How to draft a contract with a self-employed person without extra risk
Subject matter, payment, certificates, the NPD receipt, and rights in the result — a working frame for the customer and the contractor
A self-employed contract (a contract with a self-employed person) is usually a services or work contract with an individual on the professional income tax (NPD). The mistake here is not “status for the sake of status.” It is a vague subject matter, payment with no certificates, and terms that turn the relationship into de facto employment.
You can assemble a draft from a brief, or check a text that is already ready:
1. Parties and status
- The contractor’s full name, passport details, and INN
- A statement that the contractor applies the NPD (self-employment)
- A duty of the contractor to report deregistration from the NPD
- Payment details and contacts
2. Subject matter: a result, not “an employee’s duties”
Describe a specific result or a list of services. Avoid wording about a schedule, a job title, and subordination to a manager — those are signs of an employment relationship. More detail: a civil-law (GPH) contract and an employment contract.
3. Term, stages, and acceptance
- Start and end dates / delivery stages
- How the result is recorded (a certificate, a letter, a task in a tracker)
- The acceptance period and the procedure for comments
- How many rounds of revisions are included in the price
4. Payment and the self-employed receipt
- Amount, currency, and payment deadlines after the certificate
- Advance / payment after delivery / stage by stage
- A duty to issue an NPD receipt after payment
- Who bears the tax: the self-employed person pays the NPD themselves; the customer usually does not withhold personal income tax
Fix in the contract the deadline for issuing the receipt and the consequences if it is missing — this is a frequent point of claims from the customer’s accounts team.
5. Rights in the result and confidentiality
- Who receives the exclusive rights in the result (design, code, texts)
- Whether the result may be used in a portfolio
- NDA: what counts as confidential, and for how long
6. Termination and liability
- Withdrawal from the contract on N days’ notice
- Payment for what was actually done
- Proportionate penalties (not “the penalty equals the whole contract price”)
A minimal contract structure
- Parties and NPD status
- Subject matter and annexes (statement of work)
- Deadlines and stages
- Price, payment, and the receipt
- Acceptance and revisions
- Rights in the result / NDA
- Liability and termination
- Details and signatures
Related material: a contract for a freelancer, how to draft a contract from scratch.
Draft a text or check a finished one
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