1) Nemi Development Ltd. (company registration no: 3165931) acts in the capacity of payroll provider on behalf of clients to its service. As payroll provider Nemi Development Ltd. is not a party to any employment arrangement entered into between a client and that client’s employees and is therefore not responsible for fulfilling any statutory obligation or making any payment required by statute that may arise as a consequence of the relationship between employer and employee.
2) All pay periods administered by Nemi Development Ltd. will be based upon calendar weeks, calendar months, Two Weekly or 4 weekly. Other payroll periods requested by clients will generally not be accepted since Nemi Development Ltd. computer systems and payroll runs are based upon complete weekly or monthly, 2 weekly or 4 weekly cycles. Where employment starts or ends during a week or month the first (or last) wage slip processed will be to/from the date specified, as the case maybe.
3) Current stated prices are for the advertised Nemi Development Ltd. payroll provider service, if a client requires additional services these are provided subject to the Terms & Conditions of the “Additional Services” as advertised.
4) Nemi Development Ltd. acts as a payroll provider only and will accept no liability or accept any responsibility for a clients PAYE employer scheme and staff or the payments to HMRC in relation to that scheme. Nemi Development Ltd. will charge a fee of £10 + VAT to cover administration costs each time the company receives on behalf of a client a Warning notice of Non-payment of Tax & NIC from HM Revenue & Customs or a HMRC debt recovery notice.
4a) Nemi Development Ltd. acts only as a payroll provider to active client accounts. If a client is in a position of having no staff at a particular time, Nemi Development Ltd. will on the instruction of the client, either, issue P11’s to cease acting as payroll agent and inform HMRC of this, or charge a retention fee of £35 + VAT to maintain compliance of the client with HMRC and if necessary complete end of year returns on line.
4b) If a client requests P11’s or instructs Nemi Development Ltd. to stop providing the payroll service and subsequently requests Nemi Development Ltd. to start payroll provider services at a point in the future a new set up fee will be required as per the fee advertised at that time.
5) Nemi Development Ltd. clients are to provide full and accurate information concerning their company and staff. Nemi Development Ltd. will not be held responsible or bear any liability for any consequences that may arise as a result of any incorrect information presented by a client.
5b) Nemi Development Ltd. reserves the right to abrogate the payroll provider service to clients either verbally or in writing without notice.
6) All Nemi Development Ltd. instructions will run for a minimum period of 1 month, normally the client will give 1 month’s notice of service termination, from the first week or month of tax records maintained on behalf of the client. Where a client joins Nemi Development Ltd. with retrospective employment liability to be calculated and declared, the invoice will be backdated to the start of the period in question. Where the backdated period is more than twelve months duration, or backdated into a past tax year, additional service charges, will be required.
7) Where a client requires additional services, these will be charged at the current additional services rates as stipulated. Nemi Development Ltd. will process weekly/monthly /2weekly or 4weekly wage slips at the current rate as advertised. This does not include parts thereof. For all payroll provider services which are required to be backdated for more than 6 weeks Nemi Development Ltd. will require the invoice to be paid prior to commencement.
8) Nemi Development Ltd. payroll provider service is subject to an initial set up fee and minimum monthly charge. Currently £35 + vat set up fee and £20.00 + vat per month, together with a Managed Payroll Bureau Service of £4.95 per month + Vat. Further fees as advertised are required for Payroll data update from the start of the financial year for new clients. Clients are invoiced each week and payment is by cheque or BACS Transfer only, as per their payroll numbers and frequency. Non payment by the net terms date of each invoice will result in the suspension of any payroll provider services being provided by Nemi Development Ltd. at that time. Nemi Development Ltd. will not accept any liability or bear any responsibility for any consequences arising from the suspension of the payroll provider service.
9) Nemi Development Ltd. payroll provider service, on receipt of a current charge as advertised, will process a written contract/statement of employment, dependent upon the Nemi Development Ltd. client requiring this part of the Nemi Development Ltd. service. The terms and conditions are to be agreed between the client and their employee prior to Nemi Development Ltd. preparing a written statement. Nemi Development Ltd. will not bear any responsibility or accept any liability for the terms and conditions contained within the contract of employment or their consequences.
10) Nemi Development Ltd. requires all alterations to payroll to be received by the deadline of 5pm on the Monday prior to pay date, keeping a minimum time gap of 3 working days to pay day. After the deadline Nemi Development Ltd. will process wage slips for the coming pay date as per the previous pay date instruction. Any instructions received after the 5pm deadline where clients’ require amended wage slips will result in the client being invoiced for a further wage slip per employee per instruction per frequency.
11) Where information concerning changes in employment arrangements are provided late by a client, and especially where this results in a significant amount of extra work for Nemi Development Ltd. (for example in amending client records, re processing and re printing wage slips or resubmitting statutory forms to HM Customs & Revenue). Nemi Development Ltd. reserves the right, to charge an additional fee (as per additional services) to cover the additional work involved.
12) Where a client’s particular circumstances result in a significantly increased amount of work for Nemi Development Ltd., subject to notification to the client Nemi Development Ltd. reserves the right to charge an additional fee ( as per additional services) to cover such additional work.
12a) Where Nemi Development Ltd. receive correspondence for a client from HMRC that does not relate to the PAYE payroll provider service, such as Self Assessment, Corporation Tax or other non PAYE related forms. Nemi Development Ltd. will forward the correspondence onto the client at a cost of £3.50 + VAT to cover the cost of postage and administration.
12b) When Nemi Development Ltd. collects correspondence from Royal Mail sorting offices due to client under postage payment. We charge £10 +VAT for the collection plus the total of unpaid postage per item.
13) In the event of a dispute arising between a client and that client’s employee, Nemi Development Ltd. will act on the client’s instructions. However, factual payroll information will not be unreasonably withheld from an employee who has, in any case, a statutory right to access to their PAYE records. Nemi Development Ltd. also reserve the right to advise a client, where that client’s proposed course of action in a dispute is in breach of his or her statutory obligations as an employer, and refuse to carry out any such instructions from a client if this is the case.
14) Nemi Development Ltd. will not bear any responsibility for HM Revenue & Customs penalties or interest charges that may arise as a consequence of failure on a client’s part to make Income Tax and/or National Insurance Contributions liability payments due by dates notified to that client either by Nemi Development Ltd. or by HM Revenue & Customs, or as a consequence of the client’s failure to make information available to Nemi Development Ltd. which would affect or delay the submission to HM Revenue & Customs of statutory returns by the relevant due dates.
15) Nemi Development Ltd. will not accept liability for overpayment or underpayment of wages incurred as result of an error in processing a client’s specified wage for any period in excess of one month from the date on which the first wage slip for a full period of a week or month at the newly instructed rate is sent to a client.. It is each client’s responsibility to check wages slips received from Nemi Development Ltd. to ensure that the information on them is correct as of wage slip date.
16) Nemi Development Ltd. will not bear any responsibility for HM Revenue & Customs penalties or interest charges which may arise as a result of employment arrangements existing prior to a client appointing Nemi Development Ltd. or for retrospective liability due or the consequences of late filing a declaration of retrospective liability where the client appointed Nemi Development Ltd. after the due date.
17) While Nemi Development Ltd. will make all reasonable efforts to make clients aware of the Tax & National insurance implications of their proposed or actual employment arrangements under the PAYE system, Nemi Development Ltd. will not bear any responsibility for liabilities that may arise out of a client’s unfamiliarity with or lack of understanding of how the PAYE system works in terms of their own particular employment arrangements. Nemi Development Ltd. will not be held responsible for any additional Tax or National Insurance liability incurred as a consequence of the client’s failure to follow advice given by Nemi Development Ltd.
18) Nemi Development Ltd. reserves the right to alter, amend and re issue the terms and conditions under which it provides its service as a result of changes in UK or European Union tax or employment law or as a result of issues that arise in the course of providing a service to its clients. Clients will be notified in advance of any changes to the terms and conditions of Nemi Development Ltd. which affect them.
19) Nemi Development Ltd. will only provide a payroll service subject to the regulations as stipulated by HM Revenue & Customs at the present time. This includes all staff employment regulations and rules governing Director PAYE status. Nemi Development Ltd. reserves the right to suspend further payroll provider service if clients do not adhere to the terms & conditions as per section 5.
20) Nemi Development Ltd. will not bear any responsibility or accept any liability for errors that may occur during the payroll provider service to clients, and/or after the end of a payroll provider service to clients with respect to carrying out the payroll provider service pertaining to end of year returns and its relevant forms, together with any liaison with HM Revenue & Customs on a client’s behalf.
21) Nemi Development Ltd will not accept liability for any loss or damage, direct or indirect, arising as a result of any advice by Nemi Development Ltd. or the services of any other organisation introduced by, but not within the control of Nemi Development Ltd. When introducing any third party provider of services to a client, Nemi Development Ltd. will bring it to the client’s attention that such organisation is not controlled by Nemi Development Ltd.
22) Nemi Development Ltd. will not accept liability for any consequences arising from the failure to receive information from a client or of a client to receive information from Nemi Development Ltd. where such failure is due to a failure of the postal system or any other circumstances over which Nemi Development Ltd has no direct control. Client’s are requested to contact Nemi Development Ltd. if information they are expecting from Nemi Development Ltd has not been received within five working days of it being due, unless they have already been advised by Nemi Development Ltd. of a delay.
23) Nemi Development Ltd. payroll provider service is subject to a minimum fee of £20.00 + Vat per employee per client exclusive of section (12) of these Terms & Conditions. Nemi Development Ltd. also reserves the right to charge a minimum fee of £10.00 + VAT where the details of a client’s employee have been processed on instruction from a client and that employee fails to start employment with the client
24) Nemi Development Ltd. observes a strict duty of confidentiality and will not disclose information held by it to any person without the client’s consent unless compelled to do so by law.
25) Each party to this contract acknowledges that this contract contains the whole agreement between the parties and that it has not relied on any oral or written representation made to it which is not set out in this contract. This paragraph is not intended to relieve a party of any liability incurred for fraud.
26) Nemi Development Ltd. will contact HM Revenue & Customs to de-register a client’s PAYE scheme at the end of a client’s final employment of staff, only at the request of the client in writing either by letter or e-mail. Nemi Development Ltd. will not cancel a client’s PAYE scheme without this instruction and will not accept any consequences arising from a client’s failure to notify Nemi Development Ltd. of their closing instructions.
27) Nemi Development Ltd. reserve the right that if after 6 weeks of non payment by a client of company invoices to suspend the payroll service & may inform HMRC that the company no longer acts for that client. If after this time the client wishes the company to act on their behalf, all unpaid invoices plus a late payment fee of £25+VAT will have to be paid prior to any payroll processing on behalf of the client.
28) This contract shall be governed by English law.
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