Contract Term - Client or Agency obligations

[Belle]

My limited company has secured (and signed) a contract through a consulting company into an end client. The schedule in the contract outlines a Term with a start date of 01 December, however I have yet to start at the end client (and have not received a confirmed start date) and my limited company is unable to charge for the days I am not working (as payment is dependent on completed time-sheets…although I am opted-in).

Re-reading the contract it does not explicitly state that the consulting company is obligated to provide my limited company with work during the term outlined in the schedule. However it does stipulate that my limited company agrees to provide the services as outlined in the Schedule to the end Client during the Term. I have re-read other contracts I have had in the past and they also do not explicitly stipulate that the client is obligated to provide work during the term in the schedule (although this has never been an issue until now).

Is this normal? When a term is outlined in a schedule, is it not expected or implied that you will be working during that term? Or should I have requested a clause specifying this? I know I should probably pass this through a lawyer but wondered whether anyone had specific experience of this.

[kingcook]

My limited company has secured (and signed) a contract through a consulting company into an end client. The schedule in the contract outlines a Term with a start date of 01 December, however I have yet to start at the end client (and have not received a confirmed start date) and my limited company is unable to charge for the days I am not working (as payment is dependent on completed time-sheets…although I am opted-in).

Re-reading the contract it does not explicitly state that the consulting company is obligated to provide my limited company with work during the term outlined in the schedule. However it does stipulate that my limited company agrees to provide the services as outlined in the Schedule to the end Client during the Term. I have re-read other contracts I have had in the past and they also do not explicitly stipulate that the client is obligated to provide work during the term in the schedule (although this has never been an issue until now).

Is this normal? When a term is outlined in a schedule, is it not expected or implied that you will be working during that term? Or should I have requested a clause specifying this? I know I should probably pass this through a lawyer but wondered whether anyone had specific experience of this.

I've not had experience of this no, but i can say in my current contract it does state something like "you may not start on the specified start date, if so, we do not have to pay you"

[Hex]

It is very usual for your contract to say that their is no obligation on the client to give you work nor for you to accept work given during the terms of the contract. This is called abscence of Mutuality of Obligation and is a good thing as far as IR35 is concerned. It is typical in a Business to Business relationship. It is part of what being a contractor is about. Clients get flexibility and you (supposedly) getter better remuneration.

[Belle]

It is very usual for your contract to say that their is no obligation on the client to give you work nor for you to accept work given during the terms of the contract. This is called abscence of Mutuality of Obligation and is a good thing as far as IR35 is concerned.

Good thing as far as IR35 but bad thing for me. It means I'm obligated during the Term to remain available for the Client, but does not mean the Client is obligated to provide me with work. I "assumed" that the Term was when I would be working From and To but obviously not. Something I'll be aware of in future contracts.

[SueEllen]

Good thing as far as IR35 but bad thing for me. It means I'm obligated during the Term to remain available for the Client, but does not mean the Client is obligated to provide me with work. I "assumed" that the Term was when I would be working From and To but obviously not. Something I'll be aware of in future contracts.

If you have a substitution clause then you just need another employee or to find a subcontractor available during the term to fulfil your company's obligations.

There may be a condition in it like if they are not an employee you need to get the subcontractor approved by the end-client (reason for this is security in most places) or you need to ensure they are adequately trained up.

However if the client refuses to allow you to use a suitably qualified law-abiding substitute, and the substitution clause is in the contract then you can terminate the contract as it's a breach of contract.

[Wanderer]

I "assumed" that the Term was when I would be working From and To but obviously not. Something I'll be aware of in future contracts.

It's not an unreasonable assumption either. The thing to remember is that we need to be flexible and sometimes you're going to get jerked around. Once you get a good contract and some decent cash rolling in you'll forget about all the messing about.