These terms apply to business customers engaging Numbra AS (“Numbra”) for a defined corporate reporting project. A project begins only when Numbra and the customer (“Customer”) have signed a statement of work (“SOW”).
1. Agreement and order of precedence
The agreement consists of the signed SOW, these Reporting Services Terms in the version identified in the SOW, and any agreed data processing agreement (“DPA”) and security schedule. The SOW states the project-specific scope, deliverables, timetable, fees, review rounds, named contacts and any departures from these terms.
The DPA governs the processing of personal data where it applies. The SOW governs project-specific scope, timing and commercial terms. These terms govern the remaining matters. A purchase order or similar administrative document does not amend the agreement unless both parties expressly agree in writing. A later website version of these terms does not change an existing SOW.
2. Services and scope
Numbra will perform the services and deliver the work products specified in the SOW (“Project Deliverables”) with reasonable professional skill and care. The work may include organizing approved source material, extracting company-specific reporting standards, preparing narrative drafts, tracking sources and open questions, incorporating consolidated comments, and checking consistency across agreed materials.
Numbra uses software and AI-assisted workflows alongside review and editorial judgement by experienced reporting professionals. The SOW determines which sections, source sets, output formats and production handoffs are included. Unless expressly included, the services do not comprise financial statement preparation, audit or assurance, legal opinions, sustainability assurance, translation, ESEF/iXBRL production, regulatory filing or publication.
3. Customer inputs, decisions and approval
Customer will appoint a project contact with authority to coordinate inputs. Customer will provide the agreed source materials, factual updates, access to relevant personnel, decisions and consolidated feedback in time for the project plan. Customer confirms that it has the right to make the materials available to Numbra for the agreed work.
Numbra may rely on Customer-approved sources and instructions. Numbra will flag material gaps or inconsistencies it identifies in the course of the agreed work, but its checks do not constitute a comprehensive verification of every fact, calculation, legal requirement or underlying record. Customer remains responsible for accounting and legal judgements, management and board approvals, the final accuracy and completeness of its disclosures, filing decisions and publication.
If an input or decision is delayed, the parties will promptly agree a practical adjustment to the affected milestones.
4. Reviews, corrections and changes
The SOW states the number and form of review procedures. Customer will provide comments in a consolidated form. Numbra will incorporate comments within the agreed scope and keep a record of unresolved questions where relevant.
Numbra will correct without additional charge a factual or editorial error it introduced into an agreed Project Deliverable when the error is identified during the project or within 30 days after final handover. New sections, new source sets, substantial changes to an approved direction, extra languages, additional review rounds or material changes to the production timetable require a written change agreement covering any revised fee and schedule. Emails between the designated project contacts may record an agreed change.
5. Fees and payment
The SOW states the fixed project fee, invoicing milestones and any agreed expenses. Fees exclude VAT unless expressly stated otherwise. Third-party costs are included only where the SOW says so; Numbra will obtain Customer’s written approval before incurring a chargeable third-party expense.
Invoices are due 14 days after receipt unless the SOW states another period. Customer will identify a disputed item promptly and pay the undisputed part when due. If an undisputed amount remains unpaid after written reminder and a further 10 business days, Numbra may pause affected work on notice. The parties will agree any resulting timetable change.
6. Customer materials and Project Deliverables
Customer retains its rights in the information, documents, data, brands and other materials it provides (“Customer Content”). Numbra may use Customer Content only to deliver the agreed services, protect and maintain the agreed systems, meet applicable legal duties and perform any other use expressly authorized by Customer in writing.
Upon payment of the applicable fee, Numbra transfers to Customer all transferable rights Numbra holds in the customer-specific Project Deliverables. Customer may use, edit and publish those deliverables for its business without further payment to Numbra. This transfer does not cover Numbra’s pre-existing software, models, templates, methods, generic prompts, tools or know-how (“Numbra Materials”). To the extent Numbra Materials are embedded in a delivered file, Numbra grants Customer a perpetual, worldwide, non-exclusive, royalty-free license to use them as needed to use and publish that Project Deliverable. Numbra will not reuse Customer’s non-public content or customer-specific deliverables for another customer.
7. Confidentiality and market-sensitive information
Each party will protect the other’s non-public business, financial, technical and personal information with at least reasonable care and use it only for the agreement. Numbra will treat unpublished reporting drafts, financial results, forecasts and transaction information as confidential. Access will be limited to authorized personnel and approved service providers who need it for the work and are bound by confidentiality obligations. Neither party will disclose the other’s confidential information except as required by law or with prior written permission; where lawful, it will give advance notice of a required disclosure.
Information is not confidential to the extent it was lawfully known without restriction, independently developed without access to the confidential information, or becomes public without a breach of this agreement. The confidentiality obligation continues for five years after the SOW ends, and for trade secrets and unpublished inside information for as long as they remain protected under applicable law.
Customer will notify Numbra promptly when it identifies information provided for a project as inside information and communicate relevant handling restrictions. Where information constitutes inside information under applicable market abuse rules, each party will comply with the duties that apply to it. Numbra will control and document access, inform its authorized personnel of the restrictions on use and securities trading, maintain any insider list it is required to maintain, and cooperate with Customer’s lawful information requests. Customer remains responsible for its own disclosure and insider-list obligations.
8. AI-assisted processing and service providers
Numbra may use AI-assisted tools to perform the agreed services only within the processing arrangements described in the SOW or DPA. Numbra will not place non-disclosed Customer Content in a public consumer AI account or use Customer Content to train a general-purpose model or its own model for other customers without Customer’s separate written consent.
Numbra remains responsible for work performed by its personnel and subcontractors. Any provider with access to Customer Content must be subject to appropriate confidentiality and security obligations. The DPA governs the authorization and notification of subprocessors where personal data is processed. An AI-generated draft is subject to Numbra’s agreed human review and Customer’s final review and approval; use of AI does not change either party’s responsibilities under this agreement.
9. Security and personal data
Numbra will apply appropriate technical and organizational measures to protect Customer Content against unauthorized access, loss and disclosure. The applicable security schedule will describe material controls, approved processing locations and service providers. Numbra will notify Customer without undue delay after becoming aware of an unauthorized access to or disclosure of Customer Content affecting the project, provide information as it becomes available and cooperate on reasonable containment steps.
Where Numbra processes personal data on Customer’s behalf, the parties will enter into a DPA before that processing begins. The DPA governs documented instructions, subprocessors, international transfers, assistance with rights and incidents, audit information, and return or deletion at the end of processing. Nothing in these terms reduces either party’s obligations under applicable data protection law.
10. Service remedy and responsibility
Numbra will use reasonable professional skill and care and provide the agreed corrections under section 4. Numbra does not provide an audit opinion, legal opinion or assurance that a report satisfies every statutory or listing requirement. Numbra does not guarantee that a source supplied or approved by Customer is complete or correct. Customer’s final approval and publication responsibility remain as stated in section 3.
Each party is responsible for direct loss caused by its breach of the agreement, subject to section 11. The parties will take reasonable steps to limit loss and allow the other party a reasonable opportunity to remedy a breach where a remedy is possible.
11. Liability limits
Each party’s total liability for direct loss under a SOW is limited to twice the total fee paid or payable under that SOW. For a breach of confidentiality, unauthorized use of Customer Content, or breach of the security obligations in section 9, the limit is four times that fee. Neither party is liable for indirect loss, including lost profit or business opportunity.
These limits do not restrict payment of agreed fees, liability for fraud, intentional misconduct or gross negligence, or liability that cannot lawfully be limited. A DPA may specify additional treatment of liabilities arising from personal data processing. The parties may agree a different allocation of risk in a SOW.
12. Termination and handover
Either party may terminate a SOW if the other materially breaches the agreement and does not remedy a remediable breach within 14 days after written notice describing it, or if the breach cannot reasonably be remedied. Customer may also cancel a project for convenience on written notice. In that case, Customer will pay for work reasonably performed up to cancellation and any non-cancellable, pre-approved third-party costs, less amounts already paid, with the total not exceeding the agreed project fee. Numbra will hand over work completed and paid for in a reasonably usable format.
If Customer ends the agreement because of a material breach that Numbra has not corrected, Numbra will refund any fees paid in advance for work not carried out. Personal data and any remaining Customer Content will be handled as set out in the DPA and the agreed security schedule. Terms that are meant to apply after the project ends, including those covering payment, rights, confidentiality, liability and dispute resolution, will continue to apply.
13. References and publicity
Numbra will not name Customer as a client, use its logo, publish a case study or disclose project results without Customer’s prior written approval. Any approved use will follow the conditions stated in that approval.
14. Changes to terms, governing law and disputes
Any amendment to a signed SOW must be agreed in writing by both parties. Numbra may publish new versions of these terms for future engagements, but a new version does not apply to an existing SOW unless both parties agree.
Norwegian law governs the agreement. The parties will first try to resolve a dispute through discussions between authorized representatives. If they cannot resolve it within 30 days after written notice of the dispute, either party may bring it before Oslo District Court, subject to any mandatory rule on venue.
Latest reviewed 12 October 2026, Oslo, Norway
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