These terms are effective as of receipt of a job proposal and approval by both parties, by and between the Client and In the Corner Editing of Oklahoma. In this document, the party who is contracting to receive the services shall be referred to as “Client”, and the party who will be providing the services shall be referred to as “ITC”.
Editor desires to provide Editing services to Client and Client desires to obtain such services from Editor.
THEREFORE, in consideration of the mutual promises set forth below, the parties agree as follows:
DESCRIPTION OF SERVICES. Beginning on approval of job proposal, ITC will provide Editing services (collectively, the “Services”) to the work (“Manuscript”) of the Client described in the documented proposals.
SCOPE OF WORK. a. The Editor shall do the agreed style of Editing of the Client’s work: comprehensive conceptual edit, line edit, or copy edit of the full Manuscript; a written critique and analysis. Further, Client may ask one round of follow-up questions about the Manuscript and critique. Follow up questions shall be limited to a half-hour or less of the Editor’s time.
b. All editing will be done via marked changes and comments in an electronic copy of the Manuscript unless otherwise agreed in writing.
c. The Editor, shall use his/her background and experience in editing the Manuscript. The Editor’s sole function is to aid and assist the Client in editing the Manuscript. In this light the Editor will make his best efforts to advise and suggest changes to improve the Manuscript. The decision to accept or reject the Editor’s suggestions is solely the Client’s.
DELIVERY OF MANUSCRIPT. The Manuscript shall be delivered to the Editor by the Client on or before a week after the job’s approval.
PAYMENT FOR SERVICES. Client will pay compensation to ITC for the Services in the amount of the quote given at job approval. This compensation shall be payable in a lump sum upon completion of the Services.
Further, the Client shall reimburse the Editor for any direct expenses incurred in fulfilling this Contract, including: long-distance calls, parking, travel, couriers, and postage.
RELATIONSHIP OF PARTIES. It is understood by the parties that ITC is an independent contractor with respect to Client, and not an employee of Client. Client will not provide fringe benefits, including health insurance benefits, paid vacation, or any other employee benefit, for the benefit of ITC.
WORK PRODUCT OWNERSHIP. Any copyrightable works, ideas, or other information (collectively, the “Work Product”) developed in whole or in part by ITC in connection with the Services shall be the exclusive property of Client. Upon request, ITC shall sign all documents necessary to confirm or perfect the exclusive ownership of Client to the Work Product.
CONFIDENTIALITY. ITC will not at any time or in any manner, either directly or indirectly, use for the personal benefit of ITC, or divulge, disclose, or communicate in any manner any information that is proprietary to Client. ITC will protect such information and treat it as strictly confidential. This provision shall continue to be effective after the completion of the project.
INDEMNIFICATION. a. Editing is intrinsically a subjective process of offering advice and suggestions to the Client. In addition to offering such advice and suggestions, the Editors responsibility is limited to notifying the Client of any unresolved differences with the Client before the work proceeds to the next stage of production. While the Editor will make every effort to bring questionable material to the attention of the Client, the Client agrees to indemnify and save harmless the Editor from any and all claims or demands, including legal fees, arising out of any alleged libel or copyright infringement committed by the Client in creating the work.
b.The Editor, while working to aid the Client in preparing the best manuscript possible given the submitted material, has no way of judging the market or the whims and caprices of the publishing industry.
ENTIRE AGREEMENT. This Contract contains the entire agreement of the parties, and there are no other promises or conditions in any other agreement whether oral or written.
SEVERABILITY. If any provision of this Contract shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Contract is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.
APPLICABLE LAW. This Contract shall be governed by the laws of the State of Oklahoma.
In the Corner Editing 