1. SCOPE OF WORK

The Freelancer shall perform the services described in {ServiceDescription} for the project titled {ProjectName} (“Project”). The Freelancer agrees to deliver the work professionally and in accordance with the timelines specified.

2. TERM

This Agreement shall commence on {StartDate} and continue until {EndDate}, unless terminated earlier under Clause 12.

3. PAYMENT

3.1 The Producer shall pay the Freelancer a total fee of INR {FeeAmount} for the Services.

3.2 Payment shall be made within {PaymentTimeline} days of completion of the relevant milestone or Services, regardless of whether the Producer has received payment from any agency, client, or third party.

3.3 Late Payment Fee (conditional):
If payment is not made within {PaymentTimeline} days, the Producer shall pay a late fee of {LateFee}% of the overdue amount for every {LateFeeInterval} days of delay.

3.4 Retainer (conditional):
The Producer shall pay a retainer of INR {RetainerAmount} prior to commencement of services. This retainer shall be adjusted against the total fee upon completion.

3.5 Any additional services outside the agreed scope shall require written approval and may be charged separately.

4. INTELLECTUAL PROPERTY & CONFIDENTIALITY

4.1 All intellectual property rights in the deliverables shall vest with the Producer upon full payment of the Fees.

4.2 Both Parties shall maintain confidentiality of all materials, information, and work related to the Project and shall not disclose it to any third party without prior written consent.

5. USAGE RIGHTS, ROYALTIES, BUYOUT, AND RENEWAL (Conditional)

• The Freelancer grants the Producer a license to use the work for {UsageDuration} in {UsageTerritory}.
  
  
  

• The Freelancer shall receive royalties of {RoyaltyPercentage}% of revenue derived from the work.
  
  
  

• The Producer may acquire full ownership via a buyout fee of INR {BuyoutFee}.
  
  
  

• Renewal of usage beyond the agreed term may be executed for an additional fee of INR {RenewalFee}, if applicable.
  
  

6. DELIVERABLES & APPROVAL (Conditional)

The Freelancer shall deliver {DeliverablesDetails} and the Producer shall review and provide approval or feedback within {ApprovalTimeline} days. The Freelancer may provide up to {NumberOfRevisions} revisions without additional charge. Any revisions beyond this limit shall be charged at INR {RevisionFee} per revision.

7. EXPENSES (Conditional)

The Producer shall reimburse pre-approved expenses incurred by the Freelancer for the Project, including {ExpensesDetails}, upon submission of valid receipts.

8. CREDIT / ATTRIBUTION (Conditional)

Where applicable, the Freelancer shall receive credit as {CreditLine} in the final work. Failure to credit does not relieve payment obligations.

9. EXCLUSIVITY / NON-SOLICITATION (Conditional)

For a period of {ExclusivityPeriod}, the Freelancer shall not provide similar services to competitors of the Producer’s client/brand as defined in {CompetingBrands}.

10. REPRESENTATIONS & WARRANTIES (Conditional)

The Freelancer represents and warrants that:

• The work is original and does not infringe on third-party rights.
  
  
  

• Any conflicts of interest, including prior engagements with competing brands, have been disclosed ({CompetingBrands}).
  
  
  

11. INDEMNITY (Conditional)

The Freelancer shall indemnify the Producer from any claims, damages, or losses arising from misrepresentations or breaches of warranties in Clause 10, including false declarations regarding prior work for competing brands ({IndemnityDetails}).

12. TERMINATION

12.1 Either Party may terminate this Agreement with {TerminationNotice} days’ written notice.

12.2 Cancellation Fee (conditional):
If the Producer cancels the Project after commencement, the Producer shall pay a cancellation fee of INR {CancellationFee} to the Freelancer for work completed up to the date of cancellation.

12.3 Kill Fee (conditional):
In the event the Project is terminated by the client or agency (“Kill”), the Producer shall pay the Freelancer a Kill Fee of INR {KillFee}, in addition to any fees due for completed work.

12.4 The Producer shall pay the Freelancer for all Services rendered and pre-approved expenses incurred up to the termination date.

13. FORCE MAJEURE

Neither Party shall be held liable for delays or failure to perform obligations due to events beyond reasonable control, including acts of God, strikes, floods, or government restrictions.

14. DISPUTE RESOLUTION

Any disputes shall first be attempted to resolve amicably. Failing resolution, disputes shall be referred to arbitration under the Arbitration and Conciliation Act, 1996, at {ArbitrationCity}, India. Proceedings shall be conducted in English.

15. RELATIONSHIP OF THE PARTIES

The Freelancer is engaged as an independent contractor. Nothing in this Agreement creates an employer–employee relationship, partnership, joint venture, or agency. The Freelancer is responsible for all taxes, statutory contributions, and compliance with applicable laws. The Producer is not liable for employment benefits.

16. ELECTRONIC EXECUTION AND LEGAL VALIDITY

This Agreement has been executed electronically by the Parties using verified electronic signatures in accordance with the Information Technology Act, 2000, and shall be deemed to have the same force and effect as if executed physically.
The Parties acknowledge that the electronic signatures, records, and transmissions associated with this Agreement constitute valid and legally binding evidence of their consent, and that this Agreement is enforceable under Indian law notwithstanding the absence of physical signatures or stamp paper, unless otherwise required by applicable law.

17. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of India.

18. ENTIRE AGREEMENT

This Agreement constitutes the entire understanding between the Parties and supersedes all prior discussions or agreements. No amendment is valid unless in writing and signed by both Parties.

Signed:

Freelancer: {FreelancerName} — Date: {Date}


Producer: {ProducerName} — Date: {Date}