Terms and Conditions of Service and Use

1. Acceptance of Terms

These Terms and Conditions of Service and Use ("Terms") apply to and govern your use of our PayRight web site and the provided payroll software system and/or other software facilities (the "Website"). By ticking the Terms of Service & Privacy Policy box online, you accept these Terms and you enter a contractual agreement between PayRight and yourself.
References to 'you', 'your' 'yours' and 'yourself' are references any user who represents your organisation, and/or any additional user your organisation appoints, the employees of your organisation, the clients of a bureau/an agent, and/or any person accessing the Website.
References to 'we', 'us' and 'our' are references to PayRight, and Affiliate companies, the service provider of this Website. By accessing, browsing or using our Website and any of its facilities, content or information, you will be bound by our Terms. PayRight may decide from time to time to waive any of the Terms governing the Website and its facilities. If we do so, we will not be deemed to have waived those Terms on any other occasion.

2. Right to Change

PayRight reserves the right to change the content of the Website and its facilities, the fees we charge, and the Terms or any part thereof, at any time without notice in response to market conditions and changes to regulations. Any changes to the services on our Website and/or our Terms will be posted on our Website and/or on this page. It is your responsibility to check the Website and these Terms for any changes. If you access and use the Website after we have made a change it shall be deemed that you have accepted the change.

3. Description of Services

3.1 Payroll Services

Our Website acts only as a venue where you can make use of the provided payroll software system and/or other software facilities ("Services") to facilitate you in storing and updating your data for conducting payroll, pension, P11D, CIS and other calculations, training, making electronic payments, viewing and printing documents relating to your pay run, your data, your payments and other calculations, E-Filing and downloading, and other related services, on an "as is" and "as available" basis.
Apart from data format validation checks, PayRight does not monitor, edit or review whether the data provided by you is correct. We have no control over the authority, the quality or safety of the data input. You are entirely responsible for the accuracy and completeness of your records. All liabilities howsoever arising as a result of errors, inaccuracies, omissions, or a lack of clarity in your data records, in so far as they attach to us, are excluded.
We are not involved in any transactions between you, or any third party, including, without limitation, your authorised users, your Agents, your Clients, your employees, HMRC, your bank and others. Our service also excludes any investigation or payroll audit into your affairs by HMRC, and also excludes enquiries.
For security and other reasons we have the right from time to time to monitor the data entered or uploaded into our system. Your uploaded data may be placed in a temporary holding file for checking and screening to ensure that it does not contain virus and non-complying items and, if necessary, for us to view and test to see if the data complies with HMRC or Companies House data format rules before the data can be accepted into the system for processing or e-filing to HMRC or Companies House.
PayRight provides only the Services set out above. PayRight does not provide or endorse any kind of tax, legal, financial or other advice. Any statement, correspondence or incidental conversation between the staff of PayRight and yourself, should not be seen or construed as advice. Any guidance or statement given by any of PayRight’s staff, or any statement on the Website, expressed or implied, whether or not under our letterhead, should be taken as purely an opinion based upon our current understanding of the regulations and used at your own risk and we shall not be held responsible for any consequences arising or in connection thereof.
The pre-set items in our payroll and other facilities are commonly used items for many users. They may not be applicable to you and it must not be construed that we are dictating or advising you on how you should run your payroll. You take full responsibility to check the pre-set items to see if the pre-set items are suitable for your use before you begin to use the facilities.

3.2 e-Filing Services
The Website acts as a venue where you can e-File your various RTI forms such as EAS, FFPS, FPS, EPS, NVR, EYU, P11D, P11D(b), P46(cars), P9D, CIS monthly returns and Verifications and others to be added from time to time as we think suitable, on an "as is" and "as available" basis.
The validation of the e-Filing documents is based on the published HMRC Schema and/or Business Rules and some additional rules which we may impose. You undertake that all the required rules are fully complied with.
By law you are obliged to e-file your returns to HMRC and ensure that the returns are truly and properly completed during each tax year. If, for whatever reason, you fail to e-file your returns on time the system may only allow you to e-file your late returns no later than 10 months after the immediate past tax year deadline. To e-file later returns you will have to deal with HMRC directly or with another e-filing system.

3.3 Downloading Services
Downloading of your documents or your client’s documents from the HMRC Data Provisional Service (DPS) server is only possible if you log in to the HMRC DPS through our Services to download the respective documents.

3.4 Auto Tax Code Updates
The Services provide the facility to automatically update tax codes. However, you are fully responsible for checking that the tax code update has been successfully executed each time you use this facility.

3.5 Access to Internet Payroll Accounts
If, for whatever reason, your clients or employees have an objection to you using an Internet payroll, or using PayRight, this is a matter between you and your employer or employee and PayRate cannot be held responsible for any claim or objection arising from a client or employer or employee. PayRate will not deal with anyone other than the originator who initiated the account, unless we have agreed to your request and have your written authority to do so. If any client, employer or employee raises or seeks to exercise any legal rights or raise objections to us directly, providing any objections are made in writing, we will forward the enquiry or objection to the originator who initiated the account, as they have legal responsibility for the payroll. By using our services and thereby agreeing to these Terms you limit all liability to PayRight from whosoever may wish to make a claim against us with regard to all legal arrangements with your clients, employers or employees and compliance with employment and data protection obligation.

3.6 Mobile App Services
Any Mobile App services we may provide would be available through personal mobile Devices. None of PayRight or its subsidiaries, affiliates and/or its licensors will be responsible for or liable for the capabilities or reliability of wireless services.

3.7 e-Filing User ID and Password
By using the Services, and entering and leaving your e-Filing details in our Website, namely your HMRC User ID and Password, and/or other details, you declare that you are the authorised person to do so. In so doing you are giving the instruction to us to automate the e-Filing and downloading facilities available at that time. You undertake to remove your HMRC e-Filing details, such as the HMRC issued User ID and Password, if you wish to withdraw from the automatic e-Filing or downloading facilities after each E-Filing or download.

4. Electronic Payments Arrangements

Different electronic payment providers may be displayed on our Website for your convenience. We do not represent, nor are we agents for nor affiliated with, nor responsible for any of these financial providers. It is your responsibility to make your own arrangements with a third party financial provider outside of the scope of our service. You should only use our payment software facility after you have set up proper arrangements and agreements with the financial provider. We do not give any guarantee or warranty for any payment transaction you may make through our Website. The electronic payment service facility is provided on an 'as is' and 'as available' basis.

5. Sign up/Sign In Details

You undertake to keep your security Sign In ID, Password and Memorable (Pattern) Word and any other sign up and sign in details secret. You further undertake to change your Password regularly. If you do not know how to change your Password, you undertake to seek expert advice on how to do so. You must not tell anyone these details or write them down in a manner that would allow someone else to use them and access your data. Never include your Password or Memorable Word in an e-Mail or a letter. PayRight will never ask you to enter your Password or Memorable Word on any other Website or letter or E-Mail. You should not tell anyone, including PayRight staff, your Password or Memorable Word, or any sign up and sign in details over the phone, or by any other correspondence or e-Mail. Do not enter your Password and Memorable Word while someone else is watching. You must contact us immediately if you suspect that someone knows your sign in details and/or has accessed your data.
If you forget your sign in details you should click on the 'Click Here' button on our Website and follow the on-line instructions. If you still cannot recover your sign in details, PayRight reserves the right to impose a levy to recover the additional administrative costs involved in recovering these.

6. User Undertaking and Responsibility

If you are an employer or an employer appointed user you undertake to seek the consent of your employees and your clients before entering any of their data on the PayRight Website facilities. You agree to indemnify PayRight for the consequences of any authorised and unauthorised entry of employee or client data into the Website.
You may grant permission to your clients, employees and additional users to access the Website to view, print and update the related data and you therefore undertake full responsibility for the conduct of their Internet accounts and their access to the Website.

7. Privacy and Data Protection

Our Privacy and Data Protection Policy set out below applies to and governs your use of the PayRight Website in conjunction with these Terms.
This document sets out how we handle your data. PayRight recognises that your data is of a highly sensitive nature and shall at all times adhere to Data Protection Legislation, meaning the EU Data Protection Directive 95/46/EC, the Directive on Privacy and Electronic Communications 2002/58/EC, the Data Protection Act 1998, the Privacy and Electronic Communications (EC Directive) Regulations 2003 (21 2003/2426), the Regulation of Investigatory Powers Act 2000, the Telecommunications (Lawful Business Practice) (Interception of Communications) Regulations 2000 (SI 2000/2699), as amended from time to time, and all other applicable laws and regulations relating to processing of personal data and privacy in effect in any relevant territory from time to time.

7.1 Types of Data We Collect and It's Use
Whether accessing the Website from your computer or smart phone or tablet, PayRight and its agents may collect some information that identifies you or relates to you as an individual or the employees you enrol using the Services ("Personal Information"), such as, but not limited to, your:


email address

telephone number

username and password (for account administration);

device ID, including IP address;

geolocation (if using a mobile application and you consent to providing it);

financial account information and other payment information (that you submit to us for order processing); and

date of birth, national insurance number, contact and employment information.

In addition, we may collect other types of data elements ("
Other Information") that do not reveal a person's identity or that do not relate directly to an individual, such as:

browser and device information, including operating system;

demographic information and other information provided by you that we may combine with other users of the Website or use on its own;

mobile application usage data;

aggregated information such as "click stream" information like entry and exit points for the Online Services (including referring URLs or domains), certain Online Services traffic statistics, page views and impressions; and

information collected through cookies, pixel tags and other technologies described in more detail late in the Terms.

In addition, when users request pages on the Website, our servers automatically log the IP address of the particular user. The IP address is a unique number assigned to your computer in order to identify it whenever you are surfing the internet.

We may use Personal Information for purposes described in the Terms or as otherwise disclosed to you on the Website. For example, we may use Personal Information to:

process and manage your use of our services;

respond to your enquiries or requests, or those of the individuals enrolled using the Services;

communicate with you or the individuals enrolled using the Services by [mail, telephone, facsimile, e-mail, mobile alerts and SMS text messaging], including about your use of our Services, your account, your requests for information, and to update you about changes to the Terms or Services;

further our business purposes, such as to perform data analysis, audits, fraud monitoring and prevention, to enhance, improve or modify the Services, to identify usage trends, determine the effectiveness of our promotional campaigns and to operate and expand our business activities; and

PayRight has the right to scan the user database when required for administrative, advice and invoicing purposes whenever we deem it necessary.

7.2 Disclosure and sharing of your Data
We undertake not to sell, trade, rent or share any personal information to third parties. We may disclose your personal information to third parties only in the event that;
- We have obtained your consent to share such personal information.
- We need to share such personal information with you, a third party or the individual to whom it relates to provide the service or product you have requested, paid or unpaid.
- We need to send the personal information to third parties who work with or on behalf of PayRight to provide a service or product to you.
- We become aware that your actions violate the terms of our Terms or any of our usage guidelines.
- We are in receipt of a court order or other legitimate request by authorities with which we must comply.

7.3 Confidentiality and Protecting your Data
We undertake to adopt reasonably appropriate physical, electronic and procedural measures to protect personal information collected or stored on our Website and its facilities. We use appropriate Internet security protocol to create a protected connection between you and our servers so that personal information can be confidentially sent and retrieved.
Whilst we have security measures in place to protect your data, it remains your responsibility to keep your sign in details secret and to sign off from the Website when you are not using it. No data transmission over the Internet or information storage technology can be guaranteed to be 100% secure, and there is always some risk of unauthorised access. PayRight cannot be held liable for any breach of security. Any information submitted to us is done so at your own risk.
You can request the deletion of your account, subject to our statutory obligations of minimum periods of retention of data, by contacting us in writing by registered post. We reserve the right to regularly delete any data that we deem is out of date or no longer required.
You accept that any contact detail, tax and/or other data you have entered into our system will stay in the system, whether live or archived, for any period required by law and in accordance with our data deletion policies.

7.4 Use of IP Addresses and Cookies
For security purposes PayRight automatically records the IP address of your computer each time you visit our Website.
We use "cookie" technology on our Web site. Cookies are small text files that we transfer to your computer through your Web browser to enable our systems to 'remember' who you are and to provide personalised features. We use cookies to provide functional information about your browser, which is recorded in the Website's logs and which allows us to provide a better experience on our Website. We also use cookies to gather broad demographic information and general usage patterns about you and other users of our Website. Although such cookies do not contain any personally identifying information about you, we might link this information to Personal Information about you. If we do, we will treat it as personal information under these Terms. PayRight may set and access cookies on your computer. You may at any time turn off cookies in your browser (each browser is different, so check the "Help" menu of your browser to learn how to change your cookie preferences).
PayRight allows other companies that have advertisements on our Website to set and access their cookies on your computer. Other companies' use of cookies is subject to their own privacy policies. Advertisers or other third parties do not have access to PayRight cookies.

7.5 Links to Third Party Sites
Our site contains links to other web sites. PayRight is not responsible for the privacy practices, or the content, of these web sites. We recommend that you examine the privacy policies of these third party web sites to understand their procedures for collecting, using, and disclosing your information.

8. Correspondence

The majority of computer viruses are spread through e-Mails with attached files. You agree not to send PayRight any e-Mail containing attached files or any e-Mail containing links unless requested by us to do so, and if so with appropriate protection. PayRight may from time to time send you important notifications to your registered e-Mail address regarding important data updates or security alerts.
Internet communications, including e-Mail, SMS or fax which contain a letter, payslips, or other data, go through various ISP and Internet hubs before they reach you and therefore are not guaranteed to be secure. You accept that PayRight does not accept legal responsibility for the contents of any messages transmitted over the Internet.

9. Fees

Charges for the Services will be made at the published rate as shown on our Website, as amended from time to time, unless a specific fee structure has otherwise been agreed by both parties in writing. Any changes to fees will become effective one month after written notice of the change has been given to you.
PayRight may in its absolute discretion waive any charges and allow any free usage at any time by communicating the same to you in writing. In such event we will not be deemed to have waived the charges or fees on any other occasion. We reserve the right to change the fees and charges published on our Website and impose new fees and charges, at any time without notice.
Should you fail to update your payroll account and allow it to lag behind the current tax year by more than 12 months, your account may be suspended and a fee of £200 may be charged to reactivate your account.
You are not permitted to create multiple accounts for the same company or organisation. Should you do so, you accept that PayRight has the right to impose a penalty of £1000 for each of the multiple accounts created. This is to prevent malpractice and any abuse of any free offer period or limit.

10. Invoicing and Payment Terms

Unless otherwise stated, all fees are payable in Pounds Sterling and all invoices are subject to vat at the prevailing rate and are payable before the specified due date. Invoices will be issued in an electronic format. In the event of your payment not being received before the specified payment due date, PayRight reserves the right to immediately suspend your use of the Website facilities and retain any stored data until payment is received in full. PayRight reserves the right to charge interest on all accounts remaining unpaid after their due date. Should you decide to stop using the facilities, you acknowledge that you are liable for payment of all invoices up until the date you leave.
Our standard credit terms are settlement of invoice within 30 days.

11. Termination of Service

11.1 a) If you wish to make a complaint regarding our services, you should write to us using registered post.
11.1.b) If either party wishes to terminate the use of our services, 3 months' notice should be given in writing via registered post to the other party's registered address.
Notwithstanding clause 11.1.b) PayRight in its sole discretion may immediately terminate your password, your account (or any part thereof), or use of the Services or the Website and its facilities, and remove and discard any content within the Website and its facilities, for any reason, including without limitation, a lack of use, or if PayRight believes that you have violated or acted inconsistently within the letter or spirit of the Terms. If PayRight exercises its right to terminate its facilities to you, its decision is final and you have no right to appeal. You also agree that there will be no compensation of any kind for losses or inconvenience arising out of the termination of the use of the PayRight Website or its facilities.

12. Security

All users of the Website or Services remain liable for all use of the Website or Services accessed from their computer or device. For your own protection and security you should never leave your computer unattended whilst you are signed in to our Website or Services and you must always sign out from our Website and Services whenever you are not using them. If you are using a public or shared computer to use the Website or Services, sign out and close down any browser windows when you have finished using our Website and its facilities.
You are required to keep your postal address and contact details updated at all times. You will be required to provide us with proof of identify if you use our sign in recovery facility. Recovered sign in details will be posted to the address you have provided on the Website, and we do not take any responsibility for postal issues and security. You accept the risks involved in the way the recovered sign in details are communicated to you.
Any material and/or information downloaded or otherwise obtained through the use of our Website and its facilities is done at your own discretion and risk and that you shall be solely responsible for any damage to your computer system or loss of data that results from the download of such material and/or data.


13. Disclaimer of warranties

The Website, Services, information and products provided by PayRight over the internet or mobile app are provided on an "as is," and "as available" basis. Your use of and access to the website services and mobile app are at your own risk. We do not warrant the information or services provided or your use of the services generally, either expressly or implied, for any particular purpose, and expressly disclaim any implied warranties, including but not limited to, warranties of title, non-infringement, merchantability or fitness for a particular purpose. We will not be responsible for any loss or damage that could result from interception by third parties of any information or services made available to you via the website or mobile app or other communication channels. We do not warrant that the services will work on a device or across the network of a wireless service provider.
We nor any of our subsidiaries, affiliates, directors, officers or employees, nor any of our Licensors (as set out in Clause 19 below), nor any third party vendor, will be liable or have any responsibility of any kind for any loss or damage that you incur in the event of any failure or interruption of the Website services and/or the mobile app, or resulting from the act or omission of any other party involved in providing the Website or Services or making the mobile app.

14. Limitations of Liability

In conjunction with the Disclaimer of Warranties set out in Clause 13 above, you understand and agree that to the fullest extent permitted by English law we exclude liability, and for any claim against us our liability shall be limited to the amount you have paid us in one tax year, if any, for use of the products and/or Services. We will not be liable for any direct, indirect, incidental, consequential or exemplary loss or damages which may be incurred by you as a result of using our Website, mobile app or Services, or as a result of any changes, data loss or corruption, cancellation, loss of access, or downtime to the full extent that applicable limitation of liability laws apply.

15. Third Party Sites

The Website and the Services may contain links to other sites. Independent third party providers have produced the material available on these sites. Any opinions or recommendations are solely those of the independent third party providers and are not directly or indirectly the opinions or recommendations of PayRight. PayRight will not be held liable for any damages or injury resulting from the use of linked sites.
The Website may also contain material submitted and created by third parties. We do not make any recommendation or endorsement as to any service or product or to any material, including advertisements, submitted by third parties to our Website or displayed as part of the Services.
PayRight excludes all liability for any illegality arising from, or error, omission or inaccuracy in such material.

16. Advertisements

PayRight reserves the right to place any advertisement on any page in our Website or within the Services, at any time.
Your correspondence or dealings with, or participation in promotions of, advertisers and merchants found on or through the Website or within the Services, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser or merchant, as applicable by law, you agree that PayRight shall not be responsible or liable for any loss or damage of any kind incurred as the result of any such dealings or as the result of the presence of such advertisers and merchants on the Service. Any orders placed by you are subject to confirmation by, and the terms and conditions of business, of the relevant Merchant.

17. Third Party Rights

In the event that you have any right, claim or action against any other user arising from that user's use of the Website and/or Services its facilities, you agree to pursue such right, claim or action independently of and without recourse to us, and you release PayRight from all claims, liability, damages, losses, costs and expenses, including legal fees, known and unknown, arising from or in any way connected with such right, claim or action.
A person who is not a party to these Terms has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of these Terms but this does not affect any right or remedy of a third party specified in these Terms or which exists or is available apart from the afore mentioned Act.

18. Governing Law

These Terms shall be governed by and construed in accordance with English law and subject to the jurisdiction of the English courts.

19. Licensing and Copyright

You acknowledge that PayRight is the service provider of the Website and Services but not the copyright holder of the software. PayRight has been granted a non-exclusive license to use the software to provide services on the Website on an "as is" basis. INTERSOFTWARE SOLUTIONS LIMITED (Company No. 03306112) (the "Licensor") is the copyright holder and other intellectual property rights holder of the software of this website. The Licensor, does not give any warranty express or implied (including, but not limited to, any express or implied warranties as to fitness for purpose, suitability, accuracy and completeness of content, quality and availability), relating to your access and use of the Website and the Services, to the maximum extent permitted by applicable law.
The software mentioned above includes the business work flow, the business logic, the source code of the software, the calculation engine, the server hosting software, the auto administration system for collecting payments, the sign-up and sign-in to the software system, various screen pages design, the reports, the rollback system, the multi user system, the employee Internet accounts, the e-Filing system, the downloading system and the reminders for the users usage of the software, etc.,
The copyright for the software belongs to the Licensor and does not include the software Home Page design, the colours, the logos, the icons, the marketing materials, the advertisement design, the database software package, the customer support system, all the links, the help files, the secure mail system, the security set up arrangement system on how to access and protect the users data and any help and support, etc.
If any customisation and/or modification of the non-exclusive licensed software is warranted, whether the original idea and design for customisation and/or modification comes from you or from others, you agree that the copyright of the customised and/or modified software remains with the Licensor. The respective copyright holder shall then in turn grant you a non-exclusive license to use the modified and/or customised software upon payment of the agreed fee or other consideration, if any. All software is licensed, not sold.
Copyright 2012 INTERSOFTWARE SOLUTIONS LIMITED (Company No. 03306112). All rights reserved. Reproduction, copying, usage, modifying, hiring, renting, public performance, transmission and/or broadcasting in whole or in part of the various Software or web pages is prohibited without the written consent of the Licensor You may not reverse engineer, decompile, or disassemble the software, except and only to the extent that such opportunity is expressly permitted by applicable law notwithstanding this limitation.
No one may link any other web site to the Website, without the prior written permission from PayRight.
The names and logos of other companies and products mentioned on the Website or Services may be the trademarks of third parties, including our business partners and are used by us with the permission of the respective owner(s). All trade names and trademarks are the property of their registered owners.
These Terms and the Privacy and Data Protection Policy constitute the entire agreement between you and us in relation to the Website and Services and the licence, and supersedes any other oral or written communications with respect to the Website and its facilities.

Copyright© PayRight (a trading name of Prime Pay and Tax Limited). 2017 All rights reserved