Saltwork
Paperwork · sole trader · England & Wales

The contract and the invoice, and why each line is there

Two templates you can use from the first job. Fill in the yellow bits, and read the boxes — a couple of these lines are the difference between getting paid and not.

This is a starting point, not legal advice. It's written for a sole trader in England and Wales doing web and software work, which is exactly your situation. Have a solicitor read it once before you use it on a big job — a fixed-fee review of something already drafted costs very little.

When the limited company exists, the party name changes and a few clauses tighten. Come back to this then.

First: the thing that protects getting paid

Companies Act 2006, sections 1201–1206

"Saltwork" isn't your surname, so it counts as a business name. That means your invoices, letters, orders and demands for payment must show your full legal name and a UK address where documents can be served.

Section 1206 lets a client who owes you money apply to have your claim dismissed if you didn't comply. So the bit that looks like pointless admin is the bit holding up your ability to chase an unpaid invoice. Put it on every invoice, every time.

Late Payment of Commercial Debts (Interest) Act 1998

On business-to-business invoices you're automatically entitled to interest at the Bank of England base rate plus 8%, plus a fixed sum: £40 under £1,000, £70 from £1,000 to £9,999, £100 at £10,000 and above.

Verified 16 August 2026: base rate 3.75%, so statutory interest is currently 11.75%. That figure moves with the base rate — which is exactly why the contract below says "base rate plus 8%" and not a number. You get this right whether or not it's in the contract, but saying it out loud stops the argument before it starts.

The contract

Short on purpose. A twelve-page agreement doesn't get read and doesn't get signed; this one does both.

Services agreement
SERVICES AGREEMENT Between: [YOUR FULL LEGAL NAME], trading as Saltwork, of [YOUR UK SERVICE ADDRESS] ("I", "me", "my") and [CLIENT LEGAL NAME][, company number 00000000,] of [CLIENT ADDRESS] ("you", "your") Dated: [DATE] 1. WHAT I'M DOING 1.1 I will provide the services set out in Schedule 1. 1.2 Schedule 1 also lists what is NOT included. If something isn't written down in Schedule 1, it isn't part of this agreement. 2. WHAT IT COSTS AND WHEN YOU PAY 2.1 The fee is [£AMOUNT], payable as set out in Schedule 1. 2.2 I am not currently registered for VAT, so no VAT is charged. 2.3 Invoices are payable within [30] days of the invoice date. 2.4 If an invoice is not paid on time, I may charge statutory interest at the Bank of England base rate plus 8% under the Late Payment of Commercial Debts (Interest) Act 1998, together with the fixed sum compensation that Act provides. 2.5 If an invoice is more than [14] days overdue I may pause work until it is paid. Any agreed dates move by at least the length of the pause. 3. CHANGES 3.1 If you want something outside Schedule 1, tell me and I will quote for it separately. 3.2 No change to the scope, the fee or the dates takes effect until we have both agreed it in writing. Email is fine. 4. WHAT I NEED FROM YOU 4.1 You will provide content, images, access to your systems, and approvals within [5] working days of my asking for them. 4.2 You confirm you own, or have permission to use, everything you give me. 4.3 If I am waiting on you, the dates move by the length of the wait. That isn't a delay on my side and doesn't reduce the fee. 5. OTHER PEOPLE'S SYSTEMS 5.1 Where the work depends on a third-party service you use — a booking system, a payment provider, a stock feed, a hosting account — delivery depends on that provider cooperating, including giving access or permitting my work to connect to it. 5.2 I am not responsible for delay or failure caused by a third-party provider, and their fees are yours to pay. 6. WHO OWNS WHAT 6.1 Once you have paid the fee in full, the work I have made specifically for you belongs to you. 6.2 Until then it remains mine, and you may not use it live. 6.3 I keep ownership of my own tools, templates, code libraries and components that existed before this job or that I use across clients. You get a licence to use them as part of the work, for as long as you use it. 6.4 I may describe the work and show it in my portfolio, unless you tell me in writing that you'd rather I didn't. 7. CONFIDENTIALITY 7.1 Neither of us will pass on the other's private business information. This doesn't apply to anything already public, or anything the law requires us to disclose. 8. PERSONAL DATA 8.1 Where I handle personal data on your behalf, you are the controller and I am the processor under UK GDPR. 8.2 I will only act on your written instructions, keep the data secure, help you respond to requests from individuals, tell you promptly about any breach, and delete or return the data when we finish. 8.3 You agree that I may use sub-processors — including hosting providers and a developer based in Peru — and I will keep written terms with each of them that are no weaker than these. 8.4 Peru is not covered by a UK adequacy decision, so that transfer is made under an International Data Transfer Agreement with a transfer risk assessment. A copy is available on request. 9. LIABILITY 9.1 Neither of us limits liability for death or personal injury caused by negligence, or for fraud. Nothing here tries to. 9.2 I am not liable for loss of profit, loss of business, loss of data, or any indirect loss. 9.3 My total liability under this agreement is limited to the total fee you have paid me under it. 9.4 I don't guarantee particular results from search engines, advertising, or any other channel. I do guarantee the work will be done properly. 10. ENDING IT 10.1 Either of us may end this agreement by giving [14] days' notice in writing. 10.2 If you end it, you pay for the work done up to that point. 10.3 Either of us may end it immediately if the other has broken it seriously and hasn't put it right within 14 days of being asked to. 11. GENERAL 11.1 This agreement, including its schedules, is the whole agreement between us and replaces anything said or written beforehand. 11.2 Neither of us is the other's employee, partner or agent. 11.3 This agreement is governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction. SCHEDULE 1 — THE WORK What I'm doing: [LIST THE WORK, ONE LINE PER ITEM] What is NOT included: [LIST WHAT'S OUT — CONTENT WRITING, PHOTOGRAPHY, AD SPEND, ONGOING HOSTING, ANYTHING ELSE THEY MIGHT ASSUME] Timescale: [WORKING DAYS FROM RECEIVING EVERYTHING IN CLAUSE 4] Payment: [50% ON SIGNING, 50% ON COMPLETION — OR YOUR SPLIT] Signed: ______________________________ ______________________________ [YOUR FULL LEGAL NAME] [CLIENT NAME] trading as Saltwork for and on behalf of [CLIENT] Date: Date:

The four clauses that actually earn their place

1.2 — "if it isn't in Schedule 1, it isn't included"

This single line kills scope creep. Without it, every "while you're in there, could you just…" is an argument. With it, it's a quote.

5 — other people's systems

Learned the hard way on a real job: a client's booking system only allowed embedding on their own domain, which nobody could have known until we tried. This clause means that's not your fault or your problem.

6.1 and 6.3 — ownership on final payment

They own what you built for them once they've paid, not before. And your own reusable tooling stays yours, so you're not giving away your toolkit with every job.

9.3 — liability capped at the fee

Without this, a fault in a £3,450 website can in principle be claimed against for far more. It's the most important line in the document and the one nobody reads.

The invoice

Two things that must never be missing: your full legal name and a UK service address (section 1206 above — leave them off and a client who owes you money can have your claim thrown out), and no mention of VAT anywhere until you're registered. Not a VAT line, not "VAT included", not a zero. Charging VAT you aren't registered for is illegal.

Invoice
INVOICE Saltwork [YOUR FULL LEGAL NAME] [YOUR UK SERVICE ADDRESS] hello@saltwork.co.uk Invoice number: [SW-0001] Invoice date: [DATE] Payment due: [DATE + 30 DAYS] Bill to: [CLIENT LEGAL NAME] [CLIENT ADDRESS] [THEIR PURCHASE ORDER REF, IF THEY USE ONE] ───────────────────────────────────────────────────────────── DESCRIPTION AMOUNT ───────────────────────────────────────────────────────────── [WHAT THE WORK WAS — ONE OR TWO LINES, MATCHING SCHEDULE 1 OF THE AGREEMENT] £0,000.00 [SECOND ITEM IF THERE IS ONE] £000.00 ───────────────────────────────────────────────────────────── TOTAL DUE £0,000.00 ───────────────────────────────────────────────────────────── Not VAT registered — no VAT is charged on this invoice. PAYMENT Bank transfer: Account name [NAME ON THE ACCOUNT] Sort code [00-00-00] Account number [00000000] Reference [SW-0001] Payment is due within 30 days of the invoice date. After that I may charge statutory interest at the Bank of England base rate plus 8%, together with fixed sum compensation, under the Late Payment of Commercial Debts (Interest) Act 1998. Saltwork is the trading name of [YOUR FULL LEGAL NAME]. Registered service address: [YOUR UK SERVICE ADDRESS].

Chasing an invoice that hasn't been paid

In order. Don't skip a step, and don't do any of it over WhatsApp.

  1. Day 1 overdue — a short, friendly email. Assume it got missed, because usually it did.
  2. Day 14 — a statement of account: what's owed, since when, and a note that statutory interest is now running.
  3. Day 30 — a letter before action. Formal, dated, with a clear deadline and what happens next. Most invoices get paid at this step.
  4. After that — Money Claim Online. It's designed for exactly this, it's cheap, and you don't need a solicitor for straightforward debts.

None of it works without a signed contract and a compliant invoice, which is the entire point of this page.

The data protection paperwork

Clause 8.4 of the contract promises clients that the transfer of data to Peru is covered by an International Data Transfer Agreement. That agreement, and the risk assessment that has to sit behind it, are on their own page.

Open the IDTA pack →

Before you use either of these

Fill in every yellow highlight. An unfilled placeholder in a document you send a client is worse than not sending one.

And the service address has to be real and able to receive documents. If you don't want to publish your home address, a commercial address in Liverpool costs very little. It can't be left blank.