Editorial Service Agreement

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Memorandum of Agreement

THIS AGREEMENT is made between you (hereinafter termed ‘Author’) and SCHIEL & DENVER PUBLISHING (Registered Number 6579238) whose registered U.S. offices are 10685-B Hazelhurst Dr. #8575 Houston, Texas 77043 United States of America (hereinafter termed ‘Schiel & Denver’ or ‘S&D’ which expression shall where the context admits include any publishing imprint subsidiary to or associated with Schiel & Denver Publishing, and Schiel & Denver Publishing’s assigns or successors in business as the case may be)

WHEREBY this agreement sets out the terms and conditions under which the editorial department of Schiel & Denver is engaged by the Author to provide any of the editorial services as defined below for the Author’s manuscript or project hereinafter termed as the ‘Work’.

AND WHERE ‘Schiel & Denver’s website’ means: http://www.schieldenver.com.

This agreement does not establish an employee–employer relationship. Authors not intending to publish their Work with Schiel & Denver can hire these services

1. Copyediting Service

1.1      The copyediting of a Work occurs before the galley page proofs have been prepared by Schiel & Denver. This service can be hired by the Author anytime during the book production process before final proofs are generated; or before the Author submits their Work to Schiel & Denver for ISBN publishing.

1.2      Schiel & Denver editorial department will critically assess and consult you on all matters of style and consistency of literary mechanics; including grammar methods, punctuation, spelling, word choice, sentence structure, verb tense, and reading clarity.

1.3      Pricing: $0.02 per word

1.4      Turnaround: Three Weeks

2. Proofreading Service

2.1    The proofreading of a Work occurs after the galley page proofs have been prepared by Schiel & Denver for approval.

2.2    The service includes the following benefits:

(a)   Schiel & Denver editorial department will ensure consistency of macro-elements like headers, level heads, page numbering, word and page breaks, end of link breaks;

(b)   Cross-reference checking and implementing resolution;

(c)   Correction of mechanical spelling errors - often word processor spell-checks fail to catch vital errors i.e. like missing words or incorrect grammar and language usage;

(d)   Removing problems caused by fast-typing i.e. missing prepositions or omitted letters that aren't flagged by word processing spell check software;

(e)   Ensuring appropriate formatting and placement of tables and artwork;

(f)    Removing common grammatical mistakes and flaws - i.e. erroneous comma usage;

(g)   Completion of table of contents, indexes and other "housekeeping" jobs, like numbering of detailed cross references;

2.3      Pricing: $0.02 per word

2.4      Turnaround: Three Weeks

3. Rights & Confidentiality

3.1      The copyright, together with all publishing rights, in the Work shall remain the property of the Author. Schiel & Denver acquires no rights of ownership to the Work under this agreement.

3.2      This project and any information, whether oral or written, disclosed by the Client will be kept confidential at all times.

4. Delivery of Work

4.1      The Author will complete all payments for services selected in advance, and will deliver the Work in .doc, .rtf or .pdf format either by email to This e-mail address is being protected from spambots. You need JavaScript enabled to view it or by upload through the Schiel & Denver Author Center located at www.schieldenver.biz

4.2      All materials for the Work supplied by the Author cannot be returned to the Author after publication. S&D shall take due care of such materials while they are in S&D’s possession but they shall not be responsible for any loss thereof or damage thereto. S&D advises the Author to retain additional copies of all material and not to submit originals.

5. Payments & Refunds

5.1      Payment for all services, whether via online or mail process, must be with a major credit card or check and shall be made to “Schiel & Denver Publishing”.

5.2      All payments made by the Author to Schiel & Denver are refundable until the date the Author delivers the Work to Schiel & Denver or the date of commencement of the selected services. After S&D has commenced any services, all fees are non-refundable.

6. Indemnity

Schiel & Denver’s responsibility is to offer advice and suggestions to the Author on how to improve a publication, and to notify the Author of any legally questionable material as soon as it is discovered. While Schiel & Denver will make every effort to bring such material to the attention of the Author, the Author agrees to indemnify Schiel & Denver from any and all claims, including legal fees, arising out of any alleged defamation or copyright infringement committed by the Author in creating the work.

7. Termination of Agreement

Either party has the authority to terminate the Agreement at any time, without cause, by giving the other party thirty (30) days written notice.

8. Interpretation

The headings in this Agreement are for convenience only and shall not affect its interpretation. References to clauses are to clauses of this Agreement.

9. Entire Agreement

9.1     This Agreement is the entire and only agreement between the Author and Schiel & Denver concerning its subject matter and supersedes any and all prior agreements, arrangements and understandings (whether written or oral) relating thereto.

9.2     No amendment of any provision of this Agreement shall be binding upon the parties unless it is in writing and signed on behalf of the Author and Schiel & Denver.

10. Governing Law

This Agreement shall be deemed to be a contract made in the State of Texas and shall be construed and applied in all respects in accordance with the laws of the State of Texas and the parties hereto submit and agree to the jurisdiction of the State of Texas courts.

11. Force Majeure

Schiel & Denver shall not be in breach of this Agreement if they are prevented from carrying out any of their obligations because of circumstances beyond their control including, but not limited to, acts of God, wars, riots, strikes or other labor disputes, natural disasters, fire or severe weather. In such event, the time permitted for Schiel & Denver to fulfil their obligations shall be extended by a period equal to the period of the effect of those circumstances or that delay.

12. Notices

Notices to be given by one party to the other under this Agreement must be in writing and shall be deemed given when received upon delivery facsimile, email or mailing by priority registered mail:

(i)    If to Schiel & Denver: This e-mail address is being protected from spambots. You need JavaScript enabled to view it ;

Schiel & Denver Publishing
10685-B Hazelhurst Dr. #8575
Houston, TX 77043
[FAX: 1-888-224-2721]

(ii)    If to the Author;

All Notices will be sent to the address on file. The Author agrees to keep S&D updated on their main address for receiving royalty payments.

Website Design Agreement

By purchasing Schiel & Denver's Web Design Services, you ("Client") agree to be bound by the following terms & conditions of service:

1. Schiel & Denver Publishing ("Schiel & Denver") requires the total amount due before starting any work on a custom web site design.
2. All content for the web site is to be provided by the Client.
3. Schiel & Denver will only use materials that are in accordance with copyright laws and the Client will not provide material to Schiel & Denver for use in a web site design that violates such laws.
4. Monthly web-hosting and maintenance fees of $19.99 are required; failure to pay will result in suspension of service.
   
5. Schiel & Denver shall not be held liable for the accuracy of any information supplied by the Client and contained in Client's website.
6. Schiel & Denver will be given final approval of a design by the Client before developing the web site. Changes to the design after approval has been given and development has begun are not included in the initial agreement and are therefore billed at an hourly rate.
7. Schiel & Denver and Client shall agree to a schedule of deadlines before commencing work on a project. Meeting project deadlines will be dependent on the provision of content/information for the project by the Client. Failure by Client to provide content/information promptly will result in the project deadline being re-scheduled.
8. The cost estimates agreed upon by Schiel & Denver and Client are based on the requirements specified in the Web Design Packages as listed on Schiel & Denver's Website. Any change in the requirements or delays in communication will have a direct impact on the cost of the project.
9. All payments to Schiel & Denver are non-refundable.
10. After completion of the service, additional work on Client's website will be charged hourly, and billable in 15 minute increments.
11. Schiel & Denver sends all invoices on email only and all invoices are due on presentation. Schiel & Denver will provide a private payment portal for Client to settle costs of additional work.
12. Schiel & Denver will not give out Client’s confidential information, including but not limited to names, addresses and trade secrets. Schiel & Denver agrees to take reasonable precautions to prevent unauthorized disclosure of confidential information.
13. A valid cancellation will take place if the same is communicated in writing (with authorized signature of Client) and is mutually agreed upon or full and final payment having been received by Schiel & Denver with respect to project.
14. All web package prices listed on Schiel & Denver's website are billable annually at current price.
15. This Agreement is effective as of the Effective Date and shall continue unless terminated; Schiel & Denver may terminate this Agreement after five (5) days' written notice to Customer if Customer materially breaches this Agreement, including, without limitation, failure to pay, and fails to cure such breach during such five (5) day period; and (c) upon the termination of this Agreement, Customer will pay Schiel & Denver for all Services provided to Customer by Schiel & Denver prior to termination.
16. Schiel & Denver warrants that the Web site will conform to specifications or acceptance criteria agreed to by the parties when delivered to Customer and for a period of one (1) year thereafter (the "Warranty Period") and that Schiel & Denver will perform the services in material conformity to the specifications contemplated hereunder in a professional and workmanlike manner. Schiel & Denver warranties and representations hereunder will not extend or apply to any Web site modified by any party other than Schiel & Denver. In the event that Customer discovers an Error in the Web site during the Warranty Period, Schiel & Denver's sole responsibility will be to use reasonably commercial efforts to correct such Errors. "Error" means any reproducible error, problem, or defect resulting from (i) an incorrect functioning of the Background Technology that materially affects the functionality of the Web site or (ii) any failure of the Web site delivered to Customer to materially meet the specifications or acceptance criteria. All warranty claims not made in writing within the Warranty Period shall be deemed waived. Schiel & Denver warranty obligations are personal to Customer and may not be extended to any third party.
17. Except as expressly provided in this Agreement, the Services and Customer Web sites are provided "as is," and Schiel & Denver. expressly disclaims all warranties and conditions of any kind, express, implied, or statutory, including, without limitation, the implied warranties of title, non-infringement, merchantability, and fitness for a particular purpose. Each party acknowledges that it has not entered into this Agreement in reliance upon any warranty or representation except those specifically set forth herein. Unless an approval process is specified herein or in a Statement, all Web sites provided by Schiel & Denver to a Customer will be deemed accepted when delivered.
18. Schiel & Denver reserves the right to change or modify any of the terms and conditions contained in this Agreement at any time and from time to time in its sole discretion, and to determine whether and when any such changes apply to both existing or future customers. Schiel & Denver may make changes or modifications to referenced policies and guidelines without notice to you. Your continued use of the Services following Schiel & Denver's posting of any changes or modifications will constitute your acceptance of such changes or modifications.
19. These terms and conditions apply to custom web design. Other projects or services may be bound by separate terms and conditions.

Promotional Materials Agreement

By purchasing any of Schiel & Denver's promotional materials services (i.e press releases, author bookmarks, postcards, posters etc), you agree to be bound by the following terms & conditions of service:

Payment & Cancellation

1. All prices and amounts shown on this Site are in U.S. Dollars (USD), unless otherwise noted.
2. All sales are final.
3. Since we customize each order according to your file and exact specifications, no refunds are given once Schiel & Denver has received your necessary materials (i.e., digital files and payment) and starts production on your order. If we verify that we have made an error, we will re-run the order.
4. We must be notified within 24 hours from delivery of any defects. In order to receive the replacement, customer must return 100% of the defective order at their expense within 5 days of their receipt. We will re-run the order with the original turnaround and send them out via the same paid shipping method.
5. Shipping is non-refundable.

Submitted Artwork Files

1. Our prepress department checks all submitted artwork files before printing, but you are still 100% responsible for the accuracy of your print-ready artwork files, and we encourage you to proofread all files carefully before submitting to Schiel & Denver.
2. Although we take every precaution to safeguard your materials, we are not responsible for loss or damage of images or artwork.You agree that you will not submit any offensive, indecent or improper material, or any material that could give rise to any civil or criminal liability under applicable law; including any material that could infringe rights of privacy, publicity, copyrights or other intellectual property rights without the permission of the owner of these rights and the persons who are shown in the material if applicable.
3. We will refuse an order, which in our opinion may be illegal in nature or an infringement on the rights of any third party. You accept full legal liability for the content of material processed and printed on your behalf and under your instructions. We reserve the right to refuse an order without disclosing a reason.
4. Schiel & Denver uses high quality digital printing methods to reproduce artwork from submitted print-ready files as closely as possible, but we are not liable for errors in a final product caused by any of the following reasons: Misspelling, Graphics, Bleeds, Color Variations, Grammar, Damaged Fonts, Punctuation, Wrong cuts, Incorrect or Missing Folds, Die Lines, Crop Marks, Transparency, Overprint, Finished Product Size. Schiel & Denver does not make any changes on customer files.

Shipping & Turnaround Time

1. Printing turnaround time begins when we receive approval for your proof and full payment has been made.
2. Please note that Schiel & Denver's prepress department is closed Saturdays, Sundays and Holidays. As a result, these days are not considered when calculating printing turnaround time.
3. Shipping is usually done via UPS, so we cannot ship to P.O. Boxes or APO/FPO.
4. When choosing a shipping option, please remember that the estimated shipping transit time is based on the number of business days in transit and does not include weekends, holidays or the day the package is picked up by UPS.
5. Shipping transit times vary, and Schiel & Denver assumes no responsibility for delays caused by shipping carriers, weather or any damages resulting from the failure to receive a job on time. Your order may arrive late due to unforeseen delays in delivery service, the breakdown of equipment, illness, etc. Schiel & Denver’s responsibility is limited to preparing your printing order and delivering it to UPS for shipping.
6. Schiel & Denver is not liable for damages which occur in shipping.