Introduction

We see ourselves as your partner, here to support your business needs and goals. To help us do that, it's best to have a few simple things written down so that we both know what's what, who should do what, and what happens if stuff goes wrong. If anything's unclear, ask us. We’ll be happy to clarify.

Our terms are standing on the shoulders of giants: huge thanks to John McGarvey and Stuff & Nonsense for writing bullwhip-free Terms from scratch.

 

1. PROJECT AND PAYMENT

1.1 Projects bought from our online shop.

You're buying the project described on the product page, taking the extra information into account that you give us when you place your order (such as your competitor of choice, or a focus area for our writing).

1.2 Projects agreed outside of our online shop

These will follow very similar terms. The main difference is that there'll be a detailed description of the work you're hiring us to do and a payment schedule. 

1.3. What do we both agree to do? 

As our client, you agree:

  • You have the power to enter into this contract on behalf of your organisation.
  • To provide us with everything we need to complete the project, when we need it, in the format we ask for.
  • To review our work, provide feedback and sign-off within agreed timescales. 
  • To pay for our work and reasonable expenses. (If we discover that delivering our service costs us money — such as paying for a membership in order to review non-public website content — we'll need to ask you to reimburse these expenses to us. We'll notify you of those costs before we incur them. And while we hope this never happens, if your payment falls through, we'll need to send you a separate invoice with evidence of the unsuccessful payment. In that case, we can only send you the first drafts once we've had payment from you.)

As the service provider, we agree:

  • We have the experience and ability to do what we've agreed with you.
  • We'll work in a professional and timely manner.
  • We'll respect the confidentiality of any information you give us.

1.3. The service we provide to you

We'll create text and/or articles for you as described in the product details in our online shop (or for non-shop projects, the  schedule of work).

We'll deliver any text as a Microsoft Word, Apple Pages or PDF document (your choice).

If your project involves complex web pages, we'll deliver a Microsoft Powerpoint, Apple Keynote or PDF document and include annotated screenshots or use clear descriptions.

1.4. Changes and revisions

Most clients need us to make some changes to the work we do for them. That’s fine.

However, as this is a fixed-price project, we do have to limit the time we spend rewriting and editing.

This agreement therefore includes:

  • Initial delivery of a complete document.
  • Two subsequent rounds of changes to the document within 30 days, if required. If we don't hear from you within 30 days of delivering a draft, we'll take it your happy, and the project is complete.

This only applies up to the point where you sign off our work, publish it or begin using it on your live website.

This bit’s important. Make sure you're completely happy with the work described in the product details or schedule of work before you make your purchase. Those details may not be changed once this agreement is in place, and any edits or rework must take place within the scope of what’s described there.

The reason for this is that changing the project details can create lots of extra work for us, particularly if we've already spent time on the project. This is not budgeted for in the cost we give you.

The main circumstances in which this situation is likely to occur are if you:

  • Decide to redesign the structure of your website or the layout of the pages themselves. For instance, changing the site map or adding extra pages.
  • Substantially alter the positioning, features or selling points of the products or services the text describes.

It is best for both sides if we don’t start work until these items have been agreed.

1.5 Time frame and deadlines. 

For shop orders, we'll start work as soon as possible after your payment has come through and will usually send you the completed first draft(s) within 5 working days, unless we agree otherwise. If we need any more information before we can complete the work, we'll be in touch.

We believe in hitting deadlines, but we can only do this with your help. So we can’t be responsible for a missed deadline if you've been late with payment, slow to supply materials or not provided feedback to agreed timescales.

We also can’t be responsible for deadlines missed due to circumstances completely beyond our control, like family emergencies, floods, war, acts of god and so on. 

1.6 Cancelling

We can end this project early, and so can you — by sending an email or letter (personal delivery or signed for) to the other party. We'll immediately stop working as soon as we receive your cancellation. 

If the project is ended early, we'll divide the project value by 5 working days and keep a pro-rated part of your payment to cover the work we've already done. We'll reimburse the rest to your original payment method.

We'll also try to cancel any agreed expenses. If that's not possible, you'll reimburse us for them.

The timing of when the cancellation is received can be very important. To avoid confusion, a cancellation is considered received:

  • immediately if delivered personally; 
  • on acknowledgement of receipt if sent by email
  • as indicated by the date on the signed receipt if delivered by mail (signed for). 

The following sections of the Terms of Service don’t end even after the project is complete or cancelled: 

1.2 (What we both agree to do — confidentiality); 

3 (Legal stuff)

 

2. COPYRIGHT.

2.1 Permission to use material.

We'll do our best to ensure all facts and statements in our work are true and that it doesn’t infringe upon any copyright or other right of a third party.

You guarantee to us that any elements of text, graphics, photos, designs, trademarks, or other artwork that you provide us for inclusion in the project are either owned by your good selves, or that you have permission to use them. When you provide text, images or other artwork to us, you agree to protect us from any claim by a third party that we’re using their intellectual property. We guarantee that all elements of the work we deliver to you are either owned by us or we’ve obtained permission to provide them to you. When we provide text, images or other artwork to you, we agree to protect you from any claim by a third party that you’re using their intellectual property.

2.2 Copyright transfer.

Provided you’ve paid for the work and that this project hasn’t been terminated, we’ll assign all intellectual property rights to you as follows:

You’ll own the text we write for you, any bespoke insights or advice as contained in the documents we supply as part of this project, plus any visual elements that we create for it. We’ll give you the files and you should keep them somewhere safe as we’re not required to keep a copy. You own all intellectual property rights of text, images, specifications and data you provided, unless someone else owns them.

We’ll own any intellectual property rights we’ve developed prior to, or developed separately from this project and not paid for by you. We’ll own the unique combination of these elements that constitutes a complete service design or text, and we’ll license its use to you, exclusively and in perpetuity for this project only, unless we agree otherwise.

2.3 Displaying our work.

We love to show off our work, so we reserve the right to display all aspects of our creative work, including sketches, work-in-progress designs and the completed project on our portfolio and in articles on websites, in magazine articles and in books. We want to show our clients in a good light, so we show off our benchmark reports in anonymous form — with no brand and company names. 

 

3. LEGAL STUFF. 

We’ll carry out our work in accordance with good industry practice and at the standard expected from a suitably qualified person with relevant experience.

That said, we can’t guarantee that our work will be error-free and so we can’t be liable to you or any third-party for damages, including lost profits, lost savings or other incidental, consequential or special damages, even if you’ve advised us of them.

Your liability to us will also be limited to the amount of fees payable under this contract and you won’t be liable to us or any third-party for damages, including lost profits, lost savings or other incidental, consequential or special damages, even if we’ve advised you of them.

If any provision of this agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this agreement and shall not affect the validity and enforceability of any remaining provisions.

Just like a parking ticket, you can't transfer this contract to anyone else without my permission. This contract stays in place and need not be renewed.

Although the language is simple, the intentions are serious and this contract is a legal document under exclusive jurisdiction of English and Welsh courts.

 

Phew. Let's get started and do some great work together!