Description
Why do I need this document?
If you take on temporary staff, you will be giving them access to your business secrets, premises and customers and you need to ensure that you impose duties on them to protect this information and follow your business processes. This is because there is no implied duty of confidentiality owed by a self-employed consultant (as there would be for an employee). Equally, you do not want them to inadvertently become an employee ( as opposed to remaining self-employed) as this will create extra obligations on you from a tax and employment law point of view. ‘Employees’ have automatic rights against unfair dismissal and redundancy not to mention statutory maternity/paternity rights etc. whereas self-employed contractors do not.
For those businesses in the creative industry, it is vital to understand that if you sub-contract a creative project, the intellectual property rights (e.g. copyright) arising as a result of services provided will normally belong to the consultant and NOT to you. As you will usually want to take ownership of these rights, it is important to include specific assignment provisions in the consultancy agreement.
When do you use it?
The moment you take on temporary staff or want to subcontract work out.
What are the key terms?
This template has been drafted in the style of a letter to make it less formal and more approachable. The details of the task/project to be performed, salary and hours are all contained in a separate schedule at the end so that you have all variables in one place. Key other terms included are:
- An express duty of confidentiality on the consultant which covers his/her activities both during and after the engagement
- Provisions to reinforce the self-employed status of the consultant. However, please be aware that HMRC have the ultimate decision on whether that actually is the case based on your individual circumstances. Therefore, please check with your accountant or tax adviser whether there is any risk the consultant could be treated as an employee for tax purposes
- Data protection
- Ownership of intellectual property rights
- Insurance and liability
- Grounds for termination and what happens on termination
- Governing law is English law and English courts have jurisdiction
