Legal Stuff – Terms and Conditions of Business

Lindsay McLoughlin – www.proofedbylinds.co.uk

Terms & Conditions

Lindsay McLoughlin & the Client

  1. These terms and conditions apply to any work done for the client by Lindsay McLoughlin (“Lindsay”) at www.proofedbylinds.co.uk.  They shall apply to the exclusion of any other terms that the client seeks to impose.
  2. The client is under no obligation to offer Lindsay work; neither is Lindsay under any obligation to accept work offered by the client.

Lindsay McLoughlin’s Responsibilities

  1. Lindsay will provide services as agreed by the parties in writing, in accordance with any agreed brief or specification.
  2. Lindsay will use reasonable endeavours to meet any agreed date for completion of the work (which will be based on the description of the work and the brief) but any such dates will be estimates only and Lindsay will not be liable for any delay in providing the services.
  3. If Lindsay is prevented or delayed in providing the services by any act or omission of the client or the client’s failure to perform any relevant obligations Lindsay will be entitled to suspend the services until such default is remedied, in which case she will not be liable to the client for any costs or losses thereby incurred by the client.
  4. Lindsay will have the right to make any changes to the services which are necessary to comply with any applicable law or safety requirement, or which do not materially affect the nature or quality of the services, and she will notify the client of these in any such event. No other changes to the services may be made except with the agreement of Lindsay and the client, for example as described in paragraphs 15 and 16.
  5. Lindsay will provide the services using reasonable skill and care. Except as set out in these terms and conditions, all implied warranties, conditions and other terms are excluded to the fullest extent permitted by law.
  6. The work will be carried out unsupervised at such time and places as determined by Lindsay, using her own equipment.
  7. Lindsay confirms that she is self-employed, is responsible for her own income tax and National Insurance contributions, and for paying VAT (where applicable) and will not claim benefits granted to the client’s employees.

Expenses, Fees, Pricing

  1. Lindsay agrees to attend the client’s or other premises for necessary meetings, the time spent and agreed reasonable expenses incurred to be paid by the client, unless otherwise agreed by Lindsay in writing.
  2. The client will reimburse Lindsay for agreed reasonable expenses over and above Lindsay’s usual costs and expenses of providing the services.
  3. The client will pay Lindsay a fee per hour OR a flat fee for the job, as agreed.  All fees are exclusive of VAT.
  4. Lindsay reserves the right to alter the pricing at www.proofedbylinds.co.uk without notice. However, existing written quotations will remain valid for 28 days from the date of the quotation.
  5. If 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/brief, Lindsay may renegotiate the fee and/or the date for completion.
  6. Similarly if, during the term of Lindsay’s work, the brief changes, the project objectives are altered or additional tasks are requested by the client, Lindsay may renegotiate the fee and/or the date for completion.
  7. If the project is lengthy, Lindsay may invoice periodically for completed stages.

Client’s Copyright & Confidentiality

  1. Any content created by Lindsay as part of the copy-editing, proofreading, copywriting or blogging process for the client will become the copyright of the client, unless otherwise agreed.
  2. 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.
  3. All content provided to Lindsay by the client is assumed by Lindsay to be factually accurate and legal. In addition, any pictures provided by the client must be accompanied by the full, proper and legal rights to use and publish.

Responsibility for Accuracy of Project

  1. The client agrees to provide one point of contact through whom Lindsay can work throughout each project.
  2. Every care is taken to ensure the factual accuracy of the content of the text, but responsibility for checking the factual accuracy and legality of the content of the text resides with the client.  Except where Lindsay is providing proofreading services, Lindsay cannot be held responsible for any costs incurred as a result of grammatical errors in the final published or printed form of the text. Further, Lindsay cannot be held liable for errors or omissions caused by the client’s failure to communicate or provide a clear brief.
  3. Due to the complexities of search engine rankings, Lindsay cannot guarantee any rankings related to any copywriting undertaken for use on the internet.
  4. Nothing in these terms and conditions shall limit or exclude Lindsay’s liability for death or personal injury caused by negligence, or for fraud or fraudulent misrepresentation.
  5. Lindsay will not be liable for any loss of profit or contracts, or for any indirect or consequential loss whether arising from negligence, breach of contract or otherwise.
  6. If Lindsay’s work is unsatisfactory she will rectify it in her own time and at her own expense provided that the issue is brought to Lindsay’s attention with 10 working days of the work having been submitted to the client. If this is not possible Lindsay’s total liability to the client in respect of all losses arising under or in connection with the services (whether in contract, negligence or otherwise) shall not exceed the amount of Lindsay’s fee for the relevant services.

Rights to Cancel

  1. The client may cancel a project at any time before the work has commenced, at no charge.
  2. If the project is cancelled after Lindsay has started working on it, Lindsay will invoice for the work completed to the point of cancellation at the appropriate hourly rate.
  3. Neither party will be responsible for any delay or failure in performing its obligations under these terms and conditions due to force majeure or any cause beyond its reasonable control.

Payment Terms

  1. Unless agreed otherwise at the outset, payment will be made in full, without any set-off or deduction, within 14 days of receipt of Lindsay’s invoice.
  2. If the client fails to make any payment on the due date Lindsay may suspend further performance of the services and/or charge interest on the overdue amount at the rate of 4% per annum above the Bank of England base rate from the due date until the date of actual payment.
  3. The client agrees to pay any expenses incurred in collecting outstanding debts due by the client.
  4. Under the terms of the Data Protection Act 1988, the client and Lindsay may keep on record such information (e.g. contact details) as is necessary and the parties will comply with that Act in this regard.
  5. Either party may immediately terminate any contract governed by these terms and conditions if the other party commits a serious breach or is subject any form of insolvency proceedings or process.
  6. On termination:
    1. the client will immediately pay all of Lindsay’s outstanding unpaid invoices and, in respect of services provided but for which no invoice has been submitted, Lindsay will submit an invoice to be paid by the client immediately on receipt;
    2. Lindsay will return all of the client’s documents and other property;
    3. the accrued rights, remedies, obligations and liabilities of the parties as at expiry or termination of the services shall not be affected; and
    4. provisions in these terms and conditions which expressly or by implication have effect after termination shall continue in full force and effect.

General

  1. These terms and conditions are published at www.proofedbylinds.co.uk and may be modified, updated and amended at any time. Lindsay has complete discretion to amend any part of the www.proofedbylinds.co.uk website accordingly and without warning, and without any liability arising from this action.
  2. No waiver of any breach of these terms and conditions will be considered as a waiver of any subsequent breach of the same or any other provisions.
  3. If any provision of these terms and conditions is declared by any judicial authority to be void, voidable, illegal or otherwise unenforceable then that provision shall be limited or eliminated to the minimum extent necessary so these terms and conditions shall otherwise remain in full force and effect and enforceable.
  4. Neither party may not assign any contract incorporating these terms and conditions except with the other party’s prior written consent.
  5. Any contract incorporating these terms and conditions may not be enforced by a person who is not a party to it under the Contracts (Rights of Third Parties) Act 1999 or otherwise.
  6. These terms and conditions are subject to the laws of England and Wales. Both Lindsay and the client agree to submit to the jurisdiction of the English courts.