§ 5 Retention of title
All delivered appliances/equipment remain the property of Quality Automation GmbH until receipt of all payments from the supply contract. In the event of breach of contract by the customer, and especially in the event of default, Quality Automation GmbH is entitled to take back delivered appliances/equipment. Taking back the appliances/equipment constitutes a withdrawal from the contract. After taking back the appliances/equipment, Quality Automation GmbH is authorised to sell them, the proceeds of sale are to be credited against the customer’s liabilities — minus reasonable sales costs.
The customer is obliged to treat the delivered appliances/equipment with care; in particular, they are obliged to insure them sufficiently at their own expense against fire, water and theft damage at replacement value. If maintenance and inspection work is necessary, the customer must carry this out in good time at their own expense.
The processing or transformation of the delivered appliances/equipment by the customer is always carried out for Quality Automation GmbH. If the delivered appliances/equipment are processed with other objects that do not belong to Quality Automation GmbH, Quality Automation GmbH will acquire co-ownership of the new object in the ratio of the value of the delivered appliances/equipment (final invoice amount, including VAT) to the other processed objects at the time of processing. In all other respects, the same shall apply to the object resulting from processing as to the appliances/equipment delivered under retention of title.
The customer is entitled to resell the appliances/equipment owned by Quality Automation GmbH in the ordinary course of business. Pledging or transfer by way of security is not permitted. As a precautionary measure, the customer hereby assigns to Quality Automation GmbH all claims arising from the resale or any other legal reason with respect to these appliances/equipment in the amount of the final invoice amount (including VAT) of the claim of Quality Automation GmbH. Quality Automation GmbH revocably authorises the customer to collect the claims assigned to it for its account in its own name. This collection authorisation can only be revoked if the customer does not properly meet their payment obligations. If this is the case, Quality Automation GmbH may demand that the customer discloses the assigned claims and their debtors, provides all information necessary for collection, hands over the relevant documents and informs the debtors of the assignment.
Quality Automation GmbH is obliged to release the securities to which it is entitled upon request of the customer to the extent that the realisable value of the securities exceeds the claims to be secured by more than 10%; the selection of the securities to be released is at the discretion of Quality Automation GmbH.