222 223 A llg em ein e G esch äftsb ed in g u n g en G en eral Term s Con d ition s of B u sin ess 1 General These terms and conditions also apply to future business transac tions conducted between the contracting parties These General Terms and Conditions of Business apply exclusively The General Terms and Conditions of Business of the purchaser are only valid if the supplier has expressly approved their validity in writing 2 Final specification of services The aspects of this specification of services provide a comprehensive and conclusive definition of the delivery item 3 Correct and punctual deliveries The contract is concluded under the reservation of correct and punctual delivery by the supplier The contractor must immedi ately inform the principal of the non availability of the delivery item and in the case of rescission the contractor must be reimbursed the equivalent amount immediately 4 Payment conditions and supplementary performance Payment is due in full upon delivery or acceptance The principal is without additional declarations from the seller in default 14 days after the due date for payment if he has not paid In the case of the presence of defects the principal is not entitled to retain possession of the goods unless the delivery was evidently faulty or the principal is clearly entitled to the right to decline acceptance of the work in such cases the principal is only entitled to retain possession if the retained amount covers to a reasonable extent the defects and any foreseeable costs for subsequent performance in particular the costs for eliminating the fault The principal is not entitled to assert claims and rights for defects if he has not made any payments due and the amount due including any payments made covers to a reasonable extent the value of the delivery with faults or the work 5 Reservation of proprietary rights 1 The delivery item remains the property of the contractor until ful filment of all contractual obligations to the principal 2 During the period of reservation of proprietary rights the princi pal is prohibited from taking out a lien or assigning the item as secu rity Further disposal is only permitted to distributors in the ordinary course of business and subject to the conditions that payment of the equivalent value for the delivery item is made to the principal The principal must also agree with the purchaser that the purchaser only acquires the proprietary rights upon this payment 3 The principal is allowed to process the delivery item or combine it with other objects The processing or combination hereinafter re ferred to collectively as processing and with regard to the delivery item processed occurs when an object is designated as a new item following the processing of an existing item The principal stores the new item for the contractor with the due care and pru dence of an ordinary business General Terms Conditions of Business OWT GmbH Co KG In the event of processing with other objects not belonging to the contractor the contractor is entitled to co ownership of the new item for the amount of the share which results from the propor tion of the value of the processed or combined delivery item to the value of the other processed goods at the time of processing If the principal acquires sole ownership of the new item both the princi pal and contractor agree that the principal shall grant the contractor co ownership of the new item for the proportion of the value of the processed delivery item to the other processed goods at the time of processing 4 In the case of disposal of the delivery item or the new item the principal hereby assigns his rights for further disposal against the purchaser to the contractor by way of security without the need for further declarations The assignation also includes outstanding balance claims However the assignation is only applicable for the amount that corresponds to the price of the delivery item invoiced by the contractor The part of the balance assigned to the contractor is to be satisfied prior ranking 5 If the principal combines the delivery item or the new item with moveable objects he without the need for further declarations also assigns his claim which is due to him as payment for the connection to the contractor with all ancillary rights by way of security for the amount in proportion of the value of the delivery item or new item to the other combined goods at the time of the combination 6 Except for revocation the principal is authorised to forfeit the as signed debts The principal shall immediately forward the payments for the assigned debts for the amount of the secured debt to the contractor In the event of reasonable cause in particular delay in payment cessation of payments initiation of insolvency proceed ings act of protest or reasonable evidence for excess indebtedness or threatened payment incapacity the contractor is entitled to re voke the forfeiture authorisation of the principal In addition the contractor can after a prior warning of notifying the debtor of the assignment or of utilizing the assigned claims subject to observance of an adequate respite notify the debtor of the assignment utilize the assigned claims and demand that the principal notify the cus tomer of the assignment 7 In the case of establishing prima facie evidence the principal must provide the contractor with the necessary information and documents for the assertion of his rights against the customer 8 For charges seizures or other dispositions or intervention by third parties the principal must immediately inform the contractor thereof 9 Where the realizable value of all security rights to which the con tractor is entitled exceeds the amount of all secured claims by more than 10 the contractor at the request of the principal can approve a partial release of the security the contractor has the choice be tween the various security rights

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