Terms & Conditions

TERMS AND CONDITIONS

Please read this information carefully before contacting me. At the top of this page, I explain the most important points of my terms and conditions. Further down the page, you may find a complete reprint of my editorial client agreement that is presented to each client.

This notice is effective as of June 1, 2023.

AGREEING TO WORK TOGETHER

Once you submit your inquiry, we will discuss your needs, my fee, and a proposed turnaround time. Then I will offer you my standard Client Agreement. The agreement will be fully customized insofar as the scope of your project. It will also contain standard language about intellectual property, confidentiality, warranties and indemnities, etc. that pertains to all of my projects. Please note that by contacting me via the form on this website, you agree to accept the standard language of the Client Agreement as-is. There will be no changes accommodated or accepted. I need to receive the signature electronically via my client portal, as well as a deposit for half of our editing fee (some exceptions apply, see below). The second half of the fee, if applicable, is due upon receipt of the edit or consultation. Please see more about payment, below.

EDITORIAL SERVICES

All services are editorial in nature. This means that I will provide feedback to the best of my knowledge, experience, and ability about what revisions will improve your project. Once you receive feedback, the revision is up to you. Revision, rewriting, ghostwriting, or co-writing services are not included in any package and should not be expected. At no point in the process will I step in and write or rewrite sentences or passages as You, except to demonstrate examples of how I may rephrase something. You will receive a manuscript with feedback, notes, and markup for proofreading (included in certain written editing services), but your revision efforts will still be required to make the most of the service.

SUBMISSION AND PROJECT RETURN INSTRUCTIONS

Once we agree to work together, all submissions must be formatted with standard 1" margins, double-spaced, with 12 point Times New Roman (or similar) font, and sent as Microsoft Word (Word) .doc or .docx attachments. This does not include your initial submission to me–that can be copied and pasted into an email message. If you do not know about formatting standards, there are many websites that can help. Submission will only be done following my submission instructions into a Google Drive folder. If you are unable or unwilling to follow submission instructions, I am not responsible for any resulting delays to your project deadline.

Please assume that I will begin work as soon as you submit your materials. Resubmissions of revised material will not be accepted.

For all consulting and editorial work, feedback is done electronically. Notes are provided in a Word document, and line edits use Word’s Track Changes function. Please make sure you can transmit and receive files electronically and are capable of reading Track Changes comments in Microsoft Word or an equivalent program. I am happy to transmit the document as a PDF, which will show the margin notes if you are really having trouble. I’m afraid that I cannot help you with technical troubleshooting beyond this. Any issue that prevents you from transmitting manuscripts or receiving feedback is your responsibility to resolve.

If you would prefer to receive a printed version of your feedback, I can print and mail the document to you. You will be responsible for all applicable charges, including shipping.

Your feedback will be returned via a Google Drive download link. This is not meant to be cloud storage for your files. You are responsible for downloading the files or transferring them to your own Drive immediately. The links will expire, and if you did not download your files and need to request them resent after seven days, your request will be subject to an administrative fee. Your failure to retrieve your files will not be considered a delay or unreasonable withholding on my part, since I have made good faith efforts to return your files.

FOLLOW-UP AND REVISIONS

Should you opt for a phone consultation to discuss your edit, my phone consultation rate of $299/30 minutes or $349/hour applies, in addition to the editing fee. I operate on a principle of fairness, and since I charge for phone time, I want to be fair to all clients. Phone time is not included with any of my services. Emailed questions about the feedback and related topics are welcome at no additional charge and are included with every service. The email exchange will continue until you are satisfied.

You are welcome to submit revisions of your work after you’ve applied my feedback. I treat these as a separate editing project because of the investment in time doing another round of notes. As such, I will provide you with a new estimate that considers the stage of editing and a discount will apply. 

I always enjoy seeing how projects evolve over time, but working on a revision is an optional service and you are under no obligation to rehire me after the original scope of our work is completed. I try to be fair and transparent in all of my dealings, so I do not want the revision fee to come as a surprise. It is never my intention to nickel and dime my valuable clients.

SCHEDULING

Please note that travel or other activities can impact my schedule. Appointments for editorial work may be booked weeks or months in advance, and you may be scheduled months ahead of the actual work. Sometimes rush reads are available at a 50% fee premium if you need turnaround within two weeks, or a 25% premium for turnaround within four weeks. Please let me know if you have any time constraints. Once we agree to work together, I will provide you with an accurate deadline. You are welcome to hire me months or years in advance if you know about your writing goals ahead of time. All I need is an agreement and deposit in place, and then I will offer you priority placement on my calendar, whenever you want it.

GUARANTEE

Please note that I cannot guarantee that you will achieve publication or literary representation as a result of my services. As with any creative endeavor, there are some things that are simply out of my control. I do, however, believe that your writing will emerge stronger as a result of our work together.

PAYMENT POLICY

For all services rendered, my policy is to receive a deposit of half the total fee before we begin our editorial relationship and the balance upon completion of the project. If your edit or consultation costs less than US $400, and for all phone consultations, I ask for the full payment in advance. All prices quoted are in US dollars. I primarily accept credit card or bank transfer payments only through my online portal. If the project submitted is longer or shorter than discussed and codified in the Client Agreement, your balance payment will be adjusted accordingly, a refund will be issued, or an additional invoice will be necessary. The balance of the editing fee (if applicable) is due upon receipt of the service. This policy is non-negotiable.

BUNDLES

Bundle pricing for multiple projects of a certain type is available. Please ask!

REFUNDS

Due to the time-intensive and deeply personal nature of my services, I cannot offer refunds after I begin work on your project. The only exception is if I have not yet started the consultation or editing process. Under those circumstances only, I will happily refund your deposit via your original payment method within one week of receiving your written request. Otherwise, no refunds are offered under any circumstances. If you elect not to pay the second half of the editing fee after the feedback has been submitted, I will pursue official channels to recover payment. This policy is non-negotiable.

TESTIMONIALS

After the conclusion of our work together, I may solicit a testimonial from you about my services. You are under no obligation to provide one. If you do, however, I reserve the right to edit it for clarity and length (without changing your meaning), publish it, and attribute your first name and last initial on this website and in other marketing materials. Thank you in advance for considering this.

PRIVACY NOTICE

Your work is safe with me. Authors must mail out their work to agents, editors, newspapers, and magazines in order to be published, and this is no different. Your personal information, such as your e-mail address, name, and other contact information you exchange with me over the course of our relationship is also safe. I will NEVER sell, trade, rent, or otherwise disseminate your personal information in any way. 

Please note that I may work with a small dedicated team of editorial assistants. However, I am the primary editor and creative lead on every single manuscript. My editorial assistants are bound by the confidentiality notice in my client agreement and by a confidentiality notice in my contractor agreement with each individual.

If you are worried about copyright infringement or theft of your ideas, perhaps working with an independent editor or consultant is not right for you at this time. I can only assure you that I will never share, expose, disclose, or otherwise use–in any fashion, public or private–any of the materials that you send to me without your written permission. The most successful relationships are built on trust and I require yours if we are to work together successfully.

RIGHT TO REFUSE SERVICE

I reserve the right to politely decline the chance to work on a manuscript if I don’t feel it is a good fit for me. This is a decision that I will make before engaging in a consulting or editorial relationship with you.

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REPRINT OF EDITORIAL AGREEMENT

Dear ____________,

Thank you so much for enlisting the services of Michelle Lori Editorial. My commitment to you is to help you craft your unique story in your voice and with your personal goals in mind. I will be satisfied when you feel your expectations have been exceeded!  Please read, understand, and sign this Agreement (“Agreement”) before we can move forward. This Agreement includes a detailed Statement of Work ("SOW"), and Schedule A, which summarizes fees for the Project. If we work together, you will be presented with the complete editorial agreement for review.  This Agreement is entered into on _________ (“Effective Date”), by and between Dragonfly Days LLC, a Kentucky limited liability company (dba “Michelle Lori Editorial,” “we”)  and ________________ (“Client,” “you”) (each a “party,” collectively the “parties” or “us”) in regard to the project detailed below:

THE SCOPE OF YOUR PROJECT: This section will be customized to the exact needs of the project.

PROJECT: Project Name
FEE: Proposal Total Amount
TURNAROUND DEADLINE: Project Due Date

STANDARD CLIENT AGREEMENT: This section remains consistent for all of my client projects. Please note that absolutely no proposed amendments will be considered or accepted.

1. Services. Michelle Lori Editorial provides editorial and consulting services (“Services”). Services are provided on a per manuscript basis (each a “Project”) and will be described, along with the relevant details regarding scope, timeline, and fees in the section above. Standard services are described in a Statement of Work (“SOW”) document that follows. Any customizations entered at the beginning of this Agreement supersede the descriptions in the Statement of Work ("SOW"). Prior to the commencement of a Project, we will agree on a flat fee for the Project and payment will be due as required by this Agreement. See the attached Statement of Work for Project details.

2. Scope of Services. Michelle Lori Editorial does not provide literary agent services: no one from Michelle Lori Editorial, including its principal, Michelle Lori, will represent material for sale to publishing houses, contact literary agents or publishers on your behalf, or furnish referrals, in exchange for payment.

3. Editor on the Project. Michelle Lori Editorial consists of the principal, Michelle Lori, and occasionally trained support professionals working directly under Michelle Lori. This notice is to disclose that the creative and editorial feedback is always done personally by the principal, Michelle Lori. There is no circumstance under which another individual's line editing work will be substituted for Michelle Lori’s personal notes and consideration.

4. Submission. Your manuscript must be submitted digitally as a Microsoft Word document with standard margins, double-spacing, and a 12-point Times New Roman (or similar) font. JPEG, PNG, or PDF are acceptable formats for images. Michelle Lori Editorial will not accept revised submissions once you have submitted a version of your files for your project. Project submissions must follow the submission instructions that are sent to every Client once the deposit and Agreement have been received. Submissions are done via a Google Drive file request only. No email submissions or file uploads to the client portal will be acknowledged or considered. It is fully the responsibility of the Client to follow the submission procedures. Michelle Lori Editorial is not responsible for any delays or missed deadlines resulting from submission actions that do not follow the submission protocol specified in the submission instructions, nor does such a delay constitute a breach of this Agreement.

5. Word Count. Services that are priced by word count include every word that is meant to be read and considered as part of Michelle Lori Editorial’s evaluation of the project. Microsoft Word’s Word Count tool is used to arrive at this number. Upon submission, your document’s word count will be checked against the agreed-upon word count for the service. If your word count is different than what is specified in the agreement, an adjustment for the difference will need to be made before work can commence.

6. Quarter Hour Rates. Services that are priced by quarter hour rates will be quoted based on a formula that considers the length and complexity of the material.  This formula will be explained in the quote for the Project so you will have full understanding of how it was derived before our Agreement is made.  This will become the flat fee for the project and will not change regardless of a variable in the time spent, either less or more, on the part of Michelle Lori Editorial to complete the project. Revisions will be treated as a new Project with a new Agreement. (see section 9 below)

7. Return of Files. Your project will be returned to you via a Google Drive download link. This link is not intended as permanent storage for your documents. The link will expire within seven days of the return of your files. If you have not downloaded the files or transferred them to your own account within that timeframe, an administrative fee detailed in Schedule A will be assessed to resend your files. Your files will not be released until this administrative fee has been paid. Holding the files in this way does not constitute a breach of this Agreement.

8. Follow-Up. After Michelle Lori Editorial has returned comments and edits on a Project to you, you may follow up with any questions or comments by email at no additional cost. Phone consultations are a separate service, and follow-up phone calls will be billed accordingly, at a rate detailed in Schedule A, unless otherwise specified. I regret that I am unable to provide technical support services for accessing the notes (refer to Statement of Work).

9. Revisions. If, after the conclusion of the original Service(s), you revise a manuscript or project and want additional feedback, those additional Services will be billed separately. Flat fees for revised Projects will be calculated with consideration to the progress made and will cost less than the original flat fee for the Project; the discounted fee varies according to project type. Revision Services are optional, and they will occur only after we have agreed to a flat fee and received payment as required by a new Agreement.

10. No Guarantee. Michelle Lori Editorial cannot and does not represent or guarantee that you will achieve publication, literary representation, sales, monetary or commercial gain, or any other objective as a result of the Services.

11. Payment. Payment policies are summarized in the Payment Addendum, which is part of this Agreement. Half of the total flat fee is due at the time you sign this Agreement. The second half of the flat fee is due when Michelle Lori Editorial has performed the Services and returned notes on a Project to you. However, if the total flat fee is four hundred US Dollars ($400) or less, the flat fee is due in full prior to the commencement of the Services. All dollar figures in this Agreement are in US Dollars. See the attached Payment Addendum for information about how you can make your payment. Late payments may accrue interest at a rate of 1.5% per month or the highest amount allowed by law. Sales tax applies to all services.

12. Termination. This Agreement will remain in effect until terminated by either of us pursuant to this Agreement. Either party may terminate this Agreement at any time and for any reason, by providing written notice of the same to the other party. Upon termination, Michelle Lori Editorial will give all notes and work completed to you, and you will acknowledge that the Services may not yet be complete. Any deposit or first half of your flat fee payment that you have already made to Michelle Lori Editorial will not be returned or refunded to you unless work has not yet begun, and you must pay Michelle Lori Editorial for all Services and expenses Michelle Lori Editorial has already undertaken and/or incurred in conjunction with your Project. A delay in respect to a project deadline due to the Client's failure to follow the Submission guidelines, as defined in section 3, above, shall not be considered a breach of this Agreement or grounds for Termination. A delay or additional penalty when returning a project due to the Client's failure to download the original files, as defined in section 4, above, shall not be considered a breach of this Agreement or grounds for Termination.

13. Intellectual Property. This section pertains to your intellectual property. You will retain full ownership of the materials (including manuscripts and images) that you submit to Michelle Lori Editorial for review. This Agreement does not provide you or Michelle Lori Editorial any licensing rights or other intellectual property rights of any kind in or to any work product or ideas that the other party has generated, except as otherwise specifically addressed herein.

14. Ownership Rights. This section pertains to the intellectual property generated by Michelle Lori Editorial (the editorial comments, overviews, and other work products) as part of the service. The materials Michelle Lori Editorial generates as part of the Services will be deemed “works for hire” as that term is used in Title 17 of the United States Code. All materials and information created, produced, or generated by Michelle Lori Editorial under this Agreement are and will be deemed your confidential information and your exclusive property.

15. Confidentiality. Michelle Lori Editorial will not use or disclose your confidential information other than as required to perform the Services under this Agreement or as required by law. We take the same care to keep your ideas, creative work, and personal information safe as we do to protect our own confidential data, and Michelle Lori Editorial will never sell, trade, or rent your contact information or any other aspect of your confidential information unless authorized by this Agreement or by you to do so. You also agree not to use or disclose any of Michelle Lori Editorial’s confidential information without the permission of Michelle Lori Editorial or as required by law. Confidential information, for purposes of this Agreement, includes your submissions to Michelle Lori Editorial, your name and contact information, and the fact that you have hired Michelle Lori Editorial, along with all other information that either of us provides written notice to the other is confidential.

16. No Warranty. Michelle Lori Editorial does not make and hereby expressly disclaims any express or implied warranties, including, but not limited to, implied warranties of merchantability and/or fitness for a particular purpose, suitability, completeness, or results to be derived from the work. Except as otherwise set for herein, all services and deliverables are provided and delivered on an “as-is” basis.

17. Limitation of Liability. Except with respect to either party's gross negligence or willful misconduct, in no event shall either party be liable for any indirect, special, incidental, or consequential damages, including, without limitation, lost profits or lost business, whether based in contract, tort (including negligence, strict liability, or otherwise, even if either party has been advised of the possibility of such damages.) Except with respect to either party's gross negligence or willful misconduct, the total liability of either party under this agreement for any claim shall not exceed the total amount of fees actually paid by the Client to Michelle Lori Editorial under this agreement during the twelve (12) month period immediately preceding the date on which such claim arose.

18. Client Representations. By entering into this Agreement and submitting materials for Services, you represent and warrant that you have the authority to enter into this Agreement, and doing so does not violate the rights of any third party. You further represent and warrant that you have the absolute right to submit the materials for Services, that you have written, created, or otherwise exclusively own them, and that your submissions to Michelle Lori Editorial, along with your subsequent use of them, do not violate the rights of any third party.

19. Indemnification. Each party agrees to indemnify, defend and hold harmless the other party from any and all claims, actions, damages, and liabilities (including reasonable attorneys’ fees, costs, and expenses) arising (i) through the other party’s gross negligence or willful misconduct; (ii) out of any claim that the materials or deliverables, or any portion thereof, infringes upon or violates any proprietary rights of any third party, including but not limited to patent, copyright, and trade secret rights; or (iii) from a breach or alleged breach of any term of this Agreement.

20. Independent Contractor. Michelle Lori Editorial is your independent contractor only. Nothing in this Agreement is intended to or should create any other relationship between the parties, including but not limited to: employer-employee, agents, joint venturers, co-authors, or partners.

21. Assignment. Neither party may transfer any rights or obligations under this Agreement without the other party’s prior written consent. This Agreement shall inure to and be binding on any permitted successors and assigns.

22. Entire Agreement. This Agreement, together with the attached Payment Addendum, Statement of Work, and Schedule A, constitutes the complete and exclusive agreement between us with respect to this subject matter and supersedes all oral or written proposals and all other communications, understandings, or agreements between us relating to this subject matter.

23. Conflict of Terms. In the event of a conflict between the terms and provisions of this Agreement and the terms and provisions of the Payment Addendum or Statement of Work, the terms and provisions of this Agreement shall control.

24. Force Majeure. “Force majeure” is a French term that means “unforeseen circumstance.” If a “force majeure” such as war, acts of terrorism, acts of God, severe illness, invasion, fire, natural disaster, labor dispute, explosion, floods, and acts of government or governmental agencies or instrumentalities, etc., occurs, neither of us will be considered to have breached this Agreement, to the extent that the failure to comply was occasioned by the force majeure.

25. Headings. The numbers and headings in this Agreement are for convenience and reference only and must not be used to interpret or construe this Agreement.

26. Modification and Waiver. Any and each modification, amendment, addition, or waiver related to or intended to be made a part of this Agreement must be in writing and signed by an authorized representative of each party in order to be valid and enforceable. Any such purported modification, amendment, addition, or waiver not so executed will be null and void.

27. Non-Exclusivity. This Agreement does not create an exclusive relationship between us. You are free to seek services from other companies or individuals doing similar work, and Michelle Lori Editorial is free to offer and perform the same or similar services to other individuals and companies.

28. Notices. Any notice required or permitted to be given under this Agreement must be in writing. Delivery may be accomplished by confirmation of delivery using any of the following methods to the party’s last known address: (i) personal delivery; (ii) email; or (iii) U.S. mail or a nationally recognized courier, return receipt requested, and postage prepaid.

29. Severability. If any provision of this Agreement is held to be unenforceable or illegal by a court of competent jurisdiction, such provision shall be modified to the extent necessary to render it enforceable or shall be severed from this Agreement, and all other provisions of this Agreement shall remain in full force and effect.

30. Governing Law. This Agreement, and any dispute arising under or related to it, will be governed by the laws of the State of Kentucky without regard to its conflicts of laws provisions. Each party hereby agrees to the exclusive personal jurisdiction and venue of the courts located in Jefferson County, Kentucky, USA. 

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PAYMENT ADDENDUM

This Payment Addendum is part of the Editorial Agreement (“Agreement”) by and between you and Michelle Lori Editorial. 

FEES. Fees are non-negotiable. Flat fees of four hundred US Dollars ($400) or less are due in full concurrent with your signature on the Agreement.  Flat fees over four hundred US Dollars ($400), require one-half of the payment upon signature and the other half due upon completion of the Services.  However, you may make the full flat fee payment at any time prior to completion. 

TAXES. Sales taxes are applied to service-based projects.

FEE ADJUSTMENT. If the flat fee for your Project was priced by word count, the final balance will be adjusted upward or downward according to the actual word count of your submission, if the final word count is different from what was originally discussed.

ADDITIONAL SERVICES. Additional Services that you have requested Michelle Lori Editorial perform will be billed separately. All such fees are due in full upon your receipt of the invoices regarding those fees. See Schedule A for specific fees.

LATE INVOICES. Late invoices are subject to one and five-tenths percent (1.5%) interest per month or the highest rate allowed by law.

PAYMENT METHOD. All payments are to be rendered via the invoicing platform. Payment methods accepted are bank transfer, and credit card (excluding Discover).

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AFFILIATE DISCLOSURES

Michelle Lori Editorial may participate in affiliate programs that earn an advertising fee for the affiliate and a small additional revenue for my team at no extra cost to you.

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Using the contact form on this website to engage in a discussion about potential editorial services constitutes agreement to my Terms and Conditions.

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