Agency Lies

[Spikeh]

If your client is now p*ssed off with the agency and you have as good a relationship with the client as you say, why not terminate your contract with the agency, have the client terminate their contract with the agency and have the client contract you directly?

You get a better rate and the client gets to pay a little less as they're no longer paying the (inflated) agency margin. Win-win situation (for you and the client at least, not so much for the agency - but who gives a sh*t about them? They did start this after all!)

If you and client work this correctly (i.e. you're both prepared to lie to the agency just as they have lied to you), the agent would never know that you've gone back to work for the client, regardless of any potential "handcuff" clauses that may have normally prevented you from doing so.

I appreciate the advice, but that's a big no no I'm afraid (restriction clause and all that). I have no doubt the agency will find out one way or another.

I'm yet to speak to my client about it, but I've got a decent plan of attack, so thanks for all the advice people

[Boo]

...
Today I found out that they were lying. The client did not sign off the rate reduction (they expected me to be on the full rate initially quoted), and they're livid about it. This whole thing kicked off because current ClientCo sent all contractors an email asking me if everything was alright with the agency (and if they needed to jump on them for any reason), which prompted another contractor to question something the agency had done... which made me mention the rate reduction to ClientCo, just in passing.
...
I'm considering raising an invoice for the days I've already worked x the rate reduction, and continue to invoice them at the originally quoted rate. There has to be some kind of contract breach here, even if it's at the client's side? I'm waiting to hear if the client has the commission percentage in writing before I act on anything.

I would think you have a case for Unjust Enrichment, but you would need to speak to a lawyer before taking any action on that basis, see here : Unjust enrichment - Wikipedia, the free encyclopedia

One thing to note - I signed an NDA that specifically says I can't talk to the client about rate etc. I'm hoping that's another agency "trick" to scare people... and can be safely ignored.

I think you are oK on those grounds because the agency told you that it was the client who had requested the rate reduction, so your initial mention of that should have been common ground. After that IMO you were entitled to discus the agencies deception as that undermines the entire basis of the contract.

ISTM that your contract with the agency is void because of their conscious deception and you would have no problems going direct or via another agency. You should certainly invoice for the difference between the original and reduced amounts and if they kick up a fuss tell them where to go. They will undoubtedly deny all wrongdoing, but with the client on your side they have nowhere to hide.

Ignore the apologistas on this forum who will tell you to suck it up and ask "if you are cut out to be a contractor", if you are lied to then that undermines the contract and you should defend yourself against that.

Good luck whatever you decide,

Boo

[Spikeh]

I would think you have a case for Unjust Enrichment, but you would need to speak to a lawyer before taking any action on that basis, see here : Unjust enrichment - Wikipedia, the free encyclopedia


I think you are oK on those grounds because the agency told you that it was the client who had requested the rate reduction, so your initial mention of that should have been common ground. After that IMO you were entitled to discus the agencies deception as that undermines the entire basis of the contract.

ISTM that your contract with the agency is void because of their conscious deception and you would have no problems going direct or via another agency. You should certainly invoice for the difference between the original and reduced amounts and if they kick up a fuss tell them where to go. They will undoubtedly deny all wrongdoing, but with the client on your side they have nowhere to hide.

Ignore the apologistas on this forum who will tell you to suck it up and ask "if you are cut out to be a contractor", if you are lied to then that undermines the contract and you should defend yourself against that.

Good luck whatever you decide,

Boo

Thank you. I'm definitely going to defend myself one way or another, but I'm not entirely sure how I'm going to approach this. My contact at the client is busy for a little bit, but when he's not, we'll be on it.

[Incognito]

If you have been induced to enter into a contract through a false statement of fact, then this can amount to a misrepresentation and can provide you with the ability to rescind the contract. If your NDA and restriction clause is in the contract then these may be invalid as well. Do you have anything in writing regarding your conversation with the agent about the reduced rate?

Additionally, your NDA isn't very well written if the below is representative:

"Confidential information includes without limitation, any trade secrets or proprietary information concerning <ClientCo> or <Agency>, business plans, Client(s), location or any other contractual information including Rate between the Consultatnt(s) and the Company"

It's a B2B contract so the rate is negotiated and agreed between your Ltd Co and the Agency, it is no concern of the Agency or your Client what your Ltd Co pays you and consequently there is no agreed rate between you as the Consultant and the agency as the Company. You need to remember that you are fulfilling two roles, firstly as the director of your Ltd Co and secondly as any consultant who is provided to the client by your Ltd Co. The two are not the same.

[Spikeh]

If you have been induced to enter into a contract through a false statement of fact, then this can amount to a misrepresentation and can provide you with the ability to rescind the contract. If your NDA and restriction clause is in the contract then these may be invalid as well. Do you have anything in writing regarding your conversation with the agent about the reduced rate?

Additionally, your NDA isn't very well written if the below is representative:

"Confidential information includes without limitation, any trade secrets or proprietary information concerning <ClientCo> or <Agency>, business plans, Client(s), location or any other contractual information including Rate between the Consultatnt(s) and the Company"

It's a B2B contract so the rate is negotiated and agreed between your Ltd Co and the Agency, it is no concern of the Agency or your Client what your Ltd Co pays you and consequently there is no agreed rate between you as the Consultant and the agency as the Company. You need to remember that you are fulfilling two roles, firstly as the director of your Ltd Co and secondly as any consultant who is provided to the client by your Ltd Co. The two are not the same.

Well, I certainly signed the contract after I had confirmed why the rate was reduced. I'm going to get my PA to forward me the email that she sent to them with the signed contract attached so I know exactly when it was.

They confirmed via email that the rate reduction was at the client's request, and in the same email confirmed what their percentage was, so I'm covered there.

I am fully aware that the roles are different - I've ran Ltd companies in the past, as well as being a sole-trader, and I've been contracting for around 7 years. I very much treat all my clients as clients, and do my utmost to educate any that think otherwise. Current ClientCo is very understanding of this thankfully, so it's a lot easier to talk to them about things like this.

The NDA is a separate document, and it's between me personally, and the agency. There is mention of my Ltd company on there, but only in the definitions - my company is not mentioned anywhere within the text of the NDA itself. It's written in the first person... "I <name>, understand that..." etc.

The NDA within the contract is of standard fay - don't disclose the client's secrets etc. At no point does it say I can't speak to the client about rate etc... only in the separate NDA.

[Taita]

I think I'm more upset that they lured me in than anything else - they have genuinely been a fantastic agency so far.

I felt a bit weird about the rate reduction at the time - the client didn't seem bothered about me working at home in the slightest... which I mentioned to the agency, though they were adamant.

Four months into a 12 month contract with an amenable client and an otherwise fantastic agency? Just forget your woes. The agency is abiding by your contract. The quarrel is between client and agency. If you get your head down and get on with your work it very probably will pass you by.

[Boo]

Four months into a 12 month contract with an amenable client and an otherwise fantastic agency? Just forget your woes. The agency is abiding by your contract. The quarrel is between client and agency. If you get your head down and get on with your work it very probably will pass you by.

And so will the money stolen from him.

Boo2

[Spikeh]

Four months into a 12 month contract with an amenable client and an otherwise fantastic agency? Just forget your woes. The agency is abiding by your contract. The quarrel is between client and agency. If you get your head down and get on with your work it very probably will pass you by.

Such an English thing to say isn't it? "Just put up with it, you're happy aren't you?".

Spoke to the client yesterday, and they haven't spoke to the agency yet thank God... we're gonna approach it together. Things are in hand

[Willapp]

Such an English thing to say isn't it? "Just put up with it, you're happy aren't you?".

Spoke to the client yesterday, and they haven't spoke to the agency yet thank God... we're gonna approach it together. Things are in hand

Good luck, interested to see how things pan out. I agree just because "putting up with it" is the British thing to do, doesn't make it right!

[Old Greg]

A bit off-topic perhaps, but regarding handcuff clauses:

- who is restricted, the Ltd, the Director or the worker
- what happens fs I close down my Ltd and open another and then contract directly with end client?