AXOY GMBH
Terms and conditions
AXOY GmbH’s delivery and payment terms for business customers.
Revised: 25 October 2026
1. Scope
These terms and conditions apply to deliveries and services by AXOY GmbH to businesses within the meaning of section 14 of the German Civil Code (BGB), where their application has been agreed. They do not apply to contracts with consumers within the meaning of section 13 BGB. We may request appropriate evidence of business status, such as a business registration or commercial register extract.
Individual agreements take precedence over these terms. These terms apply to future transactions to the extent that they have been validly incorporated into the business relationship.
2. Offers and conclusion of contracts
Our offers are subject to change and non-binding unless expressly stated to be binding. Product presentations on this website invite enquiries and do not constitute binding contractual offers. Contracts cannot be concluded directly online through this website.
A contract is concluded when we expressly confirm an order or deliver the ordered goods. An invoice or delivery note may also contain an order confirmation. The specific scope of supply or services is determined by the agreement reached.
3. Delivery
Delivery is carriage paid to the customer’s premises unless otherwise agreed. Delivery dates and any different shipping charges are agreed for each order.
In the event of unforeseeable impediments to performance for which we are not responsible, we will inform the buyer without undue delay of the expected consequences. Both parties’ rights in the event of delay or impossibility of performance are governed by statutory provisions.
If, after the contract has been concluded, it becomes apparent that the buyer’s inability to perform jeopardises our entitlement to the counter-performance, the statutory rights under section 321 BGB apply, particularly regarding withholding performance or requiring security.
4. Inspection, storage and rights in respect of defects
If the purchase is a commercial transaction for both parties, the duties to inspect and notify defects under section 377 of the German Commercial Code (HGB) apply. Obvious transport damage or quantity discrepancies should, where possible, be documented on delivery. This neither extends nor limits statutory rights or time limits.
The buyer must observe the product-specific storage and handling instructions. Required temperatures and the cold chain must be maintained for goods requiring refrigeration. No claims for defects may be brought against us for damage caused solely by improper storage or handling after the transfer of risk. Otherwise, statutory provisions on defects and liability apply.
If official authorities take samples, the buyer should inform us without undue delay and keep any available counter-sample accessible for examination to the extent legally permitted.
5. Prices and payment
The agreed prices apply. Invoices are payable without deduction immediately upon receipt unless a different payment period has been agreed. Cheques are accepted subject to collection only; bills of exchange are not accepted as payment.
Statutory requirements govern when payment becomes overdue. In the event of default, the buyer owes statutory default interest. For payment claims arising from transactions in which no consumer is involved, this is nine percentage points above the base interest rate. Statutory lump-sum compensation for late payment, further damages and necessary legal recovery costs may be claimed only in accordance with statutory provisions; statutory requirements to offset amounts remain unaffected.
Payments are allocated in accordance with statutory provisions. The buyer’s rights to set-off, withholding performance or price reduction remain available to the extent provided by law.
Deliveries to other EU Member States are treated as VAT-exempt intra-Community supplies only when all statutory conditions and documentary requirements are met. A valid foreign VAT identification number alone does not replace the other requirements.
6. Retention of title
The delivered goods remain our property until the respective purchase price has been paid in full. The buyer may resell them in the ordinary course of business. The buyer must inform us without undue delay of any seizure or other third-party interference with goods subject to retention of title.
Reclaiming goods subject to retention of title due to non-payment is subject to statutory requirements, in particular section 449(2) BGB. Any further security arrangements require a separate agreement.
7. Jurisdiction
If the buyer is a merchant, a legal entity under public law or a special fund under public law, Duisburg is the agreed place of jurisdiction for disputes arising from the business relationship, to the extent legally permissible. Exclusive statutory jurisdiction and mandatory international jurisdiction rules remain unaffected. Otherwise, statutory rules on jurisdiction apply.
8. Individual agreements and final provisions
Amendments and additions should be recorded in text form for documentation purposes. The priority of individual agreements under section 305b BGB applies regardless of their form.
If a provision is or becomes invalid, the consequences are governed by statutory provisions. The remaining provisions remain unaffected to the extent provided by law.