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Terms and Conditions

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Note: These T&Cs are based on standard templates for B2B and B2C service contracts in Germany. They are an initial draft and should be reviewed by a law firm specialised in IT and contract law and adapted to the concrete business activity before productive use.

1. Scope

These General Terms and Conditions apply to all contracts between

Axionis Consulting OÜ, Sepapaja tn 6, 15551 Tallinn, Estonia (hereinafter "Provider") and its customers (hereinafter "Customer") for the provision of services in the fields of digital communication, marketing, content production, and AI-assisted media design.

Deviating general terms and conditions of the Customer shall not apply unless the Provider expressly agrees to their validity in writing.

A consumer within the meaning of these T&Cs is any natural person who concludes a legal transaction for purposes that can predominantly be attributed neither to their commercial nor to their independent professional activity. An entrepreneur is any natural or legal person or partnership with legal capacity who, when concluding a legal transaction, acts in the exercise of their commercial or independent professional activity.

2. Conclusion of contract

The packages and offers presented on the website (Launch Pad, Velocity, Dominator, Add-ons) constitute a non-binding invitation to the Customer to submit an offer to conclude a contract.

The contract is concluded by the Provider's written or e-mail order confirmation after the Customer has completed the contact form or made another enquiry. The Provider reserves the right to decline orders without giving reasons.

For sub-monthly contracts (in particular Velocity and Dominator), a monthly flat rate is charged for the agreed services.

3. Scope of services and cooperation duties

The concrete scope of services results from the package booked in each case and any additionally commissioned add-ons in accordance with the price overview on the website.

The Provider performs the services in accordance with the state of the art and with the diligence of a prudent businessperson. Delivery times (in particular "24 hours" for one-pagers and content sprints) are expressly marked as target specifications and apply only if all cooperation services required for the provision of the service are available from the Customer.

The Customer is obliged to provide the materials required for the execution of the order (briefings, brand guidelines, access credentials, approvals) in a timely and complete manner. Delays attributable to missing or late cooperation by the Customer shall extend delivery dates accordingly.

4. Prices and payment terms

All prices are stated in Euro (€) plus statutory value-added tax, unless expressly shown as final prices. For business customers within the EU with a valid VAT ID, invoicing is net (reverse charge) in accordance with § 25b UStG.

Monthly packages (Velocity, Dominator): invoiced on the first day of a month, due on the fifteenth of the respective month.

One-off projects (Launch Pad, Add-ons): 50% due on order confirmation, 50% on delivery. The Provider reserves title to the delivered work results until full payment.

In the event of late payment, default interest of 9 percentage points above the base interest rate (consumers) or 9 percentage points above the base interest rate (entrepreneurs) shall be charged. The assertion of further default damage remains reserved.

5. Rights of use and ownership

All work results created in the course of providing the services (in particular designs, texts, images, videos, code) shall be transferred to the Customer upon full payment of the fee, unless expressly agreed otherwise in the individual order.

Until full payment, all rights of use and exploitation remain with the Provider. If the Customer uses the results before full payment, this constitutes unauthorised use.

Existing third-party rights (e.g. to stock material, fonts, AI model outputs) are passed on to the Customer within the scope of the licence conditions of the respective providers. The Provider shall not be liable for licence infringements resulting from a use of the results outside the agreed type of use.

6. Liability and warranty

The Provider shall be liable for damages – on whatever legal grounds – only in the event of intent and gross negligence. In the event of simple negligence, the Provider shall be liable only:

  • for damages arising from injury to life, body, or health,
  • for damages arising from the breach of an essential contractual obligation (cardinal obligation); in this case, however, liability shall be limited to the contract-typical, foreseeable damage.

The warranty period is 12 months from acceptance. For work performances, the Customer is initially entitled to the right of subsequent performance; only after the second failure of subsequent performance may the Customer withdraw from the contract or reduce the price.

The Provider is not liable for the substantive accuracy of the materials provided by the Customer. The review of legal permissibility (in particular competition, trademark, copyright, personality rights) is the responsibility of the Customer, unless expressly agreed otherwise in the individual order.

7. Contract term and termination

Monthly subscriptions (Velocity, Dominator) have a minimum term of one month and are automatically extended by a further month each time unless terminated with 14 calendar days' notice to the end of the respective contract period.

The right to extraordinary termination for good cause remains unaffected. Good cause exists in particular if:

  • the Customer is in default with the payment of due amounts despite dunning and setting a deadline,
  • insolvency proceedings are opened against the Customer's assets or the opening is refused due to insufficient assets,
  • the Customer breaches essential contractual obligations and does not remedy the breach within 14 days despite a warning.

Terminations must be in text form (e-mail is sufficient).

8. Data protection

The processing of personal data is carried out exclusively in accordance with the applicable data protection laws (GDPR, BDSG, TTDSG, Estonian data protection law). For details, please refer to our Privacy Policy.

9. Final provisions

The law of the Federal Republic of Germany shall apply to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG), provided that the Customer is an entrepreneur. For consumers, German law shall apply to the exclusion of the UN Convention on Contracts for the International Sale of Goods, whereby mandatory consumer protection provisions of the consumer's country of residence shall prevail.

Place of performance and exclusive place of jurisdiction for all disputes arising from or in connection with this contract is – insofar as the Customer is a merchant, a legal entity under public law, or a special fund under public law – Tallinn, Estonia. The Provider reserves the right to sue the Customer at their general place of jurisdiction as well.

Should any provision of these T&Cs be or become invalid, the validity of the remaining provisions shall not be affected. An effective provision that most closely approximates the economic purpose of the invalid provision shall take its place.

The European Commission provides a platform for online dispute resolution (ODR) at https://ec.europa.eu/consumers/odr/. We are neither obliged nor willing to participate in a dispute resolution procedure before a consumer arbitration board.