Common use of Retention of Title Clause in Contracts

Retention of Title. 6.1 CABKA reserves ownership in the products delivered to the cus- tomer until complete payment of all claims arising from the con- tractual relationship from the business relationship between CABKA and the customer at the time of delivery or at a later time (hereinafter referred to as "Reserved Goods"). 6.2 The customer shall be entitled to resell the Reserved Goods, as long as CABKA does not revoke this authorization. 6.3 The customer shall not be permitted to engage in a pledge, trans- fer by way of security or assignment by way of security. 6.4 The customer shall be obligated to secure the rights of CABKA as a conditional seller when reselling the Reserved Goods on its part. The customer assigns the claims of the customer arising from the resale of the Reserved Goods in advance to CABKA; CABKA accepts this assignment. 6.5 Notwithstanding the assignment and XXXXX'x right of collection, the customer shall be entitled to collect as long as it fulfills its obligations with respect to CABKA and XXXXX'x claim to com- pensation is not endangered. At CABKA's request, the customer must provide CABKA with the information required for the collec- tion of the assigned claims and must notify its debtors of the as- signment. 6.6 If the value of the collateral exceeds the claims of CABKA to be secured by more than 10%, CABKA shall be obligated, at its option, to release collateral to this extent at the request of the customer. 6.7 The customer must inform CABKA immediately of any enforce- ment measures taken by third parties against the Reserved Goods or the claims assigned in advance and must provide CABKA with the documents necessary for an intervention. 6.8 As soon as the customer has discontinued payments or an ap- plication for the opening of insolvency proceedings against its assets has been filed, it shall be obligated to immediately send CABKA a list of the Reserved Goods subject to retention of title, even if they have been processed, and a list of the claims to the third-party debtors, together with copies of the invoice. The cus- tomer grants CABKA an irrevocable right of access to all storage areas at any time in order to enable CABKA to take an inventory of the goods and to mark them if necessary. 6.9 The customer shall be obligated to adequately insure any prod- ucts co-owned or solely owned by CABKA against all material risks. The insurance coverage must be proven to CABKA upon its request. 6.10 In the event of a default of payment by the customer, or in the event of a significant breach of duties of care and custody by the customer, CABKA shall have the right to repossess the products already delivered. 6.11 If CABKA asserts this right (see section 6.10), it shall only be regarded as withdrawal from the contract if CABKA expressly declares such withdrawal in writing. 6.12 The customer shall bear the costs associated with the removal of products. In all other respects, irrespective of the customer's payment obligation, CABKA shall otherwise be entitled to sell returned products by means of private contract or public auc- tion.

Retention of Title. 6.1 CABKA reserves ownership 1. The Supplier retains title to all goods delivered until the full payment of the purchase price and all outstanding amounts resulting from the business relationship. 2. The Customer is entitled to resale in the products delivered usual course of business. For the event of further assignment of the goods, the Customer already now assigns all claims against the purchaser to the cus- tomer Supplier. The Sup- plier accepts these assignments. If the retained goods are sold on to- gether with other items and no individual price has been agreed with respect to the retained goods, the Customer shall assign to the Sup- plier such fraction of the total price claim as is attributable to the price of the retained goods invoiced by the Supplier. 3. If payment is made by cheque or bill of exchange, the Supplier re- tains title to the goods until complete payment the cheque has been cashed or until the expiry of all claims liability on the part of the Supplier arising from the con- tractual relationship from bill of ex- change including a claim to bill of exchange enrichment. 4. The pledging or assignment as security of goods subject to retention of title is not permitted; in the business relationship between CABKA and event of pledging, seizure or similar in- terventions by third parties, the customer Supplier is to be notified immediately. If a reasonable interest can be proven, the Customer shall, without un- due delay, provide the Supplier with the information and/or documents necessary to assert the claims it has against third parties. 5. Neither the filing of retention of title nor the pledging of goods by the Supplier is deemed to be a rescission or termination of the contract. 6. The Supplier undertakes, at the time of delivery or at a later time (hereinafter referred Customer’s request, to as "Reserved Goods"). 6.2 release the securities to which the Supplier is entitled pursuant to clauses XIII No. 1 and XIII No. 2 if their realizable value exceeds the receivables to be secured by 10 %. The customer Supplier shall be entitled to resell the Reserved Goods, as long as CABKA does not revoke this authorizationchoose which secu- rity interest it wishes to release. 6.3 The customer shall not be permitted to engage 7. In the event of default in a pledge, trans- fer by way of security or assignment by way of security. 6.4 The customer shall be obligated to secure the rights of CABKA as a conditional seller when reselling the Reserved Goods on its part. The customer assigns the claims of the customer arising from the resale of the Reserved Goods in advance to CABKA; CABKA accepts this assignment. 6.5 Notwithstanding the assignment and XXXXX'x right of collectionpayment, the customer shall be entitled Customer is obliged to collect as long as it fulfills its obligations with respect to CABKA and XXXXX'x claim to com- pensation is not endangered. At CABKA's request, sur- render the customer must provide CABKA with the information required for the collec- tion of the assigned claims and must notify its debtors of the as- signment. 6.6 If the value of the collateral exceeds the claims of CABKA to be secured by more than 10%, CABKA shall be obligated, at its option, to release collateral to this extent at the request of the customer. 6.7 The customer must inform CABKA immediately of any enforce- ment measures taken by third parties against the Reserved Goods or the claims assigned in advance and must provide CABKA with the documents necessary for an intervention. 6.8 As soon as the customer has discontinued payments or an ap- plication for the opening of insolvency proceedings against its assets has been filed, it shall be obligated to immediately send CABKA a list of the Reserved Goods goods subject to retention of title, even if they have been processedthe Supplier does not rescind or terminate the contract. For this case, the Customer hereby permits the Supplier irrevocably to collect the goods under re- tention of title immediately and a list to enter its business and warehouse premises without hindrance for this purpose. After taking back the goods under retention of title, the Supplier is entitled to utilize them as it so wishes. The proceeds from utilization shall be credited to the lia- bility of the claims to the third-party debtors, together with copies of the invoice. The cus- tomer grants CABKA an irrevocable right of access to all storage areas at any time in order to enable CABKA to take an inventory of the goods and to mark them if necessaryCustomer less appropriate utilization costs. 6.9 The customer shall be obligated to adequately insure any prod- ucts co-owned or solely owned by CABKA against all material risks. The insurance coverage must be proven to CABKA upon its request. 6.10 In the event of a default of payment by the customer, or in the event of a significant breach of duties of care and custody by the customer, CABKA shall have the right to repossess the products already delivered. 6.11 If CABKA asserts this right (see section 6.10), it shall only be regarded as withdrawal from the contract if CABKA expressly declares such withdrawal in writing. 6.12 The customer shall bear the costs associated with the removal of products. In all other respects, irrespective of the customer's payment obligation, CABKA shall otherwise be entitled to sell returned products by means of private contract or public auc- tion.

Retention of Title. 6.1 CABKA reserves ownership 1. The Supplier retains title to all goods delivered until the full payment of the purchase price and all outstanding amounts resulting from the business relationship. 2. The Customer is entitled to resale in the products delivered usual course of business. For the event of further assignment of the goods, the Customer already now assigns all claims against the purchaser to the cus- tomer Supplier. The Sup- plier accepts these assignments. If the retained goods are sold on to- gether with other items and no individual price has been agreed with respect to the retained goods, the Customer shall assign to the Sup- plier such fraction of the total price claim as is attributable to the price of the retained goods invoiced by the Supplier. 3. If payment is made by cheque or bill of exchange, the Supplier re- tains title to the goods until complete payment the cheque has been cashed or until the expiry of all claims liability on the part of the Supplier arising from the con- tractual relationship from bill of ex- change including a claim to bill of exchange enrichment. 4. The pledging or assignment as security of goods subject to retention of title is not permitted; in the business relationship between CABKA and event of pledging, seizure or similar in- terventions by third parties, the customer Supplier is to be notified immediately. If a reasonable interest can be proven, the Customer shall, without un- due delay, provide the Supplier with the information and/or documents necessary to assert the claims it has against third parties. 5. Neither the filing of retention of title nor the pledging of goods by the Supplier is deemed to be a rescission or termination of the contract. 6. The Supplier undertakes, at the time of delivery or at a later time (hereinafter referred Customer’s request, to as "Reserved Goods"). 6.2 release the securities to which the Supplier is entitled pursuant to clauses XIII.1 and XIII.2 if their realizable value exceeds the receivables to be se- cured by 20 %. The customer Supplier shall be entitled to resell the Reserved Goods, as long as CABKA does not revoke this authorizationchoose which security interest it wishes to release. 6.3 The customer shall not be permitted to engage 7. In the event of default in a pledge, trans- fer by way of security or assignment by way of security. 6.4 The customer shall be obligated to secure the rights of CABKA as a conditional seller when reselling the Reserved Goods on its part. The customer assigns the claims of the customer arising from the resale of the Reserved Goods in advance to CABKA; CABKA accepts this assignment. 6.5 Notwithstanding the assignment and XXXXX'x right of collectionpayment, the customer shall be entitled Customer is obliged to collect as long as it fulfills its obligations with respect to CABKA and XXXXX'x claim to com- pensation is not endangered. At CABKA's request, sur- render the customer must provide CABKA with the information required for the collec- tion of the assigned claims and must notify its debtors of the as- signment. 6.6 If the value of the collateral exceeds the claims of CABKA to be secured by more than 10%, CABKA shall be obligated, at its option, to release collateral to this extent at the request of the customer. 6.7 The customer must inform CABKA immediately of any enforce- ment measures taken by third parties against the Reserved Goods or the claims assigned in advance and must provide CABKA with the documents necessary for an intervention. 6.8 As soon as the customer has discontinued payments or an ap- plication for the opening of insolvency proceedings against its assets has been filed, it shall be obligated to immediately send CABKA a list of the Reserved Goods goods subject to retention of title, even if they have been processedthe Supplier does not rescind or terminate the contract. For this case, the Customer hereby permits the Supplier irrevocably to collect the goods under re- tention of title immediately and a list to enter its business and warehouse premises without hindrance for this purpose. After taking back the goods under retention of title, the Supplier is entitled to utilize them as it so wishes. The proceeds from utilization shall be credited to the lia- bility of the claims to the third-party debtors, together with copies of the invoice. The cus- tomer grants CABKA an irrevocable right of access to all storage areas at any time in order to enable CABKA to take an inventory of the goods and to mark them if necessaryCustomer less appropriate utilization costs. 6.9 The customer shall be obligated to adequately insure any prod- ucts co-owned or solely owned by CABKA against all material risks. The insurance coverage must be proven to CABKA upon its request. 6.10 In the event of a default of payment by the customer, or in the event of a significant breach of duties of care and custody by the customer, CABKA shall have the right to repossess the products already delivered. 6.11 If CABKA asserts this right (see section 6.10), it shall only be regarded as withdrawal from the contract if CABKA expressly declares such withdrawal in writing. 6.12 The customer shall bear the costs associated with the removal of products. In all other respects, irrespective of the customer's payment obligation, CABKA shall otherwise be entitled to sell returned products by means of private contract or public auc- tion.

Retention of Title. 6.1 CABKA TUBEX reserves the right to the comprehensive and exclusive ownership in of the products delivered to the cus- tomer until complete payment of all claims arising from the con- tractual relationship payments have been received from the business relationship between CABKA and with the Principal. TUBEX is authorised to take back the supplied goods if the Principal behaves in breach of contract, in particular if payment is delayed despite an appropriate grace period. This does not apply if the Principal has already applied for insolvency proceedings or insolvency proceedings have been opened, as a result of which immediate return of the items supplied by TUBEX is not permitted. If TUBEX withdraws the item, this does not constitute withdrawal from the Contract unless TUBEX has explicitly declared this in writing. The return is made at scrap value whereby the costs of return transport shall be borne by the Principal. After the goods are returned, TUBEX is authorised to sell them. The proceeds from the sale must be counted against the Principal‘s accounts payable minus appropriate sale costs. The regulations of sale stated in the German Insolvency Code (Insolvenzordnung, InsO), shall remain unaffected by this. The customer at is obliged to handle the time object of delivery with care and is in particular obliged to sufficiently insure them at his own expense against fire damage, water damage and theft, at replacement value. The Principal must take all necessary measures to ensure that the products supplied are properly stored and marked clearly as TUBEX related products until payment in full, so that they can be identified and cannot be confused with products from other suppliers, and to protect TUBEX’s rights with regards to these products and to inform TUBEX immediately of claims from third party in relation to the products. The products must not be transferred, sold or at a later time (hereinafter referred pledged and shall generally not be subject to as "Reserved Goods"). 6.2 any rights granted to third parties. The customer shall be is entitled to resell the Reserved Goodsgoods in the ordinary course of business. He shall, as long as CABKA does not revoke this authorization. 6.3 The customer shall not be permitted to engage however, already assign all claims in a pledge, trans- fer by way of security or assignment by way of security. 6.4 The customer shall be obligated to secure the rights of CABKA as a conditional seller when reselling the Reserved Goods on its part. The customer assigns the claims amount of the customer arising final invoice amount (including sales tax), which accrue from the resale to his buyers or third parties, to TUBEX, regardless of whether the Reserved Goods in advance to CABKA; CABKA accepts this assignment. 6.5 Notwithstanding the assignment and XXXXX'x right of collection, the customer shall be delivered product was resold without processing or after processing. The Principal remains entitled to collect as long as it fulfills its this claim even after the assignment. However, TUBEX is entitled to collect the claim itself if the Principal no longer meets his payment obligations with respect from the co-opted proceeds, delays payments or has applied to CABKA and XXXXX'x claim to com- pensation initiate insolvency proceedings or is not endangeredin default. At CABKA's request, In these cases TUBEX may demand that the customer must provide CABKA with the information required for the collec- tion of Principal discloses the assigned claims and must notify its their debtors and that the Principal provides all information necessary for collection, turns over the relevant documents and notifies the debtor (third party) of the as- signment. 6.6 assignment. However, it will not be possible for TUBEX to collect the claim if this is precluded by the German Insolvency Code. The processing or remodelling of the reserved goods is carried out by the Principal on behalf of TUBEX, without TUBEX incurring obligations. If the customer combines, mixes, blends or processes our reserved goods with other goods, TUBEX is entitled to co-ownership of the resulting goods in the amount of our combined, mixed, blended or processed goods. The goods in question are considered reserved goods according to these provisions. TUBEX is also obliged to release the securities due to TUBEX upon request of the Principal, if the value of the collateral our securities exceeds the claims of CABKA to be secured by more than 1020%, CABKA . TUBEX is entitled to choose which securities shall be obligated, at its option, to release collateral to this extent at the request of the customerreleased. 6.7 The customer must inform CABKA immediately of any enforce- ment measures taken by third parties against the Reserved Goods or the claims assigned in advance and must provide CABKA with the documents necessary for an intervention. 6.8 As soon as the customer has discontinued payments or an ap- plication for the opening of insolvency proceedings against its assets has been filed, it shall be obligated to immediately send CABKA a list of the Reserved Goods subject to retention of title, even if they have been processed, and a list of the claims to the third-party debtors, together with copies of the invoice. The cus- tomer grants CABKA an irrevocable right of access to all storage areas at any time in order to enable CABKA to take an inventory of the goods and to mark them if necessary. 6.9 The customer shall be obligated to adequately insure any prod- ucts co-owned or solely owned by CABKA against all material risks. The insurance coverage must be proven to CABKA upon its request. 6.10 In the event of a default of payment by the customer, or in the event of a significant breach of duties of care and custody by the customer, CABKA shall have the right to repossess the products already delivered. 6.11 If CABKA asserts this right (see section 6.10), it shall only be regarded as withdrawal from the contract if CABKA expressly declares such withdrawal in writing. 6.12 The customer shall bear the costs associated with the removal of products. In all other respects, irrespective of the customer's payment obligation, CABKA shall otherwise be entitled to sell returned products by means of private contract or public auc- tion.

Retention of Title. 6.1 CABKA reserves We reserve the right of ownership in the products delivered to the cus- tomer any and all goods supplied by us until complete payment of all our claims arising from the con- tractual relationship from the business relationship between CABKA and with the customer are settled. If the goods supplied should be incorporated into or integrated with other equipment, our right of ownership shall also extend proportionally to the finished goods or equipment created by the integration. This shall also apply if the compensation for certain shipments identified by the customer has already been paid, since the retention of title serves as a security for the balance in our favour. If the value of the goods delivered under retention of title for the purpose of security should exceed our total claim by more than 20%, we shall be obliged to make a reassignment to this extent on customer‘s request. The selection of the security to be released is at the time of delivery or at a later time (hereinafter referred to as "Reserved Goods")our discretion. 6.2 The customer shall be entitled have the right – revocable at any time – to resell the Reserved Goods, as long as CABKA does not revoke this authorizationgoods delivered within the scope of ordinary business transactions unless the claim resulting from such resale should already have been assigned to any third party; the right to resale shall also be forfeited if the customer should cease payments. 6.3 The customer shall not hereby and now assigns to us as a security any claim to which customer may be permitted entitled from resale or similar economic dispositions, regardless of whether the goods subject to engage in a pledge, trans- fer by way retention of security title are sold without or assignment by way of securityafter integration with other goods. 6.4 The customer If goods subject to retention of title are resold either separately or in combination or after integration with other goods not owned by us or after further processing, the assignment shall be obligated to secure only cover the rights of CABKA as a conditional seller when reselling the Reserved Goods on its part. The customer assigns the claims of invoice amount relevant between us and the customer arising from for the resale goods subject to retention of the Reserved Goods in advance to CABKA; CABKA accepts this assignmenttitle including value added tax. 6.5 Notwithstanding The customer is entitled to collect any assigned claim as long as customer meets the assignment and XXXXX'x right of collection, payment obligations towards us; the amounts collected by the customer shall be paid over to us immediately insofar as our claims are due and payable. If the customer should fail to meet its payment obligations, we shall be entitled to collect as long as it fulfills its obligations with respect communicate the assignment of claims to CABKA and XXXXX'x claim to com- pensation is not endangered. At CABKA's request, the customer must provide CABKA with the information required for the collec- tion of the assigned claims and must notify its debtors of the as- signmentcustomer‘s contractual partner. 6.6 If the value We shall be entitled to request surrender of the collateral exceeds goods subject to retention of title if the claims of CABKA customer should not meet its payment obligations either after a calendared deadline or after fixing a time-limit. Such request to be secured by more than 10%, CABKA surrender shall be obligated, at its option, to release collateral to this extent deemed cancelation of contract at the request of the customersame time. 6.7 The customer must inform CABKA immediately neither pledge the goods nor assign them by way of security. In case of any enforce- ment measures taken writ of attachment or other order by a third parties against the Reserved Goods or the claims assigned in advance and must provide CABKA with the documents necessary for an intervention. 6.8 As soon as party, the customer has discontinued payments or an ap- plication for the opening of insolvency proceedings against its assets has been filed, it shall be obligated to immediately send CABKA a list of the Reserved Goods subject to retention of title, even if they have been processed, and a list of the claims to the third-party debtors, together with copies of the invoice. The cus- tomer grants CABKA an irrevocable right of access to all storage areas at any time in order to enable CABKA to take an inventory of the goods and to mark them if necessarymust notify us without delay. 6.9 The customer shall be obligated to adequately insure any prod- ucts co-owned or solely owned by CABKA against all material risks. The insurance coverage must be proven to CABKA upon its request. 6.10 In the event of a default of payment by the customer, or in the event of a significant breach of duties of care and custody by the customer, CABKA shall have the right to repossess the products already delivered. 6.11 If CABKA asserts this right (see section 6.10), it shall only be regarded as withdrawal from the contract if CABKA expressly declares such withdrawal in writing. 6.12 The customer shall bear the costs associated with the removal of products. In all other respects, irrespective of the customer's payment obligation, CABKA shall otherwise be entitled to sell returned products by means of private contract or public auc- tion.

Retention of Title. 6.1 CABKA reserves ownership 15.1. The goods delivered, assembled or otherwise handed over by us shall remain our property until pay- ment has been made in full. 15.2. A resale shall only be permissible if we have been notified of such resale in good time in advance, stating the products delivered name and address of the purchaser, and if we con- sent to the cus- tomer until complete sale. In the event of our consent, the pur- chase price claim of the business costumer shall already now be deemed to have been transferred to us. 15.3. Until full payment of all claims arising from the con- tractual relationship from the business relationship between CABKA and remuneration or purchase price has been made, the customer at shall note this trans- fer in his books and on his invoices and draw the time atten- tion of delivery or at a later time (hereinafter referred his debtors to as "Reserved Goods")it. Upon request, he shall provide the Contractor with all documents and information necessary for the assertion of the assigned claims and receivables. 6.2 The customer 15.4. If the Customer is in default of payment, we shall be entitled to resell demand the Reserved Goods, return of the Retained Goods after setting a reasonable grace period. We may only ex- ercise this right towards consumers as long as CABKA does not revoke customers if at least one outstanding payment of the consumer has been due for at least six weeks and we have unsuccess- fully issued a reminder threatening this authorizationlegal conse- quence and setting a grace period of at least two weeks. 6.3 15.5. The customer shall notify us without delay prior to the opening of bankruptcy proceedings against his as- sets or the seizure of our reserved goods. 15.6. The customer declares his express consent that we may enter the location of the reserved goods in order to assert our reservation of title. 15.7. The customer shall bear any costs necessary and reasonable for the appropriate prosecution. 15.8. The assertion of the reservation of title shall only constitute a withdrawal from the contract if this is ex- pressly declared. 15.9. We shall be entitled to dispose of the goods sub- ject to retention of title that have been taken back in the best possible way and on the open market towards busi- ness costumers. 15.10. Until full payment of all our claims, the object of performance/purchase may not be permitted to engage in a pledgepledged, trans- fer transferred by way of security or assignment by way of security. 6.4 The customer shall be obligated to secure otherwise encumbered with the rights of CABKA as a conditional seller when reselling third parties. In the Reserved Goods on its part. The customer assigns the claims event of the customer arising from the resale of the Reserved Goods in advance to CABKA; CABKA accepts this assignment. 6.5 Notwithstanding the assignment and XXXXX'x right of collectionseizure or other claims, the customer shall be entitled obliged to collect as long as it fulfills its obligations with respect to CABKA and XXXXX'x claim to com- pensation is not endangered. At CABKA's request, the customer must provide CABKA with the information required for the collec- tion of the assigned claims and must notify its debtors of the as- signment. 6.6 If the value of the collateral exceeds the claims of CABKA to be secured by more than 10%, CABKA shall be obligated, at its option, to release collateral to this extent at the request of the customer. 6.7 The customer must inform CABKA immediately of any enforce- ment measures taken by third parties against the Reserved Goods or the claims assigned in advance and must provide CABKA with the documents necessary for an intervention. 6.8 As soon as the customer has discontinued payments or an ap- plication for the opening of insolvency proceedings against its assets has been filed, it shall be obligated to immediately send CABKA a list of the Reserved Goods subject to retention of title, even if they have been processed, and a list of the claims to the third-party debtors, together with copies of the invoice. The cus- tomer grants CABKA an irrevocable point out our right of access to all storage areas at any time in order to enable CABKA to take an inventory of the goods ownership and to mark them if necessarynotify us immediately. 6.9 The customer shall be obligated to adequately insure any prod- ucts co-owned or solely owned by CABKA against all material risks. The insurance coverage must be proven to CABKA upon its request. 6.10 In the event of a default of payment by the customer, or in the event of a significant breach of duties of care and custody by the customer, CABKA shall have the right to repossess the products already delivered. 6.11 If CABKA asserts this right (see section 6.10), it shall only be regarded as withdrawal from the contract if CABKA expressly declares such withdrawal in writing. 6.12 The customer shall bear the costs associated with the removal of products. In all other respects, irrespective of the customer's payment obligation, CABKA shall otherwise be entitled to sell returned products by means of private contract or public auc- tion.

Retention of Title. 6.1 CABKA reserves ownership in the products delivered to the cus- tomer until complete payment of all claims arising from the con- tractual relationship from the business relationship between CABKA and the customer at the time of delivery or at a later time (hereinafter referred to as "Reserved Goods"). 6.2 The customer shall be entitled to resell the Reserved Goods, as long as CABKA XXXXX does not revoke this authorization. 6.3 The customer shall not be permitted to engage in a pledge, trans- fer by way of security or assignment by way of security. 6.4 The customer shall be obligated to secure the rights of CABKA XXXXX as a conditional seller when reselling the Reserved Goods on its part. The customer assigns the claims of the customer arising from the resale of the Reserved Goods in advance to CABKA; CABKA XXXXX accepts this assignment. 6.5 Notwithstanding the assignment and XXXXX'x right of collection, the customer shall be entitled to collect as long as it fulfills its obligations with respect to CABKA and XXXXX'x claim to com- pensation is not endangered. At CABKA's request, the customer must provide CABKA with the information required for the collec- tion of the assigned claims and must notify its debtors of the as- signment. 6.6 If the value of the collateral exceeds the claims of CABKA to be secured by more than 10%, CABKA shall be obligated, at its option, to release collateral to this extent at the request of the customer. 6.7 The customer must inform CABKA XXXXX immediately of any enforce- ment measures taken by third parties against the Reserved Goods or the claims assigned in advance and must provide CABKA with the documents necessary for an intervention. 6.8 As soon as the customer has discontinued payments or an ap- plication for the opening of insolvency proceedings against its assets has been filed, it shall be obligated to immediately send CABKA a list of the Reserved Goods subject to retention of title, even if they have been processed, and a list of the claims to the third-party debtors, together with copies of the invoice. The cus- tomer grants CABKA an irrevocable right of access to all storage areas at any time in order to enable CABKA to take an inventory of the goods and to mark them if necessary. 6.9 The customer shall be obligated to adequately insure any prod- ucts co-owned or solely owned by CABKA against all material risks. The insurance coverage must be proven to CABKA upon its request. 6.10 In the event of a default of payment by the customer, or in the event of a significant breach of duties of care and custody by the customer, CABKA XXXXX shall have the right to repossess the products already delivered. 6.11 If CABKA asserts this right (see section 6.10), it shall only be regarded as withdrawal from the contract if CABKA expressly declares such withdrawal in writing. 6.12 The customer shall bear the costs associated with the removal of products. In all other respects, irrespective of the customer's payment obligation, CABKA shall otherwise be entitled to sell returned products by means of private contract or public auc- tion.

Retention of Title. 6.1 CABKA reserves ownership 1. Title to all products delivered will continue to vest in the Seller until the Buyer has settled in full all amounts that are payable or will be payable to the Seller by the Buyer for products delivered by the Seller, including payments for any shortcomings by the Buyer in the fulfilment of his obligations. 2. The Buyer may not pledge the delivered products or use them as security in any other manner as long as ownership has not been transferred. If third parties levy or intend to levy an attachment on those products or otherwise wish to dispose of them, the cus- tomer until complete payment Buyer must immediately inform the Seller accordingly. 3. The Buyer must always fully cooperate, at the Seller’s first request, in the Seller’s exercising of its retention of title. The Buyer will be liable for all claims costs incurred by the Seller in connection with its retention of title and any related actions, as well as for any direct and indirect loss incurred by the Seller arising therefrom. 4. With respect to products destined for export, from the con- tractual relationship from the business relationship between CABKA and the customer at the time of delivery or at a later time (hereinafter referred to as "Reserved Goods"). 6.2 The customer shall be entitled to resell arrival in the Reserved Goodscountry of destination, as long as CABKA does not revoke this authorization. 6.3 The customer shall not be permitted to engage in a pledge, trans- fer by way of security or assignment by way of security. 6.4 The customer shall be obligated to secure the rights of CABKA as a conditional seller when reselling the Reserved Goods on its part. The customer assigns the claims law of the customer arising from country of destination will apply to the resale of the Reserved Goods in advance to CABKA; CABKA accepts this assignment. 6.5 Notwithstanding the assignment and XXXXX'x right of collection, the customer shall be entitled to collect as long as it fulfills its obligations with respect to CABKA and XXXXX'x claim to com- pensation is not endangered. At CABKA's request, the customer must provide CABKA with the information required for the collec- tion of the assigned claims and must notify its debtors of the as- signment. 6.6 If the value of the collateral exceeds the claims of CABKA to be secured by more than 10%, CABKA shall be obligated, at its option, to release collateral to this extent at the request of the customer. 6.7 The customer must inform CABKA immediately of any enforce- ment measures taken by third parties against the Reserved Goods or the claims assigned in advance and must provide CABKA with the documents necessary for an intervention. 6.8 As soon as the customer has discontinued payments or an ap- plication for the opening of insolvency proceedings against its assets has been filed, it shall be obligated to immediately send CABKA a list of the Reserved Goods subject property law consequences related to retention of title. From that moment, even if they have been processedpermitted under that applicable law, and a list of the claims following provisions apply in addition to the third-party debtors, together with copies provisions of the invoice. The cus- tomer grants CABKA an irrevocable right of access points 1 to all storage areas at any time in order to enable CABKA to take an inventory of the goods and to mark them if necessary.3 above: 6.9 The customer shall be obligated to adequately insure any prod- ucts co-owned or solely owned by CABKA against all material risks. The insurance coverage must be proven to CABKA upon its request. 6.10 a) In the event of a default breach of payment contract by the customerBuyer, or in the event of a significant breach of duties of care and custody by the customer, CABKA shall Seller will have the right to repossess immediately take possession of the products already delivereddelivered and of the relevant packaging and transport materials, and to dispose of them at its discretion. If so prescribed by law, this will imply termination of the agreement in question. 6.11 If CABKA asserts this right (see section 6.10), it shall only be regarded as withdrawal from the contract if CABKA expressly declares such withdrawal in writing. 6.12 b) The customer shall bear the costs associated with the removal of products. In all other respects, irrespective of the customer's payment obligation, CABKA shall otherwise Buyer will be entitled to sell returned the products in the ordinary course of its business. It hereby assigns all claims that it may acquire against third parties pursuant to such sales. The Seller hereby acknowledges this assignment and reserves the right to pursue any such claims as soon as the Buyer fails to fulfil its payment obligations. c) The Buyer may process the products in the ordinary course of its business, whether or not the products are mixed with other products not supplied by means the Seller. The Seller will acquire joint title to the new goods, in the proportion in which the Seller’s products form part of private contract or public auc- tionthose new goods, the ownership of which, should this occur, is transferred at this moment by the Buyer to the Seller, who accepts this transfer. d) If the Seller is required by law to surrender part of the stipulated security on request (if the security exceeds the value of any outstanding claims by a certain percentage), it will do so as soon as the Buyer so requests and if it is also apparent from the Seller’s accounting records.

Retention of Title. 6.1 CABKA reserves ownership 1. TheKnot retains title to the delivered goods until unconditional and full settlement of all receivables TheKnot is entitled to from the customer and its affiliated companies and subsidiaries now and in the products delivered to future for whatever legal reason. In the cus- tomer until complete payment event of all claims arising from breach of contract by the con- tractual relationship from the business relationship between CABKA and the customer at the time customer, especially default of delivery or at a later time (hereinafter referred to as "Reserved Goods"). 6.2 The customer shall be payment, TheKnot is entitled to resell take back the Reserved Goods, as long as CABKA goods subject to retention of title. Taking back of the goods by TheKnot does not revoke – unless provided for otherwise in law – imply any rescission of contract save TheKnot declares this authorization. 6.3 The customer shall not in writing or TheKnot has seized the goods. Even after taking back the goods subject to retention of title TheKnot is entitled to turn them to account; the revenues of such a sale are – less reasonable expenses of sale – to be permitted to engage in a pledge, trans- fer by way of security or assignment by way of security. 6.4 The customer shall be obligated to secure netted against the rights of CABKA as a conditional seller when reselling the Reserved Goods on its part. The customer assigns the claims liabilities of the customer arising from the resale to TheKnot. 2. The goods subject to retention of title may not be pledged to third parties or assigned as security before full payment of the Reserved Goods secured receivables. In the event of seizures or other action by third parties relating to the goods subject to retention of title, the customer must inform to be netted against the liabilities of the customer due to TheKnot immediately in advance writing. If the third party is not able to CABKA; CABKA accepts this assignment. 6.5 Notwithstanding reimburse TheKnot the assignment reimbursable court and XXXXX'x right other legal costs of collectiona suit in terms of § 771 or § 805 of the German Code of Civil Procedure (ZPO), the customer shall be liable for the losses incurred by TheKnot in this regard. 3. The customer is entitled to market the goods subject to retention of title in the ordinary course of business; the customer, however, already now assigns all receivables up to the respective final invoice sum including value added tax to TheKnot which accrue from the resale against its customers or third parties – regardless of whether the goods subject to retention of title were resold before or after processing. Resale in the sense of this paragraph also includes use of the goods subject to retention of title to fulfil contracts for work and services. The customer is also entitled to collect this receivable after assignment. This, however, does not impair the right of TheKnot to collect the receivable itself. TheKnot undertakes, however, to desist from collecting the receivable as long as it fulfills its obligations with respect to CABKA and XXXXX'x claim to com- pensation is not endangered. At CABKA's request, the customer must provide CABKA with fulfils its payment obligations to TheKnot properly and correctly, especially as long as no petition to open insolvency proceedings on the information required for assets of the collec- tion customer has been filed or payments have not been ceased. Should one of the cases named in sentence 4 arise, TheKnot may demand that the customer immediately informs TheKnot of the assigned claims receivables and must notify its their debtors, provides all information necessary for collection, hands over the applicable documents and informs the customer’s debtors of the as- signmentassignment. 6.6 4. Processing or transformation of the goods subject to retention of title by the customer is always done for TheKnot as manufacturer without imposing any obligations on TheKnot. If the goods are processed together with other objects not belonging to TheKnot, TheKnot acquires co-title to the new object or new objects in the ratio of the value of the goods subject to retention of title to that of the other objects processed at the time of processing. The provisions according to points 1 to 3 apply analogously for the object or objects produced by processing. 5. If the goods subject to retention of title are amalgamated inseparably with objects not belonging to TheKnot, TheKnot acquires co-title to the new object or new objects in the ratio of the value of the goods subject to retention of title to that of the other objects amalgamated at the time of amalgamation. If amalgamation is effected such that the customer’s object is to be seen as the main object, it is deemed as agreed that the customer transfers co-title to TheKnot proportionately. The customer safekeeps the accrued sole or co-title for TheKnot. 6. The customer also assigns TheKnot collaterally the claims arising in its favor vis-à-vis a third party from the combination of the goods subject to retention of title with a property as collateral. 7. TheKnot undertakes to release the collateral it is entitled to on demand by the customer insofar as the realizable value of the collateral exceeds the claims of CABKA to be receivables being secured by more than 10%, CABKA shall 10 percent; the choice of which collateral is to be obligated, at its option, to release collateral to this extent at the request of the customerreleased resides with TheKnot. 6.7 The customer must inform CABKA immediately of any enforce- ment measures taken by third parties against the Reserved Goods or the claims assigned in advance and must provide CABKA with the documents necessary for an intervention. 6.8 As soon as the customer has discontinued payments or an ap- plication for the opening of insolvency proceedings against its assets has been filed, it shall be obligated to immediately send CABKA a list of the Reserved Goods subject to retention of title, even if they have been processed, and a list of the claims to the third-party debtors, together with copies of the invoice. The cus- tomer grants CABKA an irrevocable right of access to all storage areas at any time in order to enable CABKA to take an inventory of the goods and to mark them if necessary. 6.9 The customer shall be obligated to adequately insure any prod- ucts co-owned or solely owned by CABKA against all material risks. The insurance coverage must be proven to CABKA upon its request. 6.10 In the event of a default of payment by the customer, or in the event of a significant breach of duties of care and custody by the customer, CABKA shall have the right to repossess the products already delivered. 6.11 If CABKA asserts this right (see section 6.10), it shall only be regarded as withdrawal from the contract if CABKA expressly declares such withdrawal in writing. 6.12 The customer shall bear the costs associated with the removal of products. In all other respects, irrespective of the customer's payment obligation, CABKA shall otherwise be entitled to sell returned products by means of private contract or public auc- tion.