The term 'contractor' in the contract

[Jog On]

Just got my new contract for new gig. It seems the person who drafted it is very familiar with IR35 although throughout the contract my Ltd is referred to as “the contractor”. I’m sure this is OK but would it be an idea to ask them to substitute this with “service provider”?

I’m quite happy with that – if anything I think the “For the avoidance of doubt, the relationship between the two parties is not one of employer/employee” might be a bit of overkill and could possibly be seen as being put in there with the express intention of tax avoidance? I know they get funny about that as well.

I’d be really happy if it said ‘service provider’ instead of ‘contractor’ though, the word contractor is too individual/singular for my liking..

Or am I just being pedantic?

*edited out quotes*

[Bluebird]

Just got my new contract for new gig. It seems the person who drafted it is very familiar with IR35 although throughout the contract my Ltd is referred to as “the contractor”. I’m sure this is OK but would it be an idea to ask them to substitute this with “service provider”?

I quite like the last couple of clauses which read:



There is another clause which reads:



Does this mean that in the event of needing to substitute I’d need to employ someone?

Anyway I think that’s substitution covered – as for MOO and control:



I’m quite happy with that – if anything I think the “For the avoidance of doubt, the relationship between the two parties is not one of employer/employee” might be a bit of overkill and could possibly be seen as being put in there with the express intention of tax avoidance? I know they get funny about that as well.

I’d be really happy if it said ‘service provider’ instead of ‘contractor’ though, the word contractor is too individual/singular for my liking..

Or am I just being pedantic?

The contract should say "service provider" but it can refer to you as the "service providers representative"

[malvolio]

OTOH there's no problem with "Contractor" as long as it is defined as being YourCo in the schedules and not you personally.

The "not to subcontract" bit means in effect the contract itself cannot be reassigned to another company, although you may obviously use someone else to fulfil it under the banner of YourCo

This looks awfully like a Lawspeed-drafted contract from the bits quoted - who are the agency?

[TheFaQQer]

The key part is the definition of "Contractor" - as long as this says that the Contractor is MyCo Ltd then there is no problem.

For that matter, it could refer to you as "The Fish" - as long as there is a definition that explains what "The Fish" is, there is no problem with it legally. I'd be a little wary of a contract that defined your company as "The Tax Avoider" or somesuch though...

[Jog On]

Thanks for the replies all. I've edited out the original quotes now.