HomeMy WebLinkAboutService Agreement with Payroll America for payroll processing services
FEES QUOTATION I SERVICE AGREEMENT
PAYROLL PROCESSING SERVICES
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Employer Namel
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'-7 0 Corp 0 S-Corp 0 SoleProprietor/ParlnershipOOther
DBA
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Address
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City, S ate, Zip
Credit Reference
Phone
Phone
Bank Contact Name
941 Deposit Schedule: DMonthly DSemi-Weekly DOther
Communication: DFAX OPhone ~eb Access DE-Mail OModem OTimeClock pJRemote Payroll -
Pri~Payroll Contact
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Phone #
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Fax #
Title
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-Mail
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Secondary Payroll Contact
R6""TH' e....lJtJ.....J'",-
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Estimated Number of Employees / Checks 230
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Pay Period: OWeekly OBi-Weekly OSemi-Monthly ,tMMonthly
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PayPeriod Information is due to PayrollAmerica at 10 am two business days before payday to allow courier delivery on the
business day prior to payd<;lY. This timing is required for Direct Deposit.
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Processing (Based on # of checks)
Features Per Period
Direct Deposit / Check ........................
Tax Payment Management! State ......
Laser Sign / Env. Stuff / Check ............
General Ledger Posting ......................
Third-Party Checks .............................
Third-Party Reporting/Agency.............
Third-Party Electric Reporting .............
.. .~cc~LIr:ackij:J~ludecLwit
Module) ,..............................................
Workers Compensation Tracking ........
HR Module ..........................................
Applicant Tracking Module ..................
C.O.B.R.A. Module ..............................
Time Clock Interface ...........................
.-=-.~__=c::lient~~itEfI3(3PclrfPrintillg ..........,........
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Courier Delivery (Next Day) .................
Other Delivery:
Subtotal............................................. ..
Cafeteria Plan .....................................
Total Fees Per Pay Period
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I~ .' S~,~oF05
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PayrollAmerica Price Quotation
This price quotation valid for .30 days
from the date prepared. Please read
the back of this form for terms and
conditions on the services provided
Additional Fees I Conditions
. Setup/Conversion/lnstallation
$ 5. (:;t!> ~ u....p/oy~'L
. Year End W-2 s, Prepared and
Magnetically filed
$ 3 - Each
~. M.iniili.i:i.iii.
· Oil ec;t Deposit 8cfVice8 Elr-o . 7S
per EFFlp. or $28,88 M6'X.
. ~motg P'?yro'l .' ~93t
biocFl~iFlg r cc .
$.2::;8.00 .
_'!........E~y:ment Method:
DCheck' Invoice I Statement
~ireet 0et:>it (Required'wheh
Tax Payme/"lt.Mgt..cireGWepQsit,4~
Official Bank Check selected)
Comments
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Date
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Payroll ri
.' the PartnershiP .that PaysrU
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Pavroll Services (EFT) Agreement
THIS PAYROLL SERVICES AGREEMENT is entered into as of the ~day of ;.~
200 r. by and between c I ~...-I tM.e1l ,-r:.:..,...,.:> {the "Employer")
and KEYBANK National AS OCIATION, (the "Bank").
WITNESSETH:
WHEREAS, the Bank has established a batch processing service with PayrollAmerica, a
third-party processor (the "Processor"), which will provide services for the calculation of
payrolls and the provision of electronic direct deposit services and preparation of related
vouchers (collectively the "Payroll Services"):
WHEREAS, the Employer desires to utilize the Payroll Services.
NOW, THERFORE, for valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties hereby agree as follows:
1, In order to pay the Employer's Employee's, the processor shall prepare vouchers which shall
include, at a minimum, the following information: employee's name and address, amount of
payment, date of payment, and identification of account into which the funds are deposited
(the" Vouchers ").
2. The Employer shall establish and maintain a commercial checking account (the "Payroll
Account") and shall maintain therein available funds in an amount sufficient to cover the
Employer's net payroll as reported to the Bank by the processor.
3, The Bank shall charge the Employer's Payroll Account with the total net payroll relating to the
Payroll services as reported to the Bank by the Processor for each payroll cycle. In the event
the Payroll Account does not have sufficient collected funds to meet the net payroll cycle and
continues to be insufficiently funded for two business days thereafter, the Employer hereby
authorizes the bank to debit any other account maintained by the Employer for the amount of
such deficiency.
4. The Employer shall retain the original or a copy of each authorization received from each
. eFl'lF>10ye~f0r~eleetI'0I'li(;Fd'il'eeh,jeI90siHor~two~(~")~yearS'after~termination"OFre'lOcathjl njrstTch
authorization. This Agreement and the performance by the Bank of its services hereunder,
including the performance of services by the processor, shall not relieve the Employer of any
obligation imposed by the law or contract regarding the maintenance of records or other
matters nor from employing adequate credit accounting and review practices customarily
followed by a similar businesses.
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5~. The Bank will not be liable-for any-damageorTossJrnclUdfng~bufi'lOtlimitedtO,liabilities, cost, and
eJl.fJJ:lQs,es):to::tl1e::eJn:pl~ts:ernployees.arlslng.out-ottfj6-acts.or--omlsslons.oT.any-tl1lrd-~artle~,
including, but not limited to, any courier service company, the Nationwide Automated Clearing House
("NACHA-"), UI <lilY otherACHlJrganization;,my-Federal-RE!SelVe-Bank, any recelvmg fmanclal1nsUtutlon m
which an employee maintains an account, any receiving depository institution, or any depositor. The Bank
makes no representations or warranties except as expressly stated herein and all other warranties,
expressed are excluded,
In no event shall the Bank be liable for incidental or consequential damages even if the Bank has been
advised of the possibility of such damages. In no event shall the Bank's total liability to the employer
pursuant to any claim arising out of or relating to this Agreement or the transactions covered hereby
(whether in contact or in tort) exceed the dollar amount of the official check(s) andl or vouchers(s) on which
the claim is based,
6. The Employer agrees to indemnify and hold the Bank harmless from all liabilities, losses,
costs and expenses (including attorney' fees) incurred by the Bank and caused by or arising
out of (a) any breach by the Employer of any provision of the agreement or contained in any
provision of the agreement or comply with any provisions of applicable federal or state laws,
regulations, rules or operating letters, including but not by any way of limitation. The
Electronic Fund Transfer Act, Regulation E promulgated hereunder, and all amendments
thereto, (c) any action by the Bank in reliance upon pursuant any instructions or specific
request of the Employer including but not limited to, the reversal of any electronic direct
deposit to an account of an employee maintained at the bank or at another financial
institution, or the disbursement of any sums which the Bank is authorized to withhold.
Notwithstanding sub paragraph "(c)" of this paragraph, the Employer agrees that the Bank
shall have the right at all times to refuse to reverse any electronic direct deposit to the
account of an employee maintained at the Bank or at receiving financial institution.
7. The Employer warrants and represents that here are no provisions of any law, whether
federal, state, or local, or of any certification of incorporation, by -law or agreement of any
kind, nature or description binding upon the Employer, which prohibits the Employer from
entering into this Agreement, and that the Employer's performance of the Agreement has
been duly authorized and is a binding obligation of the Employer.
8. The parties agree that this Agreement replaces and supersedes any prior agreement,
discussions and understanding of any manner between parties. This Agreement may be
amended or modified only by the written Agreement of the parties hereto.
This Agreement may be terminated by either party immediately upon written notice to the
other; provided, however, the Employer's duty to maintain sufficient funds in its Payroll
Account shall continue until no shortages remain in the Payroll Account in connection with the
Payroll Services provided by Payroll America. Upon termination, the Employer will notify its
employees thereof or will take other appropriate and reasonable action to apprise its
employees of such termination or to arrange for a substitute service. The Employer agrees
that upon termination of the agreement, the Employer will immediately cease any use of
Vouchers.
9. This Agreement shall not be assigned or otherwise transferred by the Employer to any other
person, corporation or entity without the prior written consent of the Bank, which consent may
be granted or withheld at the Bank's discretion.
10. This Agreement shall be governed by and construed in accordance with the laws of the State
of Ohio, and the applicable rules and regulations of both the Bank and NACHA are
incorporated herein and made a part hereof.
1:1:=:;"'Eb:e-Emp1-~e~~~IJ,I.!lI!J~YJ::;Uj.::w:1LI::WJ.ULJJ.<;IIlil::'::;AU~l~~~lJce-~
shall such employees be construed as third party beneficiaries hereof.
12. The Bank and the Employer agree that each is acting independently of the other, that they
are not joint ventures and that neither is an agent of the other.
13. The Bank and the Employer agree that each is acting independently of the other, that they
are not joint ventures and that neither is an agent of the other.
IN-WFFNESS-WHERE0F;-the-parties-have-caused-this--Agreement.to-beexecuted-as-oHhe~~-~~-'~~
I::::IVlPLOYER: c-;-; f I 0 j: If} P J{ I Clf(]~ Key Bank National Association
I
By: din (-J, 1-,' /0f t n'lo tVl By:
7' I
Title: tI II (, /) (' f' I) / ,q; (! If) J{ Title Payroll Services official
,.._~______L....:...._____,__
Phone: (800) 375-8997 Fax: (800) 663.3681
Email: payinfo@payrollamerlca.com