Sarah Cannata Pty Limited
Service Terms and Conditions
These Terms and Conditions (‘Terms’) define our services and working relationship with you, and apply from the date of your enquiry with us. Our services will only be supplied subject to these Terms.
We have kept these Terms brief and in plain English to avoid misunderstandings and to provide clarity should a dispute arise. You do not have to sign these Terms for them to be legally binding. They should be read together with our Service Proposal which we will ask you to sign and return to us before we start working on your project.
Any questions that you have about these Terms, our services or costs need to be asked before we start work. All services that we provide once work has started will be charged to you and payment will be required.
Sarah Cannata, ‘we’, ‘us’ or ‘our’ means Sarah Cannata Pty Ltd, ABN 70 878 232 its officers, employees, contractors, successors and assigns. ‘You’ or ‘Your’ means you, our client as identified in the Service Proposal, your successors and assigns. Service Proposal means the correspondence we send you before we start work in which we tell you what service/s we can provide and what the cost will be.
1. What We Do
1.1. We help you connect with your audience. We have studied the art of language and communication to deliver professional writing and public relations services and business support.
1.2. We write, edit, create, blog, market and support your writing, business, communication, media and marketing needs. This can include writing and editing for your website, e-book, report, business communication, manuscript, product description, blog, video script, social media or press release.
1.3. We communicate professionally and openly with you, and provide our services in a competent manner that is tailored to suit your individual project needs.
1.4. We keep you informed of the progress of our work on your project and we do our best to answer any questions that you may have as soon as reasonable possible.
1.5. We may subcontract part of the work or use external suppliers. Any subcontractors or external suppliers will be bound by the Terms of this agreement.
2.1. We ask you before we start work what your time frame is. If you do not have a time frame, we will provide you with an estimate of how long it will take and keep you posted on our progress.
2.2. We aim to deliver the services you have requested within the time frames that we have estimated. If we are delayed for any reason, we will discuss this with you and revise the end date. Some delays may be unavoidable or unforeseen. We will communicate openly with you if this occurs.
2.3. If we are waiting on you to give us specific information, those time frames will be affected and we may need to revise the end date. Similarly, if your time frame or requirements change, please let us know so that we can also adjust our working schedule.
2.4. The costs stated in our Proposal are for the service described in the Proposal. This may include providing you with services that are described by time, or you may be allocated a maximum number of days or hours per month, or you may engage us for a specific task or outcome.
2.5. If you have been allocated a maximum number of days or hours per month, any unused time expires at the end of each calendar month and is not refundable, even if you have failed to provide us with any instructions or direction necessary to complete work in that month.
2.6. If you have been allocated a maximum number of days or hours per month, we cannot guarantee specific times. We will use our best endeavours to accommodate requested day/s and time/s and any changes you may require.
2.7. We require at least 48 hours’ notice of a change in meeting time or booked/scheduled services. Where less than 48 hours’ notice of a change is given to us, a fee may be incurred and/or the time allocated may be counted as used by you.
3. Additional Services and Variations
3.1. You may require additional services or skill not already identified in these Terms or our Service Proposal. If this occurs a new Service Proposal and/or Terms may be required. This may attract additional costs.
3.2. Any work outside the scope of our Service Proposal, including small tasks and variations, will be identified, itemized and invoiced as additional work.
3.3. If require additional services please contact us to find out more about purchasing those services.
4.1. All copyright and other intellectual property rights in the material we create for you will automatically vest in you upon receipt of payment in full for those services, and without the need for further documentation.
4.2. If there is a dispute about payment for services, copyright will remain with us until that dispute is resolved.
5. Our Relationship
We are providing services to you as an independent contractor and nothing in these Terms or our Service Proposal should be interpreted to suggest otherwise.
6.1. You will cooperate with us so that we can complete the services in a timely and efficient manner. This includes promptly providing access to necessary people and systems, responding to any request we make for information required to deliver the services and procuring your employees to do the same, as required from time to time.
6.2. It is your responsibility to check the accuracy of any information or documentation created by us. We will rely on the information and documentation you provide to us, and are not obliged to verify the accuracy or completeness of any information or documentation.
6.3. You commit to acting responsibly in the publication or promotion of any communication or service that we provide to you, and in a way that protects you, us and any third-party from loss and damage.
6.4. You warrant that you will not use our services for any purpose that is unlawful or prohibited by law or these Terms and you will ensure that we are protected from any third-party claims for loss and damage, including but not limited to, liability for breach of copyright, or defamation.
6.5. You will pay for any out of pocket expenses identified in our Proposal, and agree to reimburse any out-of-pocket expenses incurred on your behalf in providing services to you. Out-of-pocket expenses will be itemised and included on our invoice. Out-of-pocket expenses include, but are not limited to travel, overseas telephone or data charges, and accommodation costs.
6.6. We will not incur any costs or obligations on your behalf except with your prior written approval.
7.1. You agree to pay the cost of the services set out in the Proposal and on any invoice that we issue to you, including any request to pay a deposit for our services.
7.2. Deposits paid are non-refundable. This is because we allocate our time and services to your project immediately your deposit is received.
7.3. Any hours worked that exceed the agreed hours secured by our Proposal or deposit paid by you, will incur additional costs and added to the following months’ invoice. These costs will be charged at the rate specified in your Proposal. If hours worked are less than one day, the cost for additional work will be pro-rated to the hours worked.
7.4. All fees stated are inclusive of GST.
7.5. Payment of invoices is strictly 14 days from the date of invoice, unless otherwise outlined ahead of time. Methods for payment are described on the invoice. You agree to pay our invoices on time.
7.6. Interest is payable on unpaid invoices at a rate of 8% per annum, compounding monthly. Overdue invoices may be referred to debt collection for management.
8. Cancellations, termination and refunds
8.1. Either party may cancel the agreement by giving 30 days’ notice in writing to the other party.
8.2. Either party may cancel the agreement immediately if the other party becomes Insolvent or steps are taken to appoint a Liquidator or an Administrator.
8.3. Any fees or expenses due at the time of cancellation or termination by either party will be invoiced by us and payable within seven (7) days.
9.1. We acknowledge that when providing the service to you, we will be given confidential business information including financial information concerning you, your business or organisation, customer lists, accounts, business plans and strategies and potential and / or pending transactions. We agree to keep all that information confidential, both during and after the term of this agreement.
9.2. Our contracts and business methods are confidential to our business, and we request that you keep them confidential.
9.3. These obligations of confidence will cease to apply in relation to information that either party is required to disclose by any law, or which becomes part of the public domain other than as the result of a breach by the disclosing party of its obligations of confidence under this agreement.
10.1. We will collect your email address and contact details for our own marketing purposes.
10.3. Any personal information collected by us during providing services will only be used to provide services to you and for no other purpose. if you provide us with a testimonial or referral, your testimonial or referral, name, job title and business may be published.
11. Limitation of Liability
11.1. You agree that the total aggregate liability to us for any claim by you in respect of any service we provide to you is limited to the amount actually paid by you to us in the three (3) months immediately preceding any claim.
11.2. To the fullest extent permissible by law, and without limiting the application of Australian Consumer Law, in the event of any fault in the services, our liability will be limited at our choice to:
(a) the supplying of the services again; or
(b) the repair of any fault in the services caused by us.
11.3. This limitation of liability applies to the fullest extent permitted by law, and survives any termination or expiration of this agreement, or your use of our services.
12. General Terms
12.1. Updated Terms – we may update these Terms and conditions from time to time. We will advise you if any changes impact you and provide you with thirty (30) days’ notice of any material changes that will impact you directly.
12.2. Exclusivity – This agreement is non-exclusive and we are free to provide our services to third parties.
12.3. Assignment – You may only assign or transfer your rights or obligations under this agreement with our prior written consent.
12.4. No Waiver – Any time or other indulgence granted by us will not in any way amount to a waiver of any of our rights or remedies under this agreement.
12.5. Governing law – This agreement is governed by the laws of Victoria, Australia and you agree to be subject to the jurisdiction of the courts of Victoria, Australia if there was a serious dispute between you and us.
12.6. Notices – Any required notice between the parties including a notice of dispute may be provided electronically in writing to the last notified address of the relevant party. Notices sent electronically are deemed to have been received on the same business day if sent prior to 4.00pm on that business day and otherwise, the next business day.
12.7. Severability – If for some reason a clause of this agreement turns out to be unenforceable, the rest of this agreement will continue unaffected and that term will be severed.
12.8. Enforceability – Even if you don’t sign this agreement, if you purchase our services and we provide those services to you, you agree to these Terms. You can sign this agreement and send a scanned copy to us rather than a paper original.
12.9. Entire agreement – Whatever ends up in this document or the Fee Engagement is the agreement between us and anything else discussed beforehand or afterward is not part of the agreement or fees charged unless it was included.
[v.1 last updated July 2017]