B2B contract

[jim2406]

Folks

I have a B2B agreement between my limited company and a client.

My company is providing TWO contractors (me and another) to the client over a 3 month-ish period.

The contract is a typical IR35-friendly contract, with one exception - the client isn't too keen on the mutuality of obligation clause as they want to make sure we take on the work they're engaging us to do.

Is the lack of MOO likely to cause any real issues in the event of an investigation?

My company has several other streams of income, and not only are we doing some work for the client co, we are also working with them to help them market their product to some of our other customers.

In my eyes we are far, far beyond the realms of an employer / employee relationship.

Interested to hear the thoughts of others on this as don't really want to pay for a contract review if it's unecessary, which I believe it is.

Thanks

[Hex]

I can't see you should have a problem.

Can you detail the work to be done explicitly in the schedule to the contract, and state in the contract that work to be done will be limited to the work specified in the schedule? MOO then does not apply to all other work (not specified in the schedule).

It seems quite reasonable that you are obligated to perform the work in the schedule. MOO clauses are usually to point out that you are not obliged to take on anything they ask you to do, rather than what is explicitly laid out.

All IMHO of course.

[thunderlizard]

I agree with Hex. The thing to watch out for with MOO is a "must perform any other duties as may reasonably be required" obligation.
Besides, if the work is freely interchangeable between both subcontractors you're probably OK on substitution alone.

[BlasterBates]

The fact there is more than one of you effectively puts you in the clear. They target one man companies.

[jim2406]

Thanks for the replies everyone.

There is a schedule of work - we are here to perform a specific task.

As goes substitution there are several of us and all are interchangeable, all known to the client by name.

From what I can tell, if we failed IR35 then everyone is screwed, since we are about as far outside of it as it's possible to be...

Thanks again,
Jim