Last updated: January 8, 2025

Additional Services Terms

Thank you for subscribing to our additional services. These Additional Services Terms apply to specialized services described below and operate in addition to our main Terms of Service. In case of conflict, these Additional Services Terms control for the specific services covered.

1. Payroll Processing Services

1.1 Service Description

If included in your service agreement, we will assist you in accessing and using a mutually agreed third-party payroll system ("Payroll System") to process your payroll. You authorize us to access the Payroll System and relay your instructions to facilitate payroll processing based on information you provide and at the frequency you designate.

1.2 System Access and Changes

You agree to provide us with sufficient access to the Payroll System to deliver payroll services. You will not change payroll systems without our prior written consent, as system changes may disrupt service delivery and require additional setup and fees.

1.3 Your Acknowledgments and Responsibilities

You acknowledge and agree that:

• We are not a fiduciary of your company or any employee benefit plan
• We are not the employer or joint employer of your employees
• We act solely on your instructions regarding all payroll matters and assume all information you provide is accurate and complete
• You must provide all necessary payroll information (hours worked, time off, employment dates, commissions, bonuses, garnishments, etc.) with sufficient advance notice (at least two business days) to meet payroll deadlines
• You are responsible for compliance with all federal, state, and local employment laws, including wage and hour laws, overtime requirements, and meal/rest break regulations
• You are responsible for all employee-related determinations, including worker classification (employee vs. independent contractor), exempt vs. non-exempt status, withholding adequacy, leave policies, and benefit taxability
• We are not responsible for errors or data loss resulting from your company systems, including HR systems and the Payroll System, or integration issues between systems
• You must review payroll records at least quarterly to identify potential issues and are responsible for investigating and implementing any necessary corrections
• You are responsible for retaining payroll records for periods required by law

1.4 Payment Processing

Payroll payments are processed through the Payroll System according to that provider's terms and conditions. We do not receive or control your payroll funds. You are solely responsible for maintaining sufficient funds in your account to cover payroll obligations. We are not liable for any consequences of insufficient funds.

1.5 Scope Limitations

Our payroll services are administrative in nature. We do not provide:

• Legal or compliance advice regarding employment laws
• HR policy development or employee handbook creation
• Hiring, termination, or disciplinary recommendations
• Benefits administration or insurance brokerage
• Workers' compensation or unemployment claims management
• Multi-state or international payroll compliance (unless specifically agreed)

2. Sales Tax Services

2.1 Service Description

If included in your service agreement, we will prepare sales tax reports and assist with sales tax remittance based on data from your point-of-sale system ("POS System"). You authorize us to prepare reports, submit them to tax authorities, and relay payment instructions to applicable jurisdictions.

2.2 System Access

You agree to provide sufficient access to your POS System to enable timely preparation of sales tax reports and remittance. We rely on the accuracy and completeness of data in your POS System.

2.3 Your Responsibilities

You acknowledge and agree that:

• You must obtain and maintain valid seller's permits or sales tax registrations in all required jurisdictions
• You must inform us of all jurisdictions where you have sales tax obligations and the required filing frequency for each
• You are responsible for determining which products and services are taxable in each jurisdiction
• You must configure your POS System to correctly calculate and collect sales tax
• You are responsible for maintaining sufficient funds to cover sales tax liabilities
• You must review sales tax reports before submission and notify us of any errors or discrepancies
• You are responsible for nexus determinations and identifying new jurisdictions where registration may be required

2.4 Scope Limitations

Our sales tax services are administrative in nature. We do not provide:

• Nexus analysis or determination of filing obligations
• Sales tax registration services (available separately)
• Audit representation or dispute resolution
• Taxability determinations for specific products or services
• Exemption certificate management
• Use tax compliance

2.5 Timing and Deadlines

You must provide us with access to complete and accurate sales data at least five business days before each filing deadline. Late access to data may result in late filings, penalties, or additional rush fees.

3. Accounts Payable Services

3.1 Service Description

If included in your service agreement, we will assist with accounts payable processing, including vendor bill entry, payment scheduling, and payment execution based on your approval.

3.2 Your Responsibilities

You are responsible for:

• Providing vendor bills and invoices in a timely manner
• Approving all payments before execution
• Maintaining sufficient funds for approved payments
• Resolving vendor disputes and discrepancies
• Maintaining vendor relationships and contracts

3.3 Payment Authorization

We will not execute any payments without your explicit approval. You retain full control over payment timing and amounts. We are not responsible for late payment penalties resulting from delayed approvals.

4. Accounts Receivable Services

4.1 Service Description

If included in your service agreement, we will assist with accounts receivable management, including invoice generation, payment tracking, and aging reports.

4.2 Collections

Our services do not include debt collection activities. We can provide aging reports and payment reminders, but you are responsible for collection efforts and decisions regarding write-offs or collection agency referrals.

4.3 Customer Relationships

You retain full responsibility for customer relationships, credit decisions, payment terms, and dispute resolution. We act solely as an administrative assistant in managing receivables data.

5. Financial Reporting Services

5.1 Custom Reports

If included in your service agreement, we will prepare custom financial reports beyond standard monthly financials. Report specifications, frequency, and delivery timelines are defined in your service agreement.

5.2 Report Accuracy

Custom reports are based on data in your accounting system. Report accuracy depends on the accuracy and completeness of underlying data. You should review reports promptly and notify us of any errors or concerns.

6. Fees for Additional Services

6.1 Subscription Fees

Fees for additional services are specified in your service agreement and are billed according to your selected billing frequency.

6.2 Volume-Based Adjustments

Some additional services have volume-based pricing. If your transaction volume significantly exceeds the levels assumed in your service agreement, we may adjust fees accordingly with advance notice.

6.3 Setup Fees

Initial setup of additional services may require one-time setup fees to configure systems, establish processes, and train on your specific requirements.

7. Service Modifications

7.1 Adding Services

You may add additional services at any time by executing an updated service agreement. New services will be prorated for the remainder of your current billing period.

7.2 Discontinuing Services

You may discontinue additional services with 30 days' written notice. Discontinuation takes effect at the end of your current billing period. Prepaid fees for discontinued services are non-refundable.

8. Third-Party Systems

8.1 System Requirements

Additional services may require use of specific third-party systems (payroll systems, POS systems, etc.). You are responsible for maintaining active accounts and subscriptions with such systems.

8.2 System Limitations

We are not responsible for limitations, errors, or outages of third-party systems. Service disruptions caused by third-party system issues are beyond our control.

8.3 System Costs

You are responsible for all costs associated with third-party systems, including subscription fees, transaction fees, and any additional charges imposed by system providers.

9. Incorporation of Main Terms

These Additional Services Terms supplement and incorporate by reference the following sections of our main Terms of Service:

• Section 5: Confidentiality and Data Security
• Section 6: Intellectual Property
• Section 7: Representations and Warranties
• Section 8: Limitation of Liability
• Section 9: Indemnification
• Section 11: General Provisions
• Section 12: Dispute Resolution

10. Contact Information

For questions about these Additional Services Terms, please contact us at:

Assurna
Email: support@assurna.com
Website: www.assurna.com