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Terms and Conditions

Terms and Conditions

So that we both know where we stand, please confirm that you accept my terms and conditions. If anything is not clear, please ask. The person accepting these terms and conditions has to do so in writing and, if acting on behalf of an organisation, be authorised to do so.

1. Definitions and general points:

1.1 The terms ‘I’, ‘me’ and ‘my’ refer to: Sian Smith trading as Sian Smith Editorial.

1.2 ‘The Client’ refers to: the customer purchasing Goods and/or Services from us (and where there is more than one person, they shall be jointly and severally liable).
1.3 The ‘Project’ means each piece of work commissioned by the Client.

1.4 The Client is under no obligation to offer me work; neither am I under any obligation to accept work offered by the Client.

1.5 I will provide editing services as mutually agreed and confirmed in writing by the Client. (see point 2.1)

1.6 The work will be carried out unsupervised at such times and places as determined by me, using my own equipment.

1.7 I am a citizen of, and resident in, the UK. I am self-employed, and therefore responsible for my own National Insurance contributions and income tax.

1.8 It is understood that by offering me work, the Client has read, understood, and agreed to these terms and conditions.

2. The project

2.1 Prior to commencement of the proofreading/editing work, the Client and I will agree, in writing (including email), the terms of the project:

  • the medium in which the proofreading/editing service will be carried out (e.g. in Word, on PDF, on paper)

  • how the material will be annotated (e.g. Track Changes in Word, PDF markup, BSI correction symbols on paper)

  • the length of time required to complete the project, as advised by me

  • a fee for the project, based on a quotation supplied by me, in writing (including email), following my evaluation of the material to be proofread/edited and the time frame required to complete the job

  • any expenses (e.g. postage) that the Client will bear in addition to the costs of the proofreading/editing

  • the date by which the material will be delivered by the Client to me (no later than 24 hours before the start date of the project)

  • the latest date by which the completed project will be returned, following my advice to the Client

  • that you, or a named person within your organisation, will be available to answer queries raised by me with 48 hours (Monday to Friday). Delays to queries could lead to amending the agreed deadline which may result in cancellation of the project (see note 6.4) or result in errors in the final publication

  • likewise, that I will aim to respond to the Client’s queries within 48 hours (Monday to Friday) during our editorial period together

2.2 Please note that if, on receipt of the project 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 or from the sample supplied, I may renegotiate the fee and/or the deadline, or decline to carry out the work.

2.3 Any additional work to the agreed project is to be treated as a new project, and will require new terms of the project (2.1).

3. Payment

3.1 The Client will pay me an agreed fee for the job, as agreed in writing.

3.2 Payment owed before the project commences (e.g. booking fees) are on 3-day payment terms; final invoices are on 7-day payment terms.

3.3 A 25% (non-refundable) booking fee is required to secure the booking and needs to be received within three days of confirming the booking in order to secure the slot in my schedule; a further 25% needs to be received seven days before the agreed project start date.

3.4 I will supply the Client with an invoice via email for the final 50% of the agreed project fee immediately upon completion of the editing project. Payment is to be received within seven days from the date of the invoice, not from the date you read the email and/or approve payment.

3.5 Late payment is defined as on day 30 from the date on the invoice, after which they will be classed as overdue and subject to overdue interest as detailed in point 4. This is in accordance with the Late Payment of Commercial Debts (Interest) Act 1998 (amended 2002 and 2013).

3.6 I am not VAT registered and so do not charge VAT. Payment can only be made by BACS. I do not accept any other payment methods. Payment is to be made in pounds sterling, unless other arrangements have been mutually agreed. Any bank charges for currency transfer will be borne by the client.

4. Interest on overdue invoices
I reserve the right to claim statutory interest at 8% above the Bank of England Base Rate from the date the debt becomes overdue in accordance with the Late Payment of Commercial Debts (Interest) Act 1998, and to claim an additional sum for pursuing the debt as provided for in the 2002 revision of the Act. I retain the copyright in the work until payment has been made in full.

5. Cancellation

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

5.2 The Client is free to cancel a service for any reason by providing me with written notice (including email); I must acknowledge this cancellation in writing (including email) for this to be valid. See point 6 for cancellation fees.

5.3 If, in the unlikely event that the Client is touched by extraordinary or difficult circumstances that cause cancellation or delay (e.g. family crisis, illness, bereavement), the Client should contact me to discuss the terms of the cancellation policy. I aim to be fair and helpful at all times.

5.4 If I am touched by extraordinary or difficult circumstances that cause cancellation (e.g. family crisis, illness, bereavement), I will contact the Client in writing at the earliest opportunity and do my best to renegotiate the time frame of the project or find an alternative supplier of proofreading/editing services.

6. Cancellation fees

6.1 If the Client cancels the work during the proofreading/editorial project, I reserve the right to invoice for 100% of the agreed fee (minus the pre-paid booking fee).

6.2 If the Client decides to cancel with less than 14 days’ notice, I reserve the right to invoice for 100% of the agreed fee (minus the pre-paid booking fee).

6.3 If the Client decides to cancel with more than 14 days’ notice, the 25% booking fee remains non-refundable, but no other charge from the agreed fee will apply.

6.4 If a Client delivers (or is likely to deliver) material too late to fulfil without impacting on other jobs and/or compromising my professional standards, the project may need to be cancelled by me and will be charged the appropriate cancellation fee (see 6.1 to 6.3)

7. Copyright

7.1 All content delivered to me by the Client for the editing project is owned by the Client.

7.2 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 against them.

7.3 Following payment of my invoice, any content created by me as part of my editing process will become the copyright of the Client unless otherwise agreed.

8. Quality Assurance

8.1 As a member of the CIEP, I abide by the CIEP Code of Practice ( which gives guidance on the level of accuracy expected in proofreading.

8.2 In line with the CIEP code of practice, I will endeavour to provide a level of accuracy that is consistent with the budget and schedule agreed under clause 2 

9. Client Satisfaction & Complaints Procedure

9.1 You will promptly confirm the receipt of the job (or instalments) sent back to you and you must, within seven days of the receipt of a completed job, confirm that you are happy with it; a non-response will be interpreted as satisfaction.

9.2 If you have reason to complain, please do so in writing within seven days of receiving a completed job. Your complaint will be dealt with in a confidential manner, and I will endeavour to resolve things to your satisfaction. As a member of the CIEP I am bound by its Code of Practice, and the CIEP has a complaints procedure.

10. Insurance, indemnity, and limitation of liability
10.1 I have professional indemnity insurance; robust anti-virus and digital back-up provisions; and use only reputable cloud storage providers.

10.2 However, the insurance of any original, physical materials whilst they are in my keeping and when in transit between you and me is your responsibility.

10.3 Although I may draw attention to legal issues (if any) arising from the job (e.g. libel, reproduction of copyright material), you are responsible for these matters.

10.4 While I will make every effort to bring questionable material to the attention of the Client, the Client agrees to indemnify and save me from any and all claims or demands alleging libel, copyright infringement, portraying a person or corporation in a false light, intentional infliction of emotional distress, or any other cause of action alleged to have been committed by the Client in creating or publishing the manuscript. The Client agrees that I am not responsible for the Client's legal fees in defending any action brought by third parties as described in this paragraph. I do not have a lawyer-client relationship with the Client. My work on the manuscript does not constitute legal advice.

11. GDPR & Privacy Policy

11.1 The information that the Client and I may keep on record is covered by the terms of the General Data Protection Regulation. 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 and 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.

You can read my full privacy policy here.


12. Legal jurisdiction 

12.1 This agreement is subject to the laws of England and Wales [or Scots or Northern Ireland law as appropriate], and both I and the Client agree to submit to the jurisdiction of the English and Welsh [or Scots or Northern Ireland] courts.

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