Clerical & Admin Contractor Agreement

Self Employed Clerical & Administrative Contractor Agreement

EMP.CONT.19

This Self Employed Clerical and Administrative Contractor Agreement is designed to allow your business to obtain clerical or administrative staff working on a freelance self-employed contractor basis as opposed to your business employing them. There may arise situations where it may not be necessary or appropriate for your business to employ staff on a permanent basis.

This agreement can be applied in a variety of situations. Your business may be particularly seasonal in nature and higher levels of staff may be required during certain periods; you may wish to take on book-keeping staff for only a few days each week; you may be starting a new department and may require an expert in a particular administrative field to train a permanent staff member in the running of that department; your PA may have just begun maternity leave; or perhaps you are looking for the perfect candidate for a position but need anyone sufficiently qualified to fill the position in the meantime.

We have also provided a version of this template agreement, the Clerical & Administrative Contractor (Service Company) Agreement (in the Service Company Contractors sub-folder) to be used when the contractor entering into the agreement with your business is a personal service company (or other intermediary company) rather than the individual providing your business with the clerical or administrative services. Please see the information page accompanying that version for guidance about tax, employment status, and IR35, where the contractor engaged is such an intermediary company, and the clerical or administrative services are carried out for the intermediary by the individual who is engaged by it.

This template 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 freelance contractor. 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 your business, the individual, and any person engaged by the individual to do any of the work for him.

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 individual take professional employment law, tax, and NIC advice in relation to the particular circumstances before deciding to use or adapt this Self Employed Clerical & Administrative Contractor Agreement.

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, the contractor is, for example, free to provide a suitably qualified person in his place rather than do the 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).

Optional phrases and / or paragraphs are enclosed in square brackets.

This Self-Employed Clerical and Administrative Contractor Agreement contains the following clauses:

1. Definitions

2. Duration of the Agreement

3. Contractor’s Obligations

4. Fee

5. [Expenses]

6. Late Payment

7. Status of Contractor and Tax Liability

8. No Employment

9. Exclusivity of Service and Competition

10. Confidential Information

11. Intellectual Property

12. Termination

13. Liability

14. Force Majeure

15. Company Property

16. No Waiver

17. Assignment and Subcontracting

18. Third Party Rights

19. Notice

20. Entire Agreement

21. Law and Jurisdiction and an optional Schedule of Services.

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