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Dentists Who Invest

Podcast Episode

Dr James: 

Fans of the Dennis who Invest podcast. If you feel like there was one particular episode in the back catalog in the anthology of Dennis who Invest podcast episodes that really, really, really was massively valuable to you, feel free to share that with a fellow dental colleague who’s in a similar position, so their understanding of finance can be elevated and they can hit the next level of financial success in their life. Also, as well as that, if you could take two seconds to rate and review this podcast, it would mean the world. To me, what that would mean is that it drives this podcast further in terms of reach so that more dentists across the world can be able to benefit from the knowledge contained therein. Welcome, welcome to the Dennis who Invest podcast. Welcome everyone to another episode of Dennis who Invest official podcast. This is episode number in 19,. I believe slightly delayed episode, so apologies for that. I had a guest lined up. He got in touch with me to let me know that he was unwell. Very sorry to hear that. Of course I hope he makes a recovery very soon, not in the major, but it just meant that this one was slightly delayed, so apologies for that one, but I think we’ve got an absolute blockbuster to make up for it. I think this is a really relevant interest, and one this is one that we had a lot of interest on the group regarding when I ran a poll not so long ago. It’s on the topic of something that we it certainly affects most of us at some point in our career. We’ve all heard second-hand accounts of unfortunate arrangements where it’s backfired and it’s not worked out so well, and I think that if we were to sit down and have this conversation which is very not with someone who’s very knowledgeable on the subject that there is a lot of scope there for improving communications, expectations and things like that between both parties, between associates and principal dentist and I am, of course, referring to the episode, the title of the episode of this podcast, which is why not to get screwed over associate contract law We’ve got, we’re very fortunate here to have somebody who does this day in, day out. She can break it down, make it nice and simple for us dentists who have no, let’s be honest, we don’t know. We’re not legal, legal in any way. Shape reform shed some light on the situation and I’m really looking forward to it and, anecdotally, I can say that I’ve been on the wrong side of this as well, and I’m sure I’m not alone in saying that Her name is Katie Ford. Welcome to the show. Hi, thanks for having me, it’s absolutely no problem, kate, absolutely pleasure and thank you so much for coming on as such short notice Working from home today.

Kate: 

Yes, yeah, living the dream.

Dr James: 

So they say so. They say so. Kate is a law graduate, of course. Kate, would you like to speak a little bit about who you are, how you help us dentists, etc. Etc. And what you hope to speak about today on the show?

Kate: 

Yep, so I work for Ruddling’s Wakelums Listers. We as a firm specialise in kind of health care. So dentists, spets, GPs and so on. We kind of deal with a whole variety of elements. So it includes purchasing and selling of dental practices, contracts, disputes, anything that you can imagine from a legal point of view that a dentist or an associate would come across we kind of assist with. I’ve been qualified for two years now, but our firm as a whole is kind of led by Jonathan Cobb-Old, who he kind of has a immense experience in the dental industry. So we’re all kind of fully well equipped to deal with both commercial litigation and employment dental matters.

Dr James: 

Interesting, so more than qualified, on what we’re about to talk about today. And this is something that we actually get probably no formal education on in dental school none whatsoever. There is a little bit wanting on the legal aspect and what it’s taught in dental schools by and large in my view in terms of note writing, making sure there’s no flies on you effectively, but this is something I can speak from experience. At Leeds University, we never had this touched upon whatsoever and therefore a huge gap in knowledge which I’m hoping we can fill today. When we spoke about associate contract law, I am aiming this episode to be from the point of view of the associates themselves. May do a episode from the point of view of the principles in the future, but I just felt like this one would speak to the most people from can you? elaborate on some of the common situations that you’ve came across, where relationships have turned sour and your services are often required.

Kate: 

Yes. So the majority of kind of issues that we get when there is, as you say, a souring of a relationship, is when there’s been an issue with conduct either by the associate or by the principal. It’s quite common that you know associates kind of they try to run their businesses or their practices they see fit and the practice owners kind of don’t appreciate it, and then at that point there’s usually a butting of heads and you know, sometimes it can get a bit heated, sometimes associates kind of can get their emotions involved and whatnot. So it’s usually that there’s something that’s happened with some actions by one party and then maybe an associate is looking to terminate the agreement, maybe the practice owner wants to get rid of the associate, and it’s at that point that the contracts come in and it’s at that point that we get the most inquiries as to how can I leave this dental practice or how can I get rid of this associate. And it’s where kind of good drafting and good advice can come into kind of best assistant associate to just enable them to see what their rights are, what notice they have to give if they do want to leave, or how to deal with a practice manager that they’re not happy with or if, on the flip version, if they’ve been criticised for something, how what they can defend themselves with and it’s usually the contractor, good drafted contractor on agreement is kind of the best tool that they can use to kind of defend themselves and stick up for themselves and hopefully fix the situation in some way.

Dr James: 

Good, I like that. Hopefully, fixing it is a positive way that we’ve got it. When you spoke about, well, obviously, naturally, in dentistry it’s very rare that we actually are technically employees. Yeah, it’s more often than not that we are self employed. Talk about it. I know that this is very rare and, as I say, most people are employees, sorry, most people are self employed. Should we be seeking to make ourselves employed from the point of view of our rights, or what’s the pros and cons of both arrangements?

Kate: 

Yeah, so, as you say, there are pros and cons to each. Obviously, if you’re an employee, you have all employment rights, so that’s you have an automatic entitlement holiday, such as sick pay, maternity, whatever it may be you can bring a claim in the tribunal as opposed to having to bring a civil claim if there’s an issue, and it just gives you that bit of protection, whereas a self employed person wouldn’t have. On the flip side of that, you don’t have as much autonomy and I know from my experience. I have quite a few friends who are associates and they quite they’ll sometimes act for multiple dentists part time, whereas you wouldn’t be able to do that if you were. If you’re employed, and I think, as much as you don’t have the protections when you are an employee, when you have that autonomy, you can decide what you were to work, you can decide what hours you work, you can decide if you want to appoint a locum or a dental hygienist or a nurse to assist you, whereas when you’re an employee you have to follow what the practice manager says to the team and I think it just depends when an associate is kind of looking at a new job, I think it’s best that they kind of sit down with a legal professional or with their practice manager and kind of say do I want to be an employee or do I want that bit of autonomy, that bit of freedom a bit more? Say so and do I want to be an associate and kind of take on a bit more responsibility themselves. So it is always good to kind of, as much as you’re sacrificing your rights as an employee, will the benefits of being a self-employed person outweigh that?

Dr James: 

Yeah, I wonder how receptive a lot of principal dentists would be to that arrangement. Certainly not a very common one. But yeah, pros and cons. I want to say I’m sure you’re very popular amongst your dental friends in terms of advice. I bet it tests you all the time. What’s the purpose of this report?

Kate: 

I think one of my oldest friends. She’s a dentist and every time one of my wisdom teeth come through I’m like is this okay?

Dr James: 

It does, yeah, when you spoke about associates seeking to be employed or potentials seeking to be employed the point of view of protecting, I suppose, the rights a bit better, having more of a structure in terms of expectations let’s take a step back. Let’s look at associates broadly and then say or let’s see. What I want to ask is how can we generally better protect ourselves against working arrangements that don’t necessarily suit us? How can we be better informed?

Kate: 

So there are lots of resources out there when it comes to particularly if you’re an employed associate. You have Citizens Advice Bureau and you have ACAS. They’re the main sources of information that you can turn to if you are a bit concerned or if there’s something that’s troubling you in regards to your employment rights. Unfortunately, if you’re self-employed, you kind of have to rely on your own resources, which, with that point, we would kind of advise to come to. Legal professionals or Citizens Advice Bureau can step in, but they may always not be able to advise. But the first thing is first. The first element to kind of broaden your understanding of the relationship is to have a good contract in place. You know you want as much as you’re excited to get and have a new job or a new kind of service arrangement. Just signing a contract without fully understanding all of the terms, all of the obligations which you’re now going to be bound by, isn’t always the best way forward. Sometimes it’s good to pause. The job will still be there, even if you just take a few days just to get someone else to cast their eye over it. It could even be a partner, like if you took it to your other half and said can you have a look over this? Do you think this sounds okay? And if there’s anything that you don’t understand, it is always best just to double check, because there may be legal wording in there that’s been cleverly phrased by the pesky lawyers to kind of trip you up, to trip a lay person up, so kind of. The best way to prepare is most definitely having a really solid agreement put in place.

Dr James: 

Brilliant. We’ll come to those common pitfalls in just a moment, but again I’m going to take a step back and zoom out even further.

Kate: 

Is it common place that?

Dr James: 

associates don’t have contracts because a younger man like me agreed to a job where I didn’t have a contract.

Kate: 

Well. So it comes down to whether you’re employed or not. So if you are employed, your employer is obligated to give you a contract, or at least some form of statement of the terms of your employment. If you aren’t employed, and yourself employed, there isn’t a legal obligation for the principal to provide it. However, we would highly recommend that you do, just because this is an ongoing relationship. It’s not like you’re doing one job for them, where you do your job, you do it well and you get paid at the end and then you don’t see them again. You know you’re going in on a regular basis, you’re providing a service on a regular basis. It’s always best just to know exactly what they expect of you and what you want from them. You know you don’t want to be in breach of contract for something as silly as not being available on call on Saturday afternoons, which your principal may have assumed that you were going to do. So it’s always definitely good to make sure that there is something in place. Although you’re not legally obligated to have that in place, you can request it, and if at that point they say no, then we would advise you taking a step back and saying well, why don’t you want to provide terms. There is also the point that both in employment and self employed positions there are implied terms. So both yourself, as the associate, and the principal have duties of trust and confidence to each other, duties of fidelity, so you’re not going to go behind each other’s backs and kind of you know you would tarnish their business and tarnish their name. There’s also an obligation on you as the associate to provide your services with due care, consideration and due skill in a timely manner. So these are all things which you don’t really realize, that you’re kind of agreeing to be bound by, which, if it’s all set out in one document, you can turn and say right, I need to do X, y and Z, and that’s why it’s always best, because then you know exactly what’s expected of you and what’s expected of the practice.

Dr James: 

Quite common place. Is that in your experience? I think they don’t have a contract. Sorry, just to be actually.

Kate: 

It’s the majority do, just because now, with kind of companies such as code, they have templates which they give out to practices and practices use as like a base for all of their associates, which we don’t advise. We would always advise to have bespoke tailored contracts for each individual, but there are a few that do slip through the net and they don’t have anything in place and it’s just. It’s just a risk that I personally would like to know what’s expected of me, what hours I’m supposed to work, if I get any holiday, what benefits I get over time. They’re all things which your principal can turn around and say no, I’m not giving you that because there’s no express term forcing them to do so, but it is. It is on occasion you do find find those cropping up.

Dr James: 

Very much minority, then maybe like 10%.

Kate: 

Yeah, I’d say more than minority, but then I’d say the majority of them. Having drafted associate agreements myself. The majority of them are like templates, which they just put a name in, which we wouldn’t advise, because each associate is different, each associates providing a different service and each practice is different. Don’t just take, you know, the BDA’s template associate agreement and think it will apply to you. There’s always things that need tweaking and things that can be negotiated.

Dr James: 

Cool, and what rights do you have as someone who doesn’t have a contract? Then an associate doesn’t have a contract.

Kate: 

So right, wise, as I said, your practice has a duty to provide a safe and healthy environment, which at the moment, with everything going on, that’s quite important. The principal also has a duty to kind of remunerate you within a reasonable period of time of your services. There’s also, when it comes to termination. There isn’t a definitive line as to what notice they can provide you. So, as job security is a big issue for a lot of us, you don’t want to find yourself that you’re suddenly out of the job because you don’t have a contract in place, because there’s no set time in which the principal has to give you, as notice for termination, because you’re not employed, other rights that associates who are not employed. They have a, as I mentioned earlier, the fidelity duty where your principal can’t decide to. If you bring patients to a practice, they can’t steal those patients from you and keep them as their own and vice versa. You can’t be treating someone and then take that patient onto your new practice, because you have to act towards each other within a commercially reasonable and kind of sensible manner towards each other. They’re the main rights. When it comes to employees, obviously, all of your rights are covered as employment rights, which I mentioned earlier, holiday, such as sick pay. You have a notice period which is determined on your length of service. So, kind of flipping back to one of the previous questions, if you don’t have a contract in place, you would most definitely want to be considered an employee because you’d have more rights.

Dr James: 

Anybody is listening. Maybe worthwhile just having that discussion then and looking into a contract if you don’t have one already.

Kate: 

Definitely. And you. There’s nothing to stop you requesting one. You could be 10 years with a practice and you can still turn around and say you know, I don’t have anything in writing. I want something in writing. And it’s also worth knowing that if you do have something in writing and you’re not happy with it, you can request to vary the terms either of your employment contract or your service agreement.

Dr James: 

Yeah, I mean, I think what you say is completely reasonable, even just so that you can understand that there is agreed terms in terms of holidays, whatever sick pay if there was to be any, so that there’s. It’s more from the point of view that there’s no disputes there or you have something that you can point to in black and white, rather than the fact that you don’t trust them or anything of that nature. To me that makes sense.

Kate: 

Yeah, it’s so much more difficult to kind of demand that your employer or your principal kind of provides you with something. If it’s not in writing, it’s always best to have kind of a paper trail, even if it’s email correspondence, in which they’ve confirmed that you’ll be getting X, y, z. That’s all very well and good, but nobody signed it with an agreement. You’ve both signed it. You’re both agreeing that they’re the terms in which your services are going to be provided, as you say. It just avoids that kind of the litigation and the kind of the back and throwing of kind of you said this, no, you said this, whereas if you have a document you could just say under clause X, I’m entitled to this, and that kind of just solves it. There’s no, no kind of bad feeling, no solicitors involved, no legal fees.

Dr James: 

Totally, totally makes sense, and something that I’ve been on the wrong end off as well, actually, but I think that, going forwards, I would 100% Even before just as I said earlier, even before we get on to the point, the fact that I don’t trust anybody, or I suspect them of something, just so that it’s in terms of clear, etc. Etc. Whether it’s contracts, what do you need to ensure is said?

Kate: 

So your contract, the basis of it, is just the most important things are the rights that you have, the liabilities that you’re responsible for, the duties that you, as an associate, are responsible for and the matters in which the practice is responsible for. So, for example, you would want to make sure that it sets out what you’re obligated to do, so what hours, how many patients, any targets. You would want for the there to be clauses which lists what the principal wants you to do, so if they want you to be able to provide overtime or be on call, they need to be in there and that what the principal is giving back to you, how you’re going to be remunerated, what kind of lab fees or extra license charges are going to be deducted, and that sets out that when it comes to you getting paid, there suddenly won’t be a whole list of fees which have been deducted from your remuneration, because everything should be set out in the contract. Another important thing which we find sometimes isn’t included in the contract because nobody foresees it, is termination clauses. So if you don’t ever start a relationship thinking that it’s going to end but unfortunately that’s how lawyers have to think and we kind of always want to make sure that the termination clause is as beneficial to you as possible. So you would want the ability to, if it goes sour, to choose whether you can leave straight away or work for a few months whilst you’re looking for another job, and vice versa. The principal wants to ensure that if you as an associate have done something really wrong, they want to be able to remove you from the practice straight away. And another thing from a dental point of view is locums. Quite often if an associate can’t fulfill their duties, you’ll want to be able to appoint someone in your place, and often there are disputes as to who is responsible to kind of fit the fees for finding the associate and the locum. Sorry, that’s always important. Just to kind of set out that if you’re finding the locum and there are extensive fees, who’s going to be paying them? Obviously, as an associate, you want the practice because the, because the practice is benefiting from the locum. However, most principals who issue the contract would have the associates go to pay the locum fees and the locums kind of the associates, kind of they’re like well, why should I? Because I’m not benefiting from it. So it’s always they’re kind of the important clauses that we find are the most kind of possible to arise at a dispute, and so one is the restrictive Covenant clause. That applies for all kind of service contracts or employment arrangements which restrict what you could do as an associate after you’ve terminated. So it’s very, very standard and that in almost all employment contracts you’ll find some form of restrictive Covenant clause. But quite often there’ll be provisions which say that an associate can’t take any of the patients that they’ve dealt with for the previous 12 months in like a 20 mile region. But if you’re in a small village and you’ve gone to the dentist down the road, suddenly you can’t treat any of the patients that you’ve previously treated for about a year. And it’s also always worth negotiating that point and making sure that you’re not limited to what you can do on your next job or your next employment because that’s so easily breached. I get so so many calls from employees or service providers saying oh, I’ve breached by restrictive Covenant, what do I do? And they’re kind of there’s nothing you can do. You can try and claim that it’s been unreasonably inserted into the contract because it’s too broad of an area. But it’s one of the most common causes that gets breached because you just assume once you’ve left, you leave everything there and you’re not liable for anything, but the restrictive Covenant clause continues after you’ve been terminated. So it’s always things like this which you just assume are fine, but they actually do have an ongoing obligation, ongoing liability for you.

Dr James: 

So it would usually be the punitive measure if that something like that was broken. The Covenant clause.

Kate: 

Yes, so the purpose of the clause is for the benefit of the business, because the business owner doesn’t want you to go stealing all their customers and setting up a competing business. So there is a legitimate reason to have that clause in place and if you’ve breached it you would be liable for the damages, for essentially the loss of business that your previous employer has incurred as a result of you breaching the clause. Yeah, so say, if you had a recurring patient who’s gone to the practice for 20 years but really likes your service, decides to go with you and then you can just wake up and say, well, this person brings me three grand a year in all their dental work and you’d be liable for that form of damages as long as, as well as legal fees that they’ve incurred expenses. So it can be quite costly when you think you’re fine because you’ve already left the business, but there is that continuing obligation on you.

Dr James: 

There must be, some unreasonable ones in terms of how they’re written 200 miles and we know for 10 years and things like that.

Kate: 

Yeah, so if I was instructed to act for an associate who’d potentially breached a restrictive covenant clause, our first kind of response would be to find that that particular clause had been unreasonable. And so there is the unfair contract terms act, which kind of provides that if a terms been included in a contract and it isn’t reasonable and it isn’t justifiable, it could be taken out of the contract or amended. So we would try to argue that, in relation to the practice and the associates work, the region in which they can get a new job would be too small and so the clause therefore can’t apply. Or, as you say, if it’s for more than like three years, that would be considered unreasonable. The general rule is about a year a year to two years. But yeah, that would be. The first thing was to try and try and get it stripped out of the contract.

Dr James: 

Just out of interest. Is there any that you can anecdotally remotely? One that you’ve heard that you just thought were very on ridiculous and they didn’t have a leg. That’s been put on in terms of defending themselves.

Kate: 

From kind of my studies. There’s been ones where they’ve tried to get countries and you can’t work in the UK. Wow, OK, Might be slightly unreasonable there. Yeah.

Dr James: 

I imagine those ones are quite easy to defend.

Kate: 

Or quite easy to fend off rather yeah, yeah, definitely.

Dr James: 

We’ve talked about pet falls.

Kate: 

I don’t know.

Dr James: 

Maybe you’ve done quite a good job of being quite comprehensive. Is there anything else that you could chuck on top. You might like to say something about that for her.

Kate: 

I think not fully understanding the terms is always one, particularly when you as a lawyer as well. Sometimes you can read a clause and you’re like, oh yeah, I’ve seen this clause before and now what it says. But it’s always worth having a thorough read through the contract because the slightest word can change the whole structure of a clause and have major implications on the actual outcome. And so you know, when you have the really simple clause which says you’re going to be paid X amount and you have to work X hours, that’s fine. But if there are clauses where it has got that annoying legal wording in, where we use phrases and terminology just to kind of take out the main people who don’t, yeah, and get sneaky things in, it is always worth just kind of having a legal perspective on it. And you know there are things which you’re obligating that you will do in the future, for, hopefully, years. If you don’t understand it, how can you properly confirm that you’ll be able to do those duties? And vice versa. You know there may be things in there which the principal has said that they’ll do and they’re not doing, but you haven’t realised because you haven’t fully understood the contract.

Dr James: 

Excellent stuff. Let’s say, things do go sour Worst of these scenarios Plan for the best, you expect the worst. Yeah, you know these things never really do go per shape On occasion. What legal options would be available to an associate to find a solution in such a position?

Kate: 

So it would depend on if they’re employed or self-employed. Touching on employee first, because it’s a bit more straightforward, you can raise a grievance with your employer in which they can address the issue and hopefully rectify it to both of your satisfaction. If you’re not happy, you can look down the tribunal route. You can hand in your resignation and claim constructive dismissal. That’s very expensive to do so, usually a kind of form of settlement if you’re wanting to leave the practice. If you’re really not happy or, as I said, kind of the grievance route where you address it between yourselves, is probably the best way forward. If you’re self-employed, it would go down the route of you can claim breach of contract against your principal and vice versa they could claim breach of contract against you. Usually if an associate’s breach their contract, the principal simply just wants them gone. So they’ll try and terminate the contract with immediate termination. So usually that’s for gross misconduct matters. If they can’t do that, they’ll obviously serve their notice and get them out of the practice. If it’s the flip version, where the associate’s noticed that the principal’s done something wrong, obviously there are regulatory bodies. So if this is a major issue you can go to the BDA or the NHS and confirm that you think there’s been a major issue that the practice owner has breached. Or, alternatively, you can look down breach of contract route. If you’ve suffered a loss or if you’ve say lost business or you’re out of the job because of a failure by the principal, you can look to claim damages, which would be a civil action. It can be quite costly because you obviously have to take them to court. So you may want to consider alternative dispute resolution. So mediation, try and get a settlement. But either way, the main focus would probably be sitting down with your principal saying I’m not happy about X, Y and Z. You need to fix it.

Dr James: 

IR35 is something that you mentioned to me off camera and you thought it might be relevant. I am clueless when it comes to law legal elements of dentistry. Can you just tell us what that is and why it’s important?

Kate: 

Yeah. So IR35 is basically like tax legislature, which has been recently changed by HMRC. It’s always best to just generally get an accountant’s advice, particularly if you’re self-employed, because there’ll obviously be income tax implications which you’ll have to consider. But the IR35 basically if you are working as an associate and you think that you are self-employed previously, if HMRC investigated you and said we think that you may actually be an employee as opposed to a self-employed associate, you as the associate would have to prove that no, I am in fact self-employed. They’ve changed that last year I believe it was April last year and now it’s the practises duty to evidence that you are self-employed. This is little things like do you have a uniform? Are you able to pick your own hours? Do you have people beneath you who you control, which aren’t necessarily controlled by the practice? All these things to kind of evidence the fact that I’m not an employee and I shouldn’t have to pay PAYE and national income. I should be paying income tax, which obviously has various tax benefits. It’s also things like invoicing. If you invoice the practice as opposed to falling within their payroll, you’d become considered as self-employed as opposed to an employee If it turned out that you were acting as a self-employed person. When you’re actually an employee, there can be some tax implications which previously you would be solely responsible for dealing with, whereas now the practises are becoming liable and they do have a duty to assist in kind of dealing with that situation. So it is worth bearing in mind, particularly at the very beginning of your engagement, to clearly establish with your principal whether you’re self-employed or whether you’re an employee.

Dr James: 

I never want anyone to be untruthful. Should each MRC be snooping? But I’m not advocating that anyway. But there must be things that we can do, surely, to reassure.

Kate: 

Reassure is a good word that we are self-employed.

Dr James: 

What can we say?

Kate: 

So I feel like I’m repeating myself. But the contract. If you could set out in your contract that both yourself and the principal agree that this engagement is on a self-employed basis as opposed to an employed basis, then that’s the first thing that you can tick off to show I am self-employed. And then, as I said, kind of the conduct of your relationship. One of the benefits of being self-employed is that you do have more autonomy. You can make your own decisions. You have a bit more freedom than if you were employed. If, in fact, your practice is conducting in a way where they’re not giving you any of those freedoms and those kind of responsibilities and choices, then you’re essentially acting as an employee but not benefiting from any of the employment rights. So kind of the conduct throughout, even if it’s a case of you need to remind your principal well, you know I am actually self-employed, so if I can’t work X amount of days, then I’m not going to work it. Obviously you have to give them notice and your contract may specify how many holidays you’re entitled to, but your practice can’t force you to do things that aren’t required of you in your contract, that would be required of an employee.

Dr James: 

Can I just say, kit, this is absolute gold dust, honestly, and I really wish I would have done a lot of this stuff sooner. Hopefully everybody is listening, feeling the same Like I say no formal education on this stuff, and how important Just to understand where you’re coming from and what grounds you have. Let’s imagine, let’s summarise, let’s imagine someone just turned into this podcast now and we were to have Kit’s top tips for protecting yourself from the associate Bang bang bang. What would that be Summarise.

Kate: 

As I said before the contract, it’s just the best way that you can ensure that both parties know exactly what’s required, exactly what you’re supposed to do, and that you’re not suddenly sprung on you that, oh, I’m actually supposed to be doing extra hours which I wasn’t aware of, or they’re able to charge me extra fees which I didn’t budget for. The contract is, without a doubt, the best way to just know and acknowledge what express terms both of you want to continue your relationship on. I think another way to best protect yourself is, if you have an issue, address it initially, don’t let it fester and build. Just because you’re self-employed doesn’t mean that you can’t turn around to your principal and say I have an issue or I think you’re doing something improperly. Employees have grievances that they can raise and they can formally notify their employer of particular matters that they may be concerned with. But just because you’re self-employed doesn’t mean you can’t do that. Another thing as well is, as you go on through your career, things may crop up new opportunities. You may want to do things like podcasts, or you may want to do extra marketing, or you may want to set up a business with another associate. It’s always worth double-checking in the contract and double-checking with the principal that you’re not breaching any of those restrictive covenants we mentioned previously. It is always worth that, if you do want to consider going down a new route but you still want to be an associate for your principal, that you can vary the terms of your engagement. There’s nothing stopping you doing that. That’s a good way just to make sure that your business relationship is still applicable and it’s still fresh and it’s what you both intend as your career develops.

Dr James: 

Would you like to speak a little bit about how you assist in your role at Rodelling’s Wakeland Kit.

Kate: 

We deal with a whole broad range of matters. When it comes to associate standard practices. We can assist if you’re concerned about your contract, if you want someone to look through it, if you think that your principal may have breached something, or if you’re worried that you’ve breached something, we can look over your contract. We can advise. If you’re an associate and you want to draft a contract for yourself, or if you’re a business owner and you want to draft associate contracts for your associates or employees, we can help with the drafting of that. But we also do, in broader terms, a whole range of commercial matters. We deal with buying and selling of practices, partnership agreements. We can assist with NHS notices. Disputes-wise, we deal with breaches of restrictive governance, as I mentioned, if there’s litigious matters employment tribunals there is a whole range and a whole spectrum of things which you may think, oh, it’s only minor, but there may actually be something much bigger behind it and having a legal insight and a legal input into that issue can potentially open doors which you don’t realise are available to you.

Dr James: 

Kate, can I just say, hand on heart, that’s honestly been so interesting and useful and I always knew this would be a good idea, but you’ve actually raised the bar and exceeded expectations, so thanks so much for that. I honestly think that lots of people are listening and will benefit from it. Thank you for taking the time to talk today, not a problem Smashing Well if it’s okay with you, Kate. What we might do next is just freestyle a little bit, so we’ve got some ready questions for the group we have covered them already, so feel free to say refer back to my previous answer. That’s totally fine. I actually haven’t looked at most of these yet, so we’ll just see what we find. First and foremost, we have an anonymous question from a person who would rather remain unnamed. She said please could you pass this on as an anonymous question. I currently work in a specialist orthodontic practice as an associate. There is no formal associate contracts. The practice is now on the market and is likely to be bought by a corporate. How am I able to secure the current financial split I am on? Is it too late to get a watertight contract?

Kate: 

No, not at all. Usually, when a practice is selling and they don’t have agreements in place, it’s quite typical for the selling owner to suddenly put agreements in place because a buyer doesn’t really want to take on employees or service providers that don’t have contracts in place. It’s worth saying to your service provider look, can you put something a bit more formal in place If they say no. It may also be worth, once the transaction gets close to completion, approaching the new owner and saying these are the terms that I am on, that are implied from the conduct of our relationship with the previous owner. I would like something to be put in place on that basis. You may find that the new owner won’t want to take you on with exactly the same terms, but at that point you should obtain proper advice bespoke to your situation and have your new contract looked over.

Dr James: 

Smashing and knowing who you are. I hope you find that very useful. Perhaps there are other people in similar positions?

Kate: 

who?

Dr James: 

might benefit from that as well. Next up, we’ve got Matthew Reeves. Shout out to Matthew.

Kate: 

I hope you’re well today, Matthew Matthew has said, as a new associate, one of the red flags keep an eye out for.

Dr James: 

We cover this a little bit. Maybe we could just summarise again.

Kate: 

Yes, the red flags to look out for as a new associate would probably be if your service provider doesn’t want to give you a contract. That to me would be a bit of a red flag. Why don’t you want to put down a writing of our relationship? That would be a bit of a concern to me. It’s also probably worth just having someone look over your contract just to make sure that there isn’t anything in there which is unusual or unreasonable. It’s also worth, just in the current climate that we’re in, just to make sure that yourself and your employer or the service provider is aware of the health and safety obligations that we’re all having to follow at the moment. It’s something that isn’t covered in contracts because no one could have planned for this to happen. It’s always worth just addressing that point with new practice managers.

Dr James: 

Essentially, Matthew has a second part to the question. The flip side is what? It seems to keep an eye out for again, something we brushed upon earlier.

Kate: 

Yes, I think it would probably be one of the good things to address right at the beginning of your engagement is the whole employed or self-employed element. It’s best just to kind of, even if you have to remind the practice owner that they’re also under an obligation to make sure that you’re not acting as a self-employed person but actually you’d be considered employed. So it’s always good to kind of set out that basis right from the offset.

Dr James: 

UNGM’s Trey Horn has asked final question who does that ambiguity favor? I have two current contracts. One is extremely thoroughly clear, one is extremely vague and basic. The vague one covers UDA rate and at might, private percentage and notice. And that’s about it, I’m going to say it perhaps worked both ways does it? The ambiguity.

Kate: 

Yeah, it depends on if there’s an issue. If something comes up and you think that you’ve been entitled to something and the kind of practice hasn’t been providing it and it’s not listed, the practice can turn around and say there’s nothing in writing to say that we have to do it. On the flip version, if maybe the practice assumed that you were supposed to be doing something and you haven’t been doing it but it isn’t in writing, you can’t legally be obligated to do so. There may be arguments that it’s an implied term, at which point either party could say oh well, we’ve been carrying out our kind of conduct, as if you were going to provide this service and now you’re not. But that would come into the. You’d have to prove that there had been an intention to carry out those services. So, as you say, it doesn’t necessarily always benefit one person, but I would advise that it’s always good to have it in writing. No one’s ever complained that the contract has said that they’re going to benefit from a particular right. So I would always try and get the contract buffed out and broadened a bit, so to say.

Dr James: 

Solid advice, and Kirt it is, of course, very mentioned. We should do a little bit of housekeeping and say that everything that we’ve said today is, of course, just speaking broadly, and we wouldn’t like for anybody to act specifically on this advice, because your circumstances may be different. Would you like to?

Kate: 

add something Exactly, yeah, exactly that. It’s as you say. It’s just general advice, it’s kind of a brush over kind of employment and kind of service contracts, and if you do have an issue and if you are concerned about something, by all means do let me know, Do get in contact, or get in contact with us, with the solicitors near you, and it’s always best to have it tailored to your specific circumstance, because there could be one tiny element which can change the whole understanding of advice that I give.

Dr James: 

Wonderful, so if anybody would like to know anything further, do feel free, of course, to contact Kirt. He’s on the group. Kirt Elizabeth Ford, she’s your new member as of today. I just want to say thank you so much for coming on the show kit Cracking up, so learned so much and really worthwhile, and I find it. To my knowledge, there is no other podcast or anything of this format that has flesh something like this out, so I think it’s going to be a lot of use. So long, people, thank you so much.

Kate: 

No problem, thanks for having me.

Dr James: 

Thank you. Thank you so much for taking the time out of your day. We’re just going to close now, guys. Just wanted to say thanks everyone so far for making the journey so great. Two milestone events this week First of all, we hit 5000 views on the podcast, which I think is crazy, because I only started to think about it two months ago. Really exciting, really interesting to see where it’s going to wind up. And, as of today, as of a few hours ago, we hit 3000 members on the group, which is absolutely insane. Again, thank you to everyone who’s just made it possible so far. Hopefully I can keep giving value on these things. I love doing it, hopefully as much as people like listening to it. I hope we’re on the same page on that one, and that’s all I wanted to say.

Kate: 

We’re going to rind off now, guys.

Dr James: 

Thank you once again for coming on the show. Kit, we’ll let you get back to your day.

Kate: 

Great, thanks very much, absolutely pleasure. See you later. Bye.

Dr James: 

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