Agreement as an Individual

[norrahe]

I had this with my current contract and flat refused to sign it.

I am represented by my limited and my limited has insurances to cover me as its employee.

Got my contract reviewed and got advice on this.

[Gentile]

Hi Almighty ContractorUKers,

I have recently been offered a new contract with a company, and am now going through the Ts&Cs. One of the things that is being a requested, is for me to sign an agreement as an individual, in addition to my own ltd company that I operate, which will be the party to the contract. This has various terms such as me personally indemnifying the company, if my ltd company fails to perform, and that I agree to be a party to the contract instead of my ltd company, if it ceases to exist, or I no longer work for my ltd company.

This just seems to me to be opening the way to unlimited liability and giving some risk of bankrupting me if some sh*t happens. I have professional indemnity insurance for £1million, but regardless it doesn't sound good. I'm wondering how the directors of this company would like it, if I ask them for something similar, in case their company goes bust, before my contract potentially ends.

Any one know any good lawyers for contract review? Views on this welcome.

cheers,

L

You're right to be cautious. As you correctly picked up on, it's not in any way normal to be asked to take personal responsibility for your Ltd's legal undertakings. I'm sure your contract review with B&C or QDOS will flag up any further areas of concern. Don't let the agency bully you into signing anything you're not comfortable with. You've done the hard part by getting the Client to offer you the gig. The agency won't want to lose the contract at this stage by failing to reach agreeable terms with you. I've only once ever lost a contract at the negotiation stage, and that was a contract that was well to be lost in retrospect.

Good luck.

[Wanderer]

One of the things that is being a requested, is for me to sign an agreement as an individual, in addition to my own ltd company that I operate, which will be the party to the contract. This has various terms such as me personally indemnifying the company

More and more slimy agencies are trying to slip this into contracts. Just say NO! A thousand times NO!

If you undertake to act as a guarantor for your company then you are underwriting an unlimited liability. If it all goes wrong, they will bankrupt you, take your house, car, first born child, the whole lot.

The "L" in LTD stands for Limited Liability. Ask if, in return, the agency director will personally underwrite the line of credit that your company is extending to the agency in the event that the agency ceased trading. They will just laugh hysterically.

Who are the agency? Name and shame them please. This practice must be stamped out.

[Scoobos]

If you smell a rat, there's usually one there; I'd drop it and move on. I've been in this game a number of years and never had anything like that.

my advice is worth what you pay for it though

[BolshieBastard]

Bauer and Cotterill every time.

[captainham]

Actually, you're right, the the Professional indemnity insurance is in the name of my company ... not sure whether this is a mistake when I took it out?

Currently getting contract reviewed by B&C ...

No, not a mistake...it's the company that has the indemnity, and the fact that the company has limited liability should protect you as an individual (assuming you don't sign anything to the contrary which they are trying to get you to do here!).

Good luck with the review, I can guarantee B&C will pick this one up as an issue...

[limey]

This just seems to me to be opening the way to unlimited liability and giving some risk of bankrupting me if some sh*t happens.

Looks like that to me too.

I have professional indemnity insurance for £1million

Do you? Or is it your company that has insurance?

I'm wondering how the directors of this company would like it, if I ask them for something similar

I think we can guess.

Actually, you're right, the the Professional indemnity insurance is in the name of my company ... not sure whether this is a mistake when I took it out?

Currently getting contract reviewed by B&C ...

[Ignis Fatuus]

I might add that since it is agencies that force us to use limited companies in the first place, they can damn well take the limited liability.

[northernladuk]

NorhernLadUK will soon be along to explain the search facility

Keep up sonny keep up...

[Ignis Fatuus]

Hi Almighty ContractorUKers,

I have recently been offered a new contract with a company, and am now going through the Ts&Cs. One of the things that is being a requested, is for me to sign an agreement as an individual, in addition to my own ltd company that I operate, which will be the party to the contract. This has various terms such as me personally indemnifying the company, if my ltd company fails to perform, and that I agree to be a party to the contract instead of my ltd company, if it ceases to exist, or I no longer work for my ltd company.

This just seems to me to be opening the way to unlimited liability and giving some risk of bankrupting me if some sh*t happens. I have professional indemnity insurance for £1million, but regardless it doesn't sound good. I'm wondering how the directors of this company would like it, if I ask them for something similar, in case their company goes bust, before my contract potentially ends.

Any one know any good lawyers for contract review? Views on this welcome.

cheers,

L

This just seems to me to be opening the way to unlimited liability and giving some risk of bankrupting me if some sh*t happens.

Looks like that to me too.

I have professional indemnity insurance for £1million

Do you? Or is it your company that has insurance?

I'm wondering how the directors of this company would like it, if I ask them for something similar

I think we can guess.

[RasputinDude]

Those terms sounds pretty dodgy, and I wouldn't sign them without an expert telling me in very short, simple to understand words exactly what they mean.

Give Bauer & Cottrell a call. Bauer & Cottrell - Expert IR35, Section 660 and Employment Status Advice

NorhernLadUK will soon be along to explain the search facility


Nope, he got there before me.

[northernladuk]

If you do a search for 'contract review' or better still 'QDOS' you will find the answer to your question as well as a lot of other useful information about contract reviews you probably weren't aware of. Bearing in mind you should get every contract reveiwed you can imagine this topic gets discussed alot.

The best way to search can be found here...

http://forums.contractoruk.com/welco...uk-forums.html

[MyUserName]

I used QDOS, they seem to know what they are talking about

[limey]

Hi Almighty ContractorUKers,

I have recently been offered a new contract with a company, and am now going through the Ts&Cs. One of the things that is being a requested, is for me to sign an agreement as an individual, in addition to my own ltd company that I operate, which will be the party to the contract. This has various terms such as me personally indemnifying the company, if my ltd company fails to perform, and that I agree to be a party to the contract instead of my ltd company, if it ceases to exist, or I no longer work for my ltd company.

This just seems to me to be opening the way to unlimited liability and giving some risk of bankrupting me if some sh*t happens. I have professional indemnity insurance for £1million, but regardless it doesn't sound good. I'm wondering how the directors of this company would like it, if I ask them for something similar, in case their company goes bust, before my contract potentially ends.

Any one know any good lawyers for contract review? Views on this welcome.

cheers,

L