On the Basics — Contracts, pro and con

By Ruth E. Thaler-Carter, Owner

An American Editor

Lately, I’ve been seeing a lot of questions about contracts between authors and editors (or other editorial freelancers and other prospective clients) — should we use them, what should go into them, how do we implement them, do we need attorneys to create them, and so on and so on.

Plenty of editors say they’ve never needed contracts in their work with individual authors. I’m glad for them; I’ve also had good luck with clients who didn’t have contracts and whose projects went smoothly enough that I didn’t regret not asking them to sign one of my own. For the most part, though, I think it’s smart to have something along the lines of a contract between service provider (editor) and client (author, publisher, organization, publication, company, university, etc.).

The con

One reason, and probably the only valid reason, not to have a contract for working with a new client is that some people are scared off by the very concept of “a contract.” It seems so … legalistic … so serious … so untrusting or suspicious. Asking for or offering a contact apparently comes across as expecting problems to arise at some point in the relationship.

One of the telecommunications companies even uses that perspective by boasting that they don’t require contracts for their services, making it look like an advantage for the consumer over providers that do. The problem? The consumer doesn’t have any protection against rate increases, service reductions and other issues that can arise during the life of the relationship.

The pro

And there’s the concern: Not having a contract with a client means that neither party has any protection in case there’s a problem. It can be worth the effort to explain to a reluctant client that a contract protects both you and the client. It gives you protection against the client not paying, paying very slowly or adding to the project without additional compensation, among other potential issues, but it also protects the client against the freelancer not doing the work as expected. Not that any of us would do that, of course, but it’s something to use to reassure the client.

The process

With the disclaimer that I am not an attorney, the good news is that a contract doesn’t have to be complicated or heavily legalistic. It can take the form of a letter of agreement or a checklist, or even a confirming e-mail message. You can ask the client to sign and return the agreement, or use language like “Unless I hear otherwise by Date X, this will constitute our agreement/contract.”

And speaking of e-mail, a contract nowadays doesn’t have to be on paper. A chain of e-mail messages describing the project and setting out and agreeing to the parameters can be treated as a contract. Just be sure to include language like “As we discussed and agreed, I will do such-and-such for this amount by that date …” — and to save those back-and-forth messages, just in case.

Contract details

What should go into a contract for editing services? Here’s a checklist I use to identify what I’m expected to do (for writing assignments, I include number of interviews and who provides the interview sources).

Genre

Scope (topic and length)

Fee or rate (per hour, word, page, project, etc.)

Definition of page

Payment policy and timing

Deadline(s)

Number of passes

Number of revisions (for writing projects)

Fee or rate for additional work beyond original scope

Expenses

Mediation jurisdiction if any problems

What you don’t need or should try not to agree to

One reason contract questions come up is the increasing tendency of clients to include draconian terms in current contracts, especially businesses and companies that aren’t used to working with freelance editors. The most-common one is expecting the freelancer or independent contractor to have liability insurance. Something like errors and omissions coverage might make sense for an investigative journalist, but editors rarely need something like liability coverage. That kind of policy is usually intended for situations where the contractor works onsite at the client’s office or property, uses heavy equipment on the client’s behalf or project, has subcontractors, and otherwise is likely to have access to the client’s information or property.

Accepting liability for your work is especially an issue for writers, editors and even proofreaders, because other people are likely to change (or not accept) what you submit. The publication process is fluid and involves people we never meet; even printers/production people have been known to introduce changes — and, unintentionally, errors — after an editor or proofreader signs off and gets paid for our role. We can’t be responsible for what happens made after we finish our part of the project.

Pointing out that you are a sole proprietor who works from home and doesn’t use heavy equipment or subcontractors can help carry the day when you’re asked to provide liability insurance to a client. If they still insist, add the cost to your contract and include language to the effect that you aren’t responsible for any changes made to your version of the material.

Authors new to the publishing process also might ask you to sign a non-disclosure agreement (NDA). These are usually benign and more valuable as assurance for an author that an editor won’t steal their precious words for some reason than for any other reason; they generally commit you to not telling the world all about the author’s work, or perhaps that you worked on their manuscript. If you’d rather not sign an NDA, you could point out that any editor who would violate an author’s trust in such a way wouldn’t stay in business for very long.

What you don’t want to sign is a non-compete agreement that limits how you can use your skills with new clients in the future, even the near future. Signing such an agreement can lock you out of doing similar work for similar (or any!) clients, which would interfere with your ability to pursue your career or business.

Protecting yourself

You might not need a formal contract of your own that’s packed with dense, incomprehensible legalese, but you at least need someone with legal knowledge to rely on when a prospective client offers a contract that seems impenetrable. It’s one thing to say, “Read any contract before signing it.” It’s another to actually read and understand some of these documents.

My attorney is an old friend from back in high school whose practice is in intellectual property, copyright and contracts. I have her look over any contract or NDA that I’m asked to sign; we swap services, but it would be worth whatever she would charge if I were paying for her help. If you don’t know anyone who would be willing to review contracts for you, check with your local bar association or chapter of Lawyers for the Arts; some professional organizations also have legal services where one consultation is free, or there’s a substantial discount on an initial request. Such reviews shouldn’t cost much, and any expense is deductible at tax time.

For a template or boilerplate language, look to professional organizations and online resources like LegalZoom. Pick one and tailor it to your needs and each project.

The ideal resource

You don’t have to take my word for any of this, and you can get a lot more advice from colleagues Dick Margulis and Karin Cather from their book, The Paper It’s Written On: Defining Your Relationship with an Editing Client. That’s a must-have for every editor’s bookcase — and well worth having no matter what kind of editorial or publishing work you do.

Ruth E. Thaler-Carter (www.writerruth.com) is an award-winning provider of editorial and publishing services for publications, independent authors, publishers, associations, nonprofits and companies worldwide, and the editor-in-chief and owner of An American Editor, which was founded by Rich Adin. She also hosts the annual Communication Central “Be a Better Freelancer”^® conference for colleagues (www.communication-central.com), now co-hosted with the National Association of Independent Writers and Editors (www.naiwe.com), sponsored by An American Editor, and (still) planned this year for October 2–4 in Baltimore, MD. She can be reached at Ruth@writerruth.com or Ruth.Thaler-Carter@AnAmericanEditor.com.

Special AAE conference discount extended!

The special discount for AAE subscribers for this year’s “Make Your Own Luck,” Communication Central’s 13th annual Be a Better Freelancer^® conference, has been extended to June 25. The discount offers substantial savings (even better than the colleague’s discount for past participants and members of professional associations) on this invaluable event.

Who says 13 is an unlucky number? The 13th annual Be a Better Freelancer^® conference, September 21-22 in scenic Rochester, NY, with an extra session on the morning of September 23, is a great way to improve your luck in launching or enhancing your editorial business.

Go to https://www.communication-central.com/aae-registration to download a PDF and register today. The AAE password is Register2018.

There’s only a very narrow window for this rate, so be sure to take advantage of it soon!

Familiar presenter names include Victoria Brzustowicz, April Michelle Davis, Ally Machate, Dick Margulis, Chris Morton and Pamela Hilliard Owens, with new insights and topics to share. Adrienne Montgomerie will be back with a lively session on marketing your business. New to the conference are Ann Kellett and Brenda Siler, along with Susannah Noel and Nancy Marriott of the Editorial Arts Academy.

Sessions will be of value to aspiring and established freelancers, as well as in-house professionals in editorial work.

Speaker bios and session info will be added to the Communication Central website over the next week or so. Owner and conference hostess Ruth E. Thaler-Carter has only one functional hand and arm for the moment, so site updates will take awhile.

On the Basics: Onsite as Opportunity or Headache — The Freelancer’s Occasional Dilemma

Ruth E. Thaler-Carter

Being a home-based sole proprietor as a freelance editor brings many joys and benefits. We can work to our own preferred schedules, dress as we please, avoid rush-hour traffic aggravation, listen to the music or TV shows that we enjoy without bothering anyone (or being bothered by someone else’s choices) … the list goes on.

Every once in a while, though, some of us receive offers to work onsite as independent contractors. The reaction is often a knee-jerk “no”; as book designer Steve Tiano said recently in a LinkedIn post: “Why on earth would I want to work on-site as an independent contractor? That’s the pain-in-the-ass of getting up in the morning (or evening, depending), dressing up (okay, just a little, at best), traveling to their location — all like an employee, with none of the benefits of being an employee. This is really the most obvious example of a raw deal for a worker.”

As I responded at LinkedIn, Steve has good points. Those are all aspects of working onsite that make staying put in a cozy home office look even more appealing than usual. Add in the discomfort factor for introverts and it makes a lot of sense to avoid onsite assignments. But let’s not rush to judgment — or a decision — too quickly.

Steve’s post addresses the basic logistics. There’s more to the possibility of working onsite.

• It’s good to be flexible as a freelancer. Doing the occasional onsite assignment is a great way to break out of your established routine and do something different; something that can refresh, rejuvenate, even renew your energy and interest in your work. That change of venue and the time spent with colleagues could provide new tools, approaches, and ideas that will be fuel for your business when you get back home.
• You might profit from it. It’s possible to negotiate a higher fee for onsite work than what you usually charge — clients often respect onsite “consultants” more than home-based “freelancers,” and pay accordingly. You can use some of that to offset your travel, wardrobe, and meal expenses, and still come out ahead.
• Working at home can be isolating and insulating; it’s easy to get a little stale. Interacting with people in real life might be intimidating for the introverted, but can be healthy (and even fun). I’m the poster child for extroverts, so this aspect is important to me — while I love the convenience of working from home and can’t imagine ever going back to working in-house, sometimes I miss being around colleagues. I like being able to check something with a human being rather than a computer screen, being asked to help someone in person, and sharing water cooler moments in real life.
• Working onsite can be good for the ego. Every time I’ve done this, the people in the office have not only been pleased with my contributions, but have said so while I was there. That positive face-to-face feedback felt wonderful. Of course, this doesn’t always happen; some onsite projects can involve difficult supervisors and unpleasant co-workers who resent the “outside expert.” You could even feel isolated in the midst of a busy office — the assignment might mean working in a cubicle or room of your own, only emerging to leave at the end of the day and not getting any direct response to what you’ve done.

(To head off such issues, consider asking the client to introduce you to the staff before you start work, explain why you’re there, and assure them that you aren’t meant to replace anyone — only to help with an overflow situation or handle a technical matter for which you have special skills. Don’t wait for employees to make the first move — force yourself to step out of that cubicle and be visible to them. Ask for their advice on something or offer a compliment to show that you respect them and aren’t some arrogant expert with a superiority complex.)

• Connecting with a client and its employees can lead to additional work. Once people meet you in person, they’re more likely to remember you when another need for a freelancer comes along (assuming you get along with these colleagues while onsite, of course). It’s also an opportunity to talk about what other kinds of editorial services you could provide, especially if something comes up while you’re there that you would never know about from your home office.
• If the client’s office is in a building with other companies, working there means learning about those other companies and perhaps creating a bridge to working with them in the future. You could use the time before and after your onsite assignment to introduce yourself to someone at those other companies, or at least leave your business card there.

I do speak from experience: I’ve done onsite conference coverage several times over the years, and recently accepted an onsite assignment with a local client that was great. In terms of Steve’s points and that recent assignment:

• I didn’t have to be there until between 10 and 11 a.m., and didn’t have to be onsite for more than a couple of hours each day, so it didn’t require an unusually early start to my day or coping with rush hour traffic in either direction. When the client wants you onsite, sometimes you can set the schedule.
• It was at a creative agency, so I didn’t have to dress up; in fact, I was a little over-dressed for their casual environment. Of course, I like dressing up, so that wasn’t as much of a chore for me as it might be for others.
• Their office was only about 10 minutes away, and my bank and grocery store are along the route there — where I needed to go even without that assignment. A client office a lot farther from home, and out of my usual loop, might be less tempting and more hassle than it would be worth.
• They didn’t mind my bringing along my laptop, so I could keep up with e-mail while there, respond to any clients who tried to reach me, and do some other work while waiting for the onsite material to be ready — all while charging for my actual time there, even if I wasn’t working for this client the whole time (I asked about that before invoicing).
• Their office was amazing. It’s in a renovated manufacturing building that I wasn’t even aware of, so I learned something new about local architecture. The kitchen alone was worth being there: gourmet coffee and snacks!

How do colleagues here feel about working onsite, at least on occasion? Have you tried it? If so, how did it go?

Ruth E. Thaler-Carter is an award-winning freelance writer, editor, proofreader, desktop publisher, and speaker whose motto is “I can write about anything!”® She is also the owner of Communication Central, which hosts an annual conference for colleagues, and the new editor-in-chief of An American Editor.