Enterprise Distance Sales & Cloud SaaS Master Agreement

CO₂ MANAGER ENTERPRISE PLATFORM | Doc No: AGR-DIST-EU-2026-v2 | Compliant with EU Directive 2011/83/EU

ARTICLE 1 — PARTIES AND IDENTIFICATION

ARTICLE 2 — SUBJECT MATTER OF THE AGREEMENT

The subject matter of this Agreement is the determination of rights, mutual obligations, and terms of service regarding the electronic purchase, automated digital provisioning, licensing terms, and usage parameters of corporate carbon accounting tools, ISO 14064-1 verification reporting engines, and EU CBAM filing modules under the laws of the European Union and international electronic commerce regulations.

ARTICLE 3 — SERVICE TIERS, SCOPE AND PRICING

• Package 0 (Starter Tier): Multi-user Scope 1 & 2 corporate carbon accounting, ISO 14064-1 Category 1-2 standard reports, DEFRA/IPCC international emission databases.
• Package 1 (Professional Tier): Full Scope 1, 2, and 3 value-chain accounting, ISO 14064-1 Category 1-6 compliance, dedicated EU CBAM customs XML/Excel declaration export, and automated audit logging.
• Package 2 (Enterprise Tier): Unlimited location structures, full Scope 1-3, EU CBAM compliance, access to premium Ecoinvent databases, 5-year secure regulatory archiving, and customized climate engineering consultancy.

ARTICLE 4 — PAYMENT, ELECTRONIC INVOICING & TAXATION

All fees are processed electronically in EUR/USD/TRY via PCI-DSS certified payment infrastructure. Official corporate electronic invoices (e-Fatura / EU VAT Invoices) are issued and emailed automatically within 24 hours of successful transaction confirmation.

ARTICLE 5 — INSTANT DIGITAL PERFORMANCE & RIGHT OF WITHDRAWAL

In accordance with Article 16(m) of EU Directive 2011/83/EU on Consumer Rights and statutory digital content regulations, the right of withdrawal cannot be exercised once the electronic execution of digital content and immediate cloud access has commenced with the express prior consent of the customer. Monthly/annual subscriptions may be cancelled at any time to take effect at the expiration of the current billing cycle.

ARTICLE 6 — INTELLECTUAL PROPERTY & DATA PRIVACY

The software algorithms, emission factor mapping architectures, user interfaces, and brand assets are the exclusive intellectual property of the Service Provider. All customer-uploaded industrial emission records remain the sole property of the Customer, processed under strict compliance with the EU GDPR (Regulation EU 2016/679) and ISO 27001 data security frameworks.

ARTICLE 7 — DISPUTE RESOLUTION AND JURISDICTION

This Agreement shall be governed by European commercial regulations and international private law principles. In the event of disputes arising from the interpretation or execution of this Agreement, the European Online Dispute Resolution (ODR) platform and designated international commercial arbitration courts shall hold jurisdiction.