Contractor Agreement (LE)

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CONTRACTOR AGREEMENT

Agreement Date
Jul 26, 2024

Overview
INDEPENDENT CONTRACTOR AGREEMENT
This agreement between Kimberly Hunt of Revision Division LLC (“Client”) and Ayesha Abdul Ghaffar (“Contractor”)
describes the conditions under which the contractor will perform line editing for specific manuscripts provided by the
client. The word count and dates per project will be agreed upon via email.

All work will be performed at the contractor's place of business or other location of their choosing. The client will not
provide office space, equipment, internet access, or other business requirements. Both contractor and client state that
this agreement does not create an employer-employee relationship. The contractor is free to provide services for
other clients, provided that such work does not interfere with the obligations of this contract. Parties are individually
and separately responsible for their own business operations and expenses, including securing or paying any
licensing fees, insurance, taxes (including FICA), registrations, or permits. Client is not responsible for paying for any
benefits, Workers
Compensation, insurance, or unemployment fees to Contractor.

Services
Line Editing - Analyzes the text line by line and word by word; Looks at voice, readability, fluency, meaning, style,
theme, word choice, clichés, awkward or verbose phrasing, and clarity of ideas. Sentences or paragraphs to be
revised for improved narrative quality and flow. Utilizes Track Changes and Comments in Microsoft Word.

Schedule and Fees


The client will calculate the project payment at $0.015 per word as determined by Microsoft Word's word count of the
original manuscript submitted by the author.
Client shall send complete manuscript on or before agreed start date.
Contractor will send edited manuscript on or before agreed completion date.
Contractor will submit an invoice to the client after returning the edited manuscript. Client agrees to make
payment within seven calendar days of the invoice date. If Contractor does not receive payment from Client
within seven calendar days of the invoice date, then Client will be charged a late fee of 1.5% per each month
that Contractor does not receive payment. If Contractor has made reasonable attempts to notify Client of Client's
outstanding balance, and Client's balance remains unpaid or partially paid, then Contractor reserves the right to
send Client to collections for any and all outstanding payments.

Notice
Parties shall provide effective notice (“Notice”) to each other, including any payments or invoices, via email at the date
and time which the Notice is sent:
Client’s email address is [email protected].
Contractor can be reached at [email protected].

Termination
Either the client or the contractor may terminate this agreement for any reason by either party with two weeks’ notice
sent in writing to the other party by email. If the client terminates the agreement, then Client shall pay Contractor for
work completed as of the effective date of termination. This agreement terminates upon physical disability of the
contractor or other circumstances upon which both contractor and client agree.

Client and Contractor agree that the purpose of this agreement is to align expectations. They further agree that the
amount of money at stake is insufficient to justify involving legal counsel or any form of formal dispute resolution
(including mediation, arbitration, or lawsuit) and that therefore the sole remedy in the event of a misunderstanding that
cannot be resolved through good-faith negotiation is termination under this section.

Confidentiality and Copyright of Edited Manuscript


Client and Contractor will treat and hold all information of or relating to this Agreement, the Services provided, and the
parties' businesses in strict confidence and will not use any of this information except in connection with fulfilling the
terms of this Agreement, and, if this Agreement is terminated for whatever reason, parties will return all such
information, including any and all copies to the original party and will remain bound to the Confidentiality provision of
this Agreement. Confidential information (known as "Confidential Information" in this Agreement) means information
that is of value to its owner and is treated as proprietary or confidential including, but not limited to, intellectual
property, inventions, trade secrets or information, financial data or information, speculation, knowledge, general
Company data or reports, future business plans, strategies, customer lists and information, client acquisition
strategies, advertising campaigns, information regarding executives and employees, and the terms and provisions of
this Agreement.

Contractor agrees to maintain Client confidentiality and not disperse Client’s name, address, or project without written
permission. Contractor is also bound by contract to adhere to all copyright laws and will not reproduce, redistribute, or
otherwise claim author's work as their own.

Further, at all times neither party shall use or disclose any Confidential Information relating in any way to the past,
present, or future business affairs, conditions, clients, customers, efforts, employees, financial data, operations,
practices, products, processes, properties, sales, or services of or relating in any way to the Company in whatever
form to any parties outside of this Agreement.

This Agreement imposes no obligation upon the parties with respect to any Confidential Information that was
possessed before initial business interactions commenced between the parties; is or becomes a matter of public
knowledge through no fault of receiving party; is rightfully received from a third-party not owing a duty of
confidentiality; is disclosed without a duty of confidentiality to a third-party by, or with the authorization of the
disclosing Party; or is independently developed by either Party without prior knowledge of privileged or confidential
information.

Style Release
Client has spent a satisfactory amount of time reviewing Contractor’s work and has a reasonable expectation that
Contractor’s Services will produce a reasonably similar outcome and result for Client. Contractor will use reasonable
efforts to ensure Client’s Services are carried out in a style and manner consistent with Contractor’s current portfolio
and services, and Contractor will try to incorporate any suggestions Client makes. However, Client understands and
agrees that:
Every client and final delivery is different, with different tastes, budgets, and needs.
Editing and proofreading are subjective services and Contractor is a provider with a unique vision, with an ever-
evolving style and technique.
Contractor will use his/her personal judgment to create favorable results for Client, which may not include strict
adherence to Client’s suggestions.
Dissatisfaction with Contractor’s independent judgment or individual management style are not valid reasons for
termination of this Agreement or request of any monies returned.

Limit of Liability
Client agrees that the maximum amount of damages s/he is entitled to in any claim of or relating to this Agreement or
Services provided in this Agreement are not to exceed Contractor’s Total Cost of Services.

Indemnity
Client agrees to indemnify and hold harmless Contractor and its employees, agents, and independent contractors for
any injury, property damage, liability, claim, or other cause of action arising out of or related to Services provided in
this Agreement.

Non-disparagement
The parties mutually agree not to make public defamatory statements that would materially harm the reputation or
business activities of any parties to this Agreement.

Non-solicitation
During the term of this contract, the parties mutually agree that they shall not encourage or solicit any employee,
independent contractor, or client of either party to leave or terminate its relationship with Client or Contractor for any
reason.

No Subcontracting
Contractor shall not subcontract any portion of Contractor’s duties under this Agreement without the prior written
consent of the Client.

Severability
The invalidity or unenforceability of any provisions of this agreement shall not affect the validity or enforceability of
any other provision of this agreement, which shall remain in full force and effect.

Assumptions
Contents of this agreement are confidential and may not be shared with any party other than the Contractor's
legal and business advisers.
Client will respond in a timely manner to queries from Contractor as the work progresses, with unambiguous
and final answers.
Unless otherwise requested, Contractor uses the Chicago Manual of Style and Merriam-Webster Dictionary for
reference.
This agreement may be changed only by written agreement between the Contractor and the Client.
By signing, the Client and the Editor agree to the aforementioned terms. The details of this agreement are
bound by signature.

Understood and Agreed:

(Client)
Kimberly Hunt

Signature

Kimberly Hunt

Digitally signed by Kimberly Hunt

Date and time: 7/26/2024, 10:11:45 AM EDT

IP address: 68.33.2.53

(Editor)
First name Last name

Signature
Sign here

The date will be recorded once the form is submitted.

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