A self-employed person via an exchange or aggregator: the platform offer vs your contract

A freelance exchange, a services aggregator, or an HR platform is convenient: search, escrow, the self-employed person’s receipt. But the platform offer governs your dispute with the platform and does not close every risk with the contractor. If the work is critical — deadlines, an NDA, the result, penalties — relying only on the exchange rules is risky: if the offer changes, there is a dispute about status, or the contractor leaves “the platform,” you may be left without a direct contract.

Two layers of documents — two different jobs

The platform offer usually covers the commission, escrow, disputes with the platform, account blocking, and tariff changes. A direct contract with the self-employed person (civil-law / services) covers the subject, the term, the result, IP rights, confidentiality, and the parties’ liability. Do not mix them up: winning a dispute with the exchange under the offer ≠ obtaining the certificate you need and the rights to the result from the contractor.

A basic review of a contract with a self-employed person is in how to draft a contract with a self-employed person.

What to check in the platform offer

1. Money and withholdings

• The commission, when it is charged, and refunds if a task is cancelled
• Who issues the professional-income-tax (NPD) receipt, and what to do if the contractor’s status is wrong
• When escrow is released, and the grounds for withholding

2. Disputes and unilateral changes

• Who decides a client–contractor dispute: the platform or a court
• The notice period for a change to material terms
• What counts as consent: continuing orders, silence, or not withdrawing funds

3. Limits on direct contact

• A ban on “taking the contractor off the platform” and the size of the penalty
• Whether a parallel direct contract for the same scope of work is allowed
• What happens to materials and correspondence if the account is blocked

What to repeat in a direct agreement

1. The subject, the term, acceptance criteria, and the delivery format
2. Transfer of rights to the result, and a ban on reselling it to third parties
3. An NDA and a ban on leaking access or data
4. The payment procedure outside the platform (if that is allowed) and taxes / NPD status
5. Liability for a missed deadline and for material defects

If the offer bans a direct contract, weigh the platform penalty against the risk of working with no record of IP and the NDA. Sometimes a short addendum on the result, after the task on the exchange is finished, is enough — read the offer.

The cooling-off period and 289-FZ (from October 2026)

In the logic of the platform economy, a cooling-off period appears: you cannot “flip” a relationship out of the platform format and around the rules in one click. For the client that means: do not assume that yesterday’s contractor from the exchange will automatically become your staff member or civil-law counterparty tomorrow, without the platform’s limits and the law. Plan the transition period, the paperwork, and the payments in advance.

A 10-minute checklist

Related reading

• How to draft a contract with a self-employed person
• Civil-law contract vs an employment contract
• Contracts for freelancers
• A marketplace offer: how to read the risks

Short conclusion

A platform speeds up hiring, but it does not replace a direct contract on the substance of the work. Read the offer as a contract with the exchange, and with the self-employed person record the result, the rights, and confidentiality separately — especially if the volume is growing or you plan to take the contractor “into the field.”