Fix My English

Terms and Conditions

Terms and Conditions

 
 

 

Fix My English is committed to providing professional and excellent editing services. This Client Services Agreement sets out both what you can expect from our services and your responsibilities as the client working with us.

By submitting your document using the Fix My English website, or by email to the Contractor you accept the following Client Services Agreement:

Fix My English Terms and Conditions

 STANDARD TERMS

1          Definitions and Interpretation
 

1.1       In this Agreement:

Agreement means this agreement, and any schedule or annexure;

Agreement Details means the Agreement Details that are attached to these Standard Terms.

Client means the entity or individual that has paid for the Services, their agent, employee, or assigns.

Consumer Law means the Australian Consumer Law as set out in Schedule 2 of the Competition and Consumer Act 2010 (Cth).

Commencement Date means:

(a)       the date specified in the Agreement Details as being the date from which this Agreement takes effect; or

(b)       if no such date is specified, the date on which this Agreement is executed by both parties.

Completed Work means any document or work produced by the Contractor resulting from or in accordance with the performance of the Services.

Completion Date means the Completion Date referred to in the Agreement Details.

Confidential Information means information of a confidential nature including without limitation:

(a)       information about a Party’s business, research, operations, strategy, administration, technology, affairs, clients, customers, employees, contractors or suppliers; and
 

(b)       information that is identified by a Party as confidential prior to, or at the time of disclosure; or
 

(c)       information that the Party receiving such information knows or ought to know is confidential but does not include information which is in, or becomes part of, the public domain other than as a breach of this Agreement.

 

Contractor means Ruth Irene Joan Amos trading as ‘Fix My English’ (ABN 84 591 622 679).

Fees means those fees paid in advance or as agreed in consideration for provision of the Services;

Law means the law, including without limitation all statute, regulations and the common law, as it applies in the State of Tasmania, Australia.

Party or Parties means the individuals or entities identified as Client and Contractor in this section.

Quote means a quote for the estimated Fees to be charged under this Agreement.

Services means the activities and services as agreed between the parties including but not limited to:

1)    proof reading;

2)    editing;

3)    consultation and advice;

Tax Invoice has the meaning given to that phrase in s195.1 of the A New Tax System (Goods and Services Tax) Act 1999.

Term means the period commencing on the Commencement Date and ending on the Completion Date.

2.      Term

2.1    This Agreement commences on the Commencement Date and unless terminated or extended in accordance with the terms of this Agreement will expire on the Completion Date.

3.      Provision of Services 

3.1    The Contractor will perform the Services with reasonable care and skill in accordance with the highest professional standards applying to the Services and in accordance with the requirements of the Consumer Law.

3.2    The Contractor will deliver the Services in accordance with the Contractor’s stated date of completion as contained in the written acceptance of this agreement which the Contractor will provide to the Client at the time of receipt of payment for the Services.

3.3    If the Contractor does access or use any of the Client’s premises or facilities to carry out the Services, the Contractor will ensure that it complies with any security, occupational health and safety policies of the Client.

3.4    The Contractor will provide reasonable notice to the Client where the Contractor is unable to provide the Services by the agreed date for completion of the Services.

3.5    Where the Contractor notifies the Client that the Services are unable to be provided by the due date, the Contractor and the Client will agree on a revised date for completion of the Services, and the Contractor agrees to use all reasonable endeavours to provide the Services by the revised date.

4.      Invoicing and Payment

4.1   The Client will pay the Contractor the Fees at the time of requesting the Services.

4.2   Unless otherwise stated in the Agreement Details, the Fees are exclusive of any applicable GST, value-added taxes or tariffs. Where GST, or other taxes or tariffs apply, the Fees are deemed to be increased by, and the Client shall be liable to pay, the amount of any such GST taxes, tariffs or charges.

4.3   The Client agrees to pay any Tax Invoice issued in accordance with this Agreement upon receipt of that invoice.

  4.4    The Client agrees that the Contractor may withhold the Completed Work until the Client pays any Tax Invoice issued in accordance with this Agreement.

5.      Freedom to Contract

5.1    The Contractor always remains at liberty to enter into an agreement with any other person or entity to provide any services, including services of the same type as the Services.

6.      Confidentiality

6.1    Each Party will keep any Confidential Information disclosed by the other in the course of the Services secret, secure and confidential, and must not disclose, communicate, or otherwise make known to any person any part of the Confidential Information without the prior written consent of the disclosing Party.

6.2    A Party which is obligated by clause 6.1 to keep Confidential Information confidential (“Recipient”) will be relieved of its obligations of confidence to the extent that such information:

(a)     is lawfully obtained by the Recipient from a third party, without any obligation to hold in it confidence;

(b)     is required to be disclosed by the Recipient by Law; or

(c)     the Recipient can demonstrate was independently developed by the Recipient without reference to the Confidential Information disclosed by the other Party.

7.      Warranties and Indemnities by Client

7.1    The Client warrants that at all times they have all relevant approvals, permits, permissions or consents of any third party, including without limitation, any employer, educational institution, professional body, or publisher to engage the Contractor to provide the Services.

7.2    The Client warrants that their engagement of the Contractor pursuant to this Agreement to provide the Services, will not constitute academic or professional misconduct.

7.3    The Client agrees to indemnify and keep indemnified the Contractor for all claims, liabilities and losses, (including legal fees, costs and disbursements on a full indemnity basis) which may at any time during or after the Term be made against or suffered by the Contractor arising out of or in any way connected to:

(a)     breach of this Agreement by the Client;

(b)     any wrongful (including negligent) act or omission by the Client;

(c) any academic or professional misconduct proceedings or other legal proceedings arising (either directly or indirectly) from the Client’s breach of clauses 7.1 or 7.2 above.

7.4    The Client warrants that they will provide to the Contractor an accurate statement of the word count of any document that will be subject of the Services to be provided by the Contractor at the time of signing this Agreement.

7.5    The Client holds the Contractor harmless for any loss or damage arising from any delay in the delivery of the Services.

8.      Insurance

8.1    The Contractor will keep and maintain, for the Term of this Agreement, any necessary insurance relevant to the provision of Services under this Agreement.

9.      Warranties by Contractor

9.1    The Contractor warrants that:

(a)       it will supply the Services in accordance with the requirements in clause 3; and

(b)       it will comply with all Laws and academic or professional standards relating to the supply of the Services;

10.    Termination

10.1  This Agreement may be terminated at any time with the written agreement of both Parties.

10.2  Either Party may terminate this Agreement by notice in writing served upon the other if:

(a)     one Party is in breach of any obligation contained in this Agreement;

(b)     such breach has continued for more than 14 days;

(c)     the non-defaulting Party serves upon the defaulting Party notice in writing requiring the default to be remedied within 14 days of the date of such notice; and

(d)     the defaulting Party shall have failed to comply with the notice referred to in paragraph (c).

10.3  The Contractor may terminate this Agreement unilaterally with notice if the Contractor becomes aware that the Client is or has acted in breach or default of clauses 7.1 and 7.2 of this Agreement.

10.4  If performance of the Services becomes impossible or impractical due to matters beyond the control of the Contractor, the Contractor may terminate this Agreement.

10.5  The Client remains liable to the Contractor for the Fees incurred by the Contractor up to and including the date of termination.

11.    General

11.1  Any notice, demand, invoice, process or other communication relating to this Agreement must be given in writing to the other Party.

11.2  This Agreement constitutes the entire agreement between the Parties and supersedes all communications, negotiations, arrangements and agreements, either oral or written, made or entered into prior to the date of the Agreement between the parties with respect to the subject matter of the Agreement.

11.3  No variation of this Agreement is effective unless made in writing and signed by each Party.

11.4  This Agreement is subject to the laws of Tasmania and the parties submit to the non-exclusive jurisdiction of the Courts of that State.

11.5  Any provisions of this Agreement which are held to be illegal, invalid or otherwise unenforceable are deemed to be severed from the Agreement to the extent that they are illegal, invalid or otherwise unenforceable but the validity and enforceability of the remaining provisions will not be affected.

11.6  Nothing in this Agreement will be construed as an intention to create a partnership, joint venture or agency relationship between the Parties.

11.7  This Agreement may be signed in counterparts and all counterparts taken together constitute one document.

11.8  Each Party must promptly do whatever the other Party reasonably requires of it to give effect to this Agreement and to perform its obligations under this Agreement.

11.9  No waiver of a right or remedy under this Agreement is effective unless it is in writing and signed by the Party granting it.