Contractor shall provide Client with the following services on a one-time basis (herein known as “Services”):
PROCESS
1) Author and Editor agree to the developmental editing process that includes but is not limited to:
- Line-by-line edit of the story as well as any acknowledgement or dedication pages, checking for spelling, capitalization, punctuation, verb tenses, grammatical errors, sentence structure, word choice, and the overall language of each text
- Content development, restructuring, editorial comments and suggestions
- Ensure tone and style is consistent through each contributor’s piece
- Addressing awkward phrasing, syntax issues (sentence variety and structure), repetition, etc.
- Editor and Author will collaborate on the author’s bio
- Editor will write a book jacket blurb
- Use Google Docs’ tracking feature for edits, notes, and suggestions
- Collaboration every step of the way (Please see #4, below)
2) All chapters will be uploaded into Google Docs where the Author and Editor can more easily collaborate.
3) The Editor shall use Google’s commenting and tracking features to make edits in accordance with usage guidelines set forth by both The Chicago Manual of Style and The AP Stylebook, as well as adhering to spellings as specified by the Merriam-Webster Online Dictionary for American English.
4) During the editing process, the Editor will provide comments, ask questions, and make suggestions in the margin of each chapter. The Author will address these comments, questions, and suggestions in a timely fashion to ensure the Author’s deadline is met. The Author agrees to hold harmless the Editor for any publishing delays caused by their own slow response time or no response at all.
5) After the primary content edit is complete, Author will review the story in its entirety, asking for changes as appropriate.
6) Author will incorporate suggested edits and Author and Editor will discuss the need for additional attention before Editor does a final review of each chapter.
7) Author and Editor agree to take these steps with the expectation that at the conclusion of the content edit, Author will have a final version of her manuscript she can publish.
8) The Author shall have the right to unlimited reproduction of the work.
9) It is up to the Author whether to mention the Editor’s role in the finished product. If so, the Editor shall receive credit by name in conjunction with the website address www.pensandproof.com in any distributed version of the work in such places as are customary and usual within the trade for the type of work. The Author is allowed to tag the Editor on Amazon or Goodreads.
10) The Author shall provide reasonable cooperation and assistance to the Editor in preparation of all materials. This includes being available for email communication on a regular basis as needed as well as weekly Zoom calls.
11) The Author warrants that the materials delivered herein are the original work of the contributors and that the same do not violate any copyright, trademark, or other protection of intellectual property by the Author.
12) The Author acknowledges the contracting of professional editing and/or writing services does not guarantee book sales or representation by a literary agent.
13) The Editor will promote the Author’s work across various social media platforms to draw attention to the services of Pens and Proof with no monetary gain from said project book sales.
14) Project will commence at the signing of the contract and deposit being made. Edits should be completed on or about .
15) The final Zoom call will be recorded and a clip created for use as a video testimonial. The author can give feedback about what went right and what they think could be improved.
COST
The total cost of all Services Contractor agrees to provide to Client is a one-time fee (the “Total Cost”). Total Cost is inclusive of Contractor’s Services, any setup time, travel time and out-of-pocket costs, software licenses, administrative fees, assistance, and subcontractor costs. Payment will be made as following:
All fees are nonrefundable.
LATE FEES
If Contractor does not receive payment from Client within fourteen calendar days of any payment date, then Client will be charged a late fee of 1.5% of the outstanding amount per each day that Contractor does not receive payment.
- For example, Client owes Contractor $1000 due on April 1 and fails to pay by April 14th. On April 15th, Client owes Contractor $1015. On April 16th, Client owes Contractor $1030.23. On April 17th, Client owes Contractor $1045.68, and so on.
EXPENSES
Any expenses incurred by Contractor while providing Client with Services will be invoiced to Client in a timely manner. Client is responsible for paying for and delivering any third party software licenses or products Client wishes Contractor to utilize by At the Contractor’s discretion, Contractor will make reasonable efforts to integrate Client’s suggested software or products.
ACCOUNT ACCESS
Client shall provide Contractor with access to the following accounts no later than via: Google document containing the full manuscript.
CONFIDENTIALITY
Parties will treat and hold all information of or relating tothis Agreement, the Services provided and the Parties’ businesses in strict confidence and will not use any of this information except in connection with fulfilling the terms of this Agreement, and, if this Agreement is terminated for whatever reason, Parties will return all such information, including account access information, and any and all copies to the original Party and will remain bound to the Confidentiality provision of this Agreement. Confidential information (herein “Confidential Information”) means information that is of value to its owner and is treated as proprietary or confidential including, but not limited to, intellectual property, inventions, trade secrets or information, financial data or information, speculation, knowledge, general Company data or reports, future business plans, strategies, customer lists and information, client acquisition strategies, advertising campaigns, information regarding executives and employees, and the terms and provisions of this Agreement.
Further, at all times neither Party shall use or disclose any Confidential Information relating in any way to the past, present, or future business affairs, conditions, clients, customers, efforts, employees, financial data, operations, practices, products, processes, properties, sales, or services of or relating in any way to the Company in whatever form to any parties outside of this Agreement.
This Agreement imposes no obligation upon the Parties with respect to any Confidential Information that was possessed before initial business interactions commenced between the Parties; is or becomes a matter of public knowledge through no fault of receiving Party; is rightfully received from a third party not owing a duty of confidentiality; is disclosed without a duty of confidentiality to a third party by, or with the authorization of the disclosing Party; or is independently developed by either Party without prior knowledge of privileged or confidential information.
RELATIONSHIPS OF THE PARTIES
Contractor and any related sub-contractors are not employees, partners or members of Client’s company or organization. Contractor has the sole right to control and direct the means, manner and method by which the services in this Agreement are performed. Contractor has the right to hire assistants, subcontractors or employees to provide Client with its Services. Parties are individually and separately responsible for their own business operation and expenses, including securing or paying any licensing fees, insurance, taxes (including FICA), registrations or permits. Client is not responsible for paying for any benefits, Workers Compensation, insurance or unemployment fees to Contractor.
INTELLECTUAL PROPERTY
Any and all work created as a result of Contractor’s Services is considered a work for hire and are expressly assigned to and owned by Client upon creation. Parties own their respective trademarks and intellectual property used in the normal and separate course of their business and agree not to infringe upon or otherwise use each other’s respective intellectual property except for in the course of providing Client with its Services.
STYLE RELEASE
Client has spent a satisfactory amount of time reviewing Contractor’s work and has a reasonable expectation that Contractor’s Services will produce a reasonably similar outcome and result for Client. Contractor will use reasonable efforts to ensure Client’s services are carried out in a style and manner consistent with Contractor’s current portfolio and services, and Contractor will try to incorporate any suggestions Client makes. However, Client understands and agrees that:
- Every client and final delivery is different, with different tastes, budgets, and needs;
- The services provided aresubjective and Contractor is a provider with a unique vision, with an ever-evolving style and technique;
- Contractor will use her personal judgment to create favorable results for Client, which may not include strict adherence to Client’s suggestions;
- Dissatisfaction with Contractor’s independent judgment or individual management style are not valid reasons for termination of this Agreement or request of any monies returned.
LIMIT OF LIABILITY
Client agrees that the maximum amount of damages she is entitled to in any claim of or relating to this Agreement or Services provided herein are not to exceed Contractor’s total cost as set forth in this Agreement.
INDEMNIFICATION
Client agrees to indemnify and hold harmless Contractor and its employees, agents and independent contractors for any injury, property damage, liability, claim or other cause of action arising out of or related to Services provided herein.
ASSUMPTION OF RISK
Client and related parties/ participants expressly assume any risk of the services provided and related activities as described herein.
CANCELLATIONS AND RESCHEDULING
CLIENT DESIRES TO CANCEL OR RESCHEDULE
If the Client desires to cancel Services of Contractor for any reason at any time, then Client shall provide at least 30 days Notice to Contractor in order to cancel this contract. Client may reschedule Services with at least 24 hours Notice. Providing Notice will not relieve Client of any currently outstanding payment obligations. Contractor will not be obligated to refund any portion of monies Client has previously paid to Contractor.
CONTRACTOR DESIRES TO CANCEL OR RESCHEDULE
In the event Contractor cannot or will not perform her obligations in any or all parts of this Agreement, it (or a responsible party) will immediately give Notice to Client, and at the Contractor’s discretion, either attempt to find a reasonable substitute to fulfill the terms of this Agreement or issue a refund or credit based on a reasonably accurate percentage of Services rendered. In the case of a refund where, at the discretion of the Contractor, no reasonable substitute is found, Contractor shall excuse Client of further performance obligations in this Agreement.
FORCE MAJEURE
Either party may choose to be excused of any further performance obligations in the event of a disastrous occurrence outside the control of either party that materially affects the performance of Services, such as: an act of God (fires, explosions, earthquakes, hurricane, natural disasters, flooding, storms or infestation), or War, Invasion, Act of Foreign Enemies, Embargo, or other Hostility (whether declared or not), or any hazardous situation created outside the control of either party such as a riot, disorder, nuclear leak or explosion, or act or threat of terrorism.
NO-SHOWS
If it becomes impossible for Contractor to render Services due to the fault of the Client or parties related to Client, such as failure to provide necessary elements of the Services or failure of one or more essential parties to the Services to complete tasks in a timely manner, it is within the Contractor’s sole discretion to allow for any additional time or dates to render Services. In such an event, any outstanding amount will immediately become due and payable to Contractor.
GOVERNING LAW
The laws of Wisconsin govern all matters arising under or relating to this Agreement, including torts.
SEVERABILITY
If any portion of this Agreement is deemed to be illegal or unenforceable, the remaining provisions of this Agreement remain in full force, if the essential provisions of this Agreement for each party remain legal and enforceable.
AMENDMENTS
The parties may amend this Agreement only by the parties’ written agreement with proper Notice.
ASSIGNMENTS
Neither party may assign or subcontract any rights or obligations in this Agreement without proper Notice, unless otherwise provided herein.
TITLES
The titles and section headers in this Agreement are provided for convenience only and should not be construed as part of this Agreement.