Terms

Terms of Business

Please read through the terms of my service agreement with you. If you have any questions, please contact me to discuss further. I am lucky enough to enjoy a great working relationship with all of my clients, relationships which are based on mutual respect, liking and trust (e.g. I trust that you pay me and you trust me to deliver the service promised to the best of my ability).

Formal terms of our working agreement are set out below:

(1) Date of Agreement

My agreement with you begins from the date on which you confirm in writing (i.e. in your email) that you agree to the service offered and the estimated fee provided for the service.

(2) The Parties

The parties (you and me, Stephanie Kendall) intend that an independent contractor relationship will be created by this contract, and that no partnership, joint venture or employee/employer relationship is intended or implied.

(3) Project Process

I cannot always guarantee to start work immediately on your project, but will arrange a date with you as to when I can commence work and complete your project. Wherever possible, agreed deadlines will be strictly adhered to.

During the project, you will be invoiced for and agree to pay for any work undertaken in that particular calendar month within 7 days of the invoice issue date. This applies, even if the project is still underway.

(4) Copyright

All information supplied by you will remain your property. All such material will be assumed to be your property and free for me to use without fear of breach of copyright laws. The copyright for all of the text provided by me will remain my property, until you have paid the final invoice for the project. The parties acknowledge that I may accept jobs from other clients to create and develop text in the same or similar industries and that I may replicate and exploit all techniques for the creation of text.

(5) GST

GST is not payable for my services at the present time.

(6) Terms of Payment

Payment for all invoices issued shall be made within 7 days of the date of issue of the invoice unless otherwise arranged. If I am forced to hand your account over to a debt collection agency for collection you will be liable for any collection costs incurred.

(7) Validity of the Agreement

Either party may terminate the agreement with 7 working days’ written notice to the other party. I reserve the right to cease immediately without liability to provide the service and to terminate this agreement, should you/your company go into liquidation or bankruptcy, or if you fail to meet any obligation in accordance with this agreement. You will be liable for all costs incurred up until the date of notice.

(8) Assignment and Delegation

We may not assign or transfer our rights and responsibilities under this contract to another party. You may not assign or transfer any of your rights or responsibilities to anyone else without my prior written consent.

(9) Liabilities

You agree that Stephanie Kendall will not be liable for any indirect or consequential damages, including but not limited to, loss of profits or for any claim made on the client by any other party.

I shall not be liable to you for any loss or damage directly or indirectly arising out of, or in connection with any delay in delivery of services or failure to perform obligations under this agreement where such delay is caused directly or indirectly by an act of God, armed conflict, labour dispute, civil commotion, intervention of a government, inability to obtain labour, materials or manufacturing facilities, accidents, interruptions of, or delay in, transportation or any other cause beyond my control.

You agree to defend, indemnify and hold me harmless from and against any and all claims, losses, liabilities and expenses (including attorneys’ fees) related to or arising out of the services provided by me to you under this agreement, including without limitation claims made by third parties related to any false advertising claims, liability claims for products or services sold by you, claims for patent, copyright or trademark infringement, claims due to disruption or malfunction of services provided hereunder, or for any content for publication.

If, despite the other provisions of this agreement, I am found to be liable to you, then my liability for any single event or series of related events is limited to the Fees.

Due to the public nature of the Internet, all material written for you or provided by you for publication will be considered publicly accessible.

(10) Applicable law

The Consumer Guarantees Act 1993 may apply to any service I provide to you if you acquire these services for personal, domestic or household use. If this act applies, all rights you may have under it apply in addition to the rights you may have in this agreement. Nothing in this agreement will limit or exclude your rights under this act.

Where you acquire my services for the purpose of a business, then you agree that the provisions of the Consumers Guarantee Act 1993 will not apply to my service or the provision of any other services to you.

This agreement shall be deemed to be an agreement made in New Zealand and shall be subject to, governed by and interpreted in accordance with the laws of New Zealand.

(11) Non Waiver

Failure by either party to enforce any right or obligation with respect to any matter arising in connection with this contract shall not constitute a waiver as to that matter, or any other matter either then or in the future. Any waiver of any right or obligation under this contract shall only be of any force and effect if such waiver is in writing and is expressly stated to be a waiver of a specified right or obligation under this contract.

“Professional search engine optimisation, writing and editing services from Steph Kendall, freelance optimiser and editor.”

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