All hourly prices are per consultant and are exclusive of VAT.

Prices for other services are agreed separately.
If other discounts/hourly prices are stated in the order confirmation, the prices in the order confirmation apply.

Expenses, including travel and diet costs, are only covered by LD Studio to the extent that this has been agreed.

An increase in hourly prices can occur every year in January. LD can demand a new hourly price for any changes that accrue after the price increase. Any price increases will be based on any increase in the Consumer Price Index and/or any increase in the cost of materials, labor or other utility services

3. Order and change process

The customer sends all new inquiries and requests to agreed person in charge.

Insofar as it is possible/appropriate, requests must be specific, well explained and collected in existing email threads.

Requests must include an overview of the task and include e.g. the number of animations or films, the amount and type of content, any audiovisual references and other special requirements for brand development or promotion and delivery date. LD will send offers based on the information provided. The offer is based on a limited number of hours to cover the scope of the assignment. LD reserves the right to keep hours in order to acquire the necessary knowledge of the work to be carried out before a final estimate is given to the Customer. If the client accepts the offer, LD will issue an order confirmation or an updated order confirmation before the work starts. These terms and conditions apply to each order.

LD Studio initially invoices the customer for investigation and conceptualization in phase 1. This amount is not refundable. If necessary, LD has the right to revise the hourly estimate and order agreement after phase 1 has been completed. In the event of changes, the Customer must approve the updated order agreement and hourly estimate before the work can continue.

3. Changes

LD must keep a running record of time and resources spent on each assignment.

The customer can request changes to the scope of the assignment, e.g. change in content, number of images or film specifications. If LD believes that the changes will lead to an increase in the number of Hours and/or resources required to complete the assignment, it will notify the Customer in writing and provide an estimate for any additional time or resources or price increase required.

LD must send the estimate to the Customer before any additional work starts. If the Customer approves the estimate, LD and the Customer will agree in writing the changes in scope or payment terms.

If no agreement is reached between the Parties, LD will perform the services as agreed in the original scope of the assignment.

4. Payment

Unless otherwise agreed, LD's general payment terms are as follows:

LD can invoice the Customer 25% of the contract price, if it is considered appropriate before the work is seen to start.

LD can invoice the customer up to a further 40% of the contract price after half of the projects have been completed if the project's duration is over 2 months.

The outstanding sum from the contract price is invoiced when the project is considered delivered.

Any adjustment to the contract price approved by the customer is valid for invoicing.

Unless otherwise agreed between the parties, the invoices are paid 7 days after they are due. The invoice must contain a time report from the invoiced work as an attachment. Outlays and other expenses must be stated separately. In the event of late payment, late payment interest accrues in accordance with the provisions of the Late Payment Act.

5. Duration

Delivery time for the assignment is specified in attachment order confirmation. If the delivery date cannot be met, whether this is due to LD, the customer or other unforeseen reasons, LD undertakes to inform the customer of this. The customer and LD in cooperation must then agree on a new delivery time, and any changes to the scope of the assignment.

Only in the event of delays exceeding 2 weeks, which are due to LD, the customer has the right to demand changes to the contract price.

The terms of the assignment agreement come into force on the date it is signed and shall continue for a period of three years from this date unless terminated in accordance with clause 13.

6. LD’s duties   

Services will be delivered professionally, efficiently and to a high standard.

LD must cooperate loyally with the Customer, and look after the Customer's interests. Inquiries from the Customer must be answered without undue delay.

LD shall, without undue delay, notify of matters which LD understands or should understand could have an impact on the implementation of the assistance, including any expected delays.

7. Customer’s duties

The customer must loyally contribute to the implementation of the assistance. Inquiries from LD must be answered without undue delay.

The customer must notify the customer without undue delay of conditions that the customer understands or should understand could have an impact on the execution of the assistance, including any expected delays.

8. Cooperation

The parties undertake to evaluate the cooperation continuously. The parties agree that an evaluation meeting with a written evaluation will take place every second quarter, no later than 1. Of May and 1. Of November each year.

9. Copyright and property rights   

We provide two alternatives for copyright and property rights for our clients.

An agreement regarding copyright and property rights will also be established between LD and the Customer and it can look as following:

LD retains all property, copyright and all other intellectual property rights to the materials created or developed as a result of the assignment, including but not limited to brand, content, films, animations and other materials.

The Customer has a non-exclusive, non-transferable, free license for a period of 3 years from delivery of the Material to use and publish the Material for commercial and advertising purposes.

The customer has or does not have the right to change and transfer the Material, cf. Act of 15 June 2018 no. 40 on copyright for intellectual property etc. (Intellectual Property Act) Section 68.

At the end of the license period, the Customer will cease to use or publish the Material in any form, including on internal and on social media. The Customer has the right to keep a copy of the Material on its internal systems and in its catalogue of marketing materials.

LD retains the rights to its own tools and methodology. Both parties can also utilize general knowledge (know-how) which is not subject to confidentiality and which they have acquired in connection with the delivery of services.

OR

All property, copyright and all other intellectual property rights to the materials created or developed as a result of the assignment, including but not limited to brand, content, films, animations and other materials belong to the Customer.

The customer does or does not also have the right to change and transfer the Material, cf. Act of 15 June 2018 no. 40 on copyright to intellectual property etc. (Intellectual Property Act) Section 68.

LD shall have the right to refer to Materials in its portfolio of works, websites and/or social media accounts for the purpose of promoting the business.

LD retains the rights to its own tools and methodology. Both parties can also utilize general knowledge (know-how) which is not subject to confidentiality and which they have acquired in connection with the delivery of services.

10. Confidentiality

Information that the Parties become aware of in connection with the execution of the assignment shall be treated confidentially, and shall not be made available to outsiders without the consent of the other Party.

The obligation of confidentiality does not prevent the information from being used when no legitimate interest dictates that it be kept secret, for example when it is generally known or generally available elsewhere.

The parties must take the necessary precautions to ensure that unauthorized persons do not gain access to or become aware of confidential information.

The duty of confidentiality applies to the parties' employees, subcontractors and third parties who act on the parties' behalf in connection with the implementation of the agreement.

The obligation of confidentiality does not prevent the Parties from making use of experience and expertise gained in connection with the execution of the assignment.

The obligation of confidentiality also applies after the agreement has ended. The duty of confidentiality ends three (3) years after the date on which the assignment is completed, unless otherwise provided by law or regulation.

11. Insurance and limitation of liability

LD is obliged to have insurance that is sufficient to cover any claim from the Customer resulting from its risk or liability under this Assignment Agreement within the framework of general insurance conditions. This obligation is considered fulfilled if LD takes out liability and risk insurance on terms that are considered ordinary within Norwegian insurance business.

Compensation for indirect losses cannot be claimed. Indirect losses include, but are not limited to, lost profits of any kind, loss of profits, lost savings, loss of data, and claims from third parties.

LD's overall responsibility during the contract period is limited to an amount that corresponds to the agreed contract sum for the assignment.

However, these limitations do not apply if the defaulting Party or someone it is responsible for, has shown gross negligence or wrongdoing.

12. Force Majeure

None of the Parties is responsible for compliance with the contract if circumstances occur over which the parties obviously have no control, for example war, natural disasters, fire, strikes, etc.

13. Termination

Individual assignment agreements related to these terms can be terminated by either party with a 5-day written notice within 14 days after the assignment is accepted. Afterward, the assignment agreement can only be terminated if there is a material default.

Each of the parties can terminate the agreement with a 10-day written notice if:

1. there is a material breach by one party, and the other party has provided written notice to the breaching party with a reasonable deadline of 15 days to rectify the situation, and the breaching party has not or is unable to remedy the situation; or

2. debt negotiations, composition, bankruptcy, or another form of creditor control is initiated in connection with either party's business, unless otherwise provided by mandatory law.

If the client cancels the assignment, LD Studio has the right to invoice the client for the number of hours used according to the order agreement that have not been previously billed. In addition, LD may require the client to purchase materials through a license. The amount applicable to Phase 1, "Inquiry and conceptualization," is non-refundable, regardless of disputes or the termination of the assignment. 

14. Other provisions

The rights and obligations of the parties under this assignment agreement are determined in their entirety by Norwegian law.

If a dispute arises between the Parties regarding the interpretation or legal effects of the agreement, the dispute must first be resolved through negotiations. If the dispute is not resolved through negotiations, the Parties may attempt to resolve the dispute through mediation.

If a dispute is not resolved through negotiations or mediation, each of the Parties may request that the dispute be settled with final effect by Norwegian courts. Ålesund District Court is a guardian.

This assignment agreement has been entered into in two identical copies and each of the Parties retains one copy.