the customer to comply. The statutory provisions on the dispensability of setting deadlines remain unaffected. The customer is obliged to surrender the retained goods. Taking back the goods and claiming retention of title, respectively, or seizing the reserved goods by ARADEX does not signify withdrawal from the contract, unless such is expressly declared by the supplier. The customer is permitted to process or transform the reserved goods or combine the same with other goods items. The processed, transformed, or combined product are regarded as reserved goods. In the case of processing, transformation, or combination with other items not belonging to himARADEX, then Xxxxxx has the entire ARADEX is entitled to co-ownership on of the new goods. If Goods are processeditem to the amount of the proportion resulting from the ratio of the value of the pro- cessed, combinedtransformed, and/or mixed by Customer with other or combined reserved goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on item at the basis time of the ratio of the invoiced value of the Goods to the invoiced value of all goodsprocessing, which were used for manufacturing the new goodstransformation, or combination. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods shall 18.1 Objects of the agreement that have been delivered remain Seller’s INFASTAUB's property until fulfillment the Customer has paid all current and future receivables to INFASTAUB. 18.2 The Customer may mix, combine or connect the goods subject to retention of title by Customer of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer INFASTAUB with other goods belonging to him, then Xxxxxx has the entire ownership on the new goodsobjects during ordinary operations. If Goods the goods are processedmixed, combinedcombined or connected, and/or mixed by Customer with other goods belonging it shall be deemed to other suppliers, then Seller has a joint have been agreed at this point that INFASTAUB shall be entitled to proportionate ownership right in the whole item mixed, combined or connected with the goods, which shall correspond to the value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on subject to retention of title in relation to the basis of the ratio of the invoiced value of the Goods other objects included in the mix, combination and connection. The Customer shall store the item for INFASTAUB. The same applies if the Customer processes the goods subject to the invoiced value retention of all goods, which were used for manufacturing the new goodstitle during ordinary operations. (b) As long 18.3 The Customer may sell the goods subject to retention of title or shared ownership by INFASTAUB as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the part of an ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from resellingbusiness transaction, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility Customer has payment arrears or if Customer is in arrears has defaulted on any of its payments. In If the event Xxxxxx withdraws Customer has payment arrears, INFASTAUB may demand the direct debit authorizationrelease of the goods subject to retention of title without notice. The Customer shall not pledge the goods or use them as collateral. The Customer may only sell the goods abroad upon prior approval by INFASTAUB. Should the Customer sell goods subject to retention of title, it shall at this point and until the repayment of all receivables to INFASTAUB assign all of the rights due to the Customer is obliged (i) from the sale regarding its own customers, including all ancillary rights, securities and retentions of title, to inform INFASTAUB. INFASTAUB may demand for the Customer to notify its clients immediately about own customers of the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller provide INFASTAUB with all information and documents necessary in order required for collection. However, the Customer may collect the receivables assigned to establish and confirm Seller’s rights with respect INFASTAUB as long as it does not have any payment arrears or defaults. If the Customer's receivables from the sale of the goods subject to third parties. retention of title by INFASTAUB are transferred to a current account, the Customer shall be obligated assign to inform Seller without delay about any garnishment INFASTAUB at this point in time its payment claims arising from the respective and/or any other actions adversely affecting recognised balance in the Goods undertaken amount of the receivables from the sale of the goods subject to retention of title by third partiesINFASTAUB. If INFASTAUB has only shared ownership in the sold goods, the assignment stated above shall only apply in the amount of the value of the existing security interests obtained shared ownership of INFASTAUB. If the goods subject to retention of title or shared ownership by Customer INFASTAUB are sold together with other goods for a total price, the benefit of Seller exceeds above assignment shall only apply in total more than 20 % the total invoiced amount of the contractual debt invoice value of Customerthe goods subject to retention of title by INFASTAUB and/or in the amount of the value of the shared ownership of INFASTAUB. If the Customer is paid by cheque or bill of exchange for selling the goods subject to retention of title by INFASTAUB, Seller is obliged, the Customer shall assign to INFASTAUB at this point in time until the repayment of all receivables to INFASTAUB such cheques or bills of exchange. The customer shall diligently store cheques or bills of exchange for INFASTAUB and forward them to INFASTAUB immediately upon Customer’s request, to release Goods selected by Seller. The provisions in the previous paragraph shall apply correspondingly in all other cases. (d) 18.4 Should the value of the goods subject to retention of title together with the other securities provided to INFASTAUB exceed the receivables to INFASTAUB for long periods by more than 50%, INFASTAUB shall release them upon request by the Customer. The selection of the items to be released shall be at the discretion of INFASTAUB. 18.5 The Customer shall have notify INFASTAUB as quickly as possible and raise an appeal if the sole goods subject to retention of title or other items or receivables in which INFASTAUB holds any rights are seized by third parties or other impairments are to be expected. Such notification shall be accompanied by the relevant documentation. The Customer shall reimburse INFASTAUB for any costs incurred by INFASTAUB due to such incidents. If the Customer fails to provide such notification, it shall be liable to compensate INFASTAUB for any damage resulting from such failure. This shall not apply if the failure to provide notification is beyond the Customer's control. The Customer's liability for, to pay compensation shall relate to any damages and shall bear all risks and costs associated expenses incurred by INFASTAUB from or in connection with the unloadingenforcement of its ownership rights. This shall also include necessary and reasonable fees for legal advice and representation for INFASTAUB. 18.6 Should special measures be required to ensure the effectiveness of the above-stated retention of title and other rights held by INFASTAUB in the import countries of foreign deliveries, correct handling the Customer shall notify INFASTAUB of such fact and suitable storage implement such measures at its own cost. Should the laws of Goods and/or the new goods as described import country prohibit a retention of title, a security corresponding with the retention of title or assignment in Article 6 a) abovethis country shall be deemed to have been agreed. MoreoverThe Customer's above duty to cooperate in the creation and justification of such comparable security shall apply accordingly. Should it be impossible to secure INFASTAUB's claims against the Customer in an equal amount in this manner, the Customer undertakes (i) to take a general liability all risks insurance policyshall, at its own cost, including coverage as to provide INFASTAUB with other securities in the deterioration and/or theft of all goods delivered or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretoother securities.

Retention of Title. Supplied Goods 3.1 The Seller retains the title to any products delivered until payment of the total claim from the business transaction has been effected. This shall remain also be applicable if payment is made for particularly identified supplies. In case of payment per cheque or bill, the retention of title only expires when a potential cheque or bill-related liability on part of the Seller has expired. In case of current accounts, the retained title to the products (goods subject to retention of title) shall serve as security for the Seller’s property until fulfillment by Customer 's balance claim. The Buyer shall treat good subject to retention of its payment obligations as described above. As such:title with care. (a) 3.2 If Goods goods subject to retention of title are processed combined, and/or combined or mixed by Customer with other goods, the Buyer shall immediately assign any rights of property or co-property to the resulting goods belonging to him, then Xxxxxx has the entire ownership Seller; this shall not result in any obligations on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value part of the new Seller. The newly created goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis considered as goods subject to retention of title in terms of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goodspresent Conditions. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled 3.3 The Buyer may dispose of goods subject to resell Goods retention of title in the ordinary course of business. Use Any other dispositions, particularly pledging and transfer by way of Goods for executing service contracts and contracts for work, labour and material is herein regarded security of goods subject to retention of title shall be prohibited. As soon as a resale. (c) Customer’s receivables arising out upon conclusion of the resale relevant delivery agreement, the Buyer shall assign to the Seller any claims, including any additional rights to which the Buyer is entitled opposite its clients and which result from sales or otherwise, by way of Goods are already assigned, for security purposes, exclusively up to the amount of open claims on part of the Seller. Customer is The Buyer shall be entitled to collect any assigned claims in the receivables from resellingordinary course of business. Upon request, unless Xxxxxx withdraws the direct debit authorization in case of Buyer shall provide any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s required by the Seller for the assertion of rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. against its customer. 3.4 If the value of claims assigned by the existing Buyer by way of security interests obtained and the value of goods subject to retention of title exceeds the Seller's total claim by Customer for the benefit of Seller exceeds in total more than 20 % 20%, the total invoiced amount Buyer may request the release or retransfer of excessive securities. 3.5 The Seller's authorization to sell goods subject to retention of title and collect claims which may have arisen shall expire in case of non-compliance with the payment conditions, unauthorized dispositions, and if insolvency proceedings against the Buyer are applied for. In such case the Seller shall be entitled to immediately take possession of the contractual debt goods subject to retention of Customertitle. 3.6 Should third parties take possession of goods subject to retention of title, the Buyer shall inform such third parties of the Seller's property title and notify the Seller is obligedimmediately. 3.7 If the Seller utilizes its right to retention of title by withdrawal of goods subject to retention of title, upon Customer’s requestthe Seller shall be entitled to freely dispose of such goods or have them auctioned. Additional claims for damages, to release Goods selected in particular for loss of profit, are reserved by the Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods 12.1 We shall remain Seller’s property retain ownership of the delivered goods until fulfillment by Customer the moment of its payment obligations as described above. As such:complete repayment of all claims that have arisen and continue to arise from the business relationship or other legal grounds between us and the Buyer. (a) 12.2 If Goods are processed combined, and/or mixed by Customer with other goods belonging the validity of this retention of title is subject to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right special conditions or formal requirements in the whole value country of the new goods with such suppliers. In such caseBuyer's domicile, Seller’s ownership shall be calculated on the basis Buyer is obligated to ensure these are fulfilled at his own expense. 12.3 The Buyer is only entitled to dispose of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods delivered goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work; other dispositions, labour and material is herein regarded such as a resalepledging or transferring ownership, are not permitted. (c) Customer’s 12.4 The delivered goods shall be processed on our behalf without leading to any obligations on our part. If our goods are processed, combined or mixed with other goods that do not belong to us by the Buyer, we shall be entitled to assume co-ownership of the new item in the ratio of the value of the goods subject to retention of title to the other goods at the time they were processed, combined or mixed. If the Buyer acquires sole ownership of the new item, we hereby agree that he shall grant us co-ownership of the latter in the ratio of the value of the processed, combined or mixed goods subject to retention of title to the value of the new item and store the new item for us free of charge. 12.5 The Buyer hereby assigns the receivables arising out of from the resale of Goods the goods subject to retention of title to us as of now, regardless of whether the sale takes place without or after processing, combining or mixing. We accept this assignment. If the goods subject to retention of title are already assignedsold after processing, for security purposescombining or mixing with other goods not belonging to us, exclusively the assignment of the receivables shall apply up to Sellerthe value of our goods subject to retention of title. Customer The Buyers is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case resale as long as he continues to fulfil his obligations from the contract. We must be immediately informed of any doubt about Customer’s solvency and/or financial credibility measures or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorizationcircumstances that pose a risk to our security rights, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller including all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. details. 12.6 If the value of the existing security interests obtained securities held by Customer for us exceeds the benefit total value of Seller exceeds in total more than 20 % 20%, we are required to release securities at our discretion at the total invoiced amount Buyer's request. 12.7 We are entitled to sufficiently insure the delivered goods at reinstatement value against fire, water and theft at the expense of the contractual debt of CustomerBuyer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have unless the sole liability for, and shall bear all risks and costs associated with Buyer can prove that he has already acquired the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks respective insurance policy. If maintenance and inspection work is required, this must be performed by the Buyer without delay and at its his own cost, including coverage as expense. The Buyer must immediately inform us of any third-party access to the deterioration and/or theft goods delivered under retention of all or a part of Goods and/or title and notify us of the new rights assigned to us in this regard. If we demand the return of goods and (ii) provide to Sellerdelivered by us under retention of title, at its first request, a certificate confirming both such insurance coverage and this return shall only be regarded as withdrawal from the payment of contract if we expressly notify the insurance premium related theretoBuyer thereof.

Retention of Title. Supplied Goods 12.1 We shall remain Seller’s property retain ownership of the delivered goods until fulfillment by Customer the moment of its payment obligations as described above. As such:complete repayment of all claims that have arisen and continue to arise from the business relationship or other legal grounds between us and the Buyer. (a) 12.2 If Goods are processed combined, and/or mixed by Customer with other goods belonging the validity of this retention of title is subject to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right special conditions or formal requirements in the whole value country of the new goods with such suppliers. In such caseBuyer's domicile, Seller’s ownership shall be calculated on the basis Buyer is obligated to ensure these are fulfilled at his own expense. 12.3 The Buyer is only entitled to dispose of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods delivered goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work; other dispositions, labour and material is herein regarded such as a resalepledging or transferring ownership, are not permitted. (c) Customer’s 12.4 The delivered goods shall be processed on our behalf without leading to any obligations on our part. If our goods are processed, combined or mixed with other goods that do not belong to us by the Buyer, we shall be entitled to assume co-ownership of the new item in the ratio of the value of the goods subject to retention of title to the other goods at the time they were processed, combined or mixed. If the Buyer acquires sole ownership of the new item, we hereby agree that he shall grant us co-ownership of the latter in the ratio of the value of the processed, combined or mixed goods subject to retention of title to the value of the new item and store the new item for us free of charge. 12.5 The Buyer hereby assigns the receivables arising out of from the resale of Goods the goods subject to retention of title to us as of now, regardless of whether the sale takes place without or after processing, combining or mixing. We accept this assignment. If the goods subject to retention of title are already assignedsold after processing, for security purposescombining or mixing with other goods not belonging to us, exclusively the assignment of the receivables shall apply up to Sellerthe value of our goods subject to retention of title. Customer The Buyers is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case resale as long as he continues to fulfil his obligations from the contract. We must be immediately informed of any doubt about Customer’s solvency and/or financial credibility measures or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorizationcircumstances that pose a risk to our security rights, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller including all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. details. 12.6 If the value of the existing security interests obtained securities held by Customer for us exceeds the benefit total value of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer20%, Seller is obliged, upon Customer’s request, we are required to release Goods selected by Sellersecurities at our discretion at the Buyer's request. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods (1) The delivered goods shall remain Seller’s our property (goods subject to the retention of title) until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods all claims arising and arisen from the business relationship are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliersfinally paid for. In such casethe case of multiple claims or if the Customer has an open account with the Supplier, Seller’s ownership the retention of title shall be calculated on serve as security for the basis claim balance, even if individual deliveries of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goodsgoods have already been paid. (b2) As long as If the Customer is not in breach of the contract, e.g. in default of a payment, we will be entitled to reclaim the goods subject to the retention of title after setting a reasonable deadline in advance. If we reclaim the goods subject to the retention of title, this shall constitute a withdrawal from the contract. We are entitled to exploit the goods subject to the retention of title after reclaiming them. After deducting an appropriate amount covering the costs of exploitation, the proceeds from exploitation shall be set off against the amounts owed to us by the Customer. (3) Should third parties access the goods subject to the retention of title, including but not limited to the seizure of the property, the Customer shall inform the seizing entity of our ownership of the goods and provided notify us immediately so that it reserves its property we can enforce our ownership rights, . (4) The Customer is exclusively entitled to resell Goods process and sell the goods subject to the retention of title in the ordinary course of businessbusiness as long as the Customer is not in default. Use Pledges or chattel mortgage are not permitted. The Customer hereby assigns to us as security all claims arising from reselling the goods subject to the retention of Goods title or arising on any other legal grounds (insurance, tortious act) in connection with these goods. We revocably authorise the Customer to collect the claims assigned to us in its own name and for executing service contracts and contracts its own account. The authorisation to collect the claims shall expire if the Customer does not properly fulfil its payment obligations, gets into payment difficulties, compulsory enforcement measures are taken against it or judicial insolvency proceedings are opened against its assets or the opening of such proceedings is rejected for work, labour and material is herein regarded as a resalelack of assets. (c5) Customer’s receivables arising out Processing or conversion of the resale of Goods are already assignedgoods shall always be carried out for us as manufacturer, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of but without creating any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third partiesobligation upon us. If the goods to be delivered are processed together with other items that do not belong to us, we will become co-owners of the new thing proportionately to the ratio of the value of the existing security interests obtained by Customer for item to be delivered to the benefit of Seller exceeds in total more than 20 % the total invoiced amount other items processed as of the contractual debt date of processing. If the goods to be delivered are mixed or inseparably combined with other items that do not belong to us, we will become co-owners of the new thing proportionately to the ratio of the value of the goods to be delivered to the other items combined or mixed. If, in the event of combining or mixing items, the Customer's item is to be regarded as the main item, Seller is obliged, upon Customer’s request, the Parties agree that the Customer will transfer to release Goods selected by Sellerus co-ownership of the new item on a pro rata basis. The Customer shall hold the goods subject to our co-ownership thus created in safe custody for us. (d6) Customer We shall have release the sole liability forsecurity interests to which we are entitled if the realisable value of our security interests exceeds the claims to be secured by over 10%; in this respect, and we shall bear all risks and costs associated with be the unloading, correct handling and suitable storage of Goods and/or party to select the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) security interests to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretobe released.

Retention of Title. Supplied Goods shall 9.1 All deliveries take place under retention of title in accordance with § 449 of the German Civil Code with the following extensions. 9.2 The delivered goods remain Seller’s property of the seller until fulfillment the purchaser has paid all debts, including future arising debts, from the business relationship, in particular any current account balance. The purchaser is obligated to insure the goods against any insurable damage (in particular fire, water, storm, theft, third-party liability etc.). He assigns his claim from the insurance contracts to the seller in advance, who in turn accepts this assignment. 9.3 Acquisition of ownership by Customer the purchaser of its payment obligations as described above. As such: (a) If Goods the goods subject to title retention in accordance with § 950 of the German Civil Code in the case that the goods are processed combined, and/or mixed into a new product is excluded. Any processing is carried out by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on purchaser for the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in seller without obligations arising for the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables seller from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its paymentsthis. In the event Xxxxxx withdraws of processing with other goods which do not belong to the direct debit authorizationseller, Customer is obliged (i) the seller acquires co-ownership of the new product in proportion to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained goods delivered by Customer him and the other goods at the time of the processing. The new product is considered to be subject to title retention in the sense of these conditions. 9.4 The purchaser’s claims from further sale of the goods subject to title retention are already assigned to the seller now, proportionately if necessary, corresponding to the (co-) ownership proportion and irrespective of whether the goods subject to title retention are sold on without or after processing and whether they are sold on to one or several customers. The seller accepts this assignment. The assigned claim serves as insurance for the benefit of Seller exceeds in total more than 20 % conditional seller only to the total invoiced amount value of the contractual debt purchased item subject to title retention. For cases in which the item subject to title retention is sold by the purchaser together with other goods not belonging to the seller, whether it be without or after processing, then the assignment of Customerthe purchase price claim only applies to the value of the item subject to title retention which, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated together with the unloadingother goods, correct handling and suitable storage is the object of Goods and/or this purchase contract concluded with the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all purchaser’s customer or a part of Goods and/or the object of purchase. 9.5 The purchaser is entitled and authorised to resell the item subject to title retention provided that the purchase price claim passes to the seller in accordance with Figure 4. The purchaser is not entitled to other dispositions of the new goods subject to title retention including their pledging and (ii) provide use as collateral, nor is he entitled to Sellerother dispositions of the claims assigned or to be assigned to the seller in accordance with Figure 4 including their assignment, at its first assignment for security and pledging. The purchaser must inform the seller in writing, without delay, or any impairment, including compulsory enforcement measures, by third parties of the goods subject to title retention or the claims assigned in advance, by handing over the documents necessary for an intervention. 9.6 The seller empowers the purchaser, reserving the right to revocation, to collect any debts from further sale. The seller will make no use of his own authorisation to collect debts insofar as the purchaser fulfils his payment obligations duly. Upon request, a certificate confirming both such insurance coverage the purchaser must name the persons owing the assigned claims and inform these persons of the assignment. The seller is authorised to inform the debtors of the assignment on behalf of the purchaser. 9.7 Should the value of the securities granted to the seller exceed his claims by more than 20%, then the seller is obligated to reassign and release assigned claims of his choice at the purchaser’s request. With full payment of all the insurance premium related theretoseller’s claims resulting from the business relationship, the assigned claims pass to the purchaser along with the seller’s ownership of the goods subject to title retention.

Retention of Title. Supplied Goods 1. All goods supplied shall remain Seller’s our property (goods subject to retention of title) until fulfillment by Customer all claims arising from the business relationship have been satisfied including, in particular, the respective balance claims we are entitled to receive within the scope of its payment obligations the business relations. This shall also apply to any and all future and conditional claims. 2. The processing of goods subject to retention of title shall be carried out for our company as described abovethe manufacturer in the sense of § 950 BGB, without our obligation. As such:The processed goods shall be deemed to be subject to retention of title as defined under item 1. (a) If Goods 3. When goods subject to retention of title are processed combinedprocessed, and/or combined or mixed by Customer with other goods belonging by the buyer, we shall be entitled to him, then Xxxxxx has the entire joint ownership on of the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging item to other suppliers, then Seller has a joint ownership right in the whole extent of the invoice value of the new goods with such suppliers. In such casesubject to retention of title, Seller’s ownership shall be calculated on the basis as a proportion of the ratio of the invoiced invoice value of the Goods other goods used. If, due to the invoiced combination, mixing or processing our ownership lapses, then the buyer hereby transfers to us the proprietary rights to which we are entitled to the new assets or goods, to the extent of the invoice value of all goodsthe goods and materials subject to retention of title, which were used for manufacturing and the buyer shall safeguard the new goodsassets or goods for us free of charge. The co- ownwership rights created hereafter shall be deemed to be goods subject to retention of title as defined under item 1. (b) As 4. The buyer may sell the goods subject to retention of title only in the course of normal business, in accordance with his normal terms and conditions, and as long as Customer the buyer is not in default default, provided, however, he makes an agreement on the retention of title with his own buyer and provided that it reserves its property rights, Customer is exclusively the claims arising from the resale are transferred to us in accordance with clause 5 and 6. The buyer shall not be entitled to resell Goods dispose of the goods subject to retention of title in any other way. Resale within the ordinary course meaning of businessthis clause A.IV. Use shall also include use of Goods for executing service contracts and the goods subject to retention of title in order to fulfill contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables 5. All claims and rights of the buyer arising out from the resale of goods subject to retention of title are hereby assigned to us. They shall serve as security to the same extent as the goods subject to retention of title in the sense of clause 1. 6. If goods subject to retention of title are sold by the buyer together with other goods, the claims arising from the resale will be assigned to us in the same proportion as that between the invoice value of the goods subject to retention and the invoice value of the other goods used. In case of the resale of Goods are already assignedgoods to which we have co-ownership rights pursuant to clause 3 hereof, for security purposes, exclusively a portion of the accounts receivable shall be assigned to Sellerus in compliance with our respective share of co-ownership. 7. Customer is The buyer shall be entitled to collect claims arising from the receivables from resellingresale, unless Xxxxxx withdraws we elect to revoke this right in the direct debit authorization cases stated in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its paymentsclauses A. II. In the event Xxxxxx withdraws the direct debit authorization, Customer is 5. and A.IV. 8. The buyer shall upon our request be obliged (i) to inform its clients his customers immediately about of the assignment to Seller us – provided we do not provide the information on our own account – and that Seller is provide us with the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer documentation required for the benefit of Seller exceeds in total more than 20 % collection. In no case whatsoever shall the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall buyer have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) authorization to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretoassign any claims.

Retention of Title. Supplied Goods shall remain Seller’s property until fulfillment fulfilment by Customer of its payment obligations as described above. above As such: (a) If Goods are processed combined, and/or mixed by Customer with vvith other goods belonging to him, then Xxxxxx has the entire ownership ovvnership on the new nevv goods. If Goods are processed, combined, and/or mixed by Customer with vvith other goods belonging to other suppliers, then Seller has a joint ownership ovvnership right in the whole vvhole value of the new goods with nevvgoods vvith such suppliers. In such case, SellerXxxxxx’s ownership ovvnership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were vvhich vvere used for manufacturing the new nevv goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. business Use of Goods for executing service contracts and contracts for workvvork, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Seller Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws Seller vvithdravvs the direct debit authorization authorisation in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. payments In the event Xxxxxx withdraws Seller vvithdravvs the direct debit authorizationauthorisation, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner ovvner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with vvith respect to third parties. Customer shall be obligated to inform Seller without vvithout delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with vvith the unloading, correct handling and suitable storage of Goods and/or the new nevv goods as described in Article 6 a) above. Moreover, Customer undertakes undertakes (i) to take a general liability all risks insurance policy, at its own ovvn cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new nevv goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods shall remain Seller’s property until fulfillment by Customer of its payment obligations as described above. As such: (a) We shall retain title in all delivered goods until payment of all our receivables under the business relationship. This shall apply even if the purchase price for certain deliveries of goods is paid by the party placing the order, for in this event the retention of title shall serve as security for our balance of receivables (Saldoforderungen). b) Processing or alteration of goods subject to retention of title by the purchaser is always done in our name. c) If Goods goods subject to retention of title are processed combined, and/or mixed by Customer together with other goods belonging to himnot owned by us, then Xxxxxx has the entire we shall acquire co-ownership on in the new goodsproduct in proportion to the value of the goods subject to retention of title (final invoice amount including turnover tax) to the other processed goods at the time of processing. If Goods the goods subject to retention of title are processed, combined, and/or inseparably compounded or mixed by Customer with other goods belonging subject to other suppliersretention of title, then Seller has a joint we shall acquire co-ownership right in the whole new product in proportion to the value of the goods subject to retention of title (final invoice amount including turnover tax) to the other compounded or mixed goods at the time of compounding or mixing. If the goods subject to retention of title are compounded or mixed in such a way that goods of the purchaser may be considered as being the principal product, we agree with the purchaser in advance, that the purchaser shall transfer proportionate co-ownership in the new goods with such suppliersproduct to us. In such case, Seller’s We hereby accept this transfer. Such sole ownership or co-ownership in a product shall be calculated on maintained for us by the basis purchaser free of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goodscharge. (bd) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods The goods delivered by us may be resold in the ordinary course of businessbusiness by the party placing the order, provided it is not in default. Use The goods subject to the retention of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resaletitle may not be pledged or transferred by way of security. (ce) CustomerThe Seller hereby assigns to us by way of security all receivables resulting from resale or any other legal grounds in relation to the goods subject to the retention of title. This assignment of receivables shall also cover any and all of the Purchaser’s receivables arising out in relation to the closing balance of any current account agreed between the Seller and its customers. We hereby accept this transfer f) Upon request, the Seller shall disclose any assignment of receivables and provide any desired information concerning the receivables assigned to us by submitting the relevant receipts. g) We authorise the Seller to collect for our account and in its own interest the receivables assigned to us. Such authorisation may be revoked only if the Seller does not properly meet its payment obligations. The authorisation shall expire if insolvency proceedings are commenced over the assets of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility Seller or if Customer an insolvency petition is in arrears filed against it. The Purchaser shall promptly pass on to the Seller any of its payments. In amounts collected for the event Xxxxxx withdraws Seller, insofar as the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If receivables are due and payable. h) Should the value of our security (including the existing security interests obtained requirements) exceed our receivables by Customer for 20%, we shall, at the benefit of Seller exceeds in total more than 20 % the total invoiced amount request of the contractual debt of Customerparty placing the order, Seller is obligedrelease the security exceeding such percentage, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage selection of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) such security to take a general liability all risks insurance policy, be at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretoour discretion.

Retention of Title. Supplied 1. The Seller retains ownership of the Goods shall remain supplied and to be supplied by him to the Buyer until the Buyer has fully performed all (payment) obligations for all the Goods supplied or to be supplied under the Contract or other contracts entered into with Buyer or activities performed or to be performed under the Contract or other contracts entered into with Buyer and all claims due to failure in the performance of such obligations. 2. Buyer is obliged to store the Goods separately and clearly marked as property of Seller’s property until fulfillment by Customer . Buyer hereby undertakes towards Seller to pledge (without notice to the debtor) to Seller all claims which Buyer has or will have against its clients and their current and future stocks, equipment and business assets, such as additional security for the payment of its payment obligations as described all that which Seller can claim now or at any time for whatever reason also from the Buyer. Buyer is obliged to cooperate and perform all (legal) actions which are necessary for the legally valid establishment of above. As such:-mentioned rights of pledge. (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods3. If Goods are processedthere is a question of confusion, combinedaccession, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value processing or inclusion (but excluding specification) of the new goods with such suppliers. In such caseGoods in other goods, Seller’s the Seller always acquires co-ownership shall be calculated on in proportion to the basis of the ratio of the invoiced value of the Goods supplied by him. 4. If the Buyer forms a new object partly from the Goods referred to in Article 8.1, then this is an object which the Seller has constituted for himself as owner and the Buyer keeps it for the Seller, until the Buyer has performed all obligations as referred to in Article 8.1. 5. Before full payment has occurred, the Buyer is not entitled to lend, dispose of, rent, pledge or encumber the Goods in any other way (under the law of obligations or under property law), fully or partially, directly or indirectly. 6. The Buyer is obliged to immediately inform the Seller should third parties lay claim (including attachment) to the invoiced value Goods supplied by the Seller subject to retention of all goods, which were used for manufacturing title or should he have knowledge of third parties intending to lay claim to the new goodsafore-mentioned Goods. (b) As long as Customer is not in default and provided that it reserves its property rights7. In the case of non-performance by the Buyer, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer Seller is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility retrieve or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) arrange to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting have the Goods undertaken by supplied which belong to him retrieved. The Buyer shall cooperate fully as required and authorizes the Seller irrevocably and unconditionally to have access or arrange for third partiesparties to have access to the sites and/or spaces where the Goods concerned are and is, if applicable, obliged to ensure that the third parties provide permission to the Seller to enter or arrange for third parties to enter the sites and/or spaces where the Goods concerned are. If the value All expenses of the existing security interests obtained Seller connected with retrieving the Goods supplied are payable by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by SellerBuyer. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods (1) The Seller shall remain Seller’s property retain ownership of the delivered goods until fulfillment by Customer full payment of its payment obligations as described aboveall receivables under the business relationship between the Seller and the Purchaser. As such:The retention of title shall also apply if individual receivables are included in a current account and the balance is drawn and recognized. In the event of conduct on the part of the Purchaser that violates the Agreement, in particular, in the event of default in payment, the Seller may repossess the delivered goods and the Seller shall be obliged to render up such goods, after the Seller has rescinded the Agreement. (a2) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has The Purchaser shall reasonably insure the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing are subject to the new title retention (secured goods), against all standard risks, in particular, fire, break-in and water risks, and shall handle and store the goods with care. (b3) As long as Customer is not The Purchaser shall promptly notify the Seller in default writing concerning third party payment execution measures relating to the secured goods and provided that it reserves its property rightsthe receivables assigned in advance, Customer is exclusively entitled to and shall provide any documentation necessary for an intervention. (4) The Purchaser may resell Goods the delivered goods in the ordinary course of business. Use The Purchaser may not otherwise dispose over the delivered goods, in particular, pledge them or transfer them by way of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resalesecurity. (c5) Customer’s The Purchaser hereby assigns to the Seller any receivables arising out of relating to the secured goods deriving from resale of Goods are already assignedor other legal grounds, for security purposese.g. insurance or tort, exclusively up to an amount equivalent to the purchase price (including Value Added Tax), and the Seller hereby accepts such assignment. Notwithstanding the assignment and the Seller. Customer is 's right to collect such receivables, the Purchaser shall be entitled to collect the receivables from reselling, unless Xxxxxx withdraws as long as it meets it obligations vis-à- vis the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that the Purchaser’s financial situation does not deteriorate. However, should this occur, the Purchaser shall notify the Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer assigned receivables and the relevant debtors, provide any necessary information for collection thereof, furnish the benefit of Seller exceeds in total more than 20 % with the total invoiced amount relevant documentation and notify the debtors of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Sellerassignment. (d6) Customer Should the delivered goods be resold together with other goods that do not belong to the Seller, the Purchaser's receivables against the buyer shall have be deemed assigned in an amount equivalent to the sole liability fordelivery price agreed between the Seller and the Purchaser (including Value Added Tax). Should the secured goods be processed by the Purchaser, and the Seller shall bear all risks and costs associated be deemed the processor within the meaning of § 950 of the Germany Civil Code ("BGB"). Should the secured goods be combined with other goods, the unloading, correct handling and suitable storage of Goods and/or Purchaser shall acquire proportionate co- ownership in the new goods as described created. Should the Purchaser acquire sole ownership of new goods, then it shall be deemed agreed that the Purchaser grants the Seller proportionate co-ownership in Article 6 a) above. Moreover, Customer undertakesthe new goods. (i7) The Seller agrees to take a general liability all risks insurance policy, release at its own cost, including coverage as the Purchaser's request the security to which it is entitled to the deterioration and/or theft of all or a part of Goods and/or extent that the realizable value exceeds by more than 20% the receivables to be secured; selection of the new goods and (ii) provide security to Seller, at its first request, a certificate confirming both such insurance coverage and be released shall be the payment responsibility of the insurance premium related theretoSeller.

Retention of Title. Supplied 5.1 The Supplier shall retain legal and/or equitable title in any Goods shall remain Seller’s property supplied to the Customer until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has in full for the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value supply of the Goods to the invoiced value of all goods, which were used for manufacturing the new goodshas been received. (b) As long as 5.2 Notwithstanding the Supplier’s retention of legal title in the Goods, the Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell may sell such Goods or use the Goods in the ordinary course of the Customer’s business. Use While the Customer sells/processes the Goods as principal and not as agent of the Supplier, the proceeds of sale of each item of Goods must be held by the Customer in a separate fund on trust for executing service contracts the Supplier and contracts the Customer is under a duty to account to the Supplier for worksuch proceeds. The creation of, labour and material is herein regarded as a resaleor any failure of, any such trust shall not limit the obligation of the Customer to pay an amount to the Supplier for Goods supplied. (c) Customer’s receivables arising out 5.3 Until the Goods are sold/used, the Customer must store the Goods as how the Supplier directs/as required by law with due care, clearly designate the Goods as the property of the resale Supplier, store them in such a way they are clearly identified as the property of the Supplier and keep full and complete records of the location and ownership by the Supplier of the Goods. 5.4 The Supplier is irrevocably entitled at any time before the sale of any item of Goods are already assigned, for security purposes, exclusively by the Customer to Seller. Customer is entitled inspect or to collect recover and retake possession of such Goods and otherwise exercise in relation to the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on Goods any of its paymentsrights whether those rights are as owner and/or unpaid Seller or otherwise and whether those rights are conferred by common law, contract, statute or in any other way. In order to exercise such entitlement, the event Xxxxxx withdraws Supplier and its agents are irrevocably authorised by the direct debit authorization, Customer is obliged (i) to inform its clients immediately about enter any of the assignment Customer’s premises or vehicles or those of any third party. The Customer agrees to Seller and that Seller is obtain the owner consent of Goods, (ii) any such third party to such entry by the Supplier and to give Seller all information indemnify the Supplier and documents necessary in order to establish and confirm Seller’s rights with respect to its agents for any liability arising from any entry upon such third parties’ premises or vehicles. Customer shall be obligated The Supplier is not liable for any damage to inform Seller without delay about any garnishment and/or any other actions adversely affecting such premises caused by the removal of the Goods. 5.5 This reservation of title and ownership is effective whether or not the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Sellerhave been altered from their supplied form or commingled with other goods. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods 1. The goods shall remain Seller’s the property of the seller until fulfillment full payment of all receivables for the delivery of goods arising from the business relationship, including ancillary claims, damages as well as payment of cheques and bills of exchange. The right of retention of title shall remain even if individual claims by Customer of its payment obligations as described above. As such:the seller are included in a current invoice and the balance is drawn and recognised. (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods2. If Goods the goods supplied under retention of title are processedcombined by the purchaser into a new movable, combinedmixed or processed asset, and/or mixed by Customer with other goods belonging to other suppliersthis shall be done for the seller, then Seller has without him being liable as a joint result. By combining, mixing or processing the goods, the purchaser does not acquire ownership right in the whole value of the new goods item in accordance with such supplierssections 947 ff. In such caseBGB. By combining, Seller’s mixing or processing items that do not belong to the seller, the seller acquires ownership shall be calculated on the basis of the ratio new item in proportion to the value of his goods under retention of title in relation to the total value. 3. If a centralised authority is invoked in the business between the seller and purchaser, which assumes the risk guarantee, the seller shall transfer ownership on dispatch of the invoiced value goods to the central authority subject to the condition of payment of the Goods to purchase price by the invoiced value of all goods, which were used for manufacturing central authority. The purchaser will only be released from their payment obligation upon payment by the new goodscentral authority. (b) As long as Customer 4. The purchaser is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods or further process the goods only under consideration of the following conditions: A: The purchaser may sell or process the goods under retention of title in the ordinary course of business, provided that his financial situation does not subsequently significantly deteriorate. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables B: The purchaser hereby assigns any claim with all ancillary rights arising out of from the resale of Goods are already assignedthe goods under retention of title - including any balance claims - to the seller. The seller accepts this assignment. C: If the goods were combined, for security purposesmixed or processed and the seller has acquired joint ownership by the amount of the invoiced value, exclusively to Seller. Customer is then he shall be entitled to collect the receivables from resellingpurchase price in proportion to the value of his rights to the goods. D: If the purchaser sells the claim within the framework of factoring, unless Xxxxxx withdraws the direct debit authorization purchaser will assign the claim against the factor replacing the original claim to the seller and will pass on its sales proceeds proportionately to the seller for the value of the rights of the seller of the goods. The purchaser is obliged to disclose the assignment to the factor if it is more than 10 days past its due date with an invoice or if his financial situation deteriorates significantly. The seller accepts this assignment. E: The purchaser is authorised, provided it meets its payment obligations to recover the assigned receivables. The right to recover these claims shall expire in case of any doubt about Customer’s solvency and/or financial credibility default of payment by the purchaser or if Customer is in arrears on any significant deterioration of its paymentsthe assets of the purchaser. In this case the event Xxxxxx withdraws seller is au- thorised by the direct debit authorization, Customer is obliged (i) purchaser to inform its clients immediately about the customers of the assignment to Seller and that Seller is recover the owner of Goodsreceivables. To assert the assigned claims, (ii) and to give Seller all the purchaser shall provide the necessary information and documents necessary in order to establish permit verification of the information. In particular, he shall provide the seller with a detailed listing of all outstanding claims with the names and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third partiesaddresses of customers, amount of each claim, invoice date, etc. 5. If the value of the existing security interests obtained by Customer provided for the benefit seller exceeds the total amount of Seller exceeds in total the seller’s claims by more than 20 % 10%, then the total seller shall be obligated at the purchaser‘s request, to release securities at his discretion. 6. Pledging or transferring ownership of the goods by way of security or the assigned claims is inadmissible. The seller should inform the creditor immediately of any seizures naming the creditor of the seizure. 7. If the seller, in the exercise of its retention of title requests the delivery item back, this shall not automatically be deemed a withdrawal from the contract. The seller is free to sell the returned goods subject to the retention of title by private sale. 8. The purchaser shall store the goods under retention of title for the seller free of charge. He shall insure them against standard risks, such as e.g. fire, theft and water within the usual scope. The purchaser hereby assigns his claims to the seller for damages that he would be entitled to from the above risks with respect to insurance companies or other obligated parties at the invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Sellergoods. The seller accepts the assignment. (d) Customer shall have 9. All claims and rights arising from the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage retention of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft title of all or special forms defined in these con- ditions shall remain until there is a part complete release from contingent liabilities (check-xxxx of Goods and/or ex- change) that the seller has incurred in the interest of the new goods and (ii) provide purchaser. The purchaser is in the case of sentence 1 as a matter of principle allowed to Sellercarry out factoring for his accounts receivables. However, at its first request, a certificate confirming both such insurance coverage and he must inform the payment of the insurance premium related theretoseller before incurring contingent liabilities.

Retention of Title. Supplied Goods The Seller shall remain retain the title to the goods delivered by him until all his claims arising from the business relationship with the Buyer have been satisfied. Any processing or treatment shall be carried out by the Buyer on behalf of the Seller’s property until fulfillment by Customer of its payment , without any obligations as described abovearising for the Seller. As such: (a) If Goods are processed combined, and/or mixed by Customer the Buyer processes reserved goods with other goods belonging goods, the Seller shall be entitled to him, then Xxxxxx has the entire co-ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of products in the ratio of the invoiced value of the Goods processed reserved goods to the invoiced value other goods at the time of all processing or treatment. The Buyer hereby assigns to the Seller any co-ownership rights that may arise from the combination, blending or mixing of the delivered goods with other goods. The Buyer shall hold the products as a custodian for the Seller with commercial care. Upon request, which were used for manufacturing the new goods. (b) As long as Customer is not Buyer shall provide the Seller at any time with information on the stock and condition of the Seller's goods in default his possession. The Buyer may only sell the delivered goods and provided that it reserves its property rightsthe products resulting from their treatment or processing, Customer is exclusively entitled to resell Goods their combination, blending and mixing in the ordinary course of business. Use Transfer by way of Goods for executing service contracts security, pledging and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out other disposals endangering the rights of the resale Seller are not permitted. The new object created by combining, mixing or blending serves as security for the Seller only to the amount of Goods are already assigned, for the sales price of the delivered reserved goods. The new item shall be deemed to be reserved goods within the meaning of this provision. The Buyer hereby assigns to the Seller as security purposes, exclusively the claims to Seller. Customer which the Buyer is entitled from the resale or on any other legal grounds concerning the reserved goods to the value of the reserved goods resold. At the request of the Seller, the Buyer shall be obliged to notify his buyers of the assignment and to provide the Seller with the information and documents required to assert his rights. As long as the Buyer meets his obligations, he is authorized to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer assigned claims. If he is in arrears on any default, he shall pay the amounts received for the assigned claims to the Seller immediately. The other claims of its payments. In the event Xxxxxx withdraws Seller arising from the direct debit authorization, Customer is obliged (i) to inform its clients immediately about default of the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer Buyer shall not be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken affected by third partiesthis. If the value of the existing security interests obtained securities exceeds the claims of the Seller by Customer for the benefit of Seller exceeds in total more than 20 % %, the total invoiced amount Buyer shall be entitled to demand the release of the contractual debt securities to this extent. The Buyer shall notify the Seller immediately of Customerany access by third parties to the reserved goods or the assigned claims, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have handing over the sole liability for, and documents necessary for intervention. The Buyer shall bear all risks and the costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretointervention.

Retention of Title. Supplied Goods 10.1 Deliveries shall be made subject to retention of title. The delivered goods shall remain Seller’s the property until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new Seller until full payment of all claims arising from the business relationship, including all ancillary claims. The Buyer may neither pledge the reserved goods with such suppliersnor assign them as security. In such caseThe Buyer shall notify the Seller immediately in writing of any interventions by third parties. 10.2 If the Buyer is in default, Seller’s ownership the Seller shall be calculated entitled to rescind the contract in accordance with the statutory provisions and to demand return of the goods on the basis of the ratio retention of title and the rescission. If the Buyer does not pay the purchase price due, the Seller may only assert these rights if it has previously unsuccessfully set the Buyer a reasonable obligation to pay or if setting such a deadline is dispensable under the statutory provisions. 10.3 The taking back or seizure of the invoiced value reserved goods shall not constitute a withdrawal from the contract, unless this is expressly declared. The requirements for withdrawal shall remain unaffected. The costs arising from the taking back and seizure of the Goods to item shall be borne by the invoiced value of all goods, which were used for manufacturing the new goodsBuyer. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively 10.4 The Buyer shall be entitled to resell Goods combine the reserved goods with goods of third parties in the ordinary course of business. Use of Goods for executing service contracts and contracts for workIn this case, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out the Seller shall acquire co-ownership of the resale of Goods are already assigned, for security purposes, exclusively new items created by the combination in proportion to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for combined or newly produced items. The same shall apply in the benefit event of Seller exceeds in total more than 20 % the total invoiced amount mixing. 10.5 The Buyer hereby assigns co-ownership of the contractual debt item, provided that the Buyer's item is to be regarded as the main item. If the Buyer sells the combined or newly produced items in which the Seller has co-ownership, the Buyer hereby assigns its purchase price claim against the third party in proportion to the value of Customerthe Seller's co-ownership and hereby authorizes the Seller to collect the claim in its own name, including in the case of a corporate purchase. The seller accepts the assignment. 10.6 If the item subject to retention of title is further processed into a new item, the Seller is obliged, upon Customer’s request, shall be deemed to release Goods selected be the processor and the Buyer shall be deemed to have been commissioned by the Seller. 10.7 The Buyer shall be entitled to sell the goods to third parties in the ordinary course of business. He hereby assigns all claims against third parties arising from the resale to the seller as security (d) Customer extended reservation of title), even in the case of a company purchase. The Seller accepts the assignment. Notwithstanding the Seller's authority to collect the claim itself, the Buyer shall have remain authorized and obligated to collect the sole liability forclaim against the third party. This right expires automatically should the buyer stop his payments. 10.8 If the realizable value of the security exceeds 110% of the secured claim, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policySeller shall, at its own costthe Buyer's request, including coverage as to release the deterioration and/or theft of all or a part of Goods and/or excess portion of the new goods and (ii) provide to Seller, security at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretodiscretion.

Retention of Title. Supplied Goods 1. The items pertaining to the Supplies ("Retained Goods") shall remain Seller’s the PROCITEC's property until fulfillment each and every claim the Supplier has against the Purchaser on account of the business relationship has been fulfilled. If the combined value of PROCITEC's security interests exceeds the value of all secured claims by Customer more than 20 %, PROCITEC shall release a corresponding part of the security interest if so requested by the Purchaser; PROCITEC shall be entitled to choose which security interest it wishes to release. 2. For the duration of the retention of title, the Purchaser may not pledge the Retained Goods or use them as security, and resale shall be possible only for resellers in the ordinary course of their business and only on condition that the reseller receives payment from its payment obligations customer or makes the transfer of property to the customer dependent upon the customer fulfilling its obligation to effect payment. 3. Should Purchaser resell Retained Goods, it assigns to PROCITEC, already today, all claims it will have against its customers out of the resale, including any collateral rights and all balance claims, as described abovesecurity, without any subsequent declarations to this effect being necessary. As such:If the Retained Goods are sold on together with other items and no individual price has been agreed with respect to the Retained Goods, Purchaser shall assign to PROCITEC such fraction of the total price claim as is attributable to the price of the Retained Goods invoiced by PROCITEC. (a) If Purchaser may process, amalgamate or combine Retained Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on items. Processing is made for Supplier. Purchaser shall store the new goodsitem thus created for PROCITEC, exercising the due care of a diligent business person. If Goods The new items are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goodsconsidered as Retained Goods. (b) As long as Customer is Already today, PROCITEC and Purchaser agree that if Retained Goods are combined or amalgamated with other items that are not in default and provided that it reserves its the property rightsof PROCITEC, Customer is exclusively entitled to resell Goods PROCITEC shall acquire co-ownership in the ordinary course new item in proportion of businessthe value of the Retained Goods combined or amalgamated to the other items at the time of combination or amalgamation. Use of Goods for executing service contracts and contracts for workIn this respect, labour and material is herein regarded the new items are considered as a resaleRetained Goods. (c) Customer’s receivables arising out The provisions on the assignment of claims according to No. 3 above shall also apply to the new item. The assignment, however, shall only apply to the amount corresponding to the value invoiced by PROCITEC for the Retained Goods that have been processed, combined or amalgamated. (d) Where Purchaser combines Retained Goods with real estate or movable goods, it shall, without any further declaration being necessary to this effect, also assign to PROCITEC as security its claim to consideration for the combination, including all collateral rights for the pro- rata amount of the resale value the combined Retained Goods have on the other combined items at the time of Goods are already assignedthe combination. 5. Until further notice, for security purposes, exclusively Purchaser may collect assigned claims relating to Sellerthe resale. Customer PROCITEC is entitled to withdraw Xxxxxxxxx's permission to collect funds for good reason, including, but not limited to delayed payment, suspension of payments, start of insolvency proceedings, protest or justified indications for overindebtedness or pending insolvency of Purchaser. In addition, PROCITEC may, upon expiry of an adequate period of notice disclose the receivables from resellingassignment, unless Xxxxxx withdraws realize the direct debit authorization in case claims assigned and demand that Xxxxxxxxx informs its customer of the assignment. 6. The Purchaser shall inform PROCITEC forthwith of any doubt about Customer’s solvency and/or financial credibility seizure or if Customer is in arrears on any other act of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken intervention by third parties. If a reasonable interest can be proven, Purchaser shall, without undue delay, provide Supplier with the value information and/or Documents necessary to assert the claims it has against its customers. 7. Where the Purchaser fails to fulfill its duties, fails to make payment due, or otherwise violates its obligations PROCITEC shall be entitled to rescind the contract and take back the Retained Goods in the case of continued failure following expiry of a reasonable remedy period set by PROCITEC; the statutory provisions providing that a remedy period is not needed shall be unaffected. The Purchaser shall be obliged to return the Retained Goods. The fact that PROCITEC takes back Retained Goods and/or exercises the retention of title, or has the Retained Goods seized, shall not be construed to constitute a rescission of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customercontract, Seller is obliged, upon Customer’s request, to release Goods selected by Sellerunless PROCITEC so expressly declares. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods 7.1 Temposonics shall remain Seller’s property retain ownership in the goods supplied (“Secured Goods”) until fulfillment by full payment of all current and future claims arising under the contract and from the business relationship with the Customer of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods“Secured Claims”). If Goods Secured Claims are processedincluded in a current account, combined, and/or mixed by Customer with other goods belonging the retention of title shall attach to other suppliers, then Seller has a joint ownership right in and safeguard the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goodsfinal outstanding and agreed balance. (b) As long as 7.2 The Customer shall store the Secured Goods with the care of a prudent businessman. 7.3 The Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled permitted to process and/or resell the Secured Goods in the ordinary course of business, subject to the following provisions: a) The retention of title applies also to products which are created by processing, mixing, or combining the Secured Goods (“Products”), where Temposonics is considered the manufacturer. Use If the Secured Goods are processed, mixed or combined with goods of Goods for executing service contracts and contracts for workthird parties, labour and material is herein regarded as a resalethe retention of title applies to such Products proportional to the invoice value of the Secured Goods. (cb) Customer’s The Customer already herewith assigns to Temposonics by way of security all receivables arising out of resulting from the resale of the Secured Goods are already assignedand Products or, for security purposesas applicable, exclusively to Sellerall receivables resulting from the resale of the Secured Goods and Products in the amount of the possible co- ownership interest arising under section 7.3.a) 2nd sentence above (“Assigned Claims”). The Customer is entitled authorised to collect payment of the receivables from reselling, unless Xxxxxx withdraws Assigned Claims. The above-mentioned authorisation to process and/or re-sell the direct debit authorization in case Secured Goods and/or to accept payment of any doubt about Customer’s solvency and/or financial credibility or Assigned Claims can be revoked by Temposonics if the Customer is in arrears on any default of its paymentspayment. In If the event Xxxxxx withdraws right to process and/or re-sell the direct debit authorizationSecured Goods and/or to accept payment of Assigned Claims is revoked, the Customer is obliged (i) shall provide Temposonics with all such information necessary to inform its clients immediately about make use of the assignment to Seller and that Seller is the owner of Secured Goods, Products and/or Assigned Claims (ii) “Securities”), to provide the relevant documents and to give Seller all information and documents necessary in order notify the Customer’s debtors of the transfer to establish and confirm Seller’s rights with respect Temposonics of the Assigned Claims. 7.4 Securities must neither be pledged to third partiesparties nor be assigned or surrendered to third parties by way of security prior to full payment of the Secured Claims or prior to the respective Securities having been released. The Customer shall be obligated to inform Seller without delay about must notify Temposonics immediately of any garnishment and/or any other actions adversely affecting the Goods undertaken interference by third parties. parties with the Securities. 7.5 If the realisable value of the Securities exceeds the value of the existing security interests obtained Secured Claims by Customer for the benefit of Seller exceeds in total more than 20 % 10%, Temposonics will at its own discretion release Securities upon the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods 9.1. The Seller shall remain Seller’s property retain full ownership of the goods until fulfillment by Customer full payment is received. Resale before full payment is received is only permitted if this was announced to the Seller in good time beforehand stating the name of its payment obligations as described above. As such: the company and the exact (abusiness) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has address of the entire ownership on secondary buyer and if the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods agreed to the invoiced value sale. This shall also apply in cases of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default pledging and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course transfer by way of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its paymentssecurity. In the event Xxxxxx withdraws of agreement, the direct debit authorization, Customer is obliged (i) Purchaser shall already assign the claim to the purchase price to the Seller in advance thereby securing its claim to the purchase price and the Purchaser shall be entitled to inform its clients immediately about the secondary buyer of the assignment upon conclusion of the purchase agreement at the latest. Furthermore, the Purchaser must provide the Seller with proof that it has informed the secondary buyer and add an official comment with the date in its accounts for every assigned claim. 9.2. In the event of delay, the Seller shall be entitled to assert its rights resulting from the retention of title. It is agreed that the assertion of the retention of title shall not result in withdrawal from the agreement unless the Seller and that expressly declares its withdrawal from the agreement. 9.3. In the event of the Purchaser processing, mixing or combining the item under retention of title with other goods not delivered by the Seller – even if the other part not provided by the Seller is clearly greater – the owner of Goods, (ii) and Seller shall acquire co- ownership to give Seller all information and documents necessary in order the new item proportional to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of its share at the existing security interests obtained by Customer time of processing, mixing or combining. No obligations shall arise for the benefit of Seller exceeds in total more than 20 % the total invoiced amount as a result of the contractual debt of Customerprocessing, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all mixing or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage combining and the payment of item must be stored at the insurance premium related theretoPurchaser’s expense.

Retention of Title. Supplied Goods (1) We shall remain Seller’s property until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value retain full title of the new goods with such suppliers. In such case, Seller’s ownership silver that have been delivered until the Buyer has discharged all claims arising from the business relationship which shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goodsinclude any account balance and claims from refinancing or reverse promissory notes. (b2) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled The Buyer shall have the right to resell Goods in dispose of the silver delivered by us within the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. The authority granted hereunder shall cease in the cases referred to in § 8 (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a4) above. Moreover, Customer undertakeswe may withdraw the sales authority of the Buyer through written notice if it shall be in breach of any obligation owed to us and shall in particular be in payment default or we shall become aware of other incidents that give rise to doubts about its creditworthiness. (i3) The Buyer’s right to take a general liability all risks insurance policy, at its own cost, including coverage as process the silver delivered shall also be subject to the deterioration and/or theft limitations set out in subsection (2) above. The Buyer shall not acquire title to the fully or partly processed silver; the processing shall be free of charge for our benefit as Seller. If we should, for whatever reason, lose our rights under the retention of title, then its is hereby agreed between us and the Buyer that we shall acquire title upon processing of the silver and the Buyer shall remain custodian of the silver which shall be free of charge. (4) If the silver in which we have retained title shall be inseparably assembled or mixed with metals that are third party property, then we shall acquire co-title in the new silver or the mixed stock. The proportion of title shall follow from the proportion of the invoice value of the silver delivered by us under retention of title and the invoice value of the other silver. (5) Silver in which we shall acquire sole or co-title in accordance with subsection (3) and (4) shall, the same as with regard to the silver delivered under retention of title according to subsection (1) above, be regarded as silver delivered under retention of title for the purposes of the following paragraphs. (6) The Buyer hereby assigns to us all claims arising from the resale of the silver delivered under retention of title. Such claims shall also include claims against the bank which, within the scope of such sale, shall have issued or confirmed a letter of credit for the benefit of the Buyer (= reseller). We hereby accept such assignment. If the silver delivered under retention of title shall be a processed good or a part mixed stock, where, in addition to the silver delivered by us, only such silver exist that are either the Buyer’s property or a third party property as a result of Goods and/or a (simple) retention of title, then the Buyer shall assign all of the new goods and (ii) provide claim arising from the resale. In the other case, i. e. in the event of a conflict between pre-assignment claims by other suppliers, we shall be entitled to Seller, at its first request, receive any resale proceeds on a certificate confirming both such insurance coverage pro rata basis which shall be determined in proportion to the invoice value of our silver and the payment other processed or mixed silver. (7) Where our claims shall be undoubtedly be secured through the assignment and retention by more than 125%, any surplus of receivables and/or silver delivered under retention of title shall, upon demand of the insurance premium related theretoBuyer, be released in accordance with our choice. (8) The Buyer shall be authorized to collect any receivables arising from the resale of silver. Such authority shall cease to exist in the event that there shall no longer be an ordinary course of business as defined in § 8 (4) above. Moreover, we may withdraw the Buyer’s authority to collect, if it shall be in breach of any obligation owed to us and shall in particular be in payment default or we shall become aware of other incidents that give rise to doubts about its creditworthiness. If the above authority shall cease to exist or be withdrawn by us, then the Buyer shall upon our demand immediately specify to us its debtors in the claims assigned and provide us with all information and documentation necessary for collection. (9) In the event of any third party action against our silver delivered under retention of title or any receivables assigned to us, the Buyer shall notify such party of our property/our right and immediately inform us about such action. The Buyer shall bear the costs of any intervention. (10) If the Buyer shall be in breach of contract, in particular in payment default, then it shall, upon our demand, immediately return to us all silver delivered under retention of title and assign to us any repossession claims against any third party in conjunction with such silver. Any repossession or enforcement proceedings with regard to the silver delivered under retention of title shall not be regarded as a rescission of this Agreement. (11) In the cases referred to in § 8 (4) above, we may require the Buyer, to inform us about the claims arising from the resale that have been assigned to us in accordance with § 9 (6) above including its debtors. Following such information, we shall have the right to disclose the assignment as we consider appropriate.

Retention of Title. Supplied Goods shall remain Seller’s property until fulfillment by Customer of its payment obligations as described above1. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire The Supplier retains ownership on any products delivered until each and every account and claim against the new goodsCustomer to which the Supplier is entitled under the business relationship has been duly satisfied (such product hereinafter: product subject to retention of title). If Goods are processedThe Customer shall be obliged to treat the products subject to retention of title carefully and shall undertake to effect a reinstatement value insurance for the products against damages caused by fire, combined, and/or mixed by water or theft at its own expense. 2. The Customer with other goods belonging shall be entitled to other suppliers, then Seller has a joint ownership right in resell and to use the whole value products subject to retention of title within the normal course of the new goods with such suppliers. In such caseCustomer’s business, Seller’s ownership shall be calculated on provided that the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rightsof payment; furthermore, the Customer is exclusively entitled to resell Goods in for the ordinary course duration of business. Use the retention of Goods for executing service contracts and contracts for work, labour and material is herein regarded title may not pledge said products or assign them as a resale. (c) Customer’s receivables security. The Customer hereby assigns to the Sup- plier as security any and all claims arising out of from the resale of Goods or any other legal basis connected to the products (including, but not limited to claims arising from insurance contracts or on grounds of tortuous acts); the Supplier hereby accepts the assignment which shall also include any balance claims of current accounts. The Supplier hereby revocably authorises the Customer to collect any of such assigned claims on the Customers own be- half and for its own account; the Supplier reserves the right to revoke this authorisation which applies in particular if the Customer does not fulfil its payment obligations. The Customer shall not be entitled to assign such claims, including an assignment for the purpose of collecting the claims by way of factoring. 3. Any processing and/or transforming of the products subject to retention of title shall take place on the sole behalf of the Supplier. If said products are already assignedprocessed so as to form a new product together with goods or items which do not belong to the Supplier, for security purposesthe Supplier shall acquire joint ownership in such new products in proportion of the value of the products sub- ject to retention of title (amount of invoice including VAT) to the total value of the other items used (the point of time at which the event occurred is decisive here). The terms under this entire Sec. IX applicable to the products subject to retention of title shall apply analogously to the items arising from such processing. 4. If the products subject to retention of title have been intermixed or mingled with other items which do not belong to the Supplier, exclusively the Supplier shall acquire joint ownership in such new products in proportion of the value of the retained goods (amount of invoice including VAT) to Sellerthe total value of the other items used at the time of intermixing or mingling. If the products subject to retention of title have been combined in such a way, that the item belonging to the Customer is entitled regard- ed as the main constituent it shall be agreed that the Customer shall assign the proportionate ownership to collect the receivables from reselling, unless Xxxxxx withdraws Supplier. 5. It shall be the direct debit authorization in case Customer’s secondary contractual duty to store the products underlying the Supplier’s ownership or joint ownership free of any doubt about Customercosts and charges for the Supplier. 6. Claims against third parties arising from a combination of the products subject to retention of title with a plot of land shall be also assigned to the Supplier as security for the Supplier’s solvency and/or financial credibility claims mentioned in Sec. IX. 7. On the Supplier’s request, the Customer shall inform the Supplier immediately to whom the Customer sold the products underlying the Supplier’s ownership or if joint ownership and which claims may result from the resale, as well as provide the Supplier at its own expense with an officially authenticated document stipulating the assignment of the claims. 8. The Customer is in arrears on shall be not allowed to dispose otherwise of the products subject to retention of title or products underlying the Supplier’s joint ownership. The Customer shall inform the Supplier forthwith of any seizure or other act of its paymentsintervention by third parties. The Customer shall be obliged to reimburse the Supplier for all costs related to the recovery by third par- ties of the products subject to retention of title and the claims. 9. In the event Xxxxxx withdraws of the direct debit authorizationCustomer’s delay with payment or of a breach of essential contractual obligations due to at least negli- gence, Customer the Supplier reserves the right to claim restitution of the products underlying the Supplier’s sole or joint ownership. The assertion of such claim shall only be considered rescission of the contract if this is obliged (i) expressly declared by the Supplier. 10. In case of a court order to inform its clients immediately about institute bankruptcy proceedings, the assignment refusal of a court to Seller and that Seller is institute such proceedings due to lack of sufficient assets or a justified petition in bankruptcy, the owner of Goods, (ii) Supplier shall be entitled to rescind the contract and to give Seller all information demand instant restitution of his products and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third partiesdeliveries. 11. If the combined value of the existing Supplier’s security interests obtained interest exceeds the value of all secured claims by Customer for the benefit of Seller exceeds in total more than 20 % 10 %, the total invoiced amount Supplier shall release a corresponding article or item of the contractual debt of security interest if so requested by the Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods shall will remain Seller’s our property until fulfillment by Customer effective payment of its payment obligations as described aboveall claims against the purchaser – including such arising in future – regardless of legal basis (including cheque, assignment, guaranty, compensation etc.). As such: The same also applies with regard to conditional claims. In the case of processing or combination of the reserved goods (agoods subject to a retention of title) If Goods are processed combined, and/or mixed by Customer within the meaning of Sections 947 and 950 of the German Civil Code (BGB) with other goods belonging items not owned by ourselves, we shall be entitled to him, then Xxxxxx has the entire co-ownership on in the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging item in proportion to other suppliers, then Seller has a joint ownership right in the whole value of the new reserved goods with such suppliers. In such case, Seller’s ownership shall be calculated on vis-à-vis the basis remainder of the ratio processed or combined item at the time of processing or combination. Where the purchaser acquires sole ownership of the invoiced new item, the purchaser hereby assigns to us a co-ownership share in the new item in proportion to the value of the Goods to processed or combined reserved goods vis-à-vis the invoiced value remainder of all goodsthe processed or combined item at the time of processing or combination, which were used for manufacturing and will duly hold such in safe custody on our behalf and free of charge. The purchaser may dispose of the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods reserved goods in the ordinary course of businessbusiness against cash payment or retention of title; but may not otherwise dispose of such, in particular, by way of assignment as security or pledging. Use To safeguard our claims – regardless of Goods for executing service contracts and contracts for worklegal basis (cf. Section 6, labour and material is herein regarded as a resale.sentence (c1) Customer’s the purchaser hereby assigns to us all its outstanding receivables arising out based on goods resulting from our deliveries to the value of the resale price, including value added tax, together with all commensurate ancillary rights. Where the reserved goods have been sold by the purchaser in combination with other items not owned by us for an overall price, assignment will be effected solely to the value of Goods the amount the purchaser was charged by us for the reserved goods sold in combination. Where the purchaser’s claims from the resale are already assignedincluded in a current account, the purchaser hereby duly assigns to us its claims from the current account against its customer. Assignment is effected to the value of the amount the purchaser was charged by us for security purposes, exclusively to Sellerthe resold reserved goods. Customer The purchaser is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its paymentsassigned to us until further notice. In the event Xxxxxx withdraws of circumstances pertaining to the direct debit authorizationpurchaser that, Customer in our opinion, no longer warrant the granting of credit, the purchaser is obliged (i) to inform afford us access to its clients immediately about accounts for the purpose of ascertaining the receivables assigned to us as per Section 6, sentence 4 et seq., provide us with all commensurate information and documentation and, at our request, duly notify the debtor of the assignment in writing. In the instance of circumstances as stated in Section 6, sentence 7 above, the purchaser will grant access to Seller the reserved goods still in its possession, send us a precise list of the respective goods, and that Seller is will also separate and relinquish the owner of Goods, (ii) and goods to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third partiesus. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If Should the value of this security exceed the existing security interests obtained value of our claims by Customer for the benefit of Seller exceeds in total more than 20 % 20%, at the total invoiced amount request of the contractual debt purchaser we will reduce the security accordingly at our discretion. The purchaser is to promptly notify us in writing of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as any third-party access to the deterioration and/or theft of all reserved goods or a part of Goods and/or of receivables assigned to us and will support us in any resulting action in any way possible. All associated costs are to be borne by the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretopurchaser.

Retention of Title. Supplied Goods shall remain Seller’s property 11.1 The Seller retains title to the subjects of delivery (“Secured Goods”) until fulfillment by Customer payment in full of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value all cur- rent and future claims of the new goods Seller under the business relationship with such suppliers. In such casethe Customer, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goodsinclud- ing outstanding current-account balances. (b) As long as 11.2 The Customer shall treat the Secured Goods with care. The Customer shall insure them at its own expense against damage due to fire, water, and theft. 11.3 The Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell sell the Secured Goods in the ordinary course of business. Use The Customer may not pledge the Secured Goods or assign them as security. It is obligated to se- cure the Seller’s rights when selling the Secured Goods on credit terms. The Customer hereby assigns to the Seller to the full extent for the pur- pose of security its payment claims against its customers from a resale of the Secured Goods, as well as those claims of the Customer with re- spect to the Secured Goods that arise under any other legal basis against its customers or third parties (in particular, tort claims and insurance claims), including all outstanding current-ac- count balances. The Seller hereby accepts such assignment. The Customer may collect for executing service contracts the Seller the claims assigned to the Seller for the Customer’s own account and contracts for workin its own name, labour provided such authorization has not been revoked. The Seller’s right to collect such claims itself is not affected by the foregoing. However, the Seller will not assert the claims itself and material refrain from revoking the collection authorization as long as the Customer is herein regarded as properly meeting its payment obligations. However, if the Customer acts in contravention of the contract – in particular, if it is in default in making a resalepayment – the Seller may demand that the Customer disclose to the Seller the assigned claims and the respective debtors, notify the re- spective debtors about the assignment, and fur- nish the Seller with all documentation and infor- mation that it needs in order to assert the claims. (c) Customer11.4 The Customer must support the Seller in steps to secure and, if necessary, enforce the Seller’s receivables arising out retention of title. If third parties assert rights to the resale subject of Goods are already assigneddelivery or make a disposition concerning it, for security purposesthe Customer must promptly no- tify the Seller. 11.5 If the Customer is in default in payment or oth- erwise in serious breach of contract, exclusively to Seller. Customer the Seller is entitled to collect take back the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case subject of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third partiesdelivery. If the value Seller takes back the subject of delivery or places a lien on it, same does not constitute re- scission of contract. 11.6 If the retention of title in the aforementioned form is ineffective under the law of the existing security interests obtained by Customer for destina- tion country, the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) assist to take estab- lish a general liability all risks insurance policy, at its own cost, including coverage as security right corresponding to the deterioration and/or theft provi- sions of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretocountry.

Retention of Title. Supplied Goods 1. The Supplier retains ownership of the delivered goods until all, including future claims against the Purchaser arising from the business relationship have been met within the scope of the balance reservation to which it is entitled. The processing shall remain Seller’s be effected for the Supplier without obligating it and without the property until fulfillment by Customer being lost as a result. If the Purchaser combines the goods subject to retention of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer title with other goods belonging goods, the Purchaser is obligated to him, then Xxxxxx has the entire transfer co- ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods item to the invoiced Supplier in proportion to the invoice value of all connected goods, which were used for manufacturing provided the main item belongs to it. In this respect, the new goodsgoods are deemed to be goods under retention of title within the meaning of these terms and conditions. (b) As long as Customer 2. The Purchaser is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods sell the reserved goods in the ordinary course of business. Use Any other dispositions beyond the fulfilment claims incumbent on the Purchaser are prohibited. Goods subject to retention of Goods title may not be used by the Purchaser as security for executing service contracts and its creditors. This also applies to Purchaser financing such as factoring or forfeiting. 3. The Purchaser assigns all claims accruing to it from the use of the reserved goods to the Supplier in advance with all ancillary rights 1. The Supplier accepts this assignment. If the reserved goods are sold with other items that do not belong to the Supplier, or if they are used as material in the execution of contracts for workwork and services, labour and material is herein regarded as a resalethe assignment includes the share of the proceeds corresponding to the co-ownership. (c) Customer’s receivables arising out 4. The Purchaser is only authorized to collect the assigned claims in the ordinary course of business. The Purchaser must notify the Supplier immediately of any access by third parties to the goods subject to retention of title or assigned claims. Costs of interventions shall be borne by the Purchaser. 5. For justified reasons, the Purchaser is obligated, at the request of the resale Supplier, to notify the third-party buyers of Goods are already assignedthe assignment and to give the Supplier the information necessary to assert its rights, for security purposesto separate the goods and, exclusively if necessary, to Sellermark them and to hand over the corresponding documents. 6. Customer The authorization of the Purchaser to dispose of the reserved goods and to collect the assigned claims expires in the event of non- compliance with the terms of payment as well as in the event of bill and check protests. In this case, the Supplier is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value take possession of the existing security interests obtained reserved goods. The resulting costs are borne by Customer for the benefit of Seller Purchaser. 7. The Supplier will release the securities held by it to the extent their value exceeds in total the claims to be secured by more than 20 % the a total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller20%. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied 9.1. Title to Goods shall remain pass to Buyer at the moment of receipt by Seller of full payment for the relevant consignment of Goods. Prior to such payment, Buyer shall ensure keeping Goods separately from other goods and marking Goods to indicate that such Goods belong to Seller. Buyer shall provide Seller, on the latter’s property until fulfillment by Customer of its payment obligations as described above. As such: (a) If demand, with access to the premises where Goods are processed combinedkept, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value and furnish evidence of performance of the new goods with such suppliers. In such case, SellerBuyer’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goodsobligations. (b) As long as Customer 9.2. Buyer is not in default and provided that it reserves its property rights, Customer is exclusively entitled hereby authorized to process and/or resell Goods in the ordinary course of businessits normal operations subject to the extension of the retention of Seller’s title to Goods, the result of processing of Goods, and proceeds thereof, and to the extent of the time until any of Buyer’s debt to Seller becomes overdue. Use If Buyer sells unpaid Goods to third parties, Seller shall obtain title to all actual and future proceeds from such Goods received by Xxxxx from and due by the recipient of such Goods, and in that case Buyer shall be deemed the agent/fiduciary bailee for Seller having the right of claim against third party and accepting performance for and on behalf of Seller. Seller may instruct Buyer that the proceeds received from such third parties be kept by Xxxxx on a separate bank account without commingling them with Buyer’s own funds and amounts received by Buyer from other parties. 9.3. If Buyer uses Goods for making further products, Seller shall obtain title to such products or a part thereof corresponding to the share of price of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resalein the cost of production of the products made by Buyer. (c) Customer9.4. If Buyer fails to pay for Goods in time or commits another material breach of Contract, or if Buyer or a third party files for bankruptcy of Buyer or the appointment of a receiver, or if Xxxxx declares intent to enter into or actually enters into a binding agreement with its creditors, or another similar procedure preventing creditors from foreclosure on Buyer’s receivables arising out of the resale of Goods are already assignedassets, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization as well as in case of initiation of voluntary or compulsory winding-up of Buyer, Seller may, without prior notice, recover any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller unpaid Goods from Buyer and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken collect receivables owed by third parties. If parties for Goods sold by Buyer and/or the value products resulting from processing of Goods to the extent of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual outstanding debt of Customer, owed by Buyer. Buyer’s right to possess and use such assets shall cease as soon as Seller is obliged, upon Customer’s request, declares its right to release Goods selected by Sellerrecover them from Buyer. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods 8.1 We shall remain Seller’s property retain title in all delivered goods until fulfillment payment of all our receivables under the business relationship. This shall apply even if the purchase price for certain deliveries of goods is paid by Customer the party placing the order, for in this event the retention of its payment obligations title shall serve as described above. As such:security for our balance of receivables (Saldoforderungen). (a) 8.2 Processing or alteration of goods subject to retention of title by the Purchaser is always done in our name. 8.3 If Goods are processed combined, and/or mixed by Customer with other goods belonging subject to him, then Xxxxxx has the entire ownership on the new goods. If Goods retention of title are processed, combined, and/or compounded to or inseparably mixed by Customer with other goods belonging to other suppliersitems not owned by us, then Seller has a joint we shall acquire co-ownership right in the whole new product in proportion to the value of the goods subject to retention of title (final invoice amount less turnover tax) to the other goods at the time of processing, compounding or mixing, as the case may be. If the goods subject to retention of title are compounded or mixed in such a way that goods of the purchaser may be considered as being the principal product, we agree with the Purchaser in advance, that the Purchaser shall transfer proportionate co- ownership in the new goods with such suppliersproduct to us. In such case, Seller’s We hereby accept this transfer. Such sole ownership or co-ownership in a product shall be calculated on maintained for us by the basis Purchaser free of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goodscharge. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods 8.4 The goods delivered by us may be resold in the ordinary course of businessbusiness by the Purchaser, provided he is not in default. Use The goods subject to the retention of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out title may not be pledged or transferred by way of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its paymentssecurity. In the event Xxxxxx withdraws of breaches of its duties by the direct debit authorizationPurchaser, Customer is obliged (i) to inform its clients immediately about in particular in the assignment to Seller and that Seller is the owner case of Goodsdelayed payment, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer we shall be obligated entitled, after a reasonable period of grace allowed to inform Seller the Purchaser for performance has elapsed without delay about any garnishment and/or result, to withdraw from the contract and take back the goods; this shall not affect the statutory provisions concerning cases where it is not necessary to allow a period of grace. The Purchaser shall be obliged to surrender the goods. 8.5 The Purchaser hereby assigns to us by way of security all receivables resulting from resale or any other actions adversely affecting legal grounds in relation to the Goods undertaken goods subject to the retention of title. This assignment of receivables shall also cover any and all of the Purchaser’s receivables in relation to the closing balance of any current account agreed between the Purchaser and its customers. We hereby accept this assignment. 8.6 Upon request, the Purchaser shall disclose any assignment of receivables and provide any desired information concerning the receivables assigned to us by third partiessubmitting the relevant receipts. 8.7 We authorise the Purchaser to collect for our account and in its own interest the receivables assigned to us. If Such authorisation may be revoked if the Purchaser does not properly meet its payment obligations. It shall expire if an insolvency petition is filed against the Purchaser, unless such application is obviously inadmissible or unsubstantiated. The Purchaser shall then promptly pass on to us any amounts collected for us, insofar as our receivables are due and payable. 8.8 Should the value of our security (including the existing security interests obtained advance assignments) exceed our receivables by Customer for 20%, we shall, at the benefit of Seller exceeds in total more than 20 % the total invoiced amount request of the contractual debt of CustomerPurchaser, Seller is obligedrelease the security exceeding such percentage, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage selection of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) such security to take a general liability all risks insurance policy, be at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretoour discretion.

Retention of Title. Supplied Goods shall 9.1 All deliveries are subject to retention of title with the following extensions. The goods delivered under retention of title, and any replacing them un- der this section 9, are recognised by the retention of title and hereinafter collectively referred to as "retained goods". 9.2 The delivered goods remain Seller’s our property until fulfillment by Customer of its payment obligations as described above. As such:the Purchaser has paid all future and existing re- quirements from the business relationship, in par- ticular any current account balance. (a) If Goods are processed combined, and/or mixed by Customer with other 9.3 The Purchaser shall store the retained goods belonging for us without charge and is committed to him, then Xxxxxx has insuring the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other retained goods belonging to other suppliers, then Seller has a joint ownership right in the whole value course of trade and merchant- ability against insurable damage (especially against fire, water, storm, theft). He assigns his claims un- der the new goods with such suppliersinsurance policies herewith to us in ad- xxxxx. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goodsWe accept this transfer herewith. (b) As long as Customer 9.4 The Purchaser is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods process and sell the retained goods until the event of default in the ordinary or- dinary course of business. Use Pledging and assignment are not permitted. 9.5 The acquisition of Goods ownership by the Purchaser of the retained goods in accordance with § 950 BGB in the case of working or processing of the retained goods to a new item is excluded. Any processing performed by the Purchaser in our name and on ac- count for executing service contracts and contracts for work, labour and material is herein regarded us as a resale. (c) Customer’s receivables arising out manufacturer means we acquire immediate ownership. In the case of processing with other goods not belonging to us, we acquire co-ownership of the resale new item in proportion to the value of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect goods supplied at the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case time of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its paymentsprocessing. In the event Xxxxxx withdraws that no direct acquisition of property by us occurs, the direct debit authorization, Customer is obliged (i) Purchaser shall already have defined future ownership or mentioned in the above ratio joint ownership of the new item as security to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third partiesus. If the retained goods are mixed with other objects to form a single or inseparable item and is one of the other things to be regarded as the main item, the Purchaser shall, as far as the main item pro rata co- ownership to us of the uniform matter in the corre- sponding ratio. 9.6 The Purchaser's claims from the resale of the re- tained goods are necessarily proportionally as- signed to us according to the (joint) ownership, and this is irrespective of whether the retained goods - without or after processing - will be sold to one or more Purchaser. We accept this transfer herewith. The assigned claims serve as our security only to the extent of the value of the existing security interests obtained respective goods sold. In the event that the retained goods are sold by Customer for the benefit Purchaser together with other goods not belonging to us, either without or after processing, the assign- ment of Seller exceeds in total more than 20 % the total invoiced purchase price claim applies only to the amount of the contractual debt value of Customerthe goods that the other goods are subject to, Seller is obligedwith the Purchaser concluding the purchase contract or part of the purchase object with the Purchaser. We authorise the Purchaser to collect the claims assigned to us in his own name and for our account. With regards to our own au- thority to collect, upon Customer’s we will not apply it, as long as the Purchaser meets his payment obligations. 9.7 A default event occurs whenever we are entitled to rescind the contract. If the default event occurs we are entitled to demand, at our request, return of the retained goods concerned and/or to release Goods selected by Sellercollect the claims assigned to us, to the extent claims against third parties in their own name. The Purchaser has to provide us on demand, comprehensive infor- mation about the retained goods still available. For the purpose of collecting assigned claims, the Pur- chaser has to give us all relevant information in this regard (especially about the person of the respec- tive third party debtor and the amount of open as- signed claims), all located to us in his possession or property, collect available necessary or helpful doc- uments to provide and display the third party debt- ors at our request. We are authorised to notify the assignment on behalf of the Purchaser - even the debtors. (d) Customer shall have 9.8 The Purchaser has to inform us immediately or in advance of any impairment and execution activi- ties in the sole liability for, retained goods or the claims assigned and shall bear all risks and costs associated with hand over the unloading, correct handling and suitable storage of Goods and/or necessary documents for an interven- tion in writing. The Purchaser will also immediately advise the new third party accessing the retained goods as described in Article 6 a) above. Moreover, Customer undertakesthat they are our property. (i) to take a general liability all risks insurance policy, at its own cost, including coverage as 9.9 In addition to the deterioration and/or theft full payment of all or a part of Goods and/or secured claims from the business relationship, the owner- ship of the new subject goods and (ii) provide the claims relating to Seller, at its first request, a certificate confirming both such insurance coverage and the payment resale of the insurance premium related theretogoods are assigned to the Pur- chaser.

Retention of Title. Supplied Goods shall remain Seller’s property until fulfillment by Customer of its payment obligations as described above3.5.1. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right Until title in the whole value of Product has passed to the new goods with such suppliersPurchaser, the Purchaser shall keep the Product and any part thereof in the Purchaser’s possession clearly marked or otherwise identified as being ABB’s and store it separately from the Purchaser’s own plant and equipment. In such case, Seller’s ownership ABB shall be calculated on entitled at any time during normal business hours to enter the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) CustomerPurchaser’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary premises in order to establish inspect the Product and confirm Sellerensure that it is so marked or clearly identified. 3.5.2. Should the contract be terminated by ABB for any reason before title in the Product has passed to the Purchaser, or ABB has grounds for doubting the creditworthiness of the Purchaser (cf. Article 3.3.3), ABB shall be entitled at any time during normal business hours to enter the Purchaser’s rights premises in order to recover the Product. ABB reserves the right to dispose of any Product so recovered. 3.5.3. To the extent permitted by applicable law, legal and beneficial title to the Product shall remain with ABB until such time as ABB has received payment of the purchase price for the Products due under the contract and any other sums due (together with any interest which may have accrued) in respect of any other goods or services previously or subsequently supplied by ABB to the Purchaser under any other agreement. Where such payments have been received by ABB title shall pass to the Purchaser. 3.5.4. Notwithstanding any appropriation by the Purchaser to the contrary, all payments made by the Purchaser to ABB shall be appropriated first to the Products which have been resold by the Purchaser and then to the Products which remain in the Purchaser's possession or control. 3.5.5. If the Purchaser resells any Products in which title has not passed to the Purchaser, with respect to third parties. Customer the proceeds of such resale only, the resale shall (as between ABB and the Purchaser only) be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting made by the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer Purchaser as agent for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by SellerABB. (d) Customer 3.5.6. For the avoidance of doubt, risk in the Product shall have pass to the sole liability forPurchaser at the time specified in the applicable INCOTERMS. From the time when risk in the Products passes until the time when title passes to the Purchaser in accordance with Article 3.5.3, the Purchaser shall insure the Products for their full value with a reputable insurer. Until title in the Products passes to the Purchaser, the Purchaser shall hold the proceeds of any sale or claim on such insurance policy on trust for ABB and shall bear all risks and costs associated immediately account to ABB with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related theretoproceeds.

Retention of Title. Supplied Goods shall remain Seller’s property until fulfillment by Customer of its payment obligations as described above. As such: (a1) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods We retain title to the invoiced value goods until full payment of all goods, which were used for manufacturing claims under the new goodsContract and an ongoing business relationship. (b2) As long The goods subject to retention of title may neither be pledged to third parties nor transferred as Customer is secu- rity prior to full payment of the secured claims. The Purchaser must inform us without undue delay in wri- ting if and the extent to which third parties seize the goods which are the subject of retention of title. (3) In case of conduct in breach of contract by the Purchaser, especially non-payment of the purchase price due, we will be entitled in accordance with the statutory regulations to rescind the contract and xx- xxxx surrender of the good based on the retention of title. The demand for surrender does not contain a declaration of rescission at the same time. We are, in default and provided that it reserves its property rightsfact, Customer is exclusively entitled to resell Goods demand the surrender of the goods only and to reserve the right of rescission. If the Purchaser does not pay the purchase price due, we can exercise these rights only if we have previously set the Purchaser a reasonable period for payment without result or the setting of such a period may be dispensed with in accordance with the statutory pro- visions. (4) The Purchaser is entitled to sell-on and/or process the goods which are subject to retention of title in the ordinary normal course of business. Use In that event, the fol- lowing provisions apply in addition: a) The retention of Goods title extends also to products ari- sing by processing, mixing or combination with our goods in their full value, we being deemed to be manufacturer. If in the course of processing, mixing or combination with goods of third party owners, their ownership survives, we acquire co- ownership in the proportion of the invoice values of the processed, mixed or combined goods. In addition, the same applies for executing service contracts and contracts the resulting pro- duct as for work, labour and material is herein regarded as a resalegoods delivered subject to retention of title. b) The claims against third parties arising from the sale of the goods or products are hereby assig- xxx in full by the Purchaser to us as security. We accept this assignment. The obligations of the Purchaser under Clause 6 (2) also apply with re- gard to the assigned claims. c) Customer’s receivables arising out of the resale of Goods are already assignedThe Purchaser remains, for security purposeswith us, exclusively to Seller. Customer is entitled to collect the receivables from resellingclaims. We undertake not to collect the claims as long as the Purchaser meets its payment ob- ligations to us, unless Xxxxxx withdraws does not fall into delay, no appli- cation for the direct debit authorization opening of insolvency proceedings is made and no other deficiency in case its capacity to perform arises. If that is, however, the case, we can demand that the Purchaser informs us of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any the assigned claims and of its payments. In the event Xxxxxx withdraws debtors thereof, provi- des all data necessary for the direct debit authorizationcollection of same, Customer is obliged hands over the associated documents and notifies the debtors (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting ) of the Goods undertaken by third parties. assignment. d) If the realisable value of the existing security interests obtained exceeds our claims by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount 10%, we will, on request of the contractual debt of CustomerPurchaser in writing, Seller is obliged, upon Customer’s request, to release Goods selected by Sellersecurity at our choice. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods (1) The Seller shall remain Seller’s property retain ownership of the delivered goods until fulfillment by Customer full payment of its payment obligations as described aboveall receivables under the business relationship between the Seller and the Purchaser. As such:The retention of title shall also apply if individual receivables are included in a current account and the balance is drawn and recognized. In the event of conduct on the part of the Purchaser that violates the Agreement, in particular, in the event of default in payment, the Seller may repossess the delivered goods and the Seller shall be obliged to render up such goods, after the Seller has rescinded the Agreement. (a2) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has The Purchaser shall reasonably insure the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing are subject to the new title retention (secured goods), against all standard risks in particular, fire, break-in and water risks, and shall handle and store the goods with care. (b3) As long as Customer is not The Purchaser shall promptly notify the Seller in default writing concerning third party payment execu- tion measures relating to the secured goods and provided that it reserves its property rightsthe receivables assigned in advance, Customer is exclusively entitled to and shall provide any documentation necessary for an intervention. (4) The Purchaser may resell Goods the delivered goods in the ordinary course of business. Use The Purchaser may not otherwise dispose over the delivered goods, in particular, pledge them or transfer them by way of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resalesecurity. (c5) Customer’s The Purchaser hereby assigns to the Seller any receivables arising out of relating to the secured goods deriv- ing from resale of Goods are already assignedor other legal grounds, for security purposese.g. insurance or tort, exclusively up to an amount equivalent to the purchase price (including Value Added Tax), and the Seller hereby accepts such assignment. Notwithstanding the assignment and the Seller. Customer is 's right to collect such receivables, the Purchaser shall be entitled to collect the receivables from reselling, unless Xxxxxx withdraws as long as it meets it obligations vis-à- vis the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that the Purchaser’s financial situation does not deteriorate. However, should this occur, the Purchaser shall notify the Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer assigned receivables and the relevant debtors, provide any necessary information for collection thereof, furnish the benefit of Seller exceeds in total more than 20 % with the total invoiced amount relevant documenta- tion and notify the debtors of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Sellerassignment. (d6) Customer Should the delivered goods be resold together with other goods that do not belong to the Seller, the Purchaser's receivables against the buyer shall have be deemed assigned in an amount equiva- lent to the sole liability fordelivery price agreed between the Seller and the Purchaser (including Value Added Tax). Should the secured goods be processed by the Purchaser, and the Seller shall bear all risks and costs associated be deemed the processor within the meaning of § 950 of the Germany Civil Code ("BGB"). Should the secured goods be combined with other goods, the unloading, correct handling and suitable storage of Goods and/or Purchaser shall acquire proportionate co- ownership in the new goods as described created. Should the Purchaser acquire sole ownership of new goods, then it shall be deemed agreed that the Purchaser grants the Seller proportionate co-ownership in Article 6 a) above. Moreover, Customer undertakesthe new goods (i7) The Seller agrees to take a general liability all risks insurance policy, release at its own cost, including coverage as the Purchaser's request the security to which it is entitled to the deterioration and/or theft of all or a part of Goods and/or extent that the realizable value exceeds by more than 20% the receivables to be secured; selec- tion of the new goods and (ii) provide security to Seller, at its first request, a certificate confirming both such insurance coverage and be released shall be the payment responsibility of the insurance premium related theretoSeller.

Retention of Title. Supplied 7.1. To the extent permitted under the applicable laws, the full legal title and ownership of the Goods (“Reserved Goods”) shall remain not pass to the Buyer until the Seller has received payment in full for (i) the Goods; and (ii) any other goods or services that the Seller has supplied to the Buyer. For the sake of clarity, the risk for the Reserved Goods passes in accordance with the delivery term. 7.2. The Buyer shall give the Seller every assistance in taking any measures required to protect the Seller’s property until fulfillment title to the Reserved Goods. The Buyer shall treat such Reserved Goods with care and store the reserved Goods (at no cost to the Seller) separately from all other goods. The Buyer is especially required to insure the Reserved Goods to their full replacement value at the Buyer’s own expense. 7.3. The Buyer is entitled to further sell the Reserved Goods in the normal course of business. However, the Buyer shall relinquish to the Seller any claims from the resale to its customers in the amount of the price of the Reserved Goods invoiced by Customer of its payment obligations as described abovethe Seller. As such: (a) If the Reserved Goods are processed combined, and/or mixed by Customer resold together with other goods belonging items without a single price being agreed for the Reserved Goods, the Buyer shall relinquish to himthe Seller that part of the total price that corresponds to the price of the Reserved Goods invoiced by the Seller (including Taxes). 7.4. If the Reserved Goods are further processed and combined or mixed with other items that do not belong to the Seller, then Xxxxxx has the entire Seller shall be awarded co-ownership on in the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in object at the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of proportionate amount which results from the ratio of the invoiced value of the combined or mixed reserved Goods to the invoiced value of all goods, which were used for manufacturing the other combined or mixed items at the date of performing any processing activities. The new item shall thus be deemed as Reserved Goods. The provision concerning the relinquishing of claims in accordance with section 7.3 shall also apply to the new goodsitem defined herein. (b) As long as Customer is not in default 7.5. If the Buyer fails to make any payment to the Seller when due and provided that it reserves compounds with its property rights, Customer is exclusively entitled to resell Goods in creditors or executes an assignment for the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any benefit of its payments. In creditors or enters into voluntary or compulsory liquidation or has an administrator or administrative receiver appointed over all or part of its assets or takes or suffers any similar action in consequence of debt or becomes insolvent, the event Xxxxxx withdraws Seller shall have the direct debit authorization, Customer is obliged right without prejudice to any remedies: (i) to inform its clients immediately about enter without prior notice any premises where the assignment to Seller and that Seller is the owner of Goods, (ii) Reserved Goods owned by it may be restored and to give Seller all information repossess and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about dispose of any garnishment and/or any other actions adversely affecting the Reserved Goods undertaken owned by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage it so as to discharge any sums owed to it by the deterioration and/or theft of all or a part of Goods and/or of the new goods Buyer and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage withhold delivery of any undelivered Goods and stop any Goods in transit to the payment of the insurance premium related theretoBuyer and recover them.

Retention of Title. Supplied Goods 11.1 All goods delivered remain our property (goods subject to retention of title) until fulfilment of all claims, in particular, any balance claims to which we are entitled in the context of the commercial relationship. This shall remain Seller’s property until fulfillment also apply to future and conditional claims, for example, from acceptor bills. 11.2 Any reworking and/or processing of the goods that are under retention of title shall, without this placing us under any obligation, be deemed to have been carried out on our behalf as the manufacturer as defined by Customer section 950 BGB. The treated and processed goods shall be considered as goods subject to retention of its payment obligations as described above. As such:title within the meaning of Clause 11.1. (a) If Goods are processed combined11.3 In the event that the Purchaser processes, and/or mixed by Customer combines or mixes the goods subject to retention of title with other goods belonging goods, we shall be entitled to him, then Xxxxxx has the entire co-ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of item at the ratio of the invoiced invoice value of the Goods goods subject to retention of title to the invoiced invoice value of all the other goods. Where our ownership expires as a result of combination, which were used for manufacturing mixing or processing, the Purchaser hereby transfers the proprietary rights arising in its favour or expectant rights to the new goodsstock or item in the amount of the invoice value of the goods subject to retention of title, in the case of processing, at the ratio of the invoice value of the goods subject to retention of title to the invoice value of the other goods used, and shall store the goods for us free of charge. Our rights of co-ownership shall be considered as goods subject to retention of title within the meaning of Clause 11.1. (b) As long 11.4 The Purchaser may resell the goods subject to retention of title only in the normal course of business in accordance with its normal business terms and conditions and only insofar as the Purchaser is not in default, provided that it agrees retention of title with its customer and that the claims from the resale are assigned to us in accordance with Clauses 11.5 and 11.6. The Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods dispose of the goods subject to retention of title in the ordinary course of businessany other way. Use of Goods for executing service contracts and the goods subject to retention of title to fulfil contracts for workworks, labour and material is herein regarded materials shall be considered as a resale. (c) Customer’s receivables arising out of 11.5 The Purchaser's claims from the resale of Goods the goods subject to retention of title are already assignedhereby assigned to us. They shall serve as collateral to the same extent as the goods subject to retention of title within the meaning of Clause 11.1 11.6 Where goods subject to retention of title are resold by the Purchaser together with other goods, for security purposesthe claim from the resale shall be assigned to us at the ratio of the invoice value of the goods subject to retention of title to the invoice value of the other goods. In the event of resale of goods, exclusively of which we have joint ownership in accordance with Clause 11.3, a proportion of the claim corresponding to Seller. Customer our share in ownership shall be assigned to us. 11.7 The Purchaser is entitled to collect the receivables from resellingthe resale, unless Xxxxxx withdraws we cancel the direct debit authorization mandate in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its paymentsthe circumstances specified at Clause 11.4. In Upon our request, the event Xxxxxx withdraws the direct debit authorization, Customer Purchaser is obliged (i) to inform notify its clients immediately about customer of the assignment to Seller and that Seller is the owner of Goods, (ii) us without delay – insofar as we do not do so ourselves – and to give Seller all provide to us the information and documents necessary in order documentation required for collection. 11.8 The Purchaser is not entitled to establish and confirm Seller’s rights with respect assign the claims under any circumstances; this also applies to third parties. Customer shall be obligated factoring transactions, which the Purchaser is not permitted to make on account of our direct debit mandate. 11.9 The Purchaser must inform Seller without delay about us immediately of any garnishment and/or any seizure or other actions adversely affecting the Goods undertaken by third parties. If third-party interference. 11.10 Where the value of the existing security interests obtained securities exceeds the total claims being secured by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer10%, Seller is we are obliged, upon Customer’s requestthe request of the Purchaser, to release Goods selected by Sellersecurities to this extent, the choice of such securities being at our discretion. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioration and/or theft of all or a part of Goods and/or of the new goods and (ii) provide to Seller, at its first request, a certificate confirming both such insurance coverage and the payment of the insurance premium related thereto.

Retention of Title. Supplied Goods The Vendor shall retain title to all goods supplied by the Vendor until the Purchaser has paid all amounts owed to the Vendor in connection with their business relationship. In the event that amounts payable to the Vendor are posted to a current account, the Vendor shall retain title to goods supplied for as long as such current account shows a balance in favour of the Vendor. Where bills of exchange or cheques are accepted by the Vendor, title to the goods supplied shall be retained by the Vendor until such bills of exchange or cheques have been collected. In the event of breach of the Contract by the Purchaser, the Vendor shall be entitled to take back the goods supplied. The Purchaser shall be entitled to sell goods to which the Vendor retains title in the normal course of its business. The Purchaser hereby already assigns to the Vendor its rights to the payment of the purchase price in respect of such goods resold by the Purchaser in the amount of the price of such goods agreed with the Vendor. Said assignment shall apply irrespective of whether the goods concerned are processed prior to or following resale or not. Even following said assignment, the Purchaser shall remain Seller’s property until fulfillment by Customer entitled to collect amounts owed to the Purchaser in respect of the resale of goods to which the Vendor retains title, without prejudice to the right of the Vendor to collect such amounts. The Vendor shall not exercise said right for as long as the Purchaser continues to meet its payment obligations as described aboveto the Vendor from the amounts received, is not in arrears with payment and, without limitation is not subject to an application for insolvency proceedings and does not suspend payment. As such: (a) If Goods The Purchaser shall always be deemed to have processed or modified goods supplied by the Vendor in the name and on behalf of the Vendor, in which case the right of the Purchaser to acquire title to the goods supplied shall be succeeded by the right to acquire title to such processed or modified goods. In the event that goods supplied by the Vendor are processed combined, and/or mixed by Customer together with other goods belonging to himwhich the Vendor does not retain title, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has Vendor shall acquire a joint ownership right share in the whole value of title to the new goods with created by such suppliers. In such case, Seller’s ownership shall be calculated on the basis of processing corresponding to the ratio of the invoiced objective value of the Goods goods to which the invoiced value Vendor retains title to such other goods at the time of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods processing. The same shall apply in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of event that goods to which the resale of Goods Vendor retains title are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its paymentsmixed with other goods. In the event Xxxxxx withdraws that such mixing takes place in such manner that the direct debit authorizationnew goods of the Purchaser so created are to be regarded as the main goods, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer Purchaser shall be obligated deemed to inform Seller without delay about any garnishment and/or any other actions adversely affecting have already transferred to the Goods undertaken Vendor a pro rata share in the title to such new goods and shall store said new goods or the share of the Vendor therein on behalf of the Vendor. By way of security for amounts payable by the Purchaser, the Purchaser shall also be deemed to have assigned to the Vendor amounts payable to the Purchaser by third partiesparties in respect of the connection to land of goods to which the Vendor retains title and the Vendor hereby accepts such assignment. If In the event that the total value of Goods to which the existing security interests obtained Vendor retains title exceeds by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount value of the contractual debt claims of Customerthe Vendor on the Purchaser for which security is provided, Seller is obligedthe Vendor shall release title to an appropriate part of the Goods upon request by the Purchaser. Until title to any goods has been transferred to the Purchaser, upon Customer’s requestthe Purchaser shall handle such goods with due care. Without limitation, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policyPurchaser shall, at its own costexpense, including coverage as insure such goods at their new price against theft, fire and water damage. In the event that any maintenance and inspection work is required on any such goods, the Purchaser shall cause such work to be performed in good time at its own expense. Until title to any goods has been transferred to the deterioration and/or theft Purchaser, the Purchaser shall notify the Vendor promptly if such goods are subject to distraint or other action by third parties. In the event that any such third party is not in a position to reimburse the cost of all or a part proceedings incurred by the Vendor both in and out of Goods and/or court in accordance with Section 771 ZPO (Code of Civil Procedure), the new goods and (ii) provide Purchaser shall be liable to Seller, at its first request, a certificate confirming both the Vendor for the reimbursement of such insurance coverage and the payment of the insurance premium related theretocost.