Does this contract force Contractor (Relevant Staff) to start work ?

[phibrizzo]

Hi
I've fallowing situation:

There is a contract in which parties are: Agency and Umbrella company (please see below)
My name is under Relevant Staff. Does this contract bind me to perform this work ?

I must say that Umbrella sent me another agreement - identical but there I'm liable for everything. Just like Umbrella in below contract.

What will happen if I'll sign below contract and not sign Umbrella agreement ?
Does Agency can force me to start work ?
Can Agency sue me ?


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CONSULTANCY AGREEMENT DATED: 1 October 2014
Name of Parties
1) Umbrella Company TBC whose registered office is situated at TBC ("Consultancy")
2) Agency

Recitals
A) The Consultancy carries on the business of the provision of consultancy services relating to all aspects of the services specified in Schedule attached (the "Consultancy Services”).
B) Agency has requested the Consultancy, and the Consultancy has agreed with Agency, to provide the Consultancy Services on the terms and subject to the conditions of this agreement (“Agreement”).


IT IS AGREED as follows: -
1. INTERPRETATIONS AND DEFINITIONS

2. CONSULTANCY
2.1 The Consultancy will procure that the Consultancy Services are performed by such suitably qualified, skilled and experienced member or members of the Consultancy’s employees, officers or representatives (“Staff”) as the Consultancy may consider appropriate (taking into account any specific skills, experience or qualifications required by the Client), subject to the prior written approval of Agency and to the requirements of clause 2.2 being satisfied.
2.2 The Consultancy shall be entitled to assign or sub-contract the performance of the Consultancy Services provided that Agency and the Client is reasonably satisfied that the assignee or sub-contractor has the required skills, qualifications, resources and personnel to provide the Consultancy Services to the required standard and that the terms of any such sub-contract contain the same obligations as this Agreement.

3. THE CONTRACT
3.1 This Agreement constitutes the contract between Agency and the Consultancy and governs the Assignment undertaken by the Consultancy with the Client.

4. UNDERTAKINGS OF THE CONSULTANCY
4.1 The Consultancy warrants that:
4.1.1 by entering into and performing its obligations under this Agreement it will not thereby be in breach of any obligation which it owes to any third party;
4.1.2 its Staff have the necessary skills, qualifications and experience to perform the Consultancy Services;
4.1.3 the Consultancy Services will be performed with reasonable skill and care; and;
4.1.4 the Staff have a valid right to work and remain for the duration of the Assignment, in the jurisdiction in which the Consultancy Services are performed.

5. CONSULTANCY OBLIGATIONS
5.1 The Consultancy agrees on its own part and on behalf of its Staff as follows: -
5.2 If the Consultancy is unable for any reason to perform the Consultancy Services during the course of an Assignment the Consultancy should inform Agency and the Client by no later than 10.00am on the first day of incapacity.
5.3 The Consultancy shall have reasonable autonomy in relation to determining the method of performance of the Consultancy Services but in doing so it shall co-operate with the Client and comply with all reasonable and lawful instructions within the scope of the Assignment made by the Client.

[phibrizzo]

5. CONSULTANCY OBLIGATIONS
5.1 The Consultancy agrees on its own part and on behalf of its Staff as follows: -
5.2 If the Consultancy is unable for any reason to perform the Consultancy Services during the course of an Assignment the Consultancy should inform Agency and the Client by no later than 10.00am on the first day of incapacity.
5.3 The Consultancy shall have reasonable autonomy in relation to determining the method of performance of the Consultancy Services but in doing so it shall co-operate with the Client and comply with all reasonable and lawful instructions within the scope of the Assignment made by the Client.
5.7 The Consultancy shall ensure that the following provisions are included within any and all terms and conditions it has with the Staff to ensure that the Staff are contractually bound to comply with the following:
5.7.1 to perform the Consultancy Services in accordance with all applicable laws and regulations, directions, permissions, licenses, waivers, consents, registrations approvals and other authorisation of competent authorities;
5.7.2 to provide the Consultancy Services in accordance with any timetable or other targets for progress or delivery or completions of the Consultancy Services as agreed with the Client;
5.7.3 to protect Client confidentiality in accordance with the terms set out in clause 11.1 of this Agreement;
5.7.4 to promptly remedy any incorrect or defective work arising as a result of the Consultancy Services when requested so to do;
5.7.5 to comply with any codes, regulations, policies and procedures including but not limited to those relating to security, health and safety as applicable to the Client and any locations where the Consultancy Services are undertaken by the Staff;
5.7.6 to the extent that the Consultancy does not, to account to the appropriate authorities for all tax (including, where applicable, Value Added Tax), National Insurance contributions and/or social security levies (if any) (or non-UK equivalents of the same) payable in respect of sums paid by the Consultancy to the Staff in connection with their performance of the Consultancy Services;
5.7.7 to indemnify and keep indemnified Agency and the Client against any and all losses, actions, claims, costs, expenses, damages and liabilities whatsoever and howsoever incurred resulting or arising from any of the following:
(a) the Staff's negligent acts or omissions and/or willful misconduct;
(c) the Staff claiming, or being deemed, to be an employee or worker of Agency or the Client.

[phibrizzo]

14. RELATIONSHIP BETWEEN AGENCY AND CONSULTANCY
14.1 The Consultancy acknowledges to the Agency that its services are supplied to Agency as an independent contractor and that accordingly the responsibility of complying with all statutory and legal requirements relating to the Staff (including the payment of taxation) shall fall upon and be discharged wholly and exclusively by the Consultancy. In the event that any person should seek to establish any liability or obligation upon Agency on the grounds that the Staff are an employee or worker of Agency, the Consultancy shall upon demand indemnify Agency and keep it indemnified in respect of any such liability or obligation and any related costs expenses or other losses which Agency shall incur.
16. LIABILITY
16.1 The Consultancy shall be liable for any and all loss, damage or injury to any party resulting from the negligent acts or omissions of its Staff or from the acts of omission of any assignee or sub-contractor to the Consultancy Services during an Assignment.
16.3 The Consultancy shall be liable for any defects arising in relation to the Consultancy Services and shall rectify at its own cost such defects as may be capable of remedy within a reasonable period from notification of such defects by either Agency or the Client.
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SCHEDULE 1:
CONSULTANCY ASSIGNMENT SCHEDULE

TO CONSULTANCY AGREEMENT DATED 1 October 2014
BETWEEN:
Agency
CONSULTANCY TBC
Relevant Staff (MY NAME and Surname)
CLIENT (client name)
CONSULTANCY NOTICE PERIOD FOR EARLY TERMINATION None applicable. The Relevant Staff is expected to complete the assignment.
Agency NOTICE PERIOD FOR EARLY TERMINATION TBC

[TheCyclingProgrammer]

FFS, do you really expect somebody on here to read all that? Pay a professional to give you their legal opinion, or quote the relevant part of the contract.

[phibrizzo]

FFS, do you really expect somebody on here to read all that? Pay a professional to give you their legal opinion, or quote the relevant part of the contract.

You are right. I cut negligible parts. I'm in the place where there is no UK legal advisors at all and this agreement has been made with UK based Agency and North Ireland based Umbrella.

I hope somebody at lease could look on that and answer my questions - worth to try

[TheCyclingProgrammer]

I hope somebody at lease could look on that and answer my questions - worth to try

I, and others on here, are more than happy to try and help people (although bear in mind that most of us are not accountants or legal professionals).

What I'm not willing to do is read through pages of somebody else's contract in detail for them. Sorry.

[malvolio]

I'm not sure how you expect to not sign the umbrella contract and still get the gig, but I guess you know what you're doing...

You can get legal advice wherever you are, there's this thing called the internet that I'm told quite a few UK companies use to work with people all over the place.

However, just as a starter, Clause 15.2 is illegal. I wouldn't sign that contract on that basis alone.

[phibrizzo]

I'm not sure how you expect to not sign the umbrella contract and still get the gig, but I guess you know what you're doing...

You can get legal advice wherever you are, there's this thing called the internet that I'm told quite a few UK companies use to work with people all over the place.

However, just as a starter, Clause 15.2 is illegal. I wouldn't sign that contract on that basis alone.

Hey,

I dont want to start this at all ... just signed this one and wish to just abondone it but need to know if I will not be hurt by Agency.

[malvolio]

Hey,

I dont want to start this at all ... just signed this one and wish to just abondone it but need to know if I will not be hurt by Agency.

OK, so you have the answer. You aren't going to sign any contract that contains an illegal requirement. Clause 15,.2 is ensuring you opt out of the Agency Regs; that cannot be a condition of the contract and as an employee of the umbrella it's not under your control anyway.

[LisaContractorUmbrella]

Hey,

I dont want to start this at all ... just signed this one and wish to just abondone it but need to know if I will not be hurt by Agency.

If you have signed a contract to perform work then you are legally bound by it. That said it is unlikely that the agency would sue you for breach of contract but you probably would also never get another contract through them, especially if you are letting them down at short notice.