End User License Agreement and Service Terms
1. Introductory Provisions
"Norman" means Norman Safeground AS, a Norwegian limited liability company.
"Norman Products" means Norman's Software and Services.
"Services" means any deliverables from Norman to You other than Software.
"Software" means any computer software owned by Norman or its licensors and licensed by You under this Agreement, as well as any accompanying documentation.
"You" or "Your" means the natural person or legal entity using a Norman Product through an agreement with Norman or a Norman representative, such as a reseller, partner or agent.
"Consumer" means a natural person whose use of the Norman Products is for private purposes and not for business or trade.
1.2 Acceptance and Use
This Agreement will be deemed read, understood and accepted when You install or use the Norman Product in any way or when you select an “I Accept”, “OK” or “Yes” button or box prior to download and installation of a Norman Product.
This Agreement applies to the use of all of Norman's Products. As the Norman Products consist of both Software and Services, additional product specific terms may apply. Norman Products are distributed both directly from Norman and through Norman authorized resellers or partners. This Agreement is binding upon You irrespective of whether You have licensed Norman Products through Norman or any resellers or partners.
1.3 Important Notice To Consumers
Unless otherwise specified herein, this Agreement is binding upon Consumers in its entirety. However, nothing in this Agreement shall be construed to reduce any rights You may have under existing Consumer protection legislation or other applicable laws in Your jurisdiction that may not be limited or waived by contract.
If You are a Consumer You have a statutory right to cancel the Agreement under the applicable cooling-off statutes as in force from time to time.
1.4 Product Registration
For some of the Norman Products You may be required to create a personal Norman account. You may register an account by following the instructions on the Norman website or other instructions prompted to You. You are responsible for providing and maintaining accurate personal information, and for safeguarding Your account information. We encourage You to use strong passwords (passwords that use a combination of upper and lower case letters and numbers) to protect the privacy of Your account. You must use a valid e-mail address, and Norman reserves the right to verify this at any time. You are not allowed to have more than one account per e-mail address. Norman will not be liable for any loss or damage arising from Your failure to comply with the above requirements.
The Norman Products and this Agreement are subject to improvement and changes from time to time.
We will publish any amended Agreement on the Norman website. Material changes will in addition be notified to You in an appropriate manner. The amendments will enter into force when published on the Website or otherwise communicated to You. Your continued use of the Norman Products after such publication or notification is considered as an acceptance of the amended Agreement.
If You do not wish to continue using a Norman Product subsequent to a change, Your sole and exclusive remedy shall be to terminate the Agreement subject to clause 2.2 below.
2. Term and Termination
If You have purchased a Norman Product that shall be renewed automatically, the Agreement will be renewed automatically for all Norman Products purchased, including all licenses for Software and Services, for additional 12 month periods until it is terminated.
2.2 Termination for Convenience
Either of the parties hereto can terminate the Agreement with one month's written notice prior to the expiry of the current Agreement period. When timely notice is sent, the Agreement shall come to an end at the end of the current Agreement period. If a notice is received after the deadline, it will first come into effect from the end of the following Agreement period.
2.3 Termination for Cause
Either of the parties hereto can terminate the Agreement for material default, if the other party has not been able to remedy the material default one month after a written termination notice has been received.
2.4 Cancellation by Consumer
A Consumer has the right to cancel this Agreement for convenience within 14 calendar days after the Consumer receives the Norman Product, provided that:
The agreement was entered into (i) outside the fixed sales outlets of Norman or Norman's resellers or partners, or (ii) via remote communication (including, however not limited to, the internet and telephone); and
The Customer has otherwise followed all the conditions for being able to exercise its right of cancellation as this applies under applicable cooling-off legislation (in Norway: "Angrerettsloven").
For the purchase of Services, You consent to Norman commencing delivery before any cooling-off period expires. If cooling-off rights are exercised, You agree to pay for the service which has been carried out.
3. Intellectual Property Rights
Norman owns or holds a license to any and all copyrights and any other intellectual property rights in the Norman Products. Such rights are protected by copyright law and other applicable legislation in the country of Your domicile and in other countries. Infringement of Norman or its licensors' intellectual property rights may lead to civil and criminal liability.
Norman Software is licensed to You, not sold. Nothing in this Agreement constitutes a sale or transfer of intellectual property rights. This Agreement only gives You limited rights to use the Norman Product. Norman and its licensors reserve all other rights as may lawfully be reserved.
4. The Norman Products
4.1 Software License
Subject to the terms of this Agreement, Norman grants you a time-limited, non-exclusive, non-transferrable, non-sublicenseable licence to use the Software in object code form solely for Your internal business purposes.
You may not reverse engineer, de/recompile, disassemble, create derivative works of, modify, translate, or make any attempt to reconstruct or to discover the source code for Norman Software or underlying ideas, algorithms, file formats, programming or interoperability interfaces unless expressly permitted under mandatory law. You may not permit third parties to benefit from the use or functionality of a Norman Product. You may not remove any proprietary notices or labels on Norman Products. All rights not expressly set forth hereunder are reserved by Norman.
You are responsible for the acts and omission of Your affiliates, subcontractors, agents and consultants with respect to their use of the Software and this Agreement, and all such acts or omissions shall be deemed acts or omissions on Your part.
4.2 Third Party Software
Notwithstanding anything to the contrary contained herein, third party software products may be part of a Norman Product, and may be subject to end user licence agreements separately issued by those third party suppliers. In such cases, this Agreement does not grant You any rights to use such third party software. Your use of such third party software is subject to the terms and conditions of the end user licence agreement accompanying that software. Unless otherwise stated in specific service terms, third party software licensed to You through Norman is licensed only for use in connection with the Norman Products.
Some Norman Products may contain open source software. Such open source software license terms can be accessed here: Third Party License Agreements
4.3 Support and Maintenance
Norman will provide support and maintenance of Norman Products in accordance with its support and maintenance policies applicable to the relevant Norman Product and as in force from time to time.
Unless otherwise stated elsewhere, assistance at Your premises is considered consultancy services and will be invoiced in accordance with the applicable rates for consultancy services as in force from time to time.
Maintenance services run for a period of one to three years from the purchase date, depending on the Norman Product You use. The maintenance services will then be renewed for additional 12 month periods unless it is terminated in accordance with the provisions in section 2.2 above.
An updated version of the Norman maintenance and support policies can be accessed here: Maintenance and Support Policy
5.1 License and Service Fees
You agree to pay Norman (or the Norman reseller or partner with which You have ordered Norman Products) the Norman Product fees applicable to the Norman Products purchased by You. You will pay all VAT, sales, use, excise and other similar taxes payable as a result of this Agreement.
5.2 Support and Maintenance Fees
You agree to pay Norman (or the Norman reseller or partner with which You have ordered Norman Products) the agreed maintenance and support fees, if applicable. Payment of the maintenance and support fees entitles You to receive the maintenance and support described in the Maintenance and Support Policies as in force from time to time, cf. section 4 above.
5.3 Late Payment
We may withhold the delivery or provision of any Norman Product if any fee a Norman Product remains unpaid beyond the due date, without any liability for any inconvenience, loss or damage arising therefrom and without prejudice to Your obligation to make such payment (which shall continue to apply) or to any other rights and remedies we may have for Your late or non-payment of such fees.
You will be responsible for late payment interest in accordance with applicable law (in Norway: "Forsinkelsesrenteloven").
You acknowledge that, if as a result of Your use of a Norman Product, You may obtain access to information relating to Norman or the Norman Products, including, but not limited to, any source code, technology, know-how, ideas, algorithms, testing procedures, structure, interfaces, specifications, documentation, bugs, problem reports, analysis and performance information, and other technical, business, product, and data (“Confidential Information”). You shall not disclose Confidential Information to any third party or use Confidential Information for any purpose other than the use of the Norman Products as licensed under this Agreement.
7. Norman's Responsibilities
7.1 Limited Warrranty
The Norman Products are delivered "as is". Norman does not warrant that the delivery of Norman Products will be uninterrupted or error free or that the errors will be corrected. Norman does not warrant that the Norman Product will meet Your requirements.
The Norman Products are not fault-tolerant and are not designed or intended for use in any hazardous environment requiring fail-safe performance or operation. The Norman Products are not for use in the operation of aircraft navigation, nuclear facilities, or communication systems, weapon systems, direct or indirect life-support systems, air traffic control, or any application or installation where failure could result in death, severe physical injury or property damage.
In the event of errors in a Norman Product for which Norman is liable to You under the Agreement, Norman may supply a corrected version of the Norman Product to You at no extra cost. Norman can instead at its discretion choose to refund the purchase price.
In the event You discover an error in a Norman Product, You shall provide written notice within a reasonable period of time after You became or should have become aware of the circumstances that form the basis for the claim. If You do not provide such notice, You shall lose Your right to assert remedy for breach. Remedies for breach require that Your license is valid.
You do not have any remedies for warranty breach against Norman other than those expressly stated in this section. To the fullest extent permitted by law, Norman and its licensors exclude all other express or implied terms, conditions or warranties regarding the Norman Products, including any implied terms of fitness for a particular purpose.
Nothing in this section 7.1 shall limit Your rights as a Consumer pursuant to applicable mandatory law.
Norman (including, but not limited to, affiliated companies, licensors, resellers, partners and their contractors, officers, directors and employees) shall not be liable for any damages, whether arising under law, contract, warranty, indemnification, tort or otherwise, including, without limitation, incidental and consequential damages, loss of profits, loss or corruption of data, loss of business opportunities, or loss of access to the Norman Products. Norman's total liability shall in no event exceed the amount paid by You for the Norman product that caused the liability during the last 12 months prior to the incident.
You agree to indemnify, defend and hold harmless Norman (including, but not limited to, affiliated companies and their contractors, officers, directors and employees) and its partners and licensors from all claims, liabilities and expenses (including reasonable attorney's fees) that arise from Your misuse of the Norman Products in breach of this Agreement or applicable laws.
Norman reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by You. You shall cooperate in good faith with Norman in asserting any available defenses.
10. Force Majeure
Force Majeure means any circumstances beyond the reasonable control of either party, including, without limitation, fire, explosion, strikes or other labour disputes, riots or other civil disturbances, voluntary or involuntary compliance with any law, order regulation, recommendation or request of any governmental authority, and errors or downtime in networks, power supply, gateway or similar failures of communication. Neither party will have any liability, other than for the payment of money owing, for their failure to perform any of their contractual obligations arising out of or in connection with events of force majeure.
11. General Provisions
You may not license, sublicense, assign, sell, rent, lease, or otherwise transfer the Software or this Agreement without Norman's prior written consent. Notwithstanding the foregoing, You may, without our consent, (a) assign this Agreement to an affiliate, provided You remain liable for such entity’s performance; and (b) assign all, but not part, of the Software and this Agreement to another entity pursuant to a merger, consolidation or acquisition of all or substantially all of Your assets; provided that in each case You notify us of the assignment in writing and the assignee agrees to be bound by this Agreement. Any assignment right in this section does not include any third party software licensed from Norman under a separate third party license agreement. Such assignment shall be governed by the terms of that third party agreement. We agree to make reasonable efforts to obtain such consent upon Your request. Norman may transfer this Agreement without Your consent, subject to prior written notification to the Customer.
A notice under this Agreement shall only be binding upon Norman if provided via e-mail sent from the e-mail address You have registered with Norman. Norman's contact addresses can be found at www.norman.com.
You agree that Norman may send You notices and other communications about the Norman Products, including but not limited to information about Norman Products, user tips, and other similar information. Norman will send all communications either via in-product notices or via email to the primary user’s registered email address, or will post them on its website.
11.3 Technical Requirements
Your use of the Norman Products requires that You to have hardware, software and an Internet connection fulfilling certain requirements, as may be specified on the Norman Website. If the requirements are not met, You may potentially still use the Norman Product, but normally with a lower quality or performance. Such reduced quality or performance will not give You the right to claim any compensation from Norman.
11.4 Partial Invalidity
If any provision of this Agreement is declared invalid or unenforceable by a court or other binding authority, any and all remaining provisions shall continue to be valid and enforceable to the fullest extent permitted by law.
11.5 Choice of Law and Dispute Resolution
This Agreement shall be governed by and interpreted in accordance with Norwegian law. Any dispute, controversy or claim arising out of or in connection with this Agreement shall be subject to the jurisdiction of the Norwegian courts with the district court of Oslo, Norway as the legal venue.
If You are a Consumer, other statutory choice of law and dispute resolution mechanisms may apply in Your jurisdiction.
11.6 Entire Agreement
The terms and conditions of this Agreement replace and supersede any previous agreements that may have existed between You and Norman regarding existing Norman Products.