Terms and conditions

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These Terms of Service outline the framework under which Smart Payroll Services delivers payroll and HR solutions to its clients.

 

By contracting with Smart Payroll Services, the client acknowledges and accepts these Terms and Conditions alongside any formal quotations, proposals, or service schedules.

 

White-Label Services

 

Where payroll services are provided on a white-label basis, Smart Payroll Services will provide the agreed services in accordance with the branding and communication arrangements agreed with the contracting client. Unless otherwise agreed in writing, the contracting client remains responsible for its relationship with its end client and for communicating contractual, commercial and service matters to them.

 

1. Service Provision

 

Smart Payroll Services offers dedicated payroll and human resources support as defined in each client agreement.

 

Core offerings may include:

 

• Comprehensive payroll processing

• PAYE and National Insurance management

• RTI electronic submissions

• Digital payslip generation

• Pension administrative support

• Detailed payroll reporting

• General payroll administration

• HR consulting and advisory

• HR casework management

• Customised HR projects

 

Fees will be detailed in your service level agreement.

 

2. Processing Guidelines

 

Payroll is executed based on the data submitted by the client.

 

The client is responsible for ensuring all data shared with Smart Payroll Services is:

 

• Full and accurate

• Duly authorised

• Submitted by the established deadline

 

Smart Payroll Services assumes no liability for errors, financial penalties, or losses resulting from late or incorrect data supplied by the client. While we attempt to accommodate late submissions, we cannot guarantee their inclusion in the current cycle. Extra fees may apply for re-processing requirements.

Payroll Review and Client Approval

 

The client is responsible for reviewing all payroll reports, calculations and information provided by Smart Payroll Services prior to payroll finalisation.

 

The client must notify Smart Payroll Services promptly of any discrepancies or amendments required. Once payroll has been approved by the client, Smart Payroll Services will process the payroll based upon that approval.

 

Smart Payroll Services cannot accept responsibility for errors, omissions or incorrect payments resulting from information that has been approved or confirmed by the client.

 

 3. Deadlines and Schedules

 

Clients will receive a fixed payroll calendar. It is your duty to provide information within these windows. Failure to meet agreed deadlines may result in processing delays. Where appropriate and expressly authorised by the client, Smart Payroll Services may process payroll using the most recently confirmed information available.

 

4. Standard Service Scope

 

The recurring fee covers basic payroll functions including routine processing, tax calculations, RTI filing, and standard reporting. It does not encompass significant manual interventions or complex one-off tasks.

 

5. Extra Service Fees

 

Supplementary charges apply for items outside the main scope corrections due to client error, such as CIS administration, statutory manual calculations, and historical payroll reconstruction. Fees will be communicated before work begins where possible.

 

Additional Work and Changes to Scope

 

Where a client requests services that fall outside the agreed scope of the Service Level Agreement, Smart Payroll Services reserves the right to provide a separate quotation before commencing the additional work.

 

Where additional work becomes necessary due to unforeseen circumstances, incomplete information, historical errors or matters arising from previous service providers, Smart Payroll Services will notify the client where reasonably practicable and agree any additional charges before undertaking substantial work.

 

Smart Payroll Services is not obliged to undertake work outside the agreed scope without prior agreement.

 

6. Pension Management

 

Standard administration includes auto-enrolment assessments, contribution processing, and data submission. Complex reconciliations, legacy error fixes, or provider changes will be quoted separately. The client maintains ultimate legal responsibility for pension compliance.

 

7. HR Advisory and Casework

 

General HR advice is provided within the scope agreed in the applicable Service Level Agreement. Where a matter requires investigation, detailed preparation, drafting, ongoing involvement, case management or significant professional input, Smart Payroll Services reserves the right to classify the work as HR Casework & Consultancy and charge accordingly. Where practicable, clients will be notified before chargeable work commences.

 

8. Specialised HR Projects

 

Bespoke tasks such as drafting handbooks, site-specific contracts, or restructuring strategies will be quoted independently. Work commences only after a project-specific scope is formally agreed upon.

 

9. Client Duties

 

The client is responsible for management decisions, employee consents, maintaining personnel files, ensuring data legality, and verifying that enough funds are available for all statutory and wage payments. Smart Payroll Services acts as a support partner, not the legal employer.

 

Authorised Contacts and Instructions

 

The client must nominate authorised contacts who are permitted to provide payroll information, instructions, approvals and amendments to Smart Payroll Services.

 

Smart Payroll Services may reasonably rely upon instructions received from nominated or authorised contacts and will not be responsible for losses arising from instructions that the client subsequently disputes, unless Smart Payroll Services has acted negligently.

 

The client is responsible for promptly notifying Smart Payroll Services of any changes to authorised personnel or contact details.

 

10. Payroll Finalisation

 

Clients must review and approve payroll data prior to the payment date. Once approved, Smart Payroll Services will finalise submissions based on that confirmation.

 

11. Third-Party Interactions

 

We are authorised to submit data to HMRC and pension providers on your behalf. The client is responsible for the accuracy of the underlying data and maintaining valid authorisation.

 

Third-Party Systems and Regulatory Bodies

 

Smart Payroll Services relies on third-party systems, software providers and external organisations including HMRC and pension providers in delivering its services.

 

Smart Payroll Services cannot guarantee the availability, performance or uninterrupted operation of third-party systems or services and will not be responsible for delays or failures arising from circumstances outside its reasonable control.

 

Where a third-party system failure affects the delivery of services, Smart Payroll Services will take reasonable steps to minimise disruption and keep affected clients informed where appropriate.

 

12. Invoicing and Payments

 

Fees are specified in your service contract. Invoices must be settled within 30 days. Late payments may incur interest and could lead to service suspension following due notice.

 

13. Implementation Fees

 

A one-time setup fee of £99 applies to new accounts for system configuration and onboarding. This fee is non-refundable once the setup process has started.

 

14. Service Termination and Handover

 

Should a client cease using the payroll service, termination requires one month's written notice, ending after the final complete payroll month, unless otherwise agreed in writing, a structured offboarding process will be undertaken to ensure an orderly and professional transfer.

This includes:

• Revocation of access to relevant payroll and client systems

• Removal of authorised access and permissions

• Final payroll/service administration

• Preparation and provision of relevant handover information

• Transfer of agreed payroll and pension information to the incoming provider or authorised party

• Confirmation that access and permissions have been removed following completion of the handover

No standard offboarding or handover fee applies. However, where offboarding requires substantial historical reconciliation, remedial work, reconstruction of payroll records or significant additional administration, this work will be discussed and quoted separately before being undertaken.

 

Suspension of Services

 

Smart Payroll Services reserves the right to suspend or delay services where:

 

• Invoices remain unpaid beyond the agreed payment terms;

• Required payroll information or approvals have not been provided;

• The client fails to meet agreed deadlines;

• Continuing to provide the service could result in a breach of legal, regulatory or professional obligations; or

• The client makes unlawful, inappropriate or unreasonable requests.

 

Where reasonably practicable, notice will be provided before services are suspended.

Smart Payroll Services will not be responsible for delays, penalties or losses arising directly from a suspension resulting from the circumstances outlined above.

 

15. Data Privacy and Confidentiality

 

Smart Payroll Services recognises the importance of protecting personal and confidential information. Both parties agree to handle all personal, employee and business information securely and confidentially.

 

Smart Payroll Services will implement appropriate technical and organisational measures to protect personal data against unauthorised or unlawful processing, accidental loss, destruction or damage, in accordance with applicable UK data protection legislation.

 

16. Data Protection and GDPR Compliance

 

Smart Payroll Services is registered with the Information Commissioner's Office (ICO) and is committed to complying with applicable data protection legislation, including the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018.

 

Where Smart Payroll Services processes personal data on behalf of a client in connection with the provision of payroll or HR services, the parties acknowledge that the client will generally act as the Data Controller and Smart Payroll Services will act as the Data Processor.

 

Smart Payroll Services will process personal data only as necessary to provide the agreed services and in accordance with the client's documented instructions, except where otherwise required by law.

 

A Data Processing Agreement may be implemented where required to set out the specific responsibilities of both parties in relation to the processing of personal data.

 

Clients remain responsible for ensuring that they have a lawful basis for processing personal data and for providing appropriate privacy information to their employees and workers.

 

Record Retention

 

Smart Payroll Services will retain payroll and associated records in accordance with applicable legal, regulatory and data protection requirements.

 

Unless otherwise agreed, the client remains responsible for retaining its own employment, payroll and personnel records where legally required.

 

Following termination of services, records will be retained, transferred or securely deleted in accordance with the agreed offboarding arrangements, applicable legislation and Smart Payroll Services' data retention procedures.

 

17. System Security

 

While we maintain high security standards, clients must protect their own login credentials and internal systems to prevent unauthorised access.

 

18. Nature of Professional Advice

 

HR guidance is practical in nature and does not constitute legal counsel from a solicitor. Clients should seek legal representation for litigation or employment tribunal matters.

 

19. Error Resolution

 

We will promptly fix any errors caused by our internal processing. Errors arising from client-provided data will be corrected at the client's expense.

 

20. Limitation of Liability

 

Smart Payroll Services will provide its services with reasonable skill and care and will take reasonable steps to ensure that services are delivered accurately and professionally.

 

The client acknowledges that Smart Payroll Services relies on information, instructions and approvals provided by the client and authorised representatives. Smart Payroll Services shall not be responsible for errors, delays, penalties, losses or additional costs arising directly from:

 

• inaccurate, incomplete or late information provided by the client;

• incorrect instructions or approvals provided by the client or an authorised representative;

• the client's failure to review payroll information or reports prior to approval;

• delays or failures caused by third-party software providers, HMRC, pension providers, banking systems or other external organisations;

• circumstances beyond Smart Payroll Services' reasonable control; or

• the client's failure to comply with its own legal, financial, employment or regulatory obligations.

 

Smart Payroll Services shall not be liable for any indirect or consequential loss, loss of profit, loss of business, loss of opportunity, loss of goodwill or business interruption arising in connection with the provision of services, except where such liability cannot lawfully be excluded.

 

The client remains responsible for all employment decisions, contractual obligations, statutory payments, tax liabilities, pension obligations and legal compliance relating to its employees and workers.

 

Nothing within these Terms and Conditions shall exclude or limit any liability which cannot lawfully be excluded or limited.

 

Where an error is directly caused by Smart Payroll Services, we will take reasonable steps to investigate and rectify the error as promptly as reasonably practicable.

 

21. Insurance

 

Smart Payroll Services maintains professional indemnity insurance relevant to the scope of our offerings. Our insurance includes professional indemnity insurance, public liability insurance and cyber insurance.

 

22. Proprietary Rights

 

Clients may use custom documents created for them, but Smart Payroll Services retains ownership of all pre-existing templates, methodologies, and technical processes.

 

Clients may use documents, policies, contracts and other materials specifically created for their internal business purposes.

 

Unless otherwise agreed in writing, Smart Payroll Services retains ownership of all pre-existing templates, frameworks, methodologies, processes, systems and intellectual property used in delivering the services.

 

Clients may not reproduce, resell, distribute, sublicense or commercially exploit Smart Payroll Services' templates, materials or intellectual property for use by third parties without prior written permission.

 

 23. Outsourcing

 

We may utilise secure third-party software and sub-processors to deliver our services, ensuring all data protection safeguards remain in place.

 

24. Notice Period

 

Unless otherwise agreed, termination requires one month’s written notice from the last complete payroll month. We reserve the right to end services immediately for non-payment or unlawful requests.

 

25. Force Majeure

 

We are not responsible for delays caused by extreme events such as cyber-attacks, pandemics, utility failures, or natural disasters, but will act to restore services quickly.

 

26. Feedback and Complaints

 

We strive for excellence. If you have concerns, please notify us immediately so we can investigate and resolve the issue by emailing charlotte@smartpayrollservices.co.uk.

 

27. Agreement Updates

 

We periodically review pricing and terms. Clients will receive notice regarding recurring fee adjustments or significant policy changes.

 

28. Legal Jurisdiction

 

These terms are governed by English and Welsh law. Any disputes will be settled within the courts of England and Wales.

 

Changes in Legislation

 

Smart Payroll Services will use reasonable endeavours to ensure that services are delivered in accordance with applicable UK legislation and regulatory requirements.

 

Where changes in legislation, HMRC requirements, pension regulations or employment law materially affect the scope, complexity or cost of the services provided, Smart Payroll Services reserves the right to review the service arrangements and fees following reasonable notice to the client.

 

 29. Consent

 

By utilising Smart Payroll Services, you confirm you have read and accepted these Terms of Service and all related data agreements.