This document uses clear and simple language, because terms of business should be easy to understand and not rendered unreadable by legalese. However, although the language is simple, the subject matter is important.
These terms of business are under exclusive jurisdiction of Scottish courts.
1. Proposals and briefings
Nick Blackbourn (trading as WillingWords) generally produces short proposals and estimates free of charge.
However, if a project is large or complex, or significant work is required to map out the scope of the work, creating a proposal may itself be a billable task.
Proposals usually take the form of a separate document, but for small pieces of work they may simply be in the body of an email.
Before work begins, the client must sign off on the proposal.
Once Nick Blackbourn (trading as WillingWords) has received this sign off, he will schedule the work and confirm a project timeline with the client. Deadlines suggested in the initial proposal cannot be guaranteed until this point.
2. Typical project structure
Most often, there are two phases to a project:
- Content strategy. A period of research, keyword analysis and idea generation, culminating in a clear, comprehensive content plan for a website, blog, or other digital medium.
- Content creation. The task of writing and creating the content as specified and agreed in the content plan.
It is also typical for smaller or simpler projects to consist only of the second phase, content creation.
Almost all projects begin with an informal conversation, to get to know each other, determine business objectives, and decide on the best path forward. Nick Blackbourn (trading as WillingWords) takes a flexible approach, tailoring every project to fit the client’s specific requirements.
3. Costs and payment
Nick Blackbourn (trading as WillingWords) will include a price for the project in the proposal. Depending on the project and the client’s preference, this may be:
- A single fixed fee
- An itemised list of costs for components of the project
- Hourly or day rate
If the client wishes to establish a fixed fee, it is important that the scope of work is accurately described in the proposal.
When working with a new client, Nick Blackbourn (trading as WillingWords) may require a downpayment of up to 50% of the predicted cost of the work. If this payment is required, work will not commence until it is received.
The client will be invoiced for the remaining balance (or the total cost of the work, if no downpayment was taken) once the project is complete.
Standard payment terms are 30 days. Prompt payment is highly desirous.
4. Changes to project scope
Changes to the scope of a project can create lots of extra work on both sides.
For this reason, if the scope of a fixed-price project changes, Nick Blackbourn (trading as WillingWords) may have to change the price of the project. If there is any chance this might happen, the client will be informed.
At all times, Nick Blackbourn (trading as WillingWords) will work with the client to ensure the scope of the work is clear and costs stay transparent and manageable.
The main circumstances in which costs can fluctuate are if the client:
- Opts to alter the structure of its website. For instance, reconfiguring the site structure or adding new pages.
- Substantially revises the positioning, features or selling points of products or services the text describes.
The client and Nick Blackbourn (trading as WillingWords) will agree a deadline — or a series of deadlines — before the project commences. These will normally be written into the project proposal.
Usually, a deadline is agreed for the delivery of ‘first draft’ content. Further deadlines for changes and edits can be agreed as the project progresses.
Nick Blackbourn (trading as WillingWords) will strive to meet deadlines wherever possible, but cannot be responsible for a missed deadline if the client is late with a downpayment, slow to supply materials, or does not provide feedback to agreed timescales.
Nick Blackbourn (trading as WillingWords) also cannot be held responsible for a missed deadline due to unforeseen circumstances, like illness, family emergencies, floods, war, acts of god and so on.
6. Delivery of work
Nick Blackbourn (trading as WillingWords) will aim to deliver content in the form that the client prefers. Most clients prefer work to be delivered in one of these formats:
- Microsoft Word
- Google Drive
- Plain text
Nick Blackbourn (trading as WillingWords) can also work directly in the client’s CMS, where appropriate.
7. Changes and revisions
Most clients require some changes to the first draft content produced by Nick Blackbourn (trading as WillingWords). Therefore, fixed-fee projects include:
- Initial delivery of complete content
- Up to two subsequent rounds of changes, if required
This only applies until the client signs off the work, publishes it, or begins using on its website, or in apps or products.
For time-based projects, Nick Blackbourn (trading as WillingWords) will make all requested edits and charge at the agreed rate for the time taken.
When Nick Blackbourn (trading as WillingWords) has received full and final payment from the client, copyright of any content produced is automatically assigned to the client, which can then use the work however it wishes.
However, until final payment is received, copyright of the work is retained by Nick Blackbourn (trading as WillingWords).
Nick Blackbourn (trading as WillingWords) also reserves the right to display and link to the completed project as part of an online work portfolio.
If the client wishes to cancel a project after work has commenced, Nick Blackbourn (trading as WillingWords) will retain any down payment.
Depending on the amount of work done, the client may also be required to pay a kill fee, to cover work done on the project so far.
This kill fee will be based on the percentage of the project completed.
10. Liability and limitations
Nick Blackbourn (trading as WillingWords) will attempt to ensure that facts and statements in all work are true and don’t infringe upon any copyright or other right of a third party.
However, Nick Blackbourn (trading as WillingWords) can’t be liable to the client, or any third party, for damages, including lost profits, lost savings, complaints, claims, litigation or other incidental, consequential or special damages which arise regarding any project or assignment.
Consultancy is provided in good faith, but Nick Blackbourn (trading as WillingWords) cannot accept liability of any kind for actions that clients take, or refrain from taking, as a result of advice given.
If any provision of these terms of business shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from the terms of business and shall not affect the validity and enforceability of any remaining provisions.
The clients cannot transfer their contract with Nick Blackbourn (trading as WillingWords) to anyone else without permission from Nick Blackbourn (trading as WillingWords).