Reply to: Ageny contracts - between Ltd or Person?

[kyber]

As an individual, you have the right to work for whoever you want to and no company has the right to stop you... But a current employer (your company) can prevent you from moonlighting (or leave of absence) at all or specifically stop you working for a party with which it considers there to be a conflict of interest (something that does not apply the moment you cease to be an employee/director). If your company has not touted you out, it is not responsible for introduction fees etc.

[MrMarkyMark]

EXCEPT the only connection is that the manager at my current UK client had left about 2 months ago. This manager may have a role in AD for me to do a very similar role as I am just now at my current UK client (work that I am contracted to do through the agency). This manager is at the AD company and does not have work for the UK client anymore - complete new job.

Complete new job, eh?
Can't believe this is where this post ended up.

I'll say "go for it" for different reasons now

[TheCyclingProgrammer]

The agency has to enforce it.

Sure, I'm not saying its necessarily enforceable.

[WordIsBond]

The department head to whom you reported, and the foreign company for which he now works, were not parties to the contract with the agent. He (the department head) was an employee of the agent's client, but he was not their client, and the company he works for now certainly was not their client.

There is nothing to enforce.

I wouldn't even tell the agency about the department head. None of their business. You have a job with a foreign company and are going overseas. Bye, and thanks for working with me. If the secretary at the agency is female, send her some flowers as a farewell gift and they'll all think you are a nice person, especially if she is old and fat. Done and dusted.

[SueEllen]

Clause 4:

The agency has to enforce it.

If everyone is in the UAE it will be near impossible.

OP as the others said writing long, cryptic posts without the relevant information means people can't help you.

[northernladuk]

Yes apologies on my end for the unclear drib drabs - will construct a clearer post next time!

Jesus wept... Just go for it. If they do come after you just give the court this load utter tripe and they won't have a bloody clue if they are coming or going either . Great way to approach a complex problem.

I'm done with this thread

[loneb]

Yes apologies on my end for the unclear drib drabs - will construct a clearer post next time!


TheCyclingProgrammer you have quoted a good point there - number 4 can cause problems too? I know there would be problems if it was within the UK for the client etc however as its being a manager and in a completely different country with different laws etc - Will the agency have anything to stand on?

I will definitely come back to the UK and live at some point again if I made the move to the AD.

[fool]

The Abu Dhabi company/client is completely separate from my current client and the AD role will all be under the UAE rules - nothing to do with the UK e.g. current client, the pay, location etc...everything is new and paid in UAE dirham where i will have a UAE address etc.

EXCEPT the only connection is that the manager at my current UK client had left about 2 months ago. This manager may have a role in AD for me to do a very similar role as I am just now at my current UK client (work that I am contracted to do through the agency). This manager is at the AD company and does not have work for the UK client anymore - complete new job.

To me it is a brand new role which I have been 'headhunted' by my previous manager however due to point 3 (see below) it does state: This includes any person, firm or company who is or was our client or supplier




Since this manager was a 'person' which was working for my current client - Does this cause problems? Or since its UAE and completely seperate from the UK client (except the manager connection) there is no problem?


3. You agree not to, on your own account or on behalf of any other person, firm or
company canvass, solicit the custom of, deal with, or provide services to any Client or
party with which you were involved whilst providing your Services on the Project.
This includes any person, firm or company who is or was our client or supplier, or
was in the habit of dealing with us or any Group Company.


Hope this is a bit clearer however I may need to get advice from a contract lawyer as mentioned - any recommendations for this?

Go for it. A non-compete so vauge being held up against a separate entity which the agency has no relationship applied to you personally just wouldn't stand up to scrutiny. The agency won't argue it as they'll be arguing against right to work legislation and would be unable to show a loss.

Your drib drab of information is tulip posting though. Next time just get the full story.

IANAL.

[TheCyclingProgrammer]

Clause 4:

4. Neither Party will induce or entice away any employee, worker, contractor or officer
of the other Party, who is likely to be able to assist or benefit a business in (or
proposing to be in) competition with the other Party.

[loneb]

The Abu Dhabi company/client is completely separate from my current client and the AD role will all be under the UAE rules - nothing to do with the UK e.g. current client, the pay, location etc...everything is new and paid in UAE dirham where i will have a UAE address etc.

EXCEPT the only connection is that the manager at my current UK client had left about 2 months ago. This manager may have a role in AD for me to do a very similar role as I am just now at my current UK client (work that I am contracted to do through the agency). This manager is at the AD company and does not have work for the UK client anymore - complete new job.

To me it is a brand new role which I have been 'headhunted' by my previous manager however due to point 3 (see below) it does state: This includes any person, firm or company who is or was our client or supplier


Since this manager was a 'person' which was working for my current client - Does this cause problems? Or since its UAE and completely seperate from the UK client (except the manager connection) there is no problem?


3. You agree not to, on your own account or on behalf of any other person, firm or
company canvass, solicit the custom of, deal with, or provide services to any Client or
party with which you were involved whilst providing your Services on the Project.
This includes any person, firm or company who is or was our client or supplier, or
was in the habit of dealing with us or any Group Company.


Hope this is a bit clearer however I may need to get advice from a contract lawyer as mentioned - any recommendations for this?

[SueEllen]

Apologies I should have stated - Currently everything is UK - UK Ltd, UK Client and Agency, UK Bank Account/Sterling pay.

If moved to Abu Dhabi it will all be UAE so the current UK Ltd will be closed down.

You will be UAE based but what law is the employment contract written under and how is the UAE client related to the UK client?

If the UAE client is related e.g. UAE subsidiary of the UK one or vice versa, and/or the employment contract under a UK law then the client needs to pay up. Simply because the agency found you for them and has lost money.

If the UAE client is not linked and you are employed under UAE law then the client can tell the agency to go away. There isn't much the agency can do.

[northernladuk]

Apologies I should have stated - Currently everything is UK - UK Ltd, UK Client and Agency, UK Bank Account/Sterling pay.

If moved to Abu Dhabi it will all be UAE so the current UK Ltd will be closed down.

But you will still be an employee of your agents client paid by the UK client in to your UK personal account?

I'd say the situation is the same. You are just working in a different country. Your location doesn't matter. It's the contractual agreements that do.

Can the agent still prove loss which appears to be yes so handcuff still applies unless you buy out of it.

That's my opinion not being a contract lawyer.

[loneb]

Forgetting where you physically are for the moment. Where do these companies reside? Both UK and you are paid in Sterling from UK bank accounts?

Apologies I should have stated - Currently everything is UK - UK Ltd, UK Client and Agency, UK Bank Account/Sterling pay.

If moved to Abu Dhabi it will all be UAE so the current UK Ltd will be closed down.

[northernladuk]

Thank you for your responses all, does help to understand if i was thinking the right way or not.

Lets throw this a little of course.

What would happen in this situation below -

• I report directly to the head of xyz department in regards to project updates, any issues etc. The head of xyz department is a perm for the client.
• The head leaves the client and moves to a firm in Abu Dhabi.
• The head asks me to come to Abu Dhabi on a contract or perm basis for the firm in Abu Dhabi.
• I am offered the role purely for the same project as I was for the current client

In the above, how would the agency take this? If you look at point 3 below it states 'This includes any person, firm or company who is or was our client or supplier, or
was in the habit of dealing with us or any Group Company.' As the head is a person at the client i reported directly too and now wants me to come to Abu Dhabi to work with him there...would this cause issue even if it is outside the UK?



3. You agree not to, on your own account or on behalf of any other person, firm or
company canvass, solicit the custom of, deal with, or provide services to any Client or
party with which you were involved whilst providing your Services on the Project.
This includes any person, firm or company who is or was our client or supplier, or
was in the habit of dealing with us or any Group Company.

Forgetting where you physically are for the moment. Where do these companies reside? Both UK and you are paid in Sterling from UK bank accounts?

[northernladuk]

Just to throw in another curve ball into the equation does thinking about going permie with the client and the client wanting you to be permie put you in the IR35 ball park?

Yes as you will be doing an enduring permanent role so difficult to argue you are not a disguised permie really.

There is a lot of detail we don't have to consider but if you are going to put it so simply the the simple answer is yes it puts you 'in the ball park'.