Terms and Conditions
BEYONDPAY TERMS AND CONDITIONS: Subject to the following terms and conditions, BEYONDPAY shall provide Client with such payroll, tax filing and other data processing services as Client may request from time to time (the “Services”). All references herein to “Client” shall refer to Client and its affiliates that are receiving the Services pursuant hereto. Certain Services such as Payroll Tax Pay and File Services, Official Bank Checks (“OBC”), and Direct Deposit, are available only for as long as clients meet BEYONDPAY’s eligibility requirements and require execution of additional forms (e.g., Power of Attorney, Authorization to Debit, bank OBC agreement). Direct Deposit Services shall be provided to Client in accordance with the operating rules of the National Automated Clearing House Association (“NACHA”).
SUMMARY IN PLAIN LANGUAGE
BeyondPay wants to provide you with the best customer experience possible. To do this, we hire some of the best staff and offer a wide range of products and services. While we would love to do this by hiring enough staff to guarantee accuracy and elimination of all risks, in order to provide these products and services competitively at prices consistent with the market, the client needs to accept responsibility for having sufficient funds to process payroll, to pay fees due BeyondPay, and reviewing any and all information processed by BeyondPay. While BeyondPay will generally do anything it can to make it right, whether mistakes were made by the Client or BeyondPay, we can’t accept financial responsibility and risk from errors and omissions made by BeyondPay. Even if you ask us to pay someone $10/hour and we key something in that pays $1,000/hour, it is the Client’s responsibility to review the payroll reports and pay statements, notify BeyondPay of the mistake, and if not caught timely–retrieve funds paid erroneously to employees. This is why it is so important to review your payroll reports and pay statements promptly, especially when you pay employees for the first time and upon termination. BeyondPay will never reimburse for tax funds owed by a Client nor wages to an Employee, even if the mistake was made by BeyondPay. BeyondPay, as a part of its Payroll & Tax Filing services does cover penalties to tax agencies when a mistake is made by BeyondPay, and if BeyondPay collected the funds but did not make a payment, we will also cover the interest assessed. Outside of this situation, it is the Client’s responsibility to have sufficient internal controls and procedures to ensure the data processed by BeyondPay is accurate and the results accurate, even if a report contains inaccurate data or a system setting is calculating data incorrectly from an error in configuration or a bug.
1. THE SERVICES
- Performance Standard. BEYONDPAY will perform the Services in a professional manner, using personnel having a level of skill in the area commensurate with the requirements of the Services to be performed. If BEYONDPAY employees are located on Client’s property, BEYONDPAY will advise such employees to observe the reasonable security and safety policies of Client as such are communicated to BEYONDPAY sufficiently in advance from time to time.
- Use of Services. Client will use the Services in accordance with the instructions and reasonable policies established by BEYONDPAY from time to time and communicated to Client. Client will use the Services only for the internal business purposes of the Client. Client will not provide, directly or indirectly, any of the Services or any portion thereof to any party other than the Client.
- Impound Services. If Client is receiving any of the Services that require BEYONDPAY to impound funds from Client’s account to pay Client’s third-party payment obligations (e.g., Payroll Tax and File Services, Wage Garnishment Services, Insurance Payment Services, and/or Direct Deposit Services, hereafter “Impound Services”), Client shall have sufficient, collected funds in Client’s account within the deadline established by BEYONDPAY to satisfy such third-party payment obligations in their entirety. BEYONDPAY may commingle Client’s impound funds with other clients,’ BEYONDPAY’s or BEYONDPAY-administered funds of a similar type. ALL AMOUNTS EARNED ON SUCH FUNDS WHILE HELD BY BEYONDPAY WILL BE FOR THE SOLE BENEFIT OF BEYONDPAY.
- Accuracy of Client information, Review of Data. All services provided hereunder will be based upon information provided to BEYONDPAY by Client (including proof of federal, state and local tax identification numbers). Upon receipt from BEYONDPAY, whether electronically or otherwise, Client will promptly review all disbursement records and other reports prepared by BEYONDPAY for validity and accuracy according to Client’s records.
- Client Responsible for Compliance with Laws. The Services are designed to assist Client in complying with applicable laws and governmental regulations. Nevertheless, Client (and not BEYONDPAY) will be responsible (i) for compliance by Client with all laws and governmental regulations affecting its business, and (ii) for any use Client may make of the Services to assist it in complying with such laws and governmental regulations. Client will not rely solely on its use of the Services in complying with any laws and governmental regulations. No state or federal agency monitors or assumes any responsibility for the financial solvency of third-party tax filers.
- Direct Deposit. With respect to Direct Deposit Services, prior to the first credit to the account of any employee or other individual (a “Payee”), Client shall obtain a signed authorization from such Payee (a “Payee Authorization”), which shall be in a form required by NACHA to include but not be limited to the authorization of Payee reversals. Client shall retain a copy of each Payee Authorization during the period such Payee Authorization is in effect and for two years thereafter and shall furnish such copy to BEYONDPAY upon request. Client represents and warrants to BEYONDPAY and to the bank originating debit/credit instructions on BEYONDPAY’s behalf (the “Originating Bank”), if applicable, that (a) each credit and debit (reversing or correcting a prior payroll credit) to the account of a Payee is timely and has been authorized pursuant to a Payee Authorization signed by such Payee and held by Client; (b) at the time any credit is made to the account of any such Payee, Client has no actual knowledge of the revocation or termination of such Payee’s Payee Authorization; (c) each debit to the account of a Payee (reversing or correcting prior payroll credit) is for a sum which is due and owing to Client and Client has notified the Payee of such debit prior to its initiation; (d) the amount indicated by Client as being owned to each Payee is in fact due and owing to such Payee; and (e) Clients’ electronic credit payments comply with United States law and all other applicable laws.
- OBC CHECKING. BEYONDPAY offers a service that allows checks to be drawn under an account controlled by BEYONDPAY. BEYONDPAY will (i) process EFT transactions at least one banking day prior to Client’s check date, for the sum of the net pay of Client’s employees; (ii) hold such amounts in an account established by BEYONDPAY; and (iii) draw checks payable to Client’s employees on Client’s check date and provide those checks to the Client. Client will issue checks to employees on or after the check date. Checks drawn by employees before the check date will not be honored and it will be the Client’s responsibility to pay the employees. If Client’s employee fails to present a check for payment within six (6) months of the check date (“Stale Check”), BEYONDPAY will refund the amount debited for the Stale Check back to Client minus any balances owed by Client and charge a fee for the transfer of Stale Check funds back to Client. Client will be solely responsible for payment to its employee, and for following any state unclaimed property laws in regards to outstanding employee funds. If an OBC check is lost, stolen, destroyed or unable to be cashed (“Voidable Check”), Client agrees to notify BEYONDPAY immediately and request the check to be voided. Client agrees to return any Voidable Check if it is every found or discovered in the future. If the voided check is cashed, negotiated, or otherwise presented for payment, and the financial institution that BEYONDPAY’s OBC service is drawn upon requires a lost/stolen check affidavit, Client agrees that Client is responsible for producing the affidavit.
2. FEES; TAXES; PAYMENTS
- Fees. Client shall pay BEYONDPAY for the Services indicated on the Sales Order or Pricing Proposal at the rates set forth thereon for the first six months after the date this Agreement is accepted by Client (assuming no changes in requirements, specifications, volumes or quantities) (the “Initial Period”). Client shall pay BEYONDPAY for the Services added by Client after the date hereof at BEYONDPAY’s then prevailing prices for such Services. BEYONDPAY may increase prices at any time after the Initial Period upon at least 30 days prior written notice to Client if such change is part of a general price change by BEYONDPAY to its clients for affected items. Termination fees may apply. These prices do not include the charges referred to in Section 1C or monthly communication charges or communication installation charges, which will be paid by Client.
Client will pay all invoices by ACH debit in full within five (5) business days of invoice date. If Client fails to pay any amount due hereunder, whether by acceleration or otherwise, Client, on written demand, shall pay interest at the rate of 1.5% per month (or the maximum allowed by law if less) on such past due amount from the due date thereof until the payment date. Client shall reimburse BEYONDPAY for any expense incurred, including interest and reasonable attorney fees in collecting amounts due BEYONDPAY hereunder.
- Taxes. There shall be added to all payments hereunder amounts equal to any applicable taxes levied or based on this Agreement, exclusive of taxes based on BEYONDPAY’s net income.
- BeyondPay maintains a few exception fees for payroll processing services required upon a penalty or certain excessive processing requirements due to client neglect. The current list includes, but is not limited to the following:
- Applied for ID Numbers ($35/month)
- W2 / 1099 Amendment or Reprint ($25)
- Amended Return ($150)
- Prior Year Amended Return ($100)
- Prior Quarter Adjustment ($100)
- Direct Deposit Reversal ($75)
- Direct Deposit Return ($20)
- Company NSF ($100+)
- Positive Pay ($35/payroll)
- Wire Transfer Fee ($35/received wire)
- Reverse Wire Fee ($20/wire)
3. DISCLAIMER OF WARRANTIES
EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, BEYONDPAY EXPRESSLY DISCLAIMS ANY WARRANTY, EITHER EXPRESSED OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, NONINTERRUPTION OF USE, AND FREEDOM FROM PROGRAM ERRORS WITH RESPECT TO THE SERVICES, THE BEYONDPAY PRODUCTS, ANY CUSTOMER PROGRAMS CREATED BY BEYONDPAY OR ANY THIRD-PARTY SOFTWARE DELIVERED BY BEYONDPAY.