Hi all, looking for some thoughts on this please. I've searched and found one relevant previous thread
https://forums.contractoruk.com/busi...l-clauses.html
but it was a year ago and it didn't have a lot of discussion about the audit clause in particular. The clause I'm being asked to sign up to is very similar to the one in that thread - basically that for the duration of the contract *and for six years thereafter* ! the employment business (through whom I'm contacted to the end client) can, on provision of notice, enter my business premises and audit what they like (I'm paraphrasing, obviously, but that's about the size of it).
It's a longish clause and feels pretty onerous.
Are clauses like this now commonplace?
What are your views on them? I think I've seen something similar one before, a couple of years ago, but it was in ai situation where I was already contracting direct to the client and they implemented a blanket policy to go via agents. Under the circumstances, the client (who were very keen for me not to be peed off or inconvenienced) agreed with the agent to waive all clauses I didn't like the look of - and since the agent had done nowt to recruit me and the whole thing was money for nowt, they were comfortable doing this. Therefore I've never had to properly argue this before...
EDIT: OK so I challenged the clause and tried to get it removed. They held firm. I then suggested amendments to reflect remunerating me for cooperation with such an audit (also tried to get the 6 years reduced). Again, they held firm. This happened whilst they were holding firm on a few other things but making reasonable concessions on other aspects, and whilst on other points relating to different clauses we had a sensible dialogue, on this one I was just blocked. It actually made me more nervous about it rather than anything else.
Ultimately I gave up on trying to get paid for my time in favour of the thing that was more important to me. The drafting of the original clause was both swingeing and quite sloppy - I'm not even sure it was intentional but it was drafted such that they really had the right to come in - including entering premises - and look at whatever they wanted, for whatever reason. I managed to get wording inserted - helped by some legal advice - to limit the purpose to verifying compliance with the contract terms. That was the only concession I won. It was the last outstanding point in the negotiation and clearly there will be some who say 'should've walked away', however whilst I did have a few other irons in the fire contract-wise, I wanted this contract and I'm due to start imminently so...
Finally, the agent did say that he's not aware of the right ever having been exercises. Which is pretty much what I'd expect. However it's not sensible to sign away rights even if you think somebody will never take advantage of what you're signing away! Ultimately, I decided this was a risk worth taking.
My own thoughts? This is financial services industry - very regulated, very risk averse. I wonder if this is part of an overall strategy to demonstrate an appropriate level of control/ oversight over contractors and it may even flow down through from the client via 2 agencies. As I mentioned in a comment previously, I wonder if it's just something that everyone has in their heads as 'it's a must-do clause, it can't be changed' which is often very hard to challenge even if nobody really understands why!!
If anyone else has any more insight I shall be glad to hear it but the above is the conclusion I've come to from the combined effects of discussing with my family members who are auditor and solicitor respectively, my own research and thinking.
https://forums.contractoruk.com/busi...l-clauses.html
but it was a year ago and it didn't have a lot of discussion about the audit clause in particular. The clause I'm being asked to sign up to is very similar to the one in that thread - basically that for the duration of the contract *and for six years thereafter* ! the employment business (through whom I'm contacted to the end client) can, on provision of notice, enter my business premises and audit what they like (I'm paraphrasing, obviously, but that's about the size of it).
It's a longish clause and feels pretty onerous.
Are clauses like this now commonplace?
What are your views on them? I think I've seen something similar one before, a couple of years ago, but it was in ai situation where I was already contracting direct to the client and they implemented a blanket policy to go via agents. Under the circumstances, the client (who were very keen for me not to be peed off or inconvenienced) agreed with the agent to waive all clauses I didn't like the look of - and since the agent had done nowt to recruit me and the whole thing was money for nowt, they were comfortable doing this. Therefore I've never had to properly argue this before...
EDIT: OK so I challenged the clause and tried to get it removed. They held firm. I then suggested amendments to reflect remunerating me for cooperation with such an audit (also tried to get the 6 years reduced). Again, they held firm. This happened whilst they were holding firm on a few other things but making reasonable concessions on other aspects, and whilst on other points relating to different clauses we had a sensible dialogue, on this one I was just blocked. It actually made me more nervous about it rather than anything else.
Ultimately I gave up on trying to get paid for my time in favour of the thing that was more important to me. The drafting of the original clause was both swingeing and quite sloppy - I'm not even sure it was intentional but it was drafted such that they really had the right to come in - including entering premises - and look at whatever they wanted, for whatever reason. I managed to get wording inserted - helped by some legal advice - to limit the purpose to verifying compliance with the contract terms. That was the only concession I won. It was the last outstanding point in the negotiation and clearly there will be some who say 'should've walked away', however whilst I did have a few other irons in the fire contract-wise, I wanted this contract and I'm due to start imminently so...
Finally, the agent did say that he's not aware of the right ever having been exercises. Which is pretty much what I'd expect. However it's not sensible to sign away rights even if you think somebody will never take advantage of what you're signing away! Ultimately, I decided this was a risk worth taking.
My own thoughts? This is financial services industry - very regulated, very risk averse. I wonder if this is part of an overall strategy to demonstrate an appropriate level of control/ oversight over contractors and it may even flow down through from the client via 2 agencies. As I mentioned in a comment previously, I wonder if it's just something that everyone has in their heads as 'it's a must-do clause, it can't be changed' which is often very hard to challenge even if nobody really understands why!!
If anyone else has any more insight I shall be glad to hear it but the above is the conclusion I've come to from the combined effects of discussing with my family members who are auditor and solicitor respectively, my own research and thinking.
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