This Self Employed Contractor Agreement is a generic agreement which can be used by a business for a variety of different contractor roles. It is designed to allow your business to obtain the services of additional staff on a freelance contractor basis as opposed to employing them. Situations may arise where it may not be necessary or appropriate for you to employ staff on a permanent basis. An agreement such as this also allows for greater flexibility than permanent employment. A short term, renewable, contract can assist your business in keeping its workforce in line with market demands.
We have also provided a version of this template agreement, the Contractor (Service Company) Agreement, to be used when the contractor entering into the agreement with your business is a personal service or other company rather than an individual. Please see the information page accompanying that version for guidance about tax, employment status, and IR35, where the contractor which you engage to provide services under the Agreement to your business is an intermediary company and the work comprising the services is carried out for the intermediary by an individual engaged by that intermediary company.
This agreement aims to help reduce the risk that the individual contractor might be deemed in law to be a de-facto employee of your business rather than a self-employed freelancer. However, whether he is treated by HMRC, an employment tribunal, or any other body, as a self-employed contractor will depend not just on the content of this contract. It will also depend on all other circumstances, including the practical implementation of the contract, and the arrangements between, and conduct of, the freelancer, your business, and any person engaged by the freelancer to do any of the work for the freelancer.
HMRC provides some guidance on its website about self-employment, but its decisions as to whether someone is self-employed are often based on a “balancing exercise” in which it gives weightings to various factors. However, neither the HMRC guidance nor case law are sufficiently precise to make it possible to predict how this “balancing exercise” would be carried out or what the position will be in any situation. For that reason we recommend that you and the proposed freelance contractor take professional employment law, tax, and NIC advice in relation to the particular circumstances before deciding to use or adapt this template.
Nevertheless, a carefully worded agreement ensuring the independence of the freelancer is a key starting point. As a self-employed freelancer rather than as an employee of your business, he is, for example, free to provide your business with a suitably qualified person in his place ("Worker") rather than do some or all of the work personally, and he is free to determine when, where and how work is completed (subject of course to your business requirements).
This template is more basic than the Sales Self Employed (Individual) Contractor Agreement as it does not deal with commission.
The data protection provisions in this document have been updated in line with the UK GDPR.
Optional phrases and / or paragraphs are enclosed in square brackets.
This Self Employed Contractor Agreement contains the following clauses:
1. Definitions
2. Duration of the Agreement
3. Contractor’s Obligations
4. Nature of Engagement
5. Fees
6. Expenses
7. Late Payment
8. Tax Liability
9. No Employment or Other Relationship
10. Exclusivity of Service and Competition
11. Confidential Information
12. Intellectual Property and Ownership of Materials
13. Termination
14. Liability
15. Force Majeure
16. Company Property
17. No waiver
18. Assignment and Subcontracting
19. Third Party Rights
20. Notice
21. Entire Agreement
22. Law and Jurisdiction
[23. Data Protection and Data Processing]
1. Details of Services
2. Names of Worker/s
3. Data Protection and Data Processing, with Annex
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