The Right Words Terms and Conditions of Business

Definitions

1. In this Agreement, “The Copywriter” “The Right Words” and “us” shall be Alan Shanley T/A The Right Words, and “the Client” or “you” shall be any person, company or entity who enters into a contract with the Copywriter.
2. The Copywriter’s estimate, and any subsequent contract entered into, will be subject exclusively to the Terms and Conditions set out below.

 

Starting the job

1. By contracting with Alan Shanley T/A The Right Words to write for you, you acknowledge that you have been offered the opportunity to read these Terms and Conditions and agree to be bound by the version of these Terms and Conditions as displayed on www.therightwords.co.uk  at the time of contracting.
2. You acknowledge that as the basis for the contract between you and Alan Shanley T/A The Right Words, these Terms and Conditions take precedence over any other terms and conditions, express or implied, and regardless of whether it is your general practice to conduct similar engagements under your own Terms and Conditions.
3. A job is confirmed when Alan Shanley T/A The Right Words receives an email from you stating clearly that you are commissioning the work, together with an official purchase order if applicable. If you are contracting with Alan Shanley T/A The Right Words on behalf of any group of individuals other than yourself alone, or on behalf of a company, you warrant that you are authorised to enter into a contract on behalf of that group of individuals or company.

 

Quotations

1. Projects are usually agreed on a price-per-project basis unless otherwise specified.
2. Alan Shanley T/A The Right Words will produce an estimate of charges to deliver copy based on the information supplied by you. The Copywriter reserves the right to amend this fee if your requirements change.
3. Alan Shanley T/A The Right Words will charge for reasonable travelling time, travel expenses, and incidental expenses, including third party goods, where necessary to provide the services.
4. Three drafts (the first one and two rounds of editing) are included in the price quoted. Additional revisions, changes, and extensions to the project are charged at the normal hourly rate, except as specified in paragraph 12.
5. A signed copy of a Letter of Agreement may be required before work can commence.

 

Payment

1. 50% of the total project fee must be paid prior to any project work being undertaken, with the remaining 50% balance payable within 30 days of receipt of final copy.
2. The Copywriter will produce a first draft within the timescale agreed and will expect amendments/revisions on that draft within fourteen days of you receiving that draft.
3. The Copywriter will write up to three drafts within the original estimate of charges and expects to have reached the final version within 30 days of submitting the first draft. Unless a longer timescale has been agreed, the copywriter may charge the full cost of the job at the end of those 30 days. Subsequent amendments requested after the final draft is agreed will be charged at the normal hourly rate (£50 per hour), except as specified in paragraph 12.
4. The existence of an ‘end of following month’ payment practice in your company’s handling of accounts payable will in no way alter your obligation to make payment on the due date shown on my invoice. If your company operates such a payment policy, you must discuss this with me before contracting.

 

Rejection

1. Unless a rejection fee has been agreed in advance, there is no right to reject on the basis of the copywriter’s, composition, editing or interpretation of your needs, amendments or circumstances. You commission the copywriter based on his style and on evidence of previous work examples. If The Copywriter is commissioned by you to write a first draft and thereafter you decide not to continue further draft stages or decide at any stage that you will finish the work yourself or use another agency, The Copywriter reserves the right to charge you the full cost (100%) of the estimate, and payment terms noted in paragraphs 4 and 6 will also apply.

 

Late Payment

1. Client accounts which are outstanding after 30 days will be put ‘on hold’. No further work will be carried out until full payment is received.
2. Payments which are outstanding after 30 days will attract an interest surcharge to cover costs of recovery (see www.payontime.co.uk for information).  Alan Shanley T/A the Right Words may exercise the right to claim interest and compensation for debt recovery costs under the Late Payment of Commercial Debts (Interest) Act 1998. This includes the possibility of the client being referred to a debt collection agency and being subject to a claim being made in the Small Claims Court.
3. Clients who are consistently late payers may be asked for full payment in advance, before any additional new project can be started.

Ownership and intellectual property

8. Supplying your own copy draft:
   You may ask the copywriter to use a copy draft that you have written yourself, or has been written for you.  By doing this, you confirm that you are the holder of the copyright to this draft or that you are permitted by the copyright holder to use this material to form part of the work that The Copywriter will create for you.  In such a case, you indemnify Alan Shanley T/A The Right Words against any claim arising from claims that the new work breaches existing copyright.
9. Referencing other people’s copy:
   If you supply the copywriter with research or samples taken from someone else’s printed media or site, you must specify whether you have obtained permission to use this material and you indemnify The Copywriter against any action arising as a result of using this content as reference material.
10. On completion of the project and after final payment is received, Alan Shanley T/A The Right Words will cede to the client all rights to the copy in the form for which it was originally intended.
11. The Copywriter reserves the right to use a sample of the work for promotion purposes, as set out in paragraph 11.
12. In all cases, The copywriter shall retain copyright until full agreed payment has been made by the client.
13. If the client defaults on payment, The Copywriter retains the copyright and such copy cannot be used by the client in any circumstances
14. Copy samples by Alan Shanley T/A The Right Words:
    All sample copy displayed on The Copywriter’s websites or any other promotional material are for information only.  You may not adapt or copy any item, whole or in part, other than to demonstrate to a client or colleague the nature of the Copywriter’s work with a view to commissioning.

 

Cancellation

1. If the project is cancelled by the Client for any reason before copy is delivered, you remain liable for the time expended to date.
2. Once the final copy is delivered to the Client (electronically or by any other means) you are liable for payment in full.
3. If Alan Shanley T/A The Right Words is unable to complete the project (through illness, other personal reasons, etc), the client may purchase any unfinished work from The Copywriter.

 

Partnership

1. Alan Shanley T/A The Right Words expects to work in partnership with clients.
2. Both parties agree to work together to complete the project to the agreed timescale.
3. The client will provide The Copywriter with the appropriate information to fulfil the brief.

Confidentiality & Non-Disclosure Agreement

1. Alan Shanley T/A The Right Words will not disclose to any third party, any information obtained as the result of a project.
2. If you supply The Copywriter with information to complete the Services, either for your organisation or any third party, you will indemnify Alan Shanley T/A The Right Words against any action by you or that third party resulting from the accidental disclosure of loss of such information. The Copywriter cannot be responsible for any information that is already in the public knowledge, any information that he is required to disclose by law, or anything that The Copywriter obtains independently. 

 

Testimonials and Examples

1. The Copywriter may approach a client after a project is complete for a testimonial to be included in The Right Words portfolio, marketing information, or on the website.
2. Alan Shanley T/A The Right Words may use all or part of a completed project in The Right Words portfolio, marketing information, or web site UNLESS the client specifically declines.

 

Errors and literals

1. The Copywriter shall make every effort to make sure copy is free from spelling and other mistakes.  Early drafts may contain such errors but the Copywriter shall make every effort to ensure these are removed before the final draft.
2. Any such errors that are overlooked by The Copywriter at the time of the final submission will be corrected by The Copywriter free of charge without acceptance of liability for any costs you incurred as a result of those errors.

 

Liability

1. While Alan Shanley T/A The Right Words will take all reasonable steps to perform its obligations under these Terms and Conditions, the Copywriter’s liability to you for breach of these Terms and Conditions (whether by Word Hen, its agents, employees or any third party) is excluded to the fullest extent permitted by law. Nothing in these Terms and Conditions seeks to exclude or limit The Copywriter’s liability for death or personal injury caused by our negligence, or for fraud or fraudulent misrepresentation. You will indemnify Alan Shanley T/A The Right Words against any costs, liabilities, damages, expenses or losses incurred as a result of civil claims or proceedings brought against him based on any work prepared for you and approved by you before publication.
2. Alan Shanley T/A The Right Words is not responsible for any indirect or consequential losses whatsoever. In the event of any breach by The Copywriter of our express obligations under these terms and conditions, your remedies will be limited to damages, which in any event, shall not exceed the fees and expenses paid by you under the Contract.

Assignment

1. This contract is between you and Alan Shanley T/A The Right Words. It cannot be assigned to anyone else.

 

Waiver

1. If either party fails to exercise their rights under this contract, or fails to enforce their rights following a breach of contract by the other party, it is a one-off, not a waiver, and does not mean they waive their right to subsequently do so.

 

Third Party Rights

1. No part of this contract is intended to give rights to any third parties, so the Contracts (Rights of Third Parties) Act 1999 shall not apply to the contract.

 

Force Majeure

1. Neither party shall be liable for any failure or delay in performing their obligations under the contract where such failure or delay results from any cause that is beyond the reasonable control of that party.

 

Severance

1. If any clause or sub-clause of this agreement shall be deemed unlawful, invalid or otherwise unenforceable, then that clause or sub-clause shall be deemed severable from this agreement and shall not affect the validity or enforceability of any remaining clauses.

 

Applicable Law

1. The agreement and these terms and conditions shall be governed by the laws of Northern Ireland and both parties submit to the exclusive jurisdiction of the courts of this jurisdiction.
   

 

Variation

1. These terms and conditions shall not be varied except by mutual consent between the Copywriter and you, in writing.