Terms of Service - Manor Payroll

Effective Date

These Terms of Service were last updated on March 16, 2026.

1. Agreement to Terms

By accessing and using Manor Payroll's website, services, or platforms (collectively, the "Services"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, please do not use our Services. These Terms constitute a legally binding agreement between you ("Client" or "you") and Manor Payroll ("Manor Payroll," "we," "us," or "our").

2. Description of Services

Manor Payroll provides household staff management and administration services for high-net-worth families in Canada. Our Services include, but are not limited to:

Fractional HR administration for household staff
Payroll processing, tax remittance, and employment records management
Employment compliance assistance with federal and provincial regulations
Employment documentation and contract assistance
Administrative and compliance coordination

Manor Payroll reserves the right to expand, modify, or discontinue any Service with reasonable notice to you. Specific services and their terms will be detailed in your individual service agreement.

3. Eligibility

To use Manor Payroll's Services, you must:

Be at least 18 years of age
Be a resident of Canada or operating a household within Canada
Have the legal authority to enter into employment relationships and hire household staff
Provide truthful and complete information during registration and throughout your use of our Services

4. Client Responsibilities

As a Client of Manor Payroll, you agree to:

Provide Accurate Information: Supply Manor Payroll with complete, accurate, and current information about your household, staffing needs, and any employment-related matters
Maintain Employment Relationships: You remain the employer of record for all household staff. You are responsible for maintaining appropriate employment relationships in accordance with applicable laws
Comply with Regulations: Cooperate with all compliance and regulatory requirements and provide timely information necessary for Manor Payroll to support your compliance obligations
Timely Payment: Pay all fees in accordance with the payment terms outlined in your service agreement
Good Faith Cooperation: Work cooperatively with Manor Payroll to achieve effective household staff management and maintain the highest standards of employment practices
Lawful Use: Use Manor Payroll's Services only for lawful purposes and in compliance with all applicable federal, provincial, and local laws

5. User Account

If Manor Payroll offers access to a client portal or platform, the following rules apply:

Credential Security: You are responsible for keeping your login credentials and account information secure. You must not share your username, password, or other authentication credentials with anyone else.
Account Responsibility: You are responsible for all activity that occurs under your account. This includes any transactions, submissions, or actions taken through your portal access.
Account Suspension: Manor Payroll may suspend or terminate your account access at any time if you violate these Terms or engage in unauthorized or illegal activity.
Unauthorized Access: You must notify Manor Payroll immediately if you become aware of any unauthorized access to your account or credentials.

6. Fees and Payment

Service Fees: Fees for Manor Payroll's Services will be specified in your individual service agreement and may vary based on the scope and complexity of services provided.

Payment Terms: Payment terms, including invoicing schedules and due dates, will be outlined in your service agreement. Unless otherwise specified, invoices are due within 30 days of receipt.

Late Payment: Should you fail to make payment within 30 days of the invoice due date, Manor Payroll may (a) suspend Services until payment is received, (b) charge interest on the outstanding balance at a rate of 1.5% per month (18% per annum or the maximum rate permitted by law, whichever is lower), or (c) pursue collection through appropriate legal channels.

Fees Subject to Change: Manor Payroll may adjust fees with 30 days' written notice. Your continued use of the Services following such notice constitutes acceptance of the new fees.

7. Confidentiality

Mutual Confidentiality: Both Manor Payroll and the Client agree to maintain the confidentiality of sensitive information shared during the course of providing and receiving Services.

Manor Payroll's Obligations: Manor Payroll will protect Client information, including personal, household, and employment data, and will not disclose such information to third parties except as required by law or with Client's express written consent. Manor Payroll may use anonymized, aggregated information for operational, analytical, or research purposes.

Client's Obligations: You agree not to disclose Manor Payroll's proprietary processes, methodologies, fee structures, or other confidential business information to third parties without prior written consent. This includes our compliance frameworks, administrative systems, and operational processes.

Legal Obligations: Either party may disclose confidential information when required by law, court order, or regulatory authority. The disclosing party will provide prompt notice to the other party where legally permissible.

8. Intellectual Property

All content, materials, designs, software, systems, methodologies, processes, templates, branding, and intellectual property associated with Manor Payroll's Services are the exclusive property of Manor Payroll or our licensors. This includes, but is not limited to:

The Manor Payroll website and all associated platforms
Our proprietary management systems and software
All documents, templates, and forms created by Manor Payroll
Our branding, logos, and marketing materials
Our administrative and compliance processes

You are granted a limited, non-exclusive license to use these materials solely for the purpose of receiving Manor Payroll's Services. You may not reproduce, distribute, modify, or create derivative works from any Manor Payroll intellectual property without prior written consent.

9. Limitation of Liability

Not a Law Firm or CPA: Manor Payroll is not a law firm, accounting firm, or licensed financial advisor. We do not provide legal, tax, or financial advice. While we provide HR administration and compliance support, you should consult qualified professionals regarding employment law, tax obligations, or financial matters.

No Guaranteed Outcomes: Manor Payroll does not guarantee specific outcomes, including the resolution of employment disputes, regulatory compliance, or the accuracy of third-party systems and providers. Our Services are administrative in nature and are performed on your behalf as your agent.

Liability Cap: To the maximum extent permitted by applicable law, Manor Payroll's total aggregate liability arising from or related to these Terms, the Services, or any act or omission in performing the Services shall not exceed the total fees actually paid by you to Manor Payroll in the three (3) months immediately preceding the event giving rise to the claim.

Exclusion of Damages: In no event shall Manor Payroll be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, including but not limited to loss of profits, revenue, data, business opportunity, goodwill, or anticipated savings, even if Manor Payroll has been advised of the possibility of such damages. This limitation applies regardless of the theory of liability, whether in contract, tort (including negligence), strict liability, or otherwise.

Employment-Related Claims: Without limiting the foregoing, Manor Payroll shall have no liability whatsoever for claims, penalties, fines, or losses arising from your employment relationships with household staff, including but not limited to wrongful dismissal claims, employment standards complaints, human rights complaints, workplace safety violations, or regulatory penalties imposed on you as the employer.

10. Disclaimer of Warranties

As-Is Service: Manor Payroll's Services are provided on an "as-is" basis to the extent permitted by applicable law. Manor Payroll does not represent or warrant that:

The Services will be uninterrupted or error-free
Any specific employment outcome will be achieved
The Services will comply with all applicable laws (though we use reasonable efforts to support compliance)
The information processed through our Services will be free from errors caused by third-party systems or data you provide

No Other Warranties: Manor Payroll disclaims all other warranties, express or implied, including any warranty of merchantability, fitness for a particular purpose, or non-infringement, except where such disclaimer is prohibited by applicable law.

11. Indemnification

Client Indemnification: You agree to indemnify, defend, and hold harmless Manor Payroll, its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising from or related to:

Your use of Manor Payroll's Services
Your employment relationships with household staff
Your breach of these Terms
Inaccurate or incomplete information you provided to Manor Payroll
Your violation of applicable laws or regulations
Any disputes with household staff you have employed
Your misuse of Manor Payroll's Services

This indemnification obligation does not apply to the extent a claim arises from Manor Payroll's gross negligence, willful misconduct, or breach of these Terms.

12. Data Breach Notification

Breach Notification: In the event of a data breach affecting Client personal data or employment information stored by Manor Payroll, Manor Payroll will notify the Client without undue delay and in compliance with applicable privacy legislation.

Incident Response Plan: Manor Payroll maintains a comprehensive data breach incident response plan to minimize the impact of any security incident and to ensure proper handling and investigation of breaches.

Regulatory Reporting: If a data breach poses a real risk of significant harm to affected individuals, Manor Payroll will notify the Privacy Commissioner of Canada and affected individuals as required by the Personal Information Protection and Electronic Documents Act (PIPEDA) and applicable provincial privacy legislation.

Client Cooperation: You agree to cooperate fully with Manor Payroll in investigating and remediating any data breach, including providing necessary information and access to support the investigation.

Regulatory Notification: In the event of a data breach, both parties agree to coordinate in good faith regarding regulatory notifications to ensure consistent and accurate information is provided to authorities. Nothing in this section limits either party's right to independently report a breach to the Privacy Commissioner of Canada or other regulatory bodies as required or permitted by law.

13. Agency Relationship and Employer Responsibility

Agent of the Client: Manor Payroll acts as your authorized agent, performing payroll, HR administration, and compliance tasks on your behalf and at your direction. Manor Payroll is not an agent of, employer of, or joint employer with your household staff. No employment relationship exists between Manor Payroll and any household staff member.

You Are the Employer of Record: You retain sole status as the employer of your household staff under the Employment Standards Act, 2000 (Ontario) and all other applicable legislation. You are solely responsible for:

All hiring and termination decisions
Setting compensation, benefits, and work schedules
Providing a safe working environment and workplace accommodations
Supervision, direction, and performance management of staff
Compliance with employment standards, human rights, and occupational health and safety legislation
Workers' compensation registration and obligations
All statutory remittances, including CPP, EI, and income tax withholdings

Scope of Agency: Manor Payroll's authority as your agent is limited to the administrative services described in your service agreement. Manor Payroll does not have authority to make employment decisions, enter into contracts with staff, or bind you to obligations beyond the scope of the agreed-upon services.

Client Liability: You acknowledge and agree that all liability arising from the employment of household staff — including but not limited to wages, severance, termination pay, wrongful dismissal claims, workplace injuries, human rights complaints, and regulatory penalties — rests solely with you as the employer. Manor Payroll shall not be liable for any employment-related claims, losses, or liabilities arising from your relationship with your household staff.

Accuracy of Information: You are responsible for the completeness and accuracy of all information provided to Manor Payroll. Manor Payroll is entitled to rely on the information you provide and shall not be liable for errors, penalties, or losses arising from inaccurate, incomplete, or untimely information supplied by you.

14. Compliance with Laws

Both Manor Payroll and the Client agree to comply with all applicable federal, provincial, territorial, and municipal laws and regulations in Canada, including but not limited to:

Federal and provincial employment standards legislation
Income Tax Act (Canada) and provincial tax legislation
Canada Pension Plan and Employment Insurance provisions
Workplace health and safety regulations
Human rights legislation and anti-discrimination laws
Accessibility standards and requirements
Privacy legislation (PIPEDA and applicable provincial laws)

Manor Payroll will provide guidance on compliance matters as part of the Services, but you remain ultimately responsible for ensuring your household meets all legal obligations as an employer.

15. Cookies and Tracking

Our website uses cookies and tracking technologies to improve your experience and collect analytics information. These technologies are described in our Cookie Policy and Privacy Policy. By using our website, you consent to the use of cookies in accordance with our Cookie Policy. You may manage cookie preferences through your browser settings, though disabling cookies may limit your access to certain features.

16. Dispute Resolution

Governing Law: These Terms and all related matters shall be governed by and construed in accordance with the laws of the Province of Ontario, Canada, without regard to its conflict of laws principles.

Jurisdiction: You consent to the exclusive jurisdiction of the courts of Ontario, Canada.

Dispute Resolution Process: In the event of a dispute arising from or related to these Terms or Manor Payroll's Services, the parties agree to the following process before pursuing any legal action:

Good Faith Negotiation: The parties shall first attempt to resolve the dispute through good faith negotiation between the Client and a senior representative of Manor Payroll within 30 days of written notice of the dispute.
Mediation: If negotiation is unsuccessful within 30 days, either party may request mediation through a mutually agreed-upon mediator in accordance with the Ontario Mediation Rules. Both parties agree to participate in mediation in good faith before commencing any court proceedings.
Arbitration (By Mutual Agreement): If mediation is unsuccessful, the parties may mutually agree in writing to submit the dispute to binding arbitration under the Arbitration Act, 1991 (Ontario), conducted by a single arbitrator. Arbitration is not mandatory — either party retains the right to pursue the matter in the courts of Ontario.

Costs: Each party shall bear its own costs of negotiation and mediation. If the parties agree to arbitration, costs shall be shared equally unless the arbitrator determines otherwise.

17. Termination

Termination Rights: Either the Client or Manor Payroll may terminate this agreement and the Services with 30 days' written notice to the other party.

Immediate Termination: Either party may terminate immediately without notice if the other party materially breaches these Terms and fails to cure the breach within 15 days of receiving written notice.

Effects of Termination: Upon termination:

Manor Payroll will cease providing Services at the end of the notice period (or immediately if applicable)
Client remains responsible for all fees accrued prior to the termination date
Sections regarding confidentiality, intellectual property, limitation of liability, and indemnification survive termination
Client's employment relationships with household staff continue independently of this agreement

18. Changes to Terms

Manor Payroll reserves the right to modify these Terms at any time. We will provide notice of material changes via email or by posting an updated version on our website with an updated "last revised" date. Your continued use of Manor Payroll's Services following such notice constitutes your acceptance of the revised Terms. If you do not accept any changes, you may terminate the Services in accordance with Section 17.

19. Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it enforceable, or if not possible, shall be severed from these Terms. The remaining provisions shall continue in full force and effect.

20. Entire Agreement

These Terms, together with any service agreement, privacy policy, and other documents expressly referenced herein, constitute the entire agreement between you and Manor Payroll regarding the Services and supersede all prior understandings, agreements, and representations, whether written or oral. No amendment to these Terms is valid unless it is in writing and signed by both parties.

21. Contact Information

For questions about these Terms of Service, or to contact Manor Payroll regarding your Services, please reach out to:

Manor Payroll (a trade name of 2405598 Ontario Inc.)
Email: hello@manorpayroll.com

99 Yorkville Ave, Unit 200
Toronto, ON M5R 3K5
Canada

We will respond to inquiries within 5 business days of receipt.