Last updated: January 6th 2026
Previous General Terms updated December 12th 2023 can be found here: https://normative.io/general-terms/december-2023/
Unless Normative and a Customer have executed a separate written license agreement governing the Customer’s use of the Services, these General Terms shall govern the Customer’s use of the Services. These General Terms enter into force upon the earlier of the date of (i) execution by the Customer of an Order Form referencing these General Terms; (ii) the Customer creating a user account or profile on the Normative website; or (iii) the Customer first accessing the Subscription Service (including Trials and Betas). Normative and the Customer are each a “Party” and, together, the “Parties”.
Capitalised terms used in this Agreement have the meaning given to them in Section 15.
Access to the Subscription Service or features of the Subscription Service may be offered as a trial, beta, or early access offering (“Trials and Betas”) for Customer’s internal evaluation purposes only. This Agreement also governs access to Trials and Betas. Trials and Betas are provided on an “AS IS” basis, without warranty, indemnity or support. Normative’s total aggregate liability for Trials and Betas will not exceed five thousand euros (€5,000). Either Party may terminate Trials and Betas at any time and for any reason without liability.
3.1 Subject to the Customer’s compliance with the terms of the Agreement, Normative grants the Customer a limited, non-exclusive, non-sublicensable right for its Users to access and use the Subscription Service in accordance with an applicable Order Form during the Term for the Customer’s internal business purposes. Customer may share the output of the Subscription Service with its Affiliates or third parties for internal business purposes. The Customer will take reasonable steps to prevent unauthorised access to the Subscription Service and is liable for its Users’ acts and omissions in relation to this Agreement as if they were its own. The Customer may only use the Subscription Service with Customer Data from the Accounting Period.
3.2 The Customer will not use or access, or permit or facilitate the access or use of the Subscription Service to: (a) damage, overburden, disable, impair or interfere with the Subscription Service; (b) exceed agreed usage limits or circumvent technological access control measures; (c) share non-public Subscription Service features or content with any third party; (d) modify, create derivative works from, distribute, publicly display, publicly perform, or sublicense the Subscription Service; (e) reverse engineer, decompile, disassemble, or attempt to derive source code or other trade secrets from the Subscription Service; (f) create or help create products that compete with the Subscription Service; (g) distribute viruses, malicious software, or any other automatic means to access, damage, disrupt or interfere with the Subscription Service (or any part thereof); or (h) engage in web scraping or data scraping on or in relation to the Subscription Service. Any breach by the Customer of this Section 3.2 shall constitute a material breach of this Agreement.
3.3 Normative will provide the Subscription Service in accordance with the Support and Service Level Agreement made available at: https://normative.io/general-terms/support-and-service-level-agreement/. Normative reserves the right to modify the Support and Service Level Agreement at any time, provided that Normative shall not materially reduce the overall benefit of the Support and Service Level Agreement. To the extent practicable, Normative will schedule planned maintenance outside normal business hours in Sweden.
4.1 If Customer purchases a “Premium” subscription to the Subscription Service, as specified in the Order Form, Customer has the option to invite its suppliers and/or other entities within the Customer’s value chain (together, “Value Chain Companies” and each individually a “Value Chain Company”) to upload information relating to their emissions to the Subscription Service. If Customer elects to do so, the following terms will apply:
4.1.1 Customer is solely responsible for managing its own relationships with Value Chain Companies;
4.1.2 information obtained by Customer from a Value Chain Company is used at the Customer’s own risk, and Normative has no responsibility or liability for the completeness or accuracy of such information; and
4.1.3 Customer emissions calculations that are derived from information shared by Value Chain Companies will be deemed to be Customer Data.
5.1 Customer has the option of registering with the Carbon Network in order to share Customer Data with the Carbon Network. If Customer has purchased a “Premium” subscription, as specified in the Order Form, it will also have the option to obtain information from the Carbon Network for use in its own account in the Subscription Service. If Customer elects to do so, the following terms will apply:
5.1.1 Normative has no liability for Customer’s access to, or export or use of information obtained using, the Carbon Network;
5.1.2 information obtained from the Carbon Network is used at the Customer’s own risk, and Normative has no responsibility for the completeness or accuracy of such information;
5.1.3 if Customer shares Customer Data with the Carbon Network, this action is irreversible; however, Customer may elect to stop sharing future information with the Carbon Network by providing ten (10) days’ written notice to Normative using the email address [email protected]; and
5.1.4 if Customer shares Customer Data in error, Customer may place a request with Normative at [email protected] to rectify, replace, or delete the shared Customer Data. Normative may accommodate at its sole discretion by applying Normative’s then-current standard procedures.
6.1 The Customer will: (i) pay Normative the Fees as set out in the Order Form and/or SOW; and (ii) reimburse Normative for any expenses it reasonably incurs in its provision of the Professional Services. Professional Services quantities listed in an SOW are estimates, except to the extent that the Order Form and/or Statement of Work specifically provides to the contrary. All Fees stated are exclusive of VAT.
6.2 Unless the Order Form or SOW states otherwise, all Fees are payable annually in advance. Customer agrees to pay all Fees within thirty (30) days of the Customer’s receipt of invoice. The Fees are non-refundable and non-cancellable, except as explicitly set out under this Agreement.
6.3 Late payment incurs interest charges from the time the payment was due at a rate of the higher of (i) 4% (four percent) per annum or (ii) the Swedish statutory rate (Räntelag (1975:635)). In addition, Customer will pay all reasonable expenses and fees, including without limitation attorney fees and other legal costs, incurred by Normative in its collection of late payments.
6.4 Customer will comply with any usage limits specified in the Order Form. If the Customer exceeds these limits, Normative may increase the Fees accordingly. Normative shall notify the Customer before increasing any such Fees.
7.1 Normative or its licensors (as applicable) retain all rights, title, and interest and all Intellectual Property Rights in the Services, Aggregated Data and any materials it provides, including without limitation all components used to provide the Services, graphics, user interfaces, logos and trademarks. If any third-party licence terms are applicable to the Customer’s (including the Users’) use of the Service, Normative will notify the Customer in writing in advance of the application of such third-party licence terms.
7.2 Customer retains all rights, title, and interest in the Customer Data, including in any Intellectual Property Rights therein, and is responsible for all Customer Data uploaded to the Subscription Service or otherwise provided to Normative in connection with this Agreement. During the Term, Customer grants Normative a worldwide, revocable, royalty-free and limited right to use, store, copy, transmit, display, reproduce and create derivative works of Customer Data as necessary for Normative to perform the Services. The foregoing licence permits Normative to exercise its rights to (i) develop and improve Normative’s current and future products and services, and (ii) identify and publish industry trends; and (iii) generate Aggregated Data. Customer is solely responsible for possessing back-ups of Customer Data as it requires.
7.3 Customer grants to Normative a worldwide, perpetual, irrevocable, royalty-free right and licence to use and incorporate any Feedback into the Services.
7.4 Normative may disclose that the Customer is a paying customer of Normative and may use Customer’s name and logo on its website and in promotional and marketing materials.
8.1 Normative will indemnify and defend Customer and Customer’s officers, directors, and employees from and against any third-party claim, demand, or action (each, a “Claim”) to the extent the Claim alleges that Customer’s use of the Subscription Service infringes any third party’s Intellectual Property Rights (an “Infringement Claim”). Normative will have no obligation under this Section 8.1 to the extent an Infringement Claim: (a) relates to Customer’s use of the Subscription Service with other software, data (including Customer Data), products, processes, or materials that Normative and the infringement would not have occurred but for the combination; (b) arises from or relates to any modification of the Subscription Service that was not approved by Normative in writing; (c) arises from the use of the Subscription Service by Customer in any manner inconsistent with the Documentation, these General Terms or Normative’s instructions; or (e) arises from Customer continuing the activity or use that constitutes or contributes to the infringement after notification by Normative.
8.2 Customer will indemnify and defend Normative and Normative’s respective officers, directors, and employees from and against any Claim to the extent the Claim alleges that any Customer Data and/or any other material provided or made accessible to Normative infringes, misappropriates, or otherwise violates any Intellectual Property Rights, right of privacy or other right of any person.
8.3 The Party seeking indemnification under this Section 8 (the “Indemnified Party”) will: (a) provide written notice to the proposed indemnifier (the “Indemnifying Party”) promptly, and in any event within thirty (30) days after first becoming aware of the Claim; (b) cooperate with the Indemnifying Party, at the Indemnifying Party’s expense, in defence of the Claim; and (c) give the Indemnifying Party the sole and exclusive right to control the defence and settlement of such Claim, except that the Indemnifying Party cannot settle the Claim if it adversely affects the rights or interests of the Indemnified Party without the Indemnified Party’s written approval.
8.4 If the Subscription Service becomes, or Normative believes the Subscription Service is likely to become, the subject of an Infringement Claim, then Normative will, in Normative’s sole discretion, either: (a) secure the right for Customer to continue using the Subscription Service; (b) replace or modify the Subscription Service so that it is no longer infringing; or (c) if, in Normative’s sole discretion, neither of the foregoing options are reasonably available to or commercially feasible for Normative, then Normative may terminate the affected portion of the Subscription Service and Normative will provide a pro-rata refund of the unused portion of any prepaid Fees for the Subscription Service.
9.1 Normative may suspend Customer’s access to the Subscription Service immediately if (i) Customer fails to pay the Fees for 15 days after such fees are due or (ii) Normative reasonably suspects that the Customer has breached, or may breach, Section 3.2. Normative will make commercially reasonable efforts to provide notice prior to the suspension. Any such suspension will not relieve the Customer of its obligations to pay Fees.
10.1 Each Party will keep in confidence all Confidential Information belonging to the other Party. The receiving Party will protect the Confidential Information by using no less than the degree of care as it uses to protect its own Confidential Information. The receiving Party shall not disclose any Confidential Information of the disclosing Party for any purpose outside the scope of this Agreement or disclose the disclosing party’s Confidential Information to any third party, except as expressly permitted herein. The receiving Party may only share the Confidential Information with its Affiliates, its professional advisors and representatives, provided that, in each case, they have a need to know such Confidential Information and are subject to a written duty of confidentiality.
10.2 If the receiving Party receives a demand from a competent authority or court to disclose the Discloser’s Confidential Information, it will only comply with such demand if, to the extent lawful, it has (i) notified the disclosing Party, (ii) given the disclosing Party reasonable opportunity to respond, and (iii) cooperated with the disclosing Party using reasonable efforts to resist limit or delay disclosure at the disclosing Party’s expense.
11.1 Each Party represents and warrants that it (i) has the authority to enter into this Agreement; and (ii) will comply with all laws applicable to its performance under this Agreement.
11.2 Normative warrants that (i) under normal use the Subscription Service will perform substantially and materially in accordance with the Documentation and (ii) that the Professional Services will be performed with reasonable care and skill by suitably qualified personnel. The Customer’s sole and exclusive remedy for a breach of the foregoing warranties shall be the reperformance or replacement of the non-conforming or deficient portion of the Service within a reasonable period of time from the Customer’s notice of the breach. If Normative is unable to reperform or replace the non-conforming or deficient service within such reasonable period, Customer may terminate only the portion of the affected Order Form or SOW (or part thereof) that relates to the non-conforming or deficient portion of the Service (or part thereof) and Normative will issue a refund of any prepaid Fees attributable to the relevant non-conforming or deficient Service, pro rata from the period from the effective date of termination to the end of the then-applicable Term.
11.3 Except for the express warranties set out in this Section 11, the Services are provided on an “AS IS” basis. To the maximum extent permitted by law, Normative disclaims all warranties, whether express, implied, statutory or otherwise, including without limitation warranties for merchantability, fitness for a particular purpose, accuracy, completeness, reliability, or that the Services will be uninterrupted, error-free or completely secure, or that the Services and/or their outputs will achieve any particular result. The Customer acknowledges that there are risks inherent in internet connectivity that could result in the loss of privacy or Confidential Information.
12.1 To the maximum extent permitted by applicable law, neither Party will be liable for any indirect, special or consequential loss, nor for any loss of profits, business, contracts, revenue anticipated savings, wasted expenditure or data, in each case whether such losses are direct or indirect losses, however arising, and whether or not such Party had been advised of the possibility of such loss or damage.
12.2 Except for (i) either Party’s indemnification obligations under Section 8, (ii) either party’s material breach of Section 10 (Confidentiality); (iii) the Customer’s breach of Section 3.2; (iv) the Customer’s payment obligations, or (v) any liability that cannot be limited or excluded under applicable law, to the maximum extent permitted by applicable law, each Party’s total aggregate liability under this Agreement, whether based on contract, tort (including negligence), or any other legal or equitable theory, will be limited to the Fees paid or payable by the Customer for the Subscription Service during the period of twelve (12) months immediately preceding the event giving rise to the liability.
13.1 Unless otherwise specified in the Order Form, the Agreement will automatically renew for additional periods of twelve (12) months (each such 12-month period being a “Renewal Term”), unless either Party gives the other written notice of non-renewal at least two (2) months before the end of the then-current Initial Term or Renewal Term.
13.2 Each Party may terminate the Agreement in writing if the other Party: (i) materially breaches the Agreement and fails to remedy such material breach within thirty (30) days of a written demand to do so; or (ii) is the subject of a bankruptcy petition or any other insolvency, receivership or winding-up proceeding. Customer’s termination notice will be made in signed writing and sent by email to [email protected].
13.3 Upon termination by the Customer for Normative’s material breach under Section 13.2, Normative will refund the Customer any prepaid Fees for the remainder of the then-current Initial Term or Renewal Term. Upon termination by Normative for the Customer’s material breach under Section 13.2, the Customer will pay all Fees payable for the remainder of the Initial Term or Renewal Term (as applicable). Termination by the Customer for any reason other than Normative’s material breach of this Agreement shall result in all Fees for the remainder of the Term becoming immediately due and payable. On termination of an Order Form, all licenses to the Subscription Service and all Professional Services (if any) under such Order Form shall immediately terminate. On termination or expiry of this Agreement, the Customer will not have access to the Subscription Service or to any Customer Data stored therein, and Normative will delete or destroy Customer Data in accordance with Normative’s standard procedures.
13.4 The provisions which by their nature are intended to extend beyond the Term of this Agreement, including but not limited to Section 3.2 (License), Section 6 (Payment), Sections 7.1-7.2 (Intellectual Property Ownership), Section 8 (Indemnification), Section 10 (Confidentiality), Section 11.3 (Limited Warranties), Section 12 (Limitation of Liability), and Section 14 (General), shall survive the termination or expiry of this Agreement.
14.1 Governing Law. This Agreement will be governed by Swedish Law without reference to its principles on conflict of laws. The UN Convention on Contracts for the International Sale of Goods (Vienna, 1980) will not apply to the Agreement nor to any dispute or transaction arising out of the Agreement.
14.2 Disputes. Any dispute, controversy or claim arising out of or in connection with this Agreement, or the breach, termination or invalidity thereof will be settled by arbitration administered by the Arbitration Institute of the Stockholm Chamber of Commerce (“SCC Institute”). Where the amount in dispute does not exceed EUR 100,000 the SCC Institute’s Rules for Expedited Arbitrations will apply. Where the amount in dispute exceeds EUR 100,000 the rules of the SCC Institute will apply. Where the amount in dispute exceeds EUR 100,000 but not EUR 500,000 the arbitral tribunal will be composed of a sole arbitrator. Where the amount in dispute exceeds EUR 500,000 the arbitral tribunal will be composed of three (3) arbitrators. The amount in dispute includes the claimant’s claims in the request for arbitration and any counterclaims in the respondent’s reply to the request for arbitration. The place of arbitration will be Stockholm, Sweden. The arbitration proceedings will be conducted in the English language.
14.3 Force Majeure. Excluding payment obligations, neither Party will be liable for any delays or failures to perform under the Agreement caused by a Force Majeure Event. The Party affected by the Force Majeure Event will promptly inform the other Party in writing, describe the nature of the event and how long it is expected to last, use all reasonable efforts to minimise its impact, and keep the other Party updated on its progress in resolving the issue.
14.4 Amendment. Normative may amend these General Terms at any time. If a material adverse change is made, Normative must give the Customer thirty (30) days’ advance notice, unless it would not be reasonable to do so due to circumstances arising from legal, regulatory, or governmental action; to address user security, user privacy, or technical integrity concerns; to avoid service disruptions to other users; or due to a natural disaster, catastrophic event, war, or other similar occurrence outside of Normative’s reasonable control, in which cases Normative will provide as much advance notice as is reasonable in the circumstances. Such amended General Terms will govern the Agreement and replace and supersede any previously agreed general terms and conditions between the Customer and Normative. If Normative makes a material adverse change to the General Terms under this Section 14.4 Customer will have the right to terminate this Agreement by notifying Normative in writing. Where the Agreement is not terminated by the Customer within fourteen (14) days of receiving notice of any material adverse change, the Customer will be deemed to have accepted the new terms and conditions of the Agreement.
14.5 Assignment. Neither Party may assign its rights or obligations under this Agreement without the other Party’s prior written consent, not to be unreasonably withheld. Notwithstanding the above, either Party may assign its rights and obligations under the Agreement without the other Party’s consent either to an Affiliate or in connection with a merger, reorganisation, change of control, or sale of all, or substantially all, of its assets.
14.6 Entire Agreement; Order of Precedence. The Agreement constitutes the complete and entire agreement between the Parties with respect to its subject matter and supersedes all previous and contemporaneous negotiations and understandings between the Parties, whether written or oral.
14.7 Severability. If any provision of this Agreement is determined to be void, invalid, unenforceable or illegal, such provision will be null and void; provided, however, that the remaining provisions of the Agreement will be unaffected and will continue to be valid and enforceable.
The following definitions will apply to the Agreement:
“Accounting Period” the period of time for which the Customer may upload data for carbon accounting purposes, as set out in the Order Form.
“Affiliate” means any corporation or other business entity that directly or indirectly controls, is controlled by or is under common control with a Party, where “control” means ownership, directly or indirectly, of fifty percent (50%) or more of the voting rights or otherwise the ability to direct business decisions.
“Aggregated Data” means Customer Data which has been de-identified and/or aggregated data that does not directly or indirectly identify Customer or its Users.
“Agreement” means the agreement between the Customer and Normative, which includes the Order Form, these General Terms, the Data Processing Agreement, any applicable Statement of Work(s), and any other documents referenced therein.
“Carbon Network” means the feature of the Subscription Service which enables the sharing of emissions data and other sustainability information between businesses.
“Confidential Information” means all information disclosed by or on behalf of either Party to the other, whether disclosed orally, visually, or in writing, that is designated as confidential or proprietary or that should be reasonably understood to be confidential or proprietary given the nature of the information and circumstances of disclosure.
“Customer” means the customer legal entity that signs an Order Form or otherwise accesses or uses the Subscription Service.
“Customer Data” means all data, information or material made available by Customer to Normative for the purposes of using the Subscription Service.
“Data Processing Agreement” https://normative.io/data-processing-agreement/.
“Documentation” means user guides, manuals, operating and training materials for the Subscription Service, descriptions of the Subscription Service made available at Normative.io, or any other documentation provided by Normative in connection with Customer’s use of the Subscription Service, in each case as updated by Normative from time to time, provided that any such updates do not materially reduce the functionality of the Subscription Service.
“Fees” means all fees payable under the Agreement, including but not limited to the Subscription Fee and/or Professional Services fees.
“Feedback” refers to any communication for support, any correction, and any recommendation, suggestion or idea for improving or otherwise modifying any of Normative’s products or services.
“Force Majeure Event” refers to unexpected situations or events that are beyond Normative’s or Customer’s control (excluding any negligent actions or omissions). This includes acts of nature, government actions, floods, fires, earthquakes, epidemics/pandemics, civil unrest, acts of terror, strikes, or other labour problems (except if they involve the relevant Party’s own employees or contractors), internet service or telecommunications carrier issues, and denial of service attacks.
“Initial Term” means the initial contract term during which the Customer subscribes to the Subscription Service as set out in the Order Form.
“Intellectual Property Rights” means all copyrights, moral rights, patents, trade names, trademarks, domain names, database rights, proprietary rights to algorithms, machine-learning or large language models, trade secrets, confidential information, and other similar rights together with all registrations, applications, renewals and extensions anywhere in the world.
“Normative” means the legal entity Normative AB with Swedish company registration number 556967-7361.
“Order Form” the order form(s) executed by Customer to procure the Services on the terms and conditions of the Agreement.
“Professional Services” means any professional services provided by Normative under a Statement of Work and/or Order Form.
“Renewal Term(s)” is defined in Section 13.1.
“Services” means the Subscription Service and the Professional Services.
“Subscription Fee” means the fees payable by Customer for its subscription to the Subscription Service, as detailed in the Order Form.
“Subscription Service” means the Normative software-as-a-service specified in the Order Form, access to which is provided to Customer by Normative.
“Statement of Work” or “SOW” means a statement of work for Professional Services executed by the Parties and forming part of this Agreement.
“Term” means the Initial Term together with any and all Renewal Term(s) (if any).
“Third-Party Software” means software (including but not limited to open-source software and plugins) and/or data provided by a third party which is provided by Normative within the Services.
“Users” those individuals (being employees, consultants, suppliers and/or other third parties) who are designated by the Customer, and provided with access credentials by Normative, to access and use the Subscription Service.
“Value Chain Company” means a legal entity within the Customer’s supply chain which accesses, uploads data to, or makes data available to the Subscription Service on customer’s behalf without being a subscriber to the Subscription Service.
