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Freelancers - The Dreaded T&C's ?


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Dear all,

 

So one thing that keeps popping it's ugly head up now and again in my world is that of companies supposedly using sub-contractors (free-lancers) and their (the company) sending out their own T&C, which inevitably read for the most part as if your are an employee rather than a sub-contractor.

 

Now I fully appreciate that the 'AV freelancer' is largely a myth and we are all, for the most part, a dynamic workforce of part-time employees (just don't tell the tax man) with the veil of trying to give the tax man the impression their's no NIC etcetc to pay.

 

 

So what I am asking is:

 

1st off, How do you deal with it, when someone sends you a T&C's document that tells you what you can and can't bill on, what your responsibility are (yet does not mention a specific contract or engagement for details) etcetc that certainly goes against your own T&C of business? And largely sounds like an internal document for employees

 

Putu-p and shut-up?

Stand your ground and challenge it?

 

 

2nd, Would the tax man expect every sub-contractor to be working under the same T&C's (Surly agreements should be on an individual basis?)?

 

3rd, Do you have your own T&C's as a subcontractor?

 

 

 

s

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I'm not quite sure what the T&Cs you are talking about are?

 

The relationship between a client and the subcontractor would need contracts to be watertight, and the T&Cs are just part of the contract. As far as my limited legal skills are aware, contract terms must be reasonable.

 

If they want you to cover X event, that's in that contract. If they want Y event, that's separate, unless the contract specifically details each one, as in perhaps a series of dates you agree to cover. The tax man cares little about T&Cs, unless they are going down the dispute route between contractor and employee.

 

If you are a real contractor, you read the terms of the contract and agree to accept or decline. You can of course negotiate. You and they have to determine as best you can your status. In most cases, they will suffer more than you will if HMRC determine they're an employer.

 

Of course at the end of the day there's only one real question - do you want the money or not?

 

Some clients can be negotiated with. others take it as an insult and would stop using you. I have one who has resisted any form of increase for 6 years. He's one of those types who would cut off his nose to spite his face - it's not the money but principle. He'd simply stop, rather than pay more.

 

However - some people have included terms that I cannot agree to, and I simply cross them out, and send them back with my signature and they usually bluster and it still goes ahead. One thing that often sneaks in is titles, in emails I get referred to "our technical Manager" and I am not. I tried adding a line to an invoice once charging for Technical management and they soon put a stop to that, so negotiation can be fun.

 

Are you getting unusual T&Cs? Mine are always very dull? I'm interested in 30 days payment terms, recovery in full for the cost of sundry items provided and stuff like that. I don't think time or hours or even finishing times are ever in mine? In fact, in my own documents I never actually say where my short day turns into normal day and then into long day, and I decide the cutoff point based on how hard I worked!

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1st off, How do you deal with it, when someone sends you a T&C's document that tells you what you can and can't bill on, what your responsibility are (yet does not mention a specific contract or engagement for details) etcetc that certainly goes against your own T&C of business? And largely sounds like an internal document for employees

 

 

You have to reject it. The customer cannot dictate how you charge and cannot dictate how you do the work within reason. I once had to terminate quite a nice little contract after the manager at the client changed and started to question the invoices wanting to know individual details of a job that had been let to me at a fixed price for the final product. They should not know and do not need to know what you are billing for or indeed what your profit added to that is. I only ever take on work at a fixed price all inclusive and the invoice simply bills that fixed price. The contract simply details what I am contracted to provide, when, and for how much - in a bit more detail of course. If you accept and sign detailed T&Cs which make you seem treated as a quasi employee you do run the risk of ending up with you employment status at least being questioned.

Edited by Junior8
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Dear all,

 

So one thing that keeps popping it's ugly head up now and again in my world is that of companies supposedly using sub-contractors (free-lancers) and their (the company) sending out their own T&C, which inevitably read for the most part as if your are an employee rather than a sub-contractor.

 

Now I fully appreciate that the 'AV freelancer' is largely a myth and we are all, for the most part, a dynamic workforce of part-time employees (just don't tell the tax man) with the veil of trying to give the tax man the impression their's no NIC etcetc to pay.

 

 

So what I am asking is:

 

1st off, How do you deal with it, when someone sends you a T&C's document that tells you what you can and can't bill on, what your responsibility are (yet does not mention a specific contract or engagement for details) etcetc that certainly goes against your own T&C of business? And largely sounds like an internal document for employees

 

Putu-p and shut-up?

Stand your ground and challenge it?

 

 

2nd, Would the tax man expect every sub-contractor to be working under the same T&C's (Surly agreements should be on an individual basis?)?

 

3rd, Do you have your own T&C's as a subcontractor?

 

 

 

s

 

I've now read this several times and I'm still not sure what you're asking.

 

 

In my own situation I run my own business which actually contributes 2/5th of naff all to my income, for that I negotiate a deal, execute it and charge it whithin the agreed T&C's

 

 

The majority of my work is as a subcontractor and for that I have to work to the various companies, that I work for, rules and rarely get involved with the financial side.The problem really is that S/E and subcontractor means different things in differing situations.

 

 

We need to have more of an idea of your situation before more sensible advice can be offered.

 

 

 

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Thanks Paul,

 

Basically the customer is wishing to use my services (I would say engage but for the t&C's and the way we tend to work..), but has provided there T&Cs with there PO, no request to sign and return though at this point so not sure if they have much standing, but I digress. Any they have calculated my 'costs' and not even asked whet I charge..

 

They are quite brief, but mention things like how they expect travel to be calculated (based on there office location... and deducting x miles for travel to there), that they don't accept that airport travel (to) and airport parking as a cost (i.e. they think it is part of 'travailing to work') and there is a line about 'day rates' (I think it is lifted from an HMRC doc as it's familiar), which could be interpreted as an open ended agreement to work until the job is done (that's fine if I have quoted a job cost based on detailed information, but not when I have said 'yes I'm available' and they have said great,book it in and we will send over a PO'. In which case my quote is 'day rate = costs' ).

 

 

The water is muddied a little more in that the company has recently been take over, the previous agreement had worked well and everyone was happy, but the new owners are obviously trying to cut there admin overheads and manage costs.

 

 

 

Thanks for the Reply to Roger,

 

In this instance it is probably a case of, keep ones mouth shut and get on with it, as the T&C do't really impact this particular job much (hopefully), beyond stiffing me for 15 quid on the travel, but my question is more for the bigger picture and looking forward.

 

Whats getting me that some people expect you to agree to things without actually providing you any information, like for instance, what the job involves, where your staying, how and when your getting fed or need to source ones self, what parking arrangements are. How on earth can I asses if I am charging enough... ?!

 

The situation that prompted my post is a little muddied as the company in question has recently been taken over, traditionally it was a case of 'Are you available XYZ', 'yes', 'Good, can we book you please', then a PO arrives with basic day rate and please add any reasonable travel and parking costs etc so it is currently a bot of an unknown with a new owner and what seems light tighter controls on the accounts (It's a bit like suddenly fining you working for Music group, with the low cost, stack it high approach).

 

 

So question to freelancers is:

Do you provide your own T&C's

Do you just put up and shutup to keep the work?

Or do you negotiate terms that are mutually agreeable (in my experience anyone clients doing the T&C's thing are big enough that they see freelancers as a commodity, and the chain of 'admin people' doesn't provide a very good medium for negotiation).

 

 

Anyways, another important part of the recent debates that have been posted recently about Employment status etc I still firmly believe the TAX man would have a field day if he started investigating AV companies and there 'dynamic work forces'.. but on the whole we are to small of a target for the effort vs return. Would sure help the wadges debt if companies had to start booking lampies with there own desks etc... : o p

 

 

s

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Thanks Paul,

 

Basically the customer is wishing to use my services (I would say engage but for the t&C's and the way we tend to work..), but has provided there T&Cs with there PO, no request to sign and return though at this point so not sure if they have much standing, but I digress. Any they have calculated my 'costs' and not even asked whet I charge..

 

They are quite brief, but mention things like how they expect travel to be calculated (based on there office location... and deducting x miles for travel to there), that they don't accept that airport travel (to) and airport parking as a cost (i.e. they think it is part of 'travailing to work') and there is a line about 'day rates' (I think it is lifted from an HMRC doc as it's familiar), which could be interpreted as an open ended agreement to work until the job is done (that's fine if I have quoted a job cost based on detailed information, but not when I have said 'yes I'm available' and they have said great,book it in and we will send over a PO'. In which case my quote is 'day rate = costs' ).

 

 

The water is muddied a little more in that the company has recently been take over, the previous agreement had worked well and everyone was happy, but the new owners are obviously trying to cut there admin overheads and manage costs.

 

 

 

Thanks for the Reply to Roger,

 

In this instance it is probably a case of, keep ones mouth shut and get on with it, as the T&C do't really impact this particular job much (hopefully), beyond stiffing me for 15 quid on the travel, but my question is more for the bigger picture and looking forward.

 

Whats getting me that some people expect you to agree to things without actually providing you any information, like for instance, what the job involves, where your staying, how and when your getting fed or need to source ones self, what parking arrangements are. How on earth can I asses if I am charging enough... ?!

 

The situation that prompted my post is a little muddied as the company in question has recently been taken over, traditionally it was a case of 'Are you available XYZ', 'yes', 'Good, can we book you please', then a PO arrives with basic day rate and please add any reasonable travel and parking costs etc so it is currently a bot of an unknown with a new owner and what seems light tighter controls on the accounts (It's a bit like suddenly fining you working for Music group, with the low cost, stack it high approach).

 

 

So question to freelancers is:

Do you provide your own T&C's

Do you just put up and shutup to keep the work?

Or do you negotiate terms that are mutually agreeable (in my experience anyone clients doing the T&C's thing are big enough that they see freelancers as a commodity, and the chain of 'admin people' doesn't provide a very good medium for negotiation).

 

 

Anyways, another important part of the recent debates that have been posted recently about Employment status etc I still firmly believe the TAX man would have a field day if he started investigating AV companies and there 'dynamic work forces'.. but on the whole we are to small of a target for the effort vs return. Would sure help the wadges debt if companies had to start booking lampies with there own desks etc... : o p

 

 

s

 

OK lots of questions.

 

As a 'sole trader' I set my day rate on a job by job basis and in that rate I include travel, parking, out of pocket expenses & sundries (again predicted for the job) .

Accordingly it has been known that the rate for a day has been 3 times the previous day on a different job.

That said, for my regular employers I settle on a fixed day rate but then invoice for the extras.

 

 

For example I charged a company £160 per day for working in their workshop as it was nearby and they were giving me as much work as I wanted and I provided nothing other than my tools, (they also provided food from the selection of muck trucks in the area but I usually declined)

 

but working elsewhere for them was plus expenses (after a few claims we settled on a London rate of £235).

If I'm staying away I'd expect B&B in reasonable accomodation & evening meal (with vegetables!), all travel costs and sensible travel time to be covered. This will either be a pre agreed rate or receipted expenses claim.

One company tried a 'fixed rate' and no options of expenses which looked OK , I did one small job then drew a line as they expected me to provide far too much. The secret is to call a halt quickly if it's not good enough.

 

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The secret is to call a halt quickly if it's not good enough.

From experience, I'd suggest the secret is to be open and talk and communicate with people about issues like expenses etc. We all get bogged down in Ts&Cs from time to time, but the best way of clarifying it all is to have a chat with the person that booked you.

 

It's easier said than done, but being upfront about expectations makes life a lot easier in the long run...

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Unlike Paul I have always charged an hourly rate & put that on the quote. I usually make sure that I provide most of the gear as well (sometimes with a bit of sub-hire thrown in). I do have a rate-card, but those who want everything itemised find that they get charged for all the cables, stands, etc. that usually get thrown in for free!!. If it's long-distance I will factor-in travel-time and/or mileage, but if it's local I don't usually bother. I don't do overnights.

 

The only exceptions (apart from "mates' rates") to a non-negotiable hourly rate are the office-based jobs (consultancy & project management) where I will work out an overall fee or charge a percentage of the budget, reckoning that I can more than cover my fee by getting a better deal out of the chosen supplier(s) than the client could manage (sorry chaps, it's a hard old world).

 

I've been quite lucky thus far, as all the projects & gigs I've done since I "gave up" the day-job has come by word-of-mouth (the fliers & cards I had printed are all still in their boxes), but for reasons beyond my control this year has been a bit dire.

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but has provided there T&Cs with there PO, no request to sign and return though at this point so not sure if they have much standing,

As of a few years ago it became a legal requirement that all businesses provided their T&C's to anyone else they were doing business with right up front (random googled article https://www.rocketlawyer.co.uk/documents-and-forms/terms-and-conditions-for-supply-of-services-to-business-customers.rl#). Officially it was to highlight payment terms, official addresses, billing procedures etc but like all such vague edicts it became slowly corrupted by having extra terms tacked on (usually as the result of a court case or article in a trade paper) so that now when we get T&C's from some companies they run to multiple pages and are clearly a catch-all document that their lawyers might be able to use as a get out of jail card in later litigation. It sounds like that is what you're getting; possibly because of the change of ownership.

If you don't agree with any of their terms then you should expressly and specifically notify them in writing before accepting any more work. If you don't then they are deemed to have been accepted by you and are binding on you. If your T&C and their T&C clash and you haven't got a specific paperchain resolving the issues then one day a judge in court will have to decide whose takes legal priority and he'll be making that decision based on how much he likes the font you used, what he thinks of your spelling and how much he likes or dislikes you generally.

So yes, you should be issuing a T&C's to business customers and they should have issued on to you. It's also wise to periodically (we do it annually) send a copy out so that you know they have an up to date version and likewise when someone sends one to you you should check over the key bits that impact you. The document doesn't have to be complicated - it can literally be your legal address/contact info, your payment terms, a summary of your responsibilities and a statement confirming which jurisdiction you resolve legal disputes in (for 99% of board members it will be "under the laws of England & Wales".

This is all a legal requirement; this is nothing to do with HMRC and how they assess whether you're really a business or an unoffical employee; as with most legislation there's some crossover here that ultimately won't be resolved until there's been a few court cases to actually thrash out exactly where the line is drawn. Also, HMRC will do whatever they want regardless most of the time anyway so make sure you're complying with all the other laws.

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So question to freelancers is:

Do you provide your own T&C's

Do you just put up and shutup to keep the work?

Or do you negotiate terms that are mutually agreeable (in my experience anyone clients doing the T&C's thing are big enough that they see freelancers as a commodity, and the chain of 'admin people' doesn't provide a very good medium for negotiation).

 

 

Preferably the last but sometimes you have to accept a standard contract with a customer, but in that case it scan still be the subject of horse trading. In my case they are generally buying a deadline critical end product. In those circumstances I would not accept any request to inform them of how when and where I was doing the work what expenses I was incurring and how I charged them. In the nice little job I referred to the manager, through an underling, wanted to know how I was charging time. I gave them an example of a day when I was working on behalf of three separate clients in London, Brighton and Chichester. They didn't seem to understand that someone had to pay for all that time and travel but it was entirely up to me how I allocated it. As long as they got the product that was all that should concern them. They did not agree despite the contact so I walked away - always include a get out clause if you can in anything longer term than one job. It might not be surprising to hear that the two business clients couldn't give a monkeys it was a local authority client who wanted to micro-manage.

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[If you don't agree with any of their terms then you should expressly and specifically notify them in writing before accepting any more work. If you don't then they are deemed to have been accepted by you and are binding on you.

 

So yes, you should be issuing a T&C's to business customers and they should have issued on to you.

Back in the days when the BBC was hiring back many of the technical staff it had "let go", the situation seemed to be that they issued their standard T&C's, but if you didn't like them you countered with your own, which (if they wanted you enough) they would then accept. No first-hand experience of this, as I only went back inside once (all my other contracts were for delivery of completed programmes at agreed prices, & IIRC contained very little in the way of T&C's).

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  • 3 weeks later...

So a good question is what sort of T&C's do you guys have (As freelance Sound, Lighting, AV techs)?

 

Having had a tough about it, I can either write ware and peace to cover most if not all eventualities or can just cover the most important points.

 

Curious what other people are using as we are all probably doing similar jobs ?!

 

s

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The short answer is; none of your business.

 

The longer answer is; the relationships between me and my clients took the general form of a sub-contractor to a client or major contractor with the personally negotiated terms and conditions that are none of your business. Every relationship was different, all T & C's were different and even for the same client and performing the same service could result in widely varying returns.

 

You may well be performing a similar function to other self-employed contractors but you aren't doing the same job. Employed people have jobs, you run a business. Mind your business.

 

Not being nasty here, I just hate the term freelance which is far too often code in our game for "tax dodger."

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Essentially your quote forms an offer of services - a contract - and should have your standard terms and conditions associated with it (payment terms, limit of liability etc). The purchase order is a counter-offer. By performing the work under the purchase order you are accepting their terms and conditions. I don't know about UK law, but Australian law places SOME limitation on what is fair and reasonable in this situation.

 

You can look into an "entire agreement" clause along the lines of "....All parties understand that this quotation and any attached documentation form the entirety of this agreement and supersedes all previous documentation. Where in conflict with other terms and conditions this document shall take precedence unless formally agreed by both parties." but you would need to get a legal-eagle to ensure it is valid in relation to the rest of your terms and conditions.

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