- Minimum Term
1.1 The minimum term is 6 months with a rolling 6 months contract following the anniversary.
- Applying landlord, tenant and contractor fees.
2.1 Any manual fees that need to be applied must be sent to your agentPay success manager before 3pm
2.2 You and not agentPay, are solely responsible for checking and ensuring your charges (e.g. management fees, landlord setup fees, and all other fees types) are present and correct. agentPay cannot be held liable for claims due to incorrect or missing charges.
- Landlord & Contractor Payments
3.1 You have full control for pausing payments and you, not agentPay, are responsible for monitoring pause payments.
3.2 You, not agentPay, are responsible for checking the accuracy and amounts entered for the payment files are correct. agentPay cannot be held liable for claims due to incorrect financial payments or bank account details.
3.3 You and not agentPay are responsible for money which has been cleared and paid, and then subsequently clawed back. agentPay cannot be held liable for claims due to funds clawed back.
3.4 agentPay does not automatically monitor duplicate contractor invoices. You are responsible for checking and submitting contractor invoices that are to be paid are correct.
- Tenant Rental Payments
4.1 You, and not agentPay, are responsible for rental and other payments made by tenants and companies.
4.2 You and not agentPay are responsible for money which has been cleared and paid, and then subsequently clawed back. agentPay cannot be held liable for claims due to funds clawed back.
4.3 If the agentPay online debit and credit card feature is used by a tenant, landlord or contractor. You and not agentPay are responsible for money which has been cleared and paid, and then subsequently clawed back. agentPay cannot be held liable for claims due to funds clawed back.
4.4 agentPay make contact with tenants on your behalf via, and cannot be held responsible for damages relating to the contact with and collection of rents from tenants.
5.1 agentPay cannot guarantee the accounts will be reconciled on the same business day and is subject to access and disruptions from the online and opening banking systems.
5.2 You, not agentPay, are responsible for checking the accuracy of reconciling a financial transaction entered on the service software within 31 days of the transaction entry date. agentPay cannot be held responsible for inaccuracies after 31 days.
6.1 You, not agentPay, are responsible for ensuring tenants deposits are correctly and accurately registered with the assigned deposit scheme.
6.2 agentOS cannot be held responsible for any losses, fines or convictions due to the exports or uploads to a deposit scheme.
6.3 You are responsible for checking any transactions that take place within the software are correctly registered with the deposit scheme provider.
- Emailing and SMS of Correspondence, Statements & Invoices
7.1 While all efforts are taken to ensure emails and SMS are delivered, agentPay is not responsible for the delivery of electronic statements, invoices of rent chase correspondence.
- Payment Terms
8.1 Payment terms are monthly in advance and payment must be by Direct Debit.
8.2 The charge is by active rent collect tenancy active in the software per month. Tenant find/let only tenancies will be a one off charge for a new tenancy or renewals/extensions.
8.3 Payments not paid by Direct Debit will be subject to a 10% administration and cover banking expenses fee.
8.4 In the event of a Direct Debit payment not being process or is cancelled, agentPay will contact you to check there has been not technical error and take a manual payment
8.5 If payment is not made 3 business days after payment was due the Service will be deactivated until a Direct Debit mandate is completed or full payment has been made.
9.1 You may not access the Service if you are a direct competitor of agentPay.
9.2 If you issue a direct competitor the login and access to agentPay and its associated technology, then you are liable for unlimited damages and compensation caused by the granting of access to an agentPay competitor.
- Your Responsibilities
10.1 You are responsible for all activity occurring under your User accounts (logins) including changing bank account details
10.2 You shall notify agentPay immediately of any unauthorized use of any password or accounts or any other known or suspected breach of security or data protection within 24 hours as set out by your obligations under GDPR.
10.3 You may not allow any third parties access to agentPay other than your accountants/auditors.
10.4 agentPay will from time-to-time upgrade and modify, the software, as a user to the service, you must accept the upgrade or modification.
10.5 agentPay cannot be held responsible for any losses due to bugs or errors in the software. You are responsible for checking any transactions that take place within the software and to make sure that bank account payments are correct.
10.6 agentPay reserve the right to limit, suspend or discontinue aspects of the software in the event of security breach. We will give reasonable notice of the limiting, suspension or discontinuing, and agentPay cannot be held responsible or liable for any loss or damage suffered by you, whether direct, indirect or consequential.
10.7 You, not agentPay, are responsible for ensuring you have permission, license and abide by your membership requirements of governing bodies (not limited to) RICS, ARLA and PropertyMark.
10.8 You, not AgentPay, are responsible for the accuracy and contact information of correspondence sent.
10.9 Emails and SMS will be sent after 3pm every business day, and you, not AgentPay, are responsible pausing any payments or rent chasing.
- Full access, delegate access and no access to bank accounts
11.1 You are required to provide a method for agentPay to make a transfer to the agentPay BACS account for your landlord payments. The options are full access, delegate access or no access.
11.2 With full access to your client account, agentPay will setup and authorise the payment transfer.
11.3 With delegate access to your client account, agentPay will setup the payment transfer for you to authorise.
11.4 With No Access, agentPay will notify you of the sum to be transferred, and you are responsible for setup and authorisation of the landlord payment.
11.5 With Delegate Access and No Access, you, and not agentPay are responsible for authorising the transfer on the day of the request.
11.6 BACS payment funds paid immediately once funds transferred have cleared before 3pm. If there is a delay, pay/in you landlords account next morning.
11.7 agentPay is acting as an agent of Truelayer, who is providing the regulated account information service (open banking connection), and who is authorised by the FCA as an authorised payment institution (reference number: 793171)
11.8 You shall indemnify and keep indemnified TrueLayer from and against any and all losses, liabilities, costs (including legal costs and VAT), charges, expenses, actions, procedures, claims, demands and damages (including the amount of damages awarded by a court of competent jurisdiction) suffered and/or incurred by TrueLayer Account Information Services and Payment Initiation Service.
- Providing Client Bank Account
12.1 Where agentPay provides a client bank account as part of the agentPay service;
12.2 agentPay provided a FCA approved Barclays Bank Plc client bank account as part of the agentPay service which includes a client bank account. The account is designated to your company alone, and named ‘agent agent company name client account’. The agentPay client bank account is administered on behalf of your company.
12.3 You must provide, agentPay your annual CMP membership certificate from one of the UK governments approved Client Money Protection Scheme.
12.4 You must provide a UK Government approved Tenancy Deposit Protection Scheme provider(s) for agentPay to process and transfer deposits to. agentPay client bank account does not have permission to hold deposits
12.5 Tenant deposits paid into the agentPay client account will be transferred to your nominated approved Client Money Protection Scheme once the funds have been cleared and reconciled.
12.6 agentPay is unable to pay any tenant, landlord, supplier, contractor, deposit scheme or you if the funds have not been paid or cleared. For example, agentPay can not process a payment to a contractor for maintenance works completed and invoiced if there are no funds processed and cleared in the landlord’s account.
12.7 Funds that can not be reconciled will be assigned to the suspense account for client accounting reconciliation. The funds will remain there until identified or until such time they are to be processed in accordance with your CMP provider requirements, for example donated to a charity.
12.8 You are legally responsible to carry out Anti Money Laundering (AML) checks on all of your clients and financial transactions. agentPay, strictly follows AML regulations and will investigate and report any suspicious activity.
12.9 Subject to AML regulations, agentPay can only process refunds and return of funds to the payee source, for example a rent payment by credit card can not be refunded to a bank account, if can only be refunded to the credit card.
12.10 agentPay is acting as an agent of Truelayer, who is providing the regulated account information service (open banking connection), and who is authorised by the FCA as an authorised payment institution (reference number: 793171)
12.11 Banking charges are in addition to the price per tenancy and are set by Barclays Bank Plc and are subject to change at any time.
12.12 You will not have direct access to the bank accounts online services or be a signatory on the account. Access to the accounts transaction is via the agentpay.agentos.com app
12.13 agentPay will provide full access to the bank account, official copies of the bank statements and share access to the agentPay internal systems for your accountant and CMP provider for the purpose of checking and signing off reconciliation.
12.14 In the event of not providing a copy of CMP certificate, CMP insurance certificate or confirmation of deposit scheme membership within 10 business days of the request. The supplied agentPay client bank account payments will be suspended as part of our mandatory requirements.
12.15 In the event of you cancelling your contract with agentPay and subject to term 1.1, the agentPay client bank account is not transferable and you, not agentPay are responsible of providing a new FCA approved client bank account and for arranging the transfer and cancellation of standing order and other payments to the agentPay client account. At the end of the contract, agentPay will close the agentPay client bank account and any payments sent to the account will be returned to the sender/payee.
- Limited Liability
13.1 All employees of agentPay are DBS checked on an annual basis.
13.2 In the unlikely event of an agentPay employee acting dis-honestly or criminally, agentPay will cover the the loss of money to a maximum limited of £10,000.
- Transfer of Undertakings (Protection of Employment) Regulations (TUPE)
14.1 agentPay is a technology service provision and the activities are fundamentally not the same as in house client accounting performed by a member of staff.
14.2 Transfer of employment to agentPay does not apply and any employee whose role is client accounting will remain your employee.
15.1 You, not agentPay, shall have sole intellectual property ownership or right to use of your Customer Data that you have entered, and are responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness of that data.
15.2 agentPay is not responsible or liable for the accuracy, deletion, correction, destruction, damage, loss or failure to store any Customer Data. You are responsible to register and comply with all Customer Data regulations, including General Data Protection Regulations (GDPR).
15.3 In the event this Agreement is terminated (other than by reason of a breach of this agreement), AgentPay does provide a data hosting subscription which will meet your HMRC legal requirement of holding onto financial records for 7 years.
15.4 In the event this Agreement is terminated (other than by reason of a breach of this agreement), AgentPay are able to provide data in excel file of your customer’s data, but does not include the historic financial transactions (you would require data hosting to access the data).
15.5 agentPay reserves the right to withhold, remove and/or discard Customer Data without notice for any breach, including, your non-payment.
15.6 If you terminate your service and fail to pay for data hosting service, agentPay will delete your data 90 days after the confirmed termination and/or switch off date.
15.7 agentPay reserves the right to report on trends of your data.
15.8 In the event of a data breach by the client, not agentPay, you are responsible for notifying your customers of the data breach.
15.10 Data hosting subscription is a minimum 24 month contract from the day after the software subscription ends. Three months notice is required to end data hosting subscription after the initial 24 month data hosting subscription period.
- Internet Delays
16.1 agentpay services may be subject to limitations, delays, and other problems inherent in the use of the internet and electronic communications.
16.2 agentpay is not responsible for any delays, delivery failures, or other damage resulting from such problems.
- Modification of Terms
17.1 agentpay reserves the right to modify the terms and conditions of this agreement or its policies relating to the service at any time, effective upon posting of an updated version of this agreement on the service.
17.2 You are responsible for regularly reviewing this Agreement.
17.3 Your continued use of the Service will be deemed acceptance of these terms and conditions and any amendments made to them from time to time.
17.4 From time to time agentPay may offer you access to new services (such as Referencing or Check and Find Owner services). You will be notified of additional terms relating to such new services and any use by you of the new service shall be deemed acceptance by you of such additional terms.
- Governing Law and Jurisdiction
18.1 This Agreement will be governed by English and Welsh law and both parties agree to be bound by the exclusive jurisdiction of courts in England and Wales.
18.2 agentpay will act only on written instructions of the data controller (you), as agentpay is the data processor unless instructed to by law.