Order for Services between Signing Day Sports, Inc. and Paycor Services, dated May 23, 2022
Exhibit 10.8
Client: Signing Day Sports Inc. Scottsdale, AZ 85255 (602) 481-7440 | Order for Services , AZ |
Pricing Summary
 |  |  | |||||
| One Time Fees | Annualized Fees | First Year Investment | |||||
Setup Fees | $900.00 | Service Fees | $10,410.01 | One Time Fees | $900.00 | ||
| Clock Purchase | $0.00 | Year End Fees | $475.63 | Annualized Fees | $10,885.63 | ||
| Net One Time Fees | $900.00 | Net Annualized | $10,885.64 | Net Total | $11,785.63 | ||
Pricing Detail
| Payrolls | Employees | Processes per Year | ||||||||
| Signing Day Sports | 1 | 50 | 24 | |||||||
| Semi Monthly | 50 | 24 | ||||||||
| 1 | 50 | 24 | ||||||||
Signing Day Sports
Per Payroll Processing Fees
| Service | Unit | Qty | $ Cost Per | $ Total | ||||||||||
| Additional Tax Local Authorities | Each | 2 | $ | 2.00 | $ | 2.00 | ||||||||
| Additional Tax State Authorities | Each | 2 | $ | 2.00 | $ | 2.00 | ||||||||
| Pro Wage Garnishment | Each | 1 | $ | 3.75 | $ | 3.75 | ||||||||
| Premium Only Plan | Each | 50 | $ | 0.00 | $ | 0.00 | ||||||||
| Subtotal: | $ | 7.75 | ||||||||||||
Signing Day Sports
New Hire Filing Fees (Incurred per new employee)
| Service | Unit | Qty | $ Cost Per | $ Total | ||||||||||||
| E-Verify Service | Per Active Employee | 1 | $ | 0.00 | $ | 0.00 | ||||||||||
| Subtotal: | $ | 0.00 | ||||||||||||||
4811 Montgomery Rd., Cincinnati, OH 45212 | 855 ###-###-####
Unless otherwise stated herein, prices may be subject to change if this Order is not accepted by 06/22/2022
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Signing Day Sports
Monthly Fees
| Service | Unit | Qty | $ Cost Per | $ Total | ||||||||||
| HCM Core | Per Active Employee | 50 | $ | 12.60 | $ | 630.00 | ||||||||
| ACA Per EE Fee | Included | 0 | ||||||||||||
| Check Stuffing | Included | 0 | ||||||||||||
| Electronic Custom Data File | Included | 0 | ||||||||||||
| Employee Import | Included | 0 | ||||||||||||
| General Ledger Report | Included | 0 | ||||||||||||
| HR Support Ctr | Included | 0 | ||||||||||||
| HR Support Ctr On Demand | Included | 0 | ||||||||||||
| Labor Distribution | Included | 0 | ||||||||||||
| Labor Law Poster | Included | 0 | ||||||||||||
| New Hire Filing EVS | Included | 0 | ||||||||||||
| Off-Cycle Payrun Fee | Included | 0 | ||||||||||||
| Onboarding | Included | 0 | ||||||||||||
| Online Check Stub | Included | 0 | ||||||||||||
| Online Reporting | Included | 0 | ||||||||||||
| Pay Options | Included | 0 | ||||||||||||
| Paycor Analytics | Included | 0 | ||||||||||||
| Paycor Analytics Pro | Included | 0 | ||||||||||||
| Paycor Compensation Planning | Included | 0 | ||||||||||||
| Paycor Expense Management (Avail. Summer 2022) | Included | 0 | ||||||||||||
| Paycor HR | Included | 0 | ||||||||||||
| Paycor Pulse | Included | 0 | ||||||||||||
| Paycor Report Builder | Included | 0 | ||||||||||||
| Payroll and Tax Service | Included | 0 | ||||||||||||
| Reporting Options | Included | 0 | ||||||||||||
| Workforce Management Pro Bundle | Per Active Time User | 8 | $ | 2.75 | $ | 22.00 | ||||||||
| Paycor Scheduling Pro | Included | 0 | ||||||||||||
| Paycor Time | Included | 0 | ||||||||||||
| Paycor Time Geovalidation | Included | 0 | ||||||||||||
| Paycor Time Points & Incidents | Included | 0 | ||||||||||||
| 360 401k Integration | Each | 50 | $ | 0.00 | $ | 0.00 | ||||||||
| 401(k) EDI Processing | Each | 50 | $ | 0.00 | $ | 0.00 | ||||||||
| Electronic GL Monthly | Per Active Employee | 50 | $ | 0.00 | $ | 0.00 | ||||||||
| Electronic GL Per Run | Per Active Employee | 50 | $ | 0.00 | $ | 0.00 | ||||||||
| Employee Navigator | Per Active Employee | 50 | $ | 1.00 | $ | 50.00 | ||||||||
| Job Costing Electronic GL | Per Active Employee | 50 | $ | 0.00 | $ | 0.00 | ||||||||
| OnDemand Pay | Per Active Employee | 1 | $ | 0.00 | $ | 0.00 | ||||||||
| Paycor Career Management | Per Active Employee | 50 | $ | 1.00 | $ | 50.00 | ||||||||
| Paycor Talent Development | Per Active Employee | 50 | $ | 2.00 | $ | 100.00 | ||||||||
| The Work Number | Per Active Employee | 1 | $ | 0.00 | $ | 0.00 | ||||||||
| Time Off Manager | Per Active Employee | 50 | $ | 0.00 | $ | 0.00 | ||||||||
| Subtotal: | $ | 852.00 | ||||||||||||
Signing Day Sports
4811 Montgomery Rd., Cincinnati, OH 45212 | 855 ###-###-####
Unless otherwise stated herein, prices may be subject to change if this Order is not accepted by 06/22/2022
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Estimated Year End Fees (Actual value based on quantity of W2’s processed. Amount varies by yearly number of employees)
| Service | Unit | Qty | $ Cost Per | $ Total | ||||||||||
| ACA YE 1094 Fee | Each | 1 | $ | 70.00 | $ | 70.00 | ||||||||
| ACA YE 1095 Fee | Each | 50 | $ | 1.50 | $ | 75.00 | ||||||||
| W2 Base Fee | Each | 1 | $ | 70.00 | $ | 70.00 | ||||||||
| W2 Processing | Each | 50 | $ | 5.21 | $ | 260.63 | ||||||||
| Subtotal: | $ | 475.63 | ||||||||||||
Signing Day Sports Inc. Implementation
| Implementation Fees | Qty | $ Cost Per | $ Total | |||||||||
| 401KEDI Setup Fee | 1 | $ | 0.00 | $ | 0.00 | |||||||
| ACA Setup Fee | 50 | $ | 0.00 | $ | 0.00 | |||||||
| Electronic GL Setup Fee | 1 | $ | 0.00 | $ | 0.00 | |||||||
| Employee Navigator Setup Fee | 1 | $ | 200.00 | $ | 200.00 | |||||||
| Onboarding Setup Fee | 50 | $ | 0.00 | $ | 0.00 | |||||||
| Paycor HR Setup Fee | 50 | $ | 4.00 | $ | 200.00 | |||||||
| Paycor Time Setup Fee | 1 | $ | 0.00 | $ | 0.00 | |||||||
| Payroll Setup Fee | 50 | $ | 10.00 | $ | 500.00 | |||||||
| Subtotal: | $ | 900.00 | ||||||||||
4811 Montgomery Rd., Cincinnati, OH 45212 | 855 ###-###-####
Unless otherwise stated herein, prices may be subject to change if this Order is not accepted by 06/22/2022
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Order Summary for Signing Day Sports Inc.
9112 E. Verde Grove View
Suite 200, Scottsdale, AZ 85251
(602) 481-7440
Signing Day Sports (Semi-monthly processing on MM - HCM Core Pricing solution)
| Occurrences | $ Cost Per | $ Total | ||||||||
| Per Payroll Processing Fees | 24 | $ | 7.75 | $ | 186.00 | |||||
| Monthly Fees | 12 | $ | 852.00 | $ | 10,224.00 | |||||
| Estimated Year End Fees | 1 | $ | 475.63 | $ | 475.63 | |||||
| Annualized Total | $ | 10,885.63 | ||||||||
Signing Day Sports Inc. Total
| $ Total | ||||
| Per Payroll Processing Fees – Annual Total | $ | 186.00 | ||
| Monthly Fees – Annual Total | $ | 10,224.00 | ||
| Estimated Year End Fees – Annual Total | $ | 475.63 | ||
| Annualized Total | $ | 10,885.63 | ||
| Implementation Fees | $ | 900.00 | ||
The client specified above (“You,” “Your,” or “Client”), has executed this Order for Services (“Order”) as of the date set forth below for the products and services identified herein and any subsequent Order issued hereunder. This Order, and any subsequent Orders provided thereunder, and Your receipt of any products or services are governed by and subject to the Paycor Terms and all applicable additional terms (each as defined in the Paycor Terms), a copy of which can be accessed at https://www.paycor.com/terms-and-conditions-01feb2022/. You acknowledge and agree that Your signature below constitutes Your consent to be bound by this Order, the Paycor Terms and any Third-Party Terms (if applicable, as defined in the Paycor Terms), and all other applicable terms for services You order. All capitalized terms herein as defined in the Paycor Terms.
Additional Terms
Except for miscellaneous fees and certain other costs, including but not limited to delivery fees, NSF fees, wire transfer fees and EFT reissue fees, the prices set forth on this Order are guaranteed for 24 months from the date of Your first payroll run date
Notwithstanding anything to the contrary in the Paycor Terms, You understand and acknowledge that as a result of entering into this Agreement: (a) Paycor will expend material time and effort to onboard You into Paycor systems; (b) any Implementation Fees paid by You to Paycor do not fully cover the cost of such onboarding; and (c) that You will owe Paycor a Termination Fee as consideration for such onboarding efforts in the event that You, prior to the six-month anniversary of the effective date of this Agreement (i) terminate this Agreement, (ii) fail to begin use of Paycor services, or (iii) cease use of Paycor services, unless such termination is due to an uncured material breach of this Agreement by Paycor. In the event that (i) occurs, Paycor may bill the Termination Fee upon receipt of notice of termination of this Agreement. In the event that (ii) or (iii) occur, Paycor may bill the Termination Fee after the six-month anniversary of the effective date of this Agreement. Such Termination Fee will be in an amount equal to one-half of the 'Annualized Total' provided above, less any amounts actually paid by You under this Agreement (other than Implementation Fees). For the purposes of this section Annualized Total is defined as $10,885.63.
| Early Termination Fee Acknowledgement. Initial Here: |  |
Notwithstanding anything to the contrary in the Paycor Terms, fifty percent (50%) of the total Implementation Fees will be debited from Your DDA on or about the seventh (7th) day after Paycor’s signature below. The remaining fifty percent (50%) of the total Implementation Fees will be billed on the invoice for Your first payroll processed. Implementation Fees as described in this Order, Agreement or any Orders are non-refundable.
4811 Montgomery Rd., Cincinnati, OH 45212 | 855 ###-###-####
Unless otherwise stated herein, prices may be subject to change if this Order is not accepted by 06/22/2022
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Paycor will provide You with promotional credits (the 'Credits') equal to any monthly fees incurred in using Paycor {pName} for the first 3 (three) months commencing the month of Your first payroll run date. The parties understand and agree that neither Implementation Fees nor any other Payroll-related fees (including without limitation paycheck shipping and handling fees) are a part of the offer and that all fees other than the monthly or per-processing payroll fees (excluding delivery) will remain payable by You according to the terms of this Order and the Paycor Terms.
Prices may be subject to change if this Order is not accepted 2022-06-16
As part of the services to which you are subscribing, you will have access to Pay on Demand (‘Payactiv Services’) provided by Third-Party Provider, PayActiv, Inc (‘PayActiv’). In order to access any of the services offered by PayActiv, please executed the Program Summary Form. By accessing any of the Payactiv Services, you confirm that you have read, understand, and agree with the Program Summary Form and the terms and conditions referenced therein. You acknowledge that Payactiv Services are ‘Third-Party Products’ as provided under the Paycor Terms and consents to Paycor sending the Program Summary Form and the data included therein to PayActiv.
The Work Number service (the ‘The Work Number Service’) is a service that provides subscribing employers with an automated method of providing employment and income verifications to authorized third parties. If Client subscribes to The Work Number Service, it consents to data transmissions between Paycor and the third-party provider, TALX Corporation, a wholly owned subsidiary of Equifax, Inc. and a provider of Equifax Workforce Solutions. By subscribing to The Work Number Services, Client agrees to allow TALX Corporation to act on the behalf of the Client when working with an authorized third party (‘Verifier’) making a request with a federal Fair Credit Reporting Act (‘FCRA’) permissible purpose to verify employment and/or income information (‘Employment Data’) in connection with The Work Number Service. The type of Employment Data that may be exchanged under The Work Number Service may be found at https://www.paycor.com/wp-content/uploads/2021/12/The-Work-Number-Employment-Data-List.pdf. Client authorizes Paycor to transmit Employment Data entered into Paycor Products and Services to TALX Corporation on behalf of Client in order to furnish TALX Corporation with the data needed to provide The Work Number Service. As the furnisher, Client further agrees to comply with its obligations as a furnisher as defined in FCRA and as set forth in the NOTICE TO FURNISHERS OF INFORMATION: OBLIGATIONS OF FURNISHERS UNDER THE FCRA which may be found at https://www.paycor.com/wp-content/uploads/2021/12/The-Work-Number-Notice-to-Furnisher-of-Information.pdf.
With the Labor Law Poster service, you will have access to Poster Elite’s E-Update Service ('Poster Elite Service') provided by Third-Party Provider, Elite Business Ventures, Inc. To activate the Labor Law Poster service, you must fill out an information request form that will be provided or made available to you as part this service. By accessing the Poster Elite Service, you confirm that you have read, understand, and agree with the terms and conditions for the Poster Elite Service located at www.PosterElite.com/eupdate_terms_of_use. You also acknowledge that the Poster Elite Service is a 'Third-Party Product' as provided under the Paycor Terms and consent to Paycor sending information needed to fulfill your order, including contact and shipping information to Elite Business Ventures, Inc.
4811 Montgomery Rd., Cincinnati, OH 45212 | 855 ###-###-####
Unless otherwise stated herein, prices may be subject to change if this Order is not accepted by 06/22/2022
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Client Acknowledgements; Representation. You acknowledge and agree that: (i) this Order may be considered an application for credit; (ii) You authorize Paycor to investigate Your credit including vendor references, bank account status and history, and the personal credit of the owner(s) and/or principal(s); and (iii) Paycor may elect not to provide certain Paycor Services (as defined in the Paycor Terms) requested by You based upon factors determined to be relevant by Paycor in its sole discretion, including, without limitation, Paycor’s review of Your credit history.
No Order, Supplement Agreement, Other Agreement or the Paycor Terms may be modified or amended except by a separate written amendment executed by authorized representatives of each party. Handwritten changes and modifications, even if initialed, are invalid and shall be of no force or effect.
Client is properly authorized to execute this Order and all internal approvals that the Client may require have been obtained prior to the Order being executed. By signing this Order, I certify that I am authorized to sign on behalf of the Client and agree to the terms of this Order and any documents incorporated herein.
| Paycor Inc. | Client: Signing Day Sports Inc. | |||
| By | /s/ Paycor Signer | By | /s/ George Weathers | |
| Name | Paycor Signer | Name | George Weathers | |
| Title | Pricing Manager | Title | CFO | |
| Date | 5/23/2022 | Date | 5/23/2022 | |
4811 Montgomery Rd., Cincinnati, OH 45212 | 855 ###-###-####
Unless otherwise stated herein, prices may be subject to change if this Order is not accepted by 06/22/2022
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