Our Terms
Offshore Payroll Limited
Introduction
Welcome to Offshore Payroll! We would be delighted to support your payroll function however we would ask you to read these terms so that we are all clear on what is expected from both parties.
If you still have questions or comments after you’ve read these terms, please go to our contact page to get in touch. We would be happy to help.
Version 1.1
Released 01 September 2021
Updated 02 July 2024
Joining and using Offshore Payroll
1. You and Offshore Payroll: When we say you or your, we mean both you and any entity or firm you’re authorised to represent. When we say Offshore Payroll, we, our or us, we’re talking about Offshore Payroll Limited the entity you contract with and pay fees to.
2. Our services: Our services consist of all the services we provide now or in the future, including our online and mobile payroll and financial products.
3. Creating a subscription: When you create a subscription to use our services and accept these terms, you become an owner. If you’re the owner, you’re the one responsible for paying for your subscription.
4. People invited to use Offshore Payroll: An invited user is a person other than the owner who has been invited to use our services through a subscription. If you’re an invited user, you must also accept these terms to use our services.
5. User roles and access: As an owner inviting others into a subscription, you should understand the permissions you’re granting to invited users. If you’d like to read more about user roles and levels of access, check out the information on our website.
6. The right to use our services: Whether you’re an owner or an invited user, we grant you the right to use our services (based on your subscription type, your user role and the level of access you’ve been granted) for as long as the owner continues to pay for the subscription, until the subscription is terminated, or – if you’re an invited user – until your access is revoked.
7. Owner role: As an owner, you take responsibility for fully controlling how your subscription is managed and who can access it. For example:
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You can transfer a subscription
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You control access to a subscription. You decide who’s invited to use our services you’ve subscribed to and what kind of access the invited user has. You can change or stop that access at any time
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You’re responsible for resolving any disputes with any invited users over access to your subscription
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You’re responsible for all of your invited users’ activity
8. Rules: Whatever your role, when you use Offshore Payroll you agree to follow the rules outlined in section ‘Do’s and don’ts’. Please read them and make sure you understand what you should and shouldn’t do.
9. Your responsibilities: You agree that you’ll keep your information (including a current email address) up to date. You’re responsible for providing true, accurate and complete information and for verifying the accuracy of any information that you use from our services for your legal, tax and compliance obligations. You’re also responsible for protecting your username and password from getting stolen or misused. Our service has minimum password standards but you will ensure that passwords are very strong and not easily guessable.
10. When we introduce new or revised services: Since we’re always thinking about how to make Offshore Payroll the best it can be we regularly expand our services. For new or updated services, there might be additional terms. We’ll let you know what those terms are before you start using those services.
11. What we own: We own everything we’ve put into our services unless otherwise stated and excluding content owned by others. This includes rights in the design, compilation, and look and feel of our services. It also includes rights in all copyrighted works, trademarks, designs, inventions, and other intellectual property. You agree not to copy, distribute, modify or make derivative works of any of our content or use any of our intellectual property rights in any way not expressly permitted by us in writing.
12. Agreement: You agree to these terms by virtue of using our services.
Pricing
13. Offshore Payroll pricing plans: Your use of our services requires you to pay a subscription fee based on your subscription type (the subscription fee). The pricing plan consists of the subscription and subscription fees we offered you, including invoicing, payment as well as auto-renewal and cancellation terms. The pricing plan may vary by region and can be provided to you by a member of the Offshore Payroll Team (info@offshorepayroll.com). We may update or amend the pricing plan from time to time. The terms of the pricing plan form part of these terms. Our pricing shall be increased each year on 1st August at least in proportion to any percentage increase in the Jersey Retail Price Index. As with any other changes to our terms, any changes to the pricing plan won’t apply retrospectively and, if we make changes and you’re an owner, we’ll notify you at least 30 days in advance of the change. For information on how to change pricing plans, please go to our website to get in touch.
14. Taxes for your use of our services: You’re responsible for paying all other external fees and taxes associated with your use of our services wherever levied. Your responsibility includes withholding tax if it applies, unless we already process that withholding tax. We may collect geographical location information to determine your location, which may be used for tax purposes. This means location information you give us must be accurate for tax residency purposes.
15. Additional services: Depending on where you’re based and how you use our services, you may be able to take advantage of additional services that Offshore Payroll offers. These might incur an additional fee, the amount for any additional services will be confirmed to you in writing prior to signing up for these services.
16. Importance of timely payments: In order to continue accessing our services, you need to make timely payments based on the pricing plan you have selected. To avoid delayed or missed payments, please make sure we have accurate payment information. If we don’t receive timely payments, we may suspend access to your subscription until the payment is made.
Data use and privacy
17. Use of data: When you enter or upload your data into our services, we don’t own that data but you grant us a licence to process (use, copy, transmit, store, analyse, and back up) all data you submit to us through our services, including personal data of yourself and others, to: enable you to use our services; allow us to improve, develop and protect our services; create new services; communicate with you about your subscription; and send you information we think may be of interest to you based on your marketing preferences.
18. Use of your own personal data: We respect your privacy and take data protection seriously. In addition to these terms, our privacy policy sets out in detail how we process your own personal data that you enter into our platform, like your name and email address.
19. Use of personal data you enter about others: Depending on where your employees and invited users are based, our data privacy policy may also apply to their personal data that you enter into our app.
20. Anonymised statistical data: When you use our services, we may create anonymised statistical data from your data and usage of our services, including through aggregation. Once anonymised, we may use it for our own purposes, such as to provide and improve our services, to develop new services or product offerings, to identify business trends, and for other uses we communicate to you.
21. Data breach notifications: Where we think there has been unauthorised access to personal data inside your subscription, we’ll let the Data Controller know as soon as reasonably possible and give them information about what we believe has happened. Depending on the nature of the unauthorised access, and the location of your affected employees or invited users, you may be required to assess whether the unauthorised access must be reported to the employee or invited user and/or a relevant authority. As Offshore Payroll is a registered business in the Island of Jersey and registered data processor, we also have a responsibility to report any breach to the Jersey Office of the Information Commissioner irrespective of the decision the Data Controller makes with regards to reporting and irrespective of the jurisdiction where data was processed.
Confidential information
22. Keeping it confidential: While using our services, you may share confidential information with us, and you may become aware of confidential information about us. You and we both agree to take reasonable steps to protect the other party’s confidential information from being accessed by unauthorised individuals. You or we may share each other’s confidential information with legal or regulatory authorities if required to do so by law.
Security
23. Security safeguards: We’ve invested in technical, physical and administrative safeguards to do our part to help keep your data safe and secure. Read more about these measures in our Security Statement . While we’ve taken steps to help protect your data, no method of electronic storage is completely secure and we cannot guarantee absolute security. We will notify you if there appears to be unauthorised access to your account and we may also restrict access to certain parts of our services until you verify that access was by an authorised user.
24. Account security features: We may introduce security features to make your account more secure, such as two-step authentication. Depending on where you are in the world or what services you’re using, we may require you to adopt some of these features. Where we make the use of security features optional, you’re responsible (meaning we’re not liable) for any consequences of not using those features. We strongly encourage you to use all optional security features.
25. Playing your part to secure your data: You have an important part to play by keeping your login details secure, not letting any other person use them, and by making sure you have strong security on your own systems. If you realise there’s been any unauthorised use of your password or any breach of security to your account or email address linked to your account, you need to let us know immediately. You also agree not to use free-form fields in any of Offshore Payroll’s systems or services to store personal data, (unless it’s a field explicitly asking for personal data – like a first name or last name) credit card details, tax identifiers or bank account details.
Apps and third-party products
26. Other services: Some of our services, such as our Xero integration, are available through other companies’ services. These companies may have additional terms that apply to you.
27. Third-party products: Along with the use of our services, you may use data, services and apps from other companies (third-party products), for example, those we make available in our Apps Screen. Any third party providing a third-party product is a provider and is independent of us, so be aware that a provider may also charge you fees in addition to what you pay us.
28. Third-party terms: Third-party products are subject to terms and conditions and privacy notices set by their providers. These include how the provider will use your data that you make available to them. Be sure to read and make sure you agree to their terms and conditions and understand their approach on personal and non-personal data before you connect to them.
29. Use of your data to connect you to third party products: If you choose to connect your subscription to third-party products, we will use your personal data for that connection. Where we receive data as a result of that connection, we will use that data in line with our privacy notice and these terms.
30. Payments to Offshore Payroll: Some third-party providers may pay Offshore Payroll a fee that may be related to: referrals from Offshore Payroll; revenue made by the provider; or data that the providers access about you through our services with your consent.
Maintenance, downtime and data loss
31. Availability: We strive to maintain the availability of our services, and provide online support 9am – 5pm (GMT or BST) during business days. On occasion, we need to perform maintenance on our services, and this may require a period of downtime. We try to minimise any such downtime. Where planned maintenance is being undertaken, we’ll attempt to keep this out of business hours and notify you in advance but can’t always guarantee it.
32. Access issues: Consistent with the nature of the internet, occasionally you might not be able to access our services and your data. This might happen for any number of reasons, at any time.
33. Data loss: We really try to minimise any downtime, but sometimes it’s necessary so we can keep our services updated and secure. You also may have occasional access issues and may experience data loss, so backing up your data is important. Data loss is an unavoidable risk when using any technology. You’re responsible for maintaining copies of your data entered into our services. For information on how to do that, check out this article on our website.
34. No compensation: Whatever the cause of any downtime, access issues or data loss, your only recourse is to discontinue using our services.
35. Problems and support: If you have a problem, we have excellent support articles available in the members area of our website that should help you with most situations. If you’ve tried that and still need help, you can contact our support team at support@offshorepayroll.com. Emailing us will automatically lodge a ticket with our support team where we aim to respond within one business day. We prioritise support tickets based on a reasonable assessment of its severity level. Where it’s not possible to resolve a ticket within one business day of receipt, we will endeavour to provide you with an anticipated timeline for solution or response.
36. Modifications: We frequently release new updates, modifications and enhancements to our services, and in some cases discontinue features. Where this occurs, we’ll endeavour to notify you where practical (for example, by email, on our website, or within our services when you log in).
37. Software Requirements: A web browser on any tablet, mobile, Mac or PC when connected to WIFI or a cellular data connection. For optimal performance and an optimal experience, we recommend that you use the latest version of a modern browser. We would recommend the following browsers: Microsoft Edge, Google Chrome, Apple Safari, Mozilla Firefox and mobile browsers. To view Excel/Word documents that are generated by the export functionality, we recommend having Microsoft Office 2007 or later installed. Other export options require a CSV, RTF, Text or PDF viewer.
Do’s and don’ts
38. Feedback: We appreciate all your feedback. We may use some feedback to develop our software, enhance the user experience or within marketing campaigns. This will be unattributed unless we have received your express permission to include your name or company title.
39. Help using our services: We provide a lot of guidance and support to help you use our services. You agree to use our services only for lawful business purposes and in line with the instructions and guidance we provide.
40. Limitations: Some of our services may be subject to limits such as a cap on the number of monthly active employees.
41. No-charge or beta services: Occasionally we may offer a service at no charge – for example a beta service, or a time-limited trial account. Because of the nature of these services, you use them at your own risk.
42. While we can’t cover everything here, we do want to highlight a few more examples of things you mustn’t ever do:
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Undermine the security or integrity of our computing systems or networks.
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Use our services in any way that might impair functionality or interfere with other people’s use.
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Access any system without permission.
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Introduce or upload anything to our services that includes viruses or other malicious code.
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Share anything that may be offensive, violates any law, or infringes on the rights of others.
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Modify, copy, adapt, reproduce, disassemble, decompile, reverse engineer or extract the source code of any part of our services.
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Resell, lease or provide our services in any way not expressly permitted through our services.
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Repackage, resell, or sublicense any leads or data accessed through our services.
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Commit fraud or other illegal acts through our services.
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Act in a manner that is abusive or disrespectful to an Offshore Payroll employee, partner, or other Offshore Payroll customer. We will not tolerate any abuse or bullying of our Offshore Payroll employees in any situation and that includes interaction with our support teams.
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Perform any unauthorised security or penetration testing against Offshore Payroll websites, services or infrastructure.
Termination
43. Subscription period: Your subscription continues for the period covered by the subscription fee paid or payable. At the end of each subscription period, these terms automatically continue for a further period of the same duration as the previous one, provided you continue to pay the subscription fee in accordance with the pricing plan. You may choose to terminate your subscription at any time by providing one month’s written notice in advance.
44. Termination by Offshore Payroll: Offshore Payroll may choose to terminate your subscription at any time by providing you with one month’s written notice in advance. Offshore Payroll may also terminate or suspend your subscription or access to all or any data immediately if:
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you breach any of these terms and do not remedy the breach within 14 days after receiving notice of the breach,
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you breach any of these terms and the breach cannot be remedied,
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you fail to pay subscription fees, or
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you or your business become insolvent, your business goes into liquidation or has a receiver or manager appointed over any of its assets, you become insolvent or make any arrangement with your creditors, or become subject to any similar insolvency event in any jurisdiction.
45. No refunds: No refund or reduction is due to you if you terminate your subscription or Offshore Payroll terminates it in accordance with these terms.
46. Retention of your data: Once a subscription is terminated by you or us, it is archived and the data submitted or created by you is no longer available to you. We retain it for a period of time consistent with our data retention policy, during which, as a subscriber, you can reactivate your subscription and once again access your data by paying the subscription fees. Review our privacy policy to find out more. We retain data in case you need it as part of your record retention obligations, but you can get in touch with us to have your data removed completely if you wish.
Liability and Indemnity
47. You indemnify us: You indemnify us against all losses, costs (including legal costs), expenses, demands or liability that we incur arising out of, or in connection with, a third-party claim against us relating to your use of our services or any third-party product (except as far as we’re at fault).
48. Disclaimer of warranties: Our services and all third-party products are made available to you on an “as is” basis. Subject to the exclusion in section 56, we disclaim all warranties, express or implied, including any implied warranties of non-infringement, merchantability and fitness for a particular purpose.
49. Limitation of liability: Other than liability that we can’t exclude or limit by law, our liability to you in connection with our services or these terms, in contract, tort (including negligence) or otherwise, is limited as follows:
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We have no liability arising from your use of our services for any loss of revenue or profit, loss of goodwill, loss of customers, loss of capital, loss of anticipated savings, legal, tax or accounting compliance issues, damage to reputation, loss in connection with any other contract, or indirect, consequential, incidental, punitive, exemplary or special loss, damage or expense.
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For loss or corruption of your data, our liability will be limited to taking reasonable steps to try and recover that data from our available backups.
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Our total aggregate liability to you in any circumstances is limited to the total amount you paid us for your subscription in the 12 months immediately preceding the date on which the claim giving rise to the liability arose.
Governing Law and Jurisdiction
50. Governing Law and Jurisdiction: This Agreement shall be governed by and construed in accordance with the laws of Jersey. The parties hereby submit to the exclusive jurisdiction of the courts of Jersey in respect of any dispute arising out of or in connection with this Agreement.
51. Dispute resolution: Most of your concerns can be resolved quickly and to everyone’s satisfaction by contacting our support team via support@offshorepayroll.com. If we’re unable to resolve your complaint or any dispute arising out of this agreement to your satisfaction, you and we agree to seek to resolve those disputes through small claims court.
Important Housekeeping
52. No professional advice: Just to be clear, Offshore Payroll is not a professional services firm of any sort, and isn’t in the business of giving any kind of professional advice. We may provide you with information we think might be useful in running a business, but this should not be seen as a substitute for professional advice and we aren’t liable for your use of the information in that way.
53. Events outside our control: We do our best to control the controllable. We are not liable to you for any failure or delay in performance of any of our obligations under these terms arising out of any event or circumstance beyond our reasonable control.
54. Notices: Any notice you send to Offshore Payroll must be sent to legalnotices@offshorepayroll.com. Any notices we send to you will be sent to the email address you’ve provided us through your subscription.
55. Non-solicitation: You agree not to solicit, entice away, employ or attempt to employ any person who is (or has been) engaged as an employee or sub-contractor of Offshore Payroll, without our prior written consent, at any time from the start date of your subscription to the expiry of six (6) months after the completion of your subscription. Any consent given by Offshore Payroll is subject to you paying on demand a sum equivalent to twenty per cent (20%) of the then current annual remuneration of the Offshore Payroll employee or sub-contractor. If the hiring of our employee or sub-contractor is as a result of a recruitment campaign not specifically targeted to our employees or sub-contractors, section 54 shall not prevail.
56. Insurance: We will effect and maintain with a reputable insurance company a policy or policies of insurance providing an adequate level of cover in respect of all risks which may be incurred by us, arising out of the performance of our obligations under these terms. These policies include cover in respect of any financial loss arising from any advice given or omitted to be given by us. Such insurance will be maintained for the duration of your subscription and for a minimum of six (6) years following the expiration or earlier termination of your subscription.
57. Exclusion: In some places, there may be non-excludable warranties, guarantees or other rights provided by law (non-excludable guarantees). They still apply – these terms do not exclude, restrict or modify them. Except for non-excludable guarantees and other rights you have that we cannot exclude, we’re bound only by the express promises made in these terms. Our liability for breach of a non-excludable guarantee is limited, at our option, to either replacing or paying the cost of replacing the relevant service (unless the non-excludable guarantee says otherwise).
58. Blocking your access, disabling your subscription, or refusing to process a payment: As our sites are multi-jurisdictional, different laws may apply in different countries that restrict our relationship with you. We may block your access, terminate your subscription, or refuse to process a payment if we reasonably believe there’s a risk – like a potential breach of a law or regulation – associated with you, your company, your subscription, or a payment. Examples of where we might do this include transactions where the payment is from a sanctioned person or country; or where we reasonably believe there is a legal or regulatory risk or a risk of loss being suffered by us or our customers or partners. You promise that you’re not located in a sanctioned country and are not on a sanctioned persons list. We may also block users from a country if we can’t receive payments from that country. You should check what payment methods are available in your country for making payments. We may take any of these actions without notice.
59. Relationship between the parties; assignment: Nothing in these terms is to be construed as constituting a partnership, joint venture, employment or agency relationship between you and us, or between you and any other subscriber or invited user. You’re solely responsible for resolving disputes between you and any other subscriber or invited user. Offshore Payroll may assign these terms – or any of our rights or obligations in these terms – to another Offshore Payroll entity as it deems appropriate. Offshore Payroll entities are any companies controlled by or under common control with Offshore Payroll Limited (a Jersey company with registration number 112188).
60. Changes to these terms: We sometimes will decide to change these terms of use. But don’t worry, changes won’t apply retrospectively and, if we make changes, we’ll make every effort to let you know. You can keep track of changes to our terms by referring to the version and the date last updated at the top of the terms. Generally, we endeavour to provide you with 30 days’ notice of material changes before they become effective, unless we need to make immediate changes for reasons we don’t have control over. When we notify you, we’ll do it by email or by posting a visible notice through our services. If a change isn’t material, we may not notify you. If you find a modified term unacceptable, you may terminate your subscription by giving the standard advance notice to Offshore Payroll.
61. Enforcement of terms: If there’s any part of these terms that either one of us is unable to enforce, we’ll disregard that part but everything else will remain enforceable.
62. Interpretation: Words like ‘include’ and ‘including’ are not words of limitation and where anything is within our discretion we mean our sole discretion.
63. Offshore Payroll Limited is the contracting entity.
Thank you for reading our terms!