Substitution Clause

[joey122]

Just been reading my contract and it has the following in place:

1) The Company will be entitled to send a substitute or delegate of the Consultant after client acceptance to undertake the services to be provided.

Is this sufficient for IR35 or is the 'client acceptance' part a problem here?

[weemster]

The wording could be tightened up a bit but I wouldn't get to hung up about these clauses, they have little bearing on IR35.

[Not So Wise]

Sufficient? No.
As much as you can generally expect to get? Yes

Contract clauses can put one inside IR35 scope but they cannot get you out of it, that's up the working practices

[Qdos Contractor]

It's certainly not good enough as it stands. I would change it to:

The Company will be entitled to send a substitute or delegate of the Consultant to undertake the services to be provided. The client may satisfy itself that any such replacement is sufficiently skilled, qualified and experienced.

A dodgy substitution clause won't have 'little bearing'. Whilst the actual working practices are more important these days, substitution is usually hypothetical so the written terms will potentially have a bit more of a bearing than normal.

[thunderlizard]

so what's the difference between "the client may satisfy itself" and "after client acceptance"?

[Not So Wise]

so what's the difference between "the client may satisfy itself" and "after client acceptance"?

First is optional clause client may choose to invoke, second you must have client acceptance

[Qdos Contractor]

so what's the difference between "the client may satisfy itself" and "after client acceptance"?

Nothing. However, the adjustment I suggested lists the specific grounds for approval, all of which are reasonable. Simply stating 'client approval' could mean anything.