Terms

Agreement for the Provision of Services by

WJS TRANSCRIPTION SERVICES

 

1)   AGREEMENT.  In this Agreement, the party who is contracting to receive the services shall be referred to as the "Client" and the party who will be providing the services shall be referred to as "WJS Transcription Services".  For the avoidance of doubt, if the Client provides WJS Transcription Services with work and/or instructions enabling WJS Transcription Services to carry out the Services, the terms and conditions contained within this Agreement will bind both the Client and WJS Transcription Services.

2)   DESCRIPTION OF SERVICES.  WJS Transcription Services will provide the services as set out in verbal or written communication (collectively, the "Services"):  The Services must be supplied:

a.    To the best of WJS Transcription Services’ ability and knowledge.

b.    In accordance with reasonable technical directions given by the Client to WJS Transcription Services.

c.    In compliance with all applicable standards, awards, laws and regulations.

3)   BAD QUALITY FILES.  Where the sound quality of an audio file is of bad quality, WJS Transcription Services will contact the Client to advise of the sitation, together with any additional charges.  However, if we are asked to 'do what we can' with that file, it is chargeable whether or not a useable transcript is produced.  For the avoidance of doubt, we will have spent time attempting to transcribe and our time is chargeable at the rate quoted.

4)  PAYMENT FOR SERVICES.  In consideration of the provision of the Services, the Client will pay compensation to WJS Transcription Services for the Services based on the rate agreed upon, within thirty (30) days of receipt of an Invoice.

5)   LATE PAYMENT.  An administration charge of £10.50 will be added to the outstanding balance on the day after payment falls due plus a fee of £5.50 will also be added for every chaser letter sent after the payment falls due.

6)   NON-PAYMENT.  As well as incurring administration charges at Point (6), we understand and will exercise our statutory right to claim interest and compensation for debt recovery costs under the late payment legislation if we are not paid according to agreed terms under this Agreement.

7)   PAYPAL PAYMENTS.  WJS Transcription Services makes available the option to pay by credit or debit card through Paypal.  If Clients wish to make use of this service then a charge of 2% should be added to the invoice total. 

8)   PAYMENT GUARANTEE.  The Client guarantees to WJS Transcription Services the due and punctual payment of any sum payable by the Client to WJS Transcription Services.  Preferred method of payment is by direct deposit into the bank account of WJS Transcription Services.  However, payment may also be made by personal or company cheque or by credit or debit card through Paypal.

9)  TERM/TERMINATION.  This Agreement comes into force when the Client provides work to WJS Transcription Services and remains in force for as long as the Client provides work to WJS Transcription Services.  For the avoidance of doubt, this Agreement may be terminated by either party without notice at any time for any reason by informing the other party of the decision.  Upon termination of services by either party, all work completed by WJS Transcription Services on behalf of the Client will be payable by the Client under the agreed payment terms.  This clause excludes Telephone Answering Services (see clause 11).

10) RELATIONSHIP OF PARTIES. It is understood by the parties that WJS Transcription Services is and shall remain an independent contractor with respect to the Client and not an employee of the Client and cannot bind the Client. The Client will not provide fringe benefits, including health insurance benefits, superannuation, paid vacation, or any other employee benefit, for the benefit of WJS Transcription Services.  WJS Transcription Services and the Client agree to the following rights consistent with an independent contractor status:

a.    WJS Transcription Services has the right to perform services for others during the term of this Agreement.

b.    WJS Transcription Services has the sole right to control and direct the means, manner and method by which the services required by this Agreement will be performed.

c.    WJS Transcription Services has the right to hire assistants as subcontractors, or to use employees to provide the services required by this Agreement.

d.    WJS Transcription Services or WJS Transcription Services’ employees or subcontractors shall perform the services required by this Agreement; the Client shall not hire, supervise or pay any assistants to help WJS Transcription Services.

e.    Neither WJS Transcription Services nor WJS Transcription Services’ employees or subcontractors shall receive any training from the Client in the skills necessary to perform the services required by this Agreement.

f.     The Client shall not require WJS Transcription Services or WJS Transcription Services’ employees or subcontractors to devote full time to performing the services required by this Agreement.

11) SERVICE WAIVER.  The Client hereby agrees that all materials furnished to WJS Transcription Services are owned by the Client, or that the Client has permission from the rightful owner to use such materials, and will hold harmless, protect, and defend WJS Transcription Services from any claim or suit which may arise from the use of such materials.

12) WORK PRODUCT OWNERSHIP. WJS Transcription Services presently assigns to the Client all existing and future intellectual property rights in all inventions, models, designs, drawings, plans, reports, proposals and other materials (collectively the “Work Product”) created or generated in whole or in part by WJS Transcription Services in connection with the performance of WJS Transcription Services’ obligations under this Agreement (whether alone or with the Client, its other employees or contractors) for use by the Client.   Upon request, WJS Transcription Services shall sign all documents necessary to confirm or perfect the exclusive ownership of the Client to the Work Product.

13) CONFIDENTIALITY. WJS Transcription Services will not at any time disclose to any third party any information that is identified as confidential by the Client. WJS Transcription Services will protect such information and treat it as strictly confidential. This provision shall continue to be effective after the termination of this Agreement.  This clause shall be binding on any employees, agents or subcontractors of WJS Transcription Services.

14) ENTIRE AGREEMENT. This Agreement contains the entire agreement of the parties, and supersedes any and all previous representations, warranties, undertakings, and agreements.

15) ASSIGNMENT. Either WJS Transcription Services or the Client may assign its rights and may delegate its duties under this Agreement.

16) NO PARTNERSHIP. This Agreement does not create a partnership relationship. Neither party has authority to enter into contracts on the other's behalf.

17) DELIVERY.  The parties may agree on a timetable for delivery of the Services, which also forms part of this Agreement.  Delivery preferences consist of email, fax transmission, and standard post.  There will be no charge for email, fax or standard postal charges.  However, any non-standard postal charges, i.e. courier or express delivery charges will be passed to the Client. 

18) FORCE MAJEURE.  WJS Transcription Services shall not be liable for any failure to perform its obligations where such failure is as a result of Acts of Nature (including fire, flood, earthquake, storm, hurricane or other natural disaster), war, invasion, act of foreign enemies, hostilities (whether war is declared or not), civil war, rebellion, revolution, insurrection, military or usurped power or confiscation, terrorist activities, nationalisation, government sanction, blockage, embargo, labour dispute, strike, lockout or interruption or failure of electricity, broadband or telephone service.

19) RESPONSIBILITY.  WJS Transcription Services strives to provide error-free work.  Typographical errors or mistakes which are clearly the fault of WJS Transcription Services will be corrected at no charge. Client revisions will be charged.  Final proofreading is the responsibility of the Client.  WJS Transcription Services is not responsible for any loss due to clerical errors on our part missed by the Client. 

a.    WJS Transcription Services assumes no responsibility for consequences resulting from the provision of information and services, including, but not limited to, errors or omissions.

b.    All information provided is intended solely to provide general guidance on matters of interest for the personal use of the Client, who accepts full responsibility for its use.  It is provided with no guarantee of completeness, accuracy or timeliness, and without warranty of any kind.

c.    Information provided does not constitute legal, accounting, tax or consulting advice.