Proofreading Services Agreement Template
Almost every dispute in this trade traces back to one of three things being unwritten: what you agreed to change, when it was due, and what happens if the file turns out to be much heavier than the sample suggested. A short agreement that covers those three is worth more than a long one that covers none of them.
See the coursesEverything on this page is yours to copy and adapt. The courses cover the decisions behind it: what to charge, what to promise, and what to put in writing.
What yours needs to cover
- ✓ A scope clause that states plainly this is proofreading and not copyediting or rewriting
- ✓ A definition of the deliverable: the file format, the markup method, and the style sheet
- ✓ Turnaround, and what a late delivery of source material does to it
- ✓ A revisions clause, bounded, so "one more look" has a defined end
- ✓ A confidentiality clause, because clients send unpublished work
- ✓ Payment terms, including a deposit for new clients and a late-payment position
- ✓ A re-quote clause for when the text is materially heavier than the sample assessed
How to use it
- Define the scope first and in the client's own words, then state what is excluded.
- Attach or reference the sample assessment the quote was based on.
- Set turnaround from the date you receive the final file, never from the date of agreement.
- Say what happens if the work is heavier than the sample, before it is.
What goes wrong without a written agreement
Proofreading disputes rarely involve bad faith. They come from two people remembering an arrangement differently. The client thought "proofreading" included tightening the prose; you understood it as correcting errors. The client sent the file three days late but still expects the original deadline. The first chapter was clean and the rest was a rough draft. Each of these is easy to settle in writing beforehand and awkward to settle afterward.
An agreement does not need to be long to prevent this. Most proofreaders use a one- or two-page set of terms, or a clear email that the client confirms. What matters is that the few points most likely to cause trouble are written down before any work begins.
Drafting the clauses one at a time
The scope clause comes first because the rest depends on it. State that the service is proofreading, then say what that means in practice: correcting spelling, grammar, punctuation and consistency against the agreed style, and flagging, not rewriting, anything beyond that. Then state what is excluded. Rewriting for style, restructuring, fact-checking and developmental comments are copyediting or editing services, priced separately if you offer them at all.
The deliverable clause names the file format and how changes will be shown: tracked changes in a word processor, comments on a PDF, or standard marks on paper. It should also say whether a style sheet and query list are included.
Turnaround should run from receipt of the final file. If a client sends a revised version partway through, the clock restarts. The revisions clause sets a limit, for example one check of the client's responses to your queries, so that "just one more look" has a defined end.
Confidentiality, payment and the re-quote clause complete the set. Promise not to share or reuse the client's material, set payment terms with a deposit for new clients, and say that if the full text is materially heavier than the sample you assessed, you will stop and re-quote before continuing.
How the agreement links to your other documents
The agreement, the quote and the invoice should use the same scope wording, so a client never sees three slightly different descriptions of one job. Unit 3 of the course covers writing terms of service that hold up in a bad month, and Unit 5 covers what to say when a file turns out worse than the sample. This page is general information about what such agreements usually contain, not legal advice for your jurisdiction.
A filled-in example
| Service | Proofreading of a 70,000-word novel manuscript, American English |
|---|---|
| Scope includes | Spelling, grammar, punctuation, consistency with the attached style sheet |
| Scope excludes | Rewriting, restructuring, fact-checking, plot or character comments |
| Deliverable | Word file with tracked changes, a style sheet and a list of queries |
| Turnaround | Ten working days from receipt of the final manuscript |
| Revisions | One review of the author's responses to queries |
| Payment | Half before work starts, balance on delivery, in US dollars |
| Re-quote | If the full text is much heavier than the sample, work pauses for a revised quote |
Mistakes to avoid
- Leaving the word "proofreading" undefined. Clients use it to mean anything from a typo check to a full edit. Spell out what you will and will not change in plain language.
- Dating the deadline from the agreement. If the file arrives late, you absorb the delay. Date turnaround from receipt of the final version instead.
- Unlimited revisions. An open-ended promise to look again turns a fixed-price job into unpaid hours. Set one bounded round and price anything more separately.
- No plan for a heavy file. If the full manuscript needs far more work than the sample, you need a clause that lets you pause and re-quote, agreed before it happens.
Proofreading Services Agreement Template FAQs
Do I need a written contract for small jobs?
A short written scope and a turnaround date, even in an email, is enough for a small job and is far better than nothing. The value is not the formality, it is having something to point at when a client remembers the agreement differently.
What should the scope clause actually say?
It should name what you will change and what you will not. Proofreading corrects errors and inconsistencies; it does not restructure, rewrite for style, fact-check or improve arguments. Clients frequently expect all four, and the clause is where that expectation is set rather than discovered.
Is this legal advice?
No. These pages explain what a document in this trade typically needs to contain. Contract law differs by country and by state, and anything you intend to rely on should be reviewed by somebody qualified where you operate.
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