terms and conditions

Introduction

  1. These terms and conditions apply to any work done on behalf of the Client (you) by me (Heather Eason, Sprig of Heather, specialist business proofreader).
  2. I will provide proofreading/editing services as agreed in writing by myself and the Client.
  3. The Client is under no obligation to offer me work. I am under no obligation to accept work offered by the Client.
  4. The work will be carried out unsupervised at such times and places as determined by me, using my own equipment.
  5. I confirm that I am self-employed, am responsible for my own income tax and National Insurance contributions, and will not claim benefits granted to the Client’s employees. I also confirm that I am not VAT-registered.
  6. Clients must confirm in writing (including email) that they have read, understood and agreed to these Terms and Conditions.

terms and fee

  1. The Client will pay me a fee per hour OR per printed page OR an agreed flat fee for the job as agreed in writing prior to commencement of the project.
  2. The completed work will be delivered on or before the date agreed, for the agreed fee, to be agreed in writing in advance by myself and the Client.
  3. If, however, on receipt of the item to be worked on, or at an early stage, it becomes apparent that significantly more work is required than had been anticipated in the preliminary discussion, I may renegotiate the fee and/or the deadline.
  4. Similarly, if, during the term of my work, additional tasks are requested by the Client, I may renegotiate the fee and/or the deadline.
  5. If the project is lengthy, I may request the Client to make an initial payment prior to commencing work and may may agree with the Client to invoice periodically for completed stages.
  6. Unless agreed otherwise at the outset, payment will be made within 30 days of receipt of my invoice, according to the Late Payment of Commercial Debts (Interest) Act 1998 (amended 2002 and 2013)..

copyright

  1. Any content created by the me as part of the copyediting/proofreading/project management process will become the copyright of the Client on payment of invoice, unless otherwise agreed.
  2. Content that is delivered to me by the Client for the purposes of the agreed project is owned by the Client and, in this respect, the Client agrees to hold me harmless from and against all claims, liabilities and expenses arising out of any potential or actual copyright or trademark misappropriation or infringement claimed against them.

confidentiality and privacy

  1. The nature and content of the work will be kept confidential and not made known to anyone other than the Client and its contractors without prior written permission.
  2. Any work that I subcontract on behalf of the Client, and with the Client’s written permission, will be completed to the same standard, schedule and budget and with the same conditions of confidentiality.
  3. The information that I and the Client may keep on record is covered by the terms of the European General Data Protection Regulation (EU GDPR), the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018 (DPA 2018). No more such information will be held than is necessary, at any time, to comply with those terms and with any compliance statement or privacy policy published by the Client and myself. Both the Client I agree that, where consent is required to hold or process such data, such consent has been requested and obtained and both facts can be demonstrated. Either may view the other’s records to ensure that they are relevant, correct and up to date.
  4. My privacy policy further explains my use of your data.

cancellation of project

  1. If a proofreading/editing task is commissioned and subsequently cancelled, reduced in scope or frustrated by an act or omission on the part of the Client or any third party, the Client shall, except in the circumstances described in clause 21, pay me the full contract sum unless otherwise agreed in advance. The work completed shall then be made available to the Client.
  2. If a Client goes into liquidation (other than voluntary liquidation for the purposes of reconstruction) or has a Receiver appointed or becomes insolvent, bankrupt or enters into any arrangement with creditors I shall have the right to terminate the contract.
  3. Neither I nor the Client shall be liable to the other or any third party for consequences which are the result of circustances wholly beyond the control of either party.
  4. I shall notiy the Client as soon as is reasonably practical of any circumstances likely to prejudice the translator’s ability to comply with the terms of the Client’s order, and assist the Client as far as reasonably practical to identify an alternative solution.

breach of contract

  1. Either the Client or I have the right to terminate a contract for services if there is a serious breach of its terms.

acknowledgements

  1. If I have made a substantial contribution to the copyediting/proofreading/project management of the work, I will be entitled to receive one free copy of the work.
  2. I may use the Client’s name in my promotional material unless agreed otherwise prior to the project’s commencement.
  3. There is no requirement for the Client to acknowledge me/my work in the published work, however the Client agrees that I shall have the opportunity to review any such mention prior to publication and have the right to decline to be mentioned.

legal jurisdiction

  1. This agreement is subject to the laws of England and Wales, and both the Client and I agree to submit to the jurisdiction of the English and Welsh courts.
  2. The exclusive venue for any arbitration or court proceeding based on or arising out of this Agreement shall be Cardiff, Wales, UK.