Who it's for
- Businesses engaging freelancers and contractors in England and Wales
- Contractors working through a personal service company
- Medium and large clients who must give a Status Determination Statement
What's included
- About this template — contract for services, the three IR35 tests, off-payroll rules for medium and large clients, and data protection
- Part A — Parties and engagement table, including PSC details, VAT, fees, invoicing, payment terms, location and IR35 determination
- Part B — 12 clauses: engagement and status, IR35, services, fees and payment, intellectual property, confidentiality, data protection, liability, warranties, term and termination, anti-facilitation of tax evasion, general
- Part C — Execution and Schedule 1 — Scope of services (optional)
Save with a bundle: get this plus 5 more documents in the Business Starter Legal Pack for £44.99.
See what's in the bundle →Key points covered
- The contract must match the real working relationship — HMRC looks beyond the written terms
- Medium and large clients must give a Status Determination Statement and respond to challenges within 45 days
- Right of substitution subject to consent not unreasonably withheld
- Intellectual property passes to the client on full payment; background IP is licensed
- B2B late payment interest at 8% above base rate under the 1998 Act
- Add a data processing agreement if the contractor handles personal data for you
DocPilot templates are drafted from current legislation and official guidance (GOV.UK, legislation.gov.uk and the relevant regulators), checked against those sources and fully re-reviewed every six months. They are not legal advice. How we make our documents →
Read the guide
Related documents
Data Processing Agreement£14.99 · See what's included →Non-Disclosure Agreement (NDA)£12.99 · See what's included →Client Service Agreement£14.99 · See what's included →
Questions
Will this contract put the engagement outside IR35?
No contract can do that on its own. Status depends on the real working practices. The clauses reflect the key indicators, and you can check with HMRC's CEST tool.
Can it be used with a limited company contractor?
Yes. Part A records whether the contractor works personally, through a PSC or as a partnership.
Who owns the work?
The contractor until the fees are paid in full, then it is assigned to the client. The contractor keeps its pre-existing IP and licenses it as needed.
How is this different from the Client Service Agreement?
This one is for a client engaging a self-employed individual. The Client Service Agreement is for a business supplying services to its own customers.
Freelance & Contractor Agreement
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