Liability for independent contractors

The following Commercial practice note provides comprehensive and up to date legal information covering:

  • Liability for independent contractors
  • Remaining liable for acts and omissions of contractors
  • The position in contract
  • The position in tort
  • The position in agency
  • Vicarious liability
  • Non-delegable duties
  • Statutory non-delegable duties
  • Common law non-delegable duties
  • Identifying non-delegable duty of care—Woodland v Essex County Council
  • More...

Liability for independent contractors

Remaining liable for acts and omissions of contractors

Commercial entities often delegate obligations or services that they owe to third parties to contractors. Although this may be possible to an extent, an engaging party may remain liable for the acts and omissions of such contractors. This may arise in the context of contractual liability, agency, vicarious liability and non-delegable duties. It is therefore important when engaging independent contractors to understand the scope of any continuing liability to be able to advise on risk, limitation and exclusion of liability and insurance. This Practice Note focuses on vicarious liability and non-delegable duties when engaging independent contractors.

The position in contract

Contractual rights and benefits are (subject to express contractual provisions to the contrary) assignable, and contractual obligations or burdens are not. In certain circumstances contractual obligations or burdens may be performed by contractors or subcontractors. When permitted and performed in accordance with an engaging party’s contractual obligations to third parties, such contracting will discharge the engaging party’s contractual obligations, for example to its customers, but it will remain primarily liable for such contractual obligations and there will be no privity of contract between the engaging party’s customers and the independent contractor. Subject to some limitations (for example, see Practice Note: Exclusion and limitation of liability), it is open to the parties to agree contractual terms that

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