Standard Security Sub-Contractor Agreement

Security Sub-Contractor Agreement

BS.SEC.SCONT.01

This Security Sub-Contractor Agreement is designed for use by an individual providing security services as a sole trader on a self-employed sub-contractor basis for a main contractor and has been designed to be sufficiently broad to cover a range of types of security work.

This document provides a framework covering all of the essential legal matters required for a sub-contract of this kind. The exact nature of the services to be provided should be detailed in full in the schedule at the end of the document.

Particular attention is paid in this document to the all-important SIA licensing requirements. Security sub-contractors must be appropriately licenced, as must any other parties they may wish to substitute in the performance of their services.

A key element addressed in this sub-contract is insurance. Two options are contained within this provision and must be chosen with care. Under the first, the main contractor’s insurance covers the provision of the services by the sub-contractor. Under the second, the sub-contractor is required to obtain his own insurance. An optional schedule is also provided for the attachment of relevant insurance documents.

Further key provisions in this document address confidentiality, non-competition and non-solicitation.

Other important provisions in this form of agreement relate to the individual’s status as a sole trader working as a self employed independent sub-contractor. The appointment of the sub-contractor is non-exclusive. The work order is at his discretion.

Subject to the requirements dictated by the nature of the services, the sub-contractor retains a degree of independence in decision-making and may (subject to the above-mentioned SIA requirements) provide substitute workers. The sub-contractor is also responsible for his own tax and national insurance payments.

The drafting of this document aims to reduce the risk that the individual might be deemed a de-facto employee of the main contractor rather than a sole trader who is a self-employed sub-contractor. However, whether in law he is self-employed rather than an employee will depend on all of the circumstances (not just on the terms of this document).

If the sub-contractor is deemed to be an employee, he will be subject to different levels of tax and National Insurance Contributions. Furthermore, the payment of income tax and National Insurance will be the responsibility of the main contractor that hired the sub-contractor.

Further guidance on tax and employment status of individuals who act as sub-contractors can be found on the Guidance Note relating to Self-employment and IR35 in this Group but we nevertheless recommend that you take professional legal and tax advice before using this form of document.

This form is written from the perspective of a company as the main contractor. The contractor does not have to be a company and any references to this can be changed without altering the meaning or purpose of the document.

Optional phrases / clauses are enclosed in square brackets. These should be read carefully and selected so as to be compatible with one another. Unused options should be removed from the document.

This Security Sub-Contractor Agreement contains the following clauses:
1. Definitions and Interpretation
2. Engagement of Sub-Contractor
3. SIA Licensing
4. Indemnity and Insurance
5. Provision of Equipment
6. Status of the Sub-Contractor
7. Payment
8. Non-Competition and Non-Solicitation
9. Confidentiality
10. Term and Termination
11. Force Majeure
12. Miscellaneous
13. Severance
14. Law and Jurisdiction

and the following Schedules:
1. The Services
2. SIA Licensing
3. [Insurance]

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