Agreement
Updated 06.03.2025
Services
Independent Contractor shall provide the following services to Client (the “Services”): [Insert service]. In addition, Independent Contractor shall perform such other duties and tasks, or changes to the Services, as may be agreed upon by the Parties.
Compensation
In consideration for Independent Contractor’s performance of the Services, Client shall pay Independent Contractor $[insert value] within fourteen (14) days a!er receiving Independent Contractor's invoice. Independent Contractor will submit the invoice for payment immediately a!er the completion of the Services.
Expenses
Except as otherwise specified in this Agreement, Client shall reimburse Independent Contractor for all pre-approved, reasonable and necessary costs and expenses incurred in connection with the performance of the Services. This includes – but is not limited to: music licensing and sound effects .
Change Request
Once a sketch has been approved, the Client cannot change the concept of the animation but can request slight modifications. Any change requested by the Client that goes beyond slight modifications must be discussed and financially compensated for as agreed upon by the Parties.
Independent Contractor
The Parties agree and acknowledge that Independent Contractor is an independent contractor and is not, for any purpose, an employee of Client. Independent Contractor does not have any authority to enter into agreements or contracts on behalf of Client, and shall not represent that it possesses any such authority. Client shall not be obligated to pay worker's compensation insurance, compensation, social security tax, withholding tax or other taxes or withholdings for or on behalf of the Independent Contractor in connection with the performance of the Services under this Agreement.
Termination Clause
This Agreement may be terminated by either party at any time, provided that concrete communication of the intention to terminate is made to the other party. Upon termination, any ongoing projects will be completed and delivered as per the terms agreed upon for those specific projects, and final payments for these projects will be due as per the agreed terms.
Confidentiality
a. Confidential and Proprietary Information. In the course of performing the Services, Independent Contractor will be exposed to confidential and proprietary information of Client. “Confidential Information” shall mean any data or information that is competitively sensitive material and not generally known to the public, including, but not limited to, information relating to development and plans, marketing strategies, finance, proprietary, documentation, business plans and internal performance results, present or future business activities, which Client considers confidential and proprietary. Independent Contractor acknowledges and agrees that the Confidential Information is valuable property of Client, developed over a long period of time at substantial expense and that it is worthy of protection.
b. Confidentiality Obligations. Except as otherwise expressly permitted in this Agreement, Independent Contractor shall not disclose or use in any manner, directly or indirectly, any Confidential Information either during the term of this Agreement or at any time therea!er, except as required to perform the Services or with Client’s prior written consent.
c. Unsolicited Confidential Information. The Client agrees to specify any confidential information related to a project unsolicited upon submitting a project proposal to the Independent Contractor. In the absence of such unsolicited specification by the Client, the Independent Contractor shall not be held liable for any harm arising from the lack of explicit identification of confidential information.
d. Irreparable Harm. The Independent Contractor acknowledges that any unauthorized use or disclosure of Confidential Information may cause harm to the Client. In the event of a breach of confidentiality, the Client may seek legal remedies available under Norwegian law, which may include injunctive relief and any other legally permissible remedy for such breach, including, but not limited to, damages, both direct and consequential. However, the Independent Contractor is protected from any financially liability in such case.
Ownership of Work Product and Compensation for Limitation on Use
a. Ownership of Work Product. The Parties agree that all work product, information, or other materials created and developed by the Independent Contractor in connection with the performance of the Services under this Agreement and any resulting intellectual property rights (collectively, the "Work Product") are the exclusive property of the Client. The Parties acknowledge that the Work Product shall, to the extent permitted by law, be considered a "work made for hire" within the definition of Section 101 of the Copyright Act of 1976, as amended, (the "Copyright Act"), and that Client is deemed to be the author and is the owner of all copyright and all other rights therein.
b. Limited Use Compensation. Notwithstanding the above, in the event that the Independent Contractor is precluded from using the Work Product for promotional purposes, including, but not limited to, showcasing it in their portfolio, on their website, and in promotional materials due to restrictions imposed by the Client, the Independent Contractor shall be entitled to additional compensation. This compensation shall amount to 1/4 of the budget for the project where such limitations apply, provided that the restrictions on use are communicated and agreed upon in advance by the Parties.
Mutual Representations and Warranties
Both Client and Independent Contractor represent and warrant that each Party has full power, authority and right to execute and deliver this Agreement, has full power and authority to perform its obligations under this Agreement, and has taken all necessary action to authorize the execution and delivery of this Agreement. No other consents are necessary to enter into or perform this Agreement.
Indemnification
The Independent Contractor shall indemnify and hold harmless Client from any damages, claims, liabilities, loss and expenses, including reasonable attorney’s fees, arising out of any act or omission of Independent Contractor in performing the Services or the breach of any provision of this Agreement by Independent Contractor.
Binding Effect
This Agreement shall be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns.
Amendments
This Agreement can be amended or modified to accommodate specific project requirements or other changes in terms, subject to mutual agreement in writing by both parties. Such amendments or modifications may include changes in the scope of work, payment terms, or other essential aspects of this Agreement.
Liability
In the event of any legal action arising from or in connection with this Agreement, the total financial liability of the Independent Contractor, Kristian Gabrielsen, for damages shall not exceed the total fees paid by the Client to the Independent Contractor during the last 3 months of this Agreement. It is expressly agreed that such limitation on liability is a reasonable allocation of risk and shall not cause severe financial imbalance on the Independent Contractor, both as an individual and as a business entity. This limitation on liability shall apply whether the action is based on contract, tort, or any other legal theory.