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Tempfair Limited is a company registered in England and Wales under company number 09975968 and whose registered address is 1st Floor, 1-3 Silex Street, London, SE1 0DW (“Tempo”). By creating an account, clicking to accept this Agreement, or using or accessing any Tempo Services or related services, you agree to all the terms and conditions of this Company Terms of Use Agreement (“Agreement”) and our Website Terms of Use.

If you are using the Services or related service on behalf of a company then “the Customer” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Customer is an entity, this Agreement and each Order Form (as applicable) is entered into by an employee or agent with all necessary authority to bind that entity to this Agreement. Please note that we may modify this Agreement as further described in the changes to services and terms section below, so you should make sure to check this page from time to time. This Agreement includes any Order Forms you may enter into with Tempo (as defined below).

 

1. OVERVIEW OF THE TEMPO PLATFORM

1.1. Tempo offers a recruitment platform which provides businesses with the ability to post job opportunities, access candidate profiles, and to hire candidates to fill those job opportunities; either on a temporary or permanent basis (the “Platform”). Tempo acts as an employment business and as an employment agency for these purposes.

 

2. DEFINITIONS AND INTERPRETATION

2.1. The definitions and rules of interpretation set out in Schedule 1 shall apply to this Agreement.

 

3. ACCOUNT REGISTRATION

3.1. The Customer and its Authorised Users are required to register for a Tempo account to access or receive the Services on the Platform.

3.2. Account information must be accurate, current, and complete, and will be governed by Tempo’s Privacy Policy, as amended from time to time (currently available at https://www.heytempo.com). The Customer agrees to keep this information up to date so that Tempo may send notices, statements, and other information by email or through the Customer’s account. The Customer must ensure that any user IDs, passwords, and other access credentials (such as API tokens) for the Services on the Platform are kept strictly confidential and not shared with any unauthorised person.

3.3. By creating an account, the Customer agrees that its details will be visible on the Platform so that Candidates can consider applying for an Assignment.

3.4. The Customer is not entitled to register for or create a Tempo account and/or receive any Services if it is:

3.4.1. an intermediary in the field of HR, or a company which is not ultimately responsible for hiring a Candidate;

3.4.2. a company that only pays its employees in the form of commission;

3.4.3. an affiliate network seeking to increase its user database;

3.4.4. a company which requires an initial investment or payment of any kind from the Candidate;

3.4.5. a company with multi-level sales schemes;

3.4.6. an employer whose Assignment offers are not the real Assignment being offered;

3.4.7. an employer whose commercial activity resolves around sex, tarot, gambling, personal relationships or weapons; or

3.4.8. an employer without a valid tax ID.

3.5. In the event the Customer is in breach of clause 3.4 above, Tempo reserves the right to terminate this Agreement and any Order Form immediately and cease to provide access to the Platform and Services (if applicable). 

 

4. RIGHTS OF USE

4.1. Subject to the terms and conditions of this Agreement and the Order Form (if applicable), Tempo hereby grants the Customer and its Authorised Users a non-exclusive, non- transferable, non-sublicensable right and licence during the applicable term to access and use the Services and the Documentation (as available) (and any Updates and Upgrades) on the Platform for the Permitted Purpose (and for no other purpose) unless otherwise designated on an Order Form.

4.2. The Customer acknowledges that the Services do not include any:

4.2.1. services, systems or equipment required to access the internet (and that the Customer is solely responsible for procuring access to the internet and for all       costs  and expenses in connection with internet access, communications, data transmission and wireless or mobile charges incurred by it in connection with use of the Services on the Platform);

4.2.2. dedicated data back up or disaster recovery facilities (and the Customer should ensure it maintains backups of all Customer Data); or

4.2.3. legal, accounting or other professional or regulated services and that, except as expressly stated in this Agreement, no assurance is given that the Services will comply with or satisfy any legal or regulatory obligation of any person.

 

5. USERS

5.1. The Customer shall ensure that only Authorised Users use the Platform and the Services and that such use is at all times in accordance with this Agreement.

5.2. Where the Customer procures the Permanent Hiring Services as a Pay as you Go Service, the Customer shall ensure that it and its Authorised Users do not exceed the number of live Job Postings or Permanent Hires as set out in the applicable Order Form.

5.3. Without prejudice to any other right or remedy of Tempo, in the event the Customer is in breach of clause 5.2 then:

5.3.1. the warranty in clause 10.1 shall cease to apply to the Platform or the Services for the duration of the period during which the Customer is in breach of clause 5.2; and

5.3.2. the Customer shall be liable to pay for the additional number of Permanent Hires and/or Live Job Postings (as applicable) for the relevant period during which infringement occurred in accordance with Tempo’s standard pricing terms.

5.4. The Customer shall:

5.4.1. be liable for the acts and omissions of the Authorised Users as if they were its own;

5.4.2. only provide Authorised Users with access to the Platform and/or the Services via the access method provided by Tempo and shall not provide access to (or permit access by) anyone other than an Authorised User; and

5.4.3. procure that each Authorised User is aware of, and complies with, the obligations and restrictions imposed on the Customer under this Agreement, including all obligations and restrictions relating to Tempo’s Confidential Information.

5.5. The Customer warrants and represents that it, and all Authorised Users and all others acting on its or their behalf (including systems administrators), shall keep confidential and not share with any third party (or with other individuals except those with administration rights as necessary for use of the Services) their password or access details for the Platform and/or the Services.

5.6. The Customer shall comply (and shall ensure all Authorised Users comply) with all applicable laws, rules, and regulations governing export that apply to the Services, the Customer Data and the Documentation (or any part), and shall not export or re-export, directly or indirectly, separately or as a part of a system, the Services, the Customer Data or the Documentation (or any part) to, or access or use the Services, the Customer Data or the Documentation (or any part) in, any country or territory for which an export licence or other approval is required under the laws of England and Wales without first obtaining such licence or other approval. Without prejudice to Tempo’s obligations under the Tempo Privacy Policy, the Customer shall be solely responsible for ensuring its access, importation and use of the Services, the Customer Data and Documentation complies with all export and other laws.

5.7. The Customer shall (and shall ensure Authorised Users shall) at all times comply with all provisions of this Agreement.

5.8. If any password has been provided to an individual that is not an Authorised User, the Customer shall, without delay, disable any such passwords and notify Tempo immediately.

5.9. Clauses 5.4 to 5.8 (inclusive) shall survive termination or expiry of this Agreement.

 

6. PLATFORM SUPPORT

6.1. Tempo will use reasonable endeavours to notify the Customer in advance of scheduled maintenance of the Platform, but the Customer acknowledges that it may receive no advance notification for downtime caused by Force Majeure or for other emergency maintenance.

 

7. HIRING SERVICES

Temporary Hiring Services and Permanent Hiring Services

7.1. In respect to both Temporary Hiring Services and Permanent Hiring Services the following shall apply: 

7.1.1. the Customer shall submit a Job Posting for an Assignment via the Platform; 

7.1.2. the Job Posting will be reviewed by: (i) Candidates who will submit a Job Application directly to the Customer via the Platform in the event they wish to apply for the Assignment; and/or (ii) Tempo, who will provide a list of Introductions to the Customer which it has matched with the Job Posting; and

7.1.3. the Customer shall be solely responsible for reviewing all Job Applications in respect to a Job Posting and contacting the Candidates to explore their experience and application in more detail. 

7.2. The Customer acknowledges and agrees that:

7.2.1 unless otherwise agreed by Tempo that the Customer may use its Applicant Tracking System in the respect to the Services, the Customer shall ensure that all communication with a Candidate in respect to a Job Posting, including where applicable, a Job Offer and Job Acceptance, must be made via the Platform; and 

7.2.2 Tempo shall not be held liable for any Candidates that the Customer engages with in respect to a Job Posting which during the course of the Assignment the Customer determines (acting reasonably) to be unsuitable for the Assignment for any reason. 

7.3. In the event the Customer fails to review a Job Application within five (5) days from receipt, either from Tempo or directly from a Candidate, Tempo shall be entitled to analyse the reason for such inactivity and may (acting reasonably) remove the Job Posting. 

7.4. If Tempo considers that a Job Posting may be discriminatory or illegal, it shall (at its sole discretion) edit or delete the Job Posting and in the event the Job Posting is deleted the Customer shall not be entitled to any refund of amounts paid or pending regarding the publication of such Job Posting.

Temporary Hiring Services

7.5. On receipt of notice from the Customer to Tempo that it has identified a suitable Candidate in respect to a Job Posting for Temporary Hiring Services, Tempo shall undertake verification checks on the Candidate in order to ensure the Candidate is entitled to work in the United Kingdom. Following the completion of the verification checks, Tempo shall notify the Customer as soon as reasonably practicable in the event the Candidate fails such checks. 

7.6. Should the Customer determine, in its sole discretion, that the Candidate is a suitable candidate to fulfil the Assignment, it shall submit a Job Offer to the Candidate via the Platform. 

7.7. In the event the Candidate wishes to accept a Job Offer, the Candidate shall submit a Job Acceptance via the Platform.

7.8. Candidates supplied to the Customer in respect to Temporary Hiring Services are engaged with Tempo on a contract for services basis pursuant to an agreement between Tempo and the Candidate. Tempo shall remain responsible for paying the Candidates National Insurance Contributions, applicable PAYE Income Tax and Pension contributions.

7.9. Notwithstanding clause 7.8 above, the Customer shall remain: (i) liable for payment of the Temp Fees to Tempo; (ii) responsible for the Candidate’s day-to-day supervision for the duration of the performance of the Assignment; and (iii) responsible for the approval of the Candidate’s timesheet in accordance with clause 7.10 below. 

7.10. Following the submission by the Candidate of his or her timesheet to the Customer, the Customer must approve the timesheet no later than 18:00pm on the Tuesday occurring immediately following the submission of the timesheet (“Timesheet Deadline”). 

7.11. In the event the Customer has any queries in respect to a timesheet submitted by a Candidate, such queries must be raised by the Timesheet Deadline. In the event the Customer fails to: (i) raise any queries; or (ii) approve the timesheet, in each case by the Timesheet Deadline, Tempo shall be entitled to assume that the timesheet is accurate.

7.12. The Customer shall not be entitled to refuse to approve a timesheet because it is not satisfied with the qualifications, experience or work performed by the relevant Candidate. If the Customer is not satisfied with the abilities or performance of a Candidate, it must notify Tempo immediately, in writing, detailing any issues with the Candidate. Any such issues will be considered by Tempo’s client service team.

7.13. Fees in respect to Tempo’s Temporary Hiring Services shall be payable in accordance with clause 9.1 (Temp Fees).

7.14. If, during the Relevant Period, the Customer wishes to engage the Candidate directly either on a temporary or permanent basis, it shall notify Tempo before engaging with and offering such employment to the Candidate. The Customer shall then submit a Job Offer for such employment to the Candidate via the Platform. In the event the Candidate wishes to accept the Job Offer, the Candidate shall submit a Job Acceptance via the Platform. The foregoing acceptance shall be deemed to constitute Permanent Hiring Services and shall be subject to a Temp to Perm Fee payable in accordance with clause 9.3 (Temp to Perm Fee).

7.15. The Temp to Perm Fee will not be payable if the Customer gives written notice to Tempo that it intends to continue the Assignment of the Candidate for a further period of six (6) month period (“Extended Assignment”) before it engages the Candidate other than through Tempo.

7.16. Where the Customer decides (in accordance with clause 7.15) to have the Candidate supplied by Tempo for the Extended Assignment:

7.16.1. the Temp Fees and Gross Temp Hiring Costs payable by the Customer during the Extended Assignment shall be those applicable immediately before Tempo received the Customer’s notice of election; 

7.16.2. at the end of the Extended Assignment, the Customer may engage the Candidate without paying the Temp to Perm Fee; and

7.16.3. if the Customer chooses an Extended Assignment but engages directly with the Candidate before the end of the Extended Assignment, the Temp to Perm Fee may be charged by Tempo, reduced proportionately to reflect the amount of the Extended Assignment paid for by the Customer.

Permanent Hiring Services

7.17. Where the Customer has identified a suitable Candidate in respect to a Job Posting for Permanent Hiring Services, the Customer shall be responsible for undertaking verification checks on the Candidate to ensure the Candidate is entitled to work in the United Kingdom, and has the necessary training, qualifications, and authorisation to fulfil the Assignment.

7.18. Should the Customer determine, in its sole discretion, that the Candidate is a suitable candidate to fulfil the Assignment, it shall submit a Job Offer to the Candidate via the Platform. 

7.19. In the event the Candidate wishes to accept a Job Offer it shall submit a Job Acceptance via the Platform. 

7.20. In the event the Customer procures Candidates from Tempo via Tempo’s Permanent Hiring Services, the Customer shall be responsible for the Candidates’ remuneration, and for deducting and paying of National Insurance Contributions, applicable PAYE Income Tax and Pension contributions in respect of such Candidates.

 7.21. The Customer may procure Permanent Hiring Services from Tempo as a Subscription Service or as Pay as You Go Service. 

7.22. Where the Customer procures Permanent Hiring Services from Tempo as a Subscription Service, the parties shall enter into an Order Form which shall detail the term of and the associated Fees for the Permanent Hiring Services. The Customer shall pay for the Subscription Service in accordance with clause 9.4 (Subscription Service Fee).

7.23. Where the Customer procures Permanent Hiring Services from Tempo as a Pay as You Go Service, the Customer shall pay for each Job Acceptance in accordance with clause 9.5 (Pay as You Go Fee).

7.24. If, during a period of twelve (12) months following the Introduction of a Candidate by Tempo in accordance with clause 7.1.2(b), the Customer engages with, or introduces the Candidate to a third party which results in them engaging with, the Candidate directly and not via the Platform, the Customer shall be liable to pay Tempo, in Tempo’s capacity as an employment agency a recruitment fee equal to the higher of £10,000 plus VAT or 20% of the Base Salary advertised in a job posting (where there is a job posting) (“Recruitment Fee”). The Recruitment Fee shall be payable in accordance with clause 9.6 (Recruitment Fee). The Customer shall notify Tempo before engaging with the Candidate directly.

 

8. CHANGES TO SERVICES AND TERMS

8.1. Tempo may at its absolute discretion amend this Agreement from time to time.

 8.2. The Customer acknowledges that Tempo shall be entitled to modify the features and functionality of the Services (“Upgrade”). Tempo shall use reasonable endeavours to ensure that any such modification does not materially adversely affect the use of the Services by Tempo’s customers generally. Tempo may, without limitation to the generality of this clause 8, establish new limits on the Services (or any part).

 

9. FEES

Temp Hiring Services

9.1. For the provision of Temporary Hiring Services, the Customer shall pay to Tempo the Temp Hiring Costs together with the Temp Hiring Fees (collectively the “Temp Fees”). 

9.2. The Temp Fees shall be paid by the Customer to the nominated bank account of Tempo within seven (7) days from the date of invoice from Tempo.

Temp to Perm Fee

9.3. The Temp to Perm Fee shall become payable on the submission of a Job Acceptance by the Candidate via the Platform and shall be paid by the Customer to the nominated bank account of Tempo within seven (7) days from the date of invoice.

Permanent Hiring Services

Subscription Service Fee

9.4. The Subscription Service Fee (including expenses) shall be payable by the Customer to the nominated bank account of Tempo within seven (7) days from the date of invoice, at the rates described in the applicable Order Form.

Pay as You Go Fee

9.5. The Pay as You Go Fee will be invoiced following the Job Acceptance and shall be payable by the Customer within seven (7) days from the date of invoice. 

Recruitment Fee

9.6. The Recruitment Fee will be payable: (i) on notification by the Customer to Tempo of its intention to engage with the Candidate directly pursuant to clause 7.22; or (ii) in the event Tempo identifies that the Customer has engaged with the Candidate directly in respect to a Job Posting, whichever occurs earliest.

9.7. The Recruitment Fee shall be paid by the Customer to the nominated bank account of Tempo within seven (7) days from the date of invoice.

9.8. Except as otherwise set forth in this Agreement, all Fees are non-refundable.

9.9. The Fees are exclusive of VAT which shall be payable by the Customer at the rate and in the manner prescribed by law.

9.10. Tempo shall be entitled, without prejudice to any other right or remedy, to charge interest on any payment not made when properly due under this Agreement calculated from day-to-day at a rate per annum equal to 4% per year above the base rate of the Bank of England, from the date on which payment was due up to and including the date of actual payment whether before or after judgment.

 

10. WARRANTIES

10.1. Subject to the remainder of this clause 10, Tempo warrants that it will provide the Services with reasonable care and skill.

10.2. The Services may be subject to delays, interruptions, errors or other problems resulting from use of the internet or public electronic communications networks used by the parties or third parties. The Customer acknowledges that such risks are inherent in cloud services and that Tempo shall have no liability for any such delays, interruptions, errors or other problems.

10.3. If there is a breach of the warranty in clause 10.1 Tempo shall at its option: use reasonable endeavours to repair or replace the Services (or relevant part of it) within a reasonable time or (whether or not it has first attempted to repair or replace the Services); refund the Fees for the Services on a pro-rata basis for the period during which Tempo was in breach of any such warranty (but only to the extent Fees have been paid to Tempo by the Customer) and provided such period is at least two (2) consecutive days. Subject to clause 17, this clause 10.3 sets out the Customer’s sole and exclusive remedy (however arising, whether in contract, negligence or otherwise) for breach of the warranty in clause 10.1.

10.4. Other than as set out in this clause 10, and subject to clause 17 all warranties, conditions, terms, undertakings or obligations whether express or implied and including any implied terms relating to quality, fitness for any particular purpose or ability to achieve a particular result are excluded to the fullest extent allowed by applicable law.

 

11. CUSTOMER’S RESPONSIBILITIES

11.1. The Customer shall (and shall ensure all Authorised Users shall) at all times comply with all applicable laws relating to the use of the Platform or receipt of the Services which shall include the Agency Workers Regulations 2010.

 

12. INTELLECTUAL PROPERTY

12.1. All Intellectual Property Rights in and to the Services (including any source code) belong to and shall remain vested in Tempo or the relevant third-party owner. To the extent that the Customer, Authorised Users or any person acting on its or their behalf acquires any Intellectual Property Rights in any part of the Services, the Customer shall assign or procure the assignment of such Intellectual Property Rights with full title guarantee (including by way of present assignment of future Intellectual Property Rights) to Tempo or such third party as Tempo may elect. The Customer shall execute all such documents and do such things as Tempo may consider necessary to give effect to this clause 12.1.

12.2. Tempo has no obligation to deliver any copies of any software to the Customer in connection with this Agreement or the Services.

12.3. The Customer and Authorised Users may be able to store or transmit Customer Data using the Services. The Customer hereby grants a royalty-free, non- transferable, non-exclusive licence for Tempo (and each of its direct and indirect sub-contractors) to use, copy and otherwise utilise the Customer Data to (i) the extent necessary to perform or provide the Services; and related services to the Customer and as set out in clause 14.2 (Aggregate/Anonymous Data); or (ii) to exercise or perform Tempo’s rights, remedies and obligations under this Agreement.

12.4. Tempo may use any feedback and suggestions for improvement relating to the Services as provided by the Customer, or any Authorised User without charge or limitation (“Feedback”). The Customer hereby assigns (or shall or procure the assignment) of all Intellectual Property Rights in the Feedback with full title guarantee (including by way of present assignment of future Intellectual Property Rights) to Tempo at the time such Feedback is first provided to Tempo.

12.5. The Customer hereby waives (and shall ensure all relevant third parties have waived) all rights to be identified as the author of any work, to object to derogatory treatment of that work and all other moral rights in the Intellectual Property Rights assigned to Tempo under this Agreement.

12.6. Except as expressly permitted under this Agreement, the Customer: (i) shall not; and (ii) shall procure that any Authorised User shall not:

12.6.1. copy, reproduce, publish, distribute, redistribute, broadcast, transmit, modify, adapt, edit, abstract, store, archive, display publicly or to third parties, sell, licence, lease, rent, assign, transfer, disclose (in each case whether or not for charge) or in any way commercially exploit any part of the Platform or the Services;

12.6.2. permit any use of the Platform or the Services in any manner by any third party (other than to Authorised Users for the Permitted Purpose));

12.6.3. combine, merge or otherwise permit the Platform or the Services (or any part of it or any Application) to become incorporated in any other program or service, or arrange or create derivative works based on it (in whole or in part); or

12.6.4. attempt to reverse engineer, observe, study or test the functioning of or decompile the Applications or the Services (or any part).

12.7. Except for the rights expressly granted in this Agreement, the Customer or any Authorised User, and their direct and indirect sub-contractors, shall not acquire in any way any title, rights of ownership, or Intellectual Property Rights of whatever nature in the Services and no Intellectual Property Rights of either party are transferred or licensed as a result of this Agreement.

12.8. This clause 12 shall survive the termination or expiry of this Agreement.

 

13. TEMPO INDEMNITY

13.1. Subject to clauses 13.2 and 13.4, Tempo shall indemnify the Customer for all direct costs and damages actually awarded on final judgment of an IP Claim.

13.2. The provisions of clause 13.1 shall not apply unless the Customer:

13.2.1. promptly (and in any event within three (3) Business Days) notifies Tempo upon becoming aware of any actual or threatened IP Claim and provides full written particulars;

13.2.2. makes no comment or admission and takes no action that may adversely affect Tempo’s ability to defend or settle the IP Claim;

13.2.3. provides all assistance reasonably required by Tempo subject to Tempo paying the Customer’s reasonable and direct costs; and

13.2.4. gives Tempo sole authority to defend or settle the IP Claim as Tempo considers appropriate.

13.3. In the event of any IP Claim Tempo may elect to terminate this Agreement immediately by written notice and promptly refund to the Customer on a pro-rata basis for any unused proportion of any Fees paid in advance (if any). This clause 13.3 is without prejudice to the Customer’s rights and remedies under clause 13.1.

13.4. Tempo shall have no liability or obligation under this clause 13 in respect of (and shall not be obliged to defend) any IP Claim which arises in whole or in part from:

13.4.1. any modification of the Services (or any part) without Tempo’s express written approval;

13.4.2. any Customer Data;

13.4.3. any Open Source Software;

13.4.4. any breach of this Agreement by the Customer;

13.4.5. use of the Platform or the Services (or any part) otherwise than in accordance with this Agreement; or

13.4.6. use of the Services (or any part) in combination with any software, hardware or data that has not been supplied or expressly authorised by Tempo.

13.8. Subject to clause 17, the provisions of this clause 13 set out the Customer’s sole and exclusive remedy (howsoever arising, including in contract, tort, negligence or otherwise) for any IP Claim.

 

14. CUSTOMER DATA

14.1. Customer Data shall at all times remain the property of the Customer or its licensors.

14.2. Customer agrees that Tempo will have the right to generate Aggregate/Anonymous Data and that Aggregate/Anonymous Data is Tempo Technology, which Tempo may use for any business purpose during or after the term of this Agreement (including without limitation to develop and improve Tempo’s products and services and to create and distribute reports and other materials). For clarity, Tempo will only disclose Aggregate/Anonymous Data externally in a de-identified (anonymous) form that does not identify the Customer or Authorised Users, and that is stripped of all persistent identifiers (such as device identifiers, IP addresses, and cookie IDs). The Customer is not responsible for Tempo’s use of Aggregate/Anonymous Data.

14.3. Except to the extent Tempo has direct obligations under data protection laws, the Customer acknowledges that Tempo has no control over any Customer Data hosted as part of the provision of the Services. The Customer shall ensure (and is exclusively responsible for) the accuracy, quality, integrity and legality of the Customer Data and that its use (including use in connection with the Services) complies with this Agreement and all applicable laws.

14.4. If Tempo becomes aware of any allegation that any Customer Data may not comply with the any other part of this Agreement Tempo shall have the right to permanently delete or otherwise remove or suspend access to any Customer Data which is suspected of being in breach of any of the Agreement and/or disclose Customer Data to law enforcement authorities (in each case without the need to consult the Customer). Where reasonably practicable and lawful Tempo shall notify the Customer before taking such action.

14.5. Except as otherwise expressly agreed in this Agreement, Tempo shall not be obliged to provide the Customer with any assistance extracting, transferring or recovering any data whether during the term of this Agreement or following expiry or termination of this Agreement. The Customer acknowledges and agrees that it is responsible for maintaining safe backups and copies of any Customer Data, including as necessary to ensure the continuation of the Customer’s business. The Customer shall, without limitation, ensure that it backs up (or procures the back up of) all Customer Data regularly (in accordance with its Authorised User’s needs) and extracts it from the Services prior to the termination or expiry of this Agreement or the cessation or suspension of the Services.

14.6. Tempo routinely undertakes regular backups of the Services (which may include Customer Data) for its own business continuity purposes. The Customer acknowledges that such steps do not in any way make Tempo responsible for ensuring the Customer Data does not become inaccessible, damaged or corrupted. To the maximum extent permitted by applicable law, Tempo shall not be responsible (under any legal theory, including in negligence) for any loss of availability of, or corruption or damage to, any Customer Data.

 

15. CONFIDENTIALITY AND DATA PROTECTION

Confidentiality

15.1. Each party (as the receiving party) must: (i) hold in confidence and not disclose the other party’s Confidential Information to third parties except as permitted by this Agreement; and (ii) only use the other party’s Confidential Information to fulfil its obligations and exercise its rights under this Agreement. Each party may share the other party’s Confidential Information with its employees, agents or contractors having a legitimate need to know (which, for Tempo, includes the Approved Data Providers detailed in Schedule 3), provided that the party remains responsible for its recipient’s compliance with the terms of this clause 15.1 and that these recipients are bound to confidentiality obligations no less protective than this clause 15.

15.2. The confidentiality obligations in clause 15.1 do not apply to (and Confidential Information does not include) information that: (i) is or becomes public knowledge through no fault of the receiving party; (ii) was known by the receiving party before it received the Confidential Information; (iii) is rightfully obtained by the receiving party from a third party without breach of any confidentiality obligation; or (iv) is independently developed by the receiving party without using the disclosing party’s Confidential Information. A party may also disclose the other party’s Confidential Information to the extent required by law or court order, provided it gives advanced notice (if permitted by law) and cooperates in any effort by the other party to obtain confidential treatment for the information.

Data Protection

15.3. Customer shall ensure that it only provides Customer Personal Data to Tempo as is required to allow Tempo to provide the Services.

15.4. Customer shall ensure it has a legal basis to transfer Customer Personal Data to Tempo and shall ensure that all fair processing notices have been given (and/or applicable consents obtained) including necessary consents for Tempo to aggregate the data in accordance with clause 14.2.

15.5. Tempo may act as a Controller or Processor under this Agreement, depending on the circumstances of the processing. When acting in its capacity as Controller Tempo will comply with clause 15.16. When acting in its capacity as Processor it will comply with clauses 15.6 to 15.15.

15.6. As a Processor, Tempo will only act upon and Process Customer Personal Data on the Processing Instructions, and unless set out otherwise in this Agreement, Processing of Customer Personal Data shall be undertaken by Tempo: (i) for the purposes of the provision of the Services; (ii) for the duration of this Agreement; and (iii) in accordance with the Data Protection Particulars.

15.7. If Tempo is ever unsure as to the parameters or lawfulness of the Processing Instructions issued by Customer, Tempo will revert to the Customer for the purpose of seeking clarification or further instructions.

15.8. Tempo shall cooperate and assist the Customer with any data protection impact assessments and consultations with (or notifications to) relevant regulators as required by Data Protection Legislation in relation to Customer Personal Data and the Services. The Customer shall pay all costs incurred by Tempo in respect of Tempo’s obligations under this clause 15.8.

15.9. Tempo shall forward to the Customer without undue delay and will otherwise cooperate with and assist the Customer with any requests from data subjects of Customer Personal Data pursuant to the Data Protection Legislation. The Customer shall pay all costs incurred by Tempo in respect of Tempo’s under this clause 15.9.

15.10. In respect of Tempo’s Processing of Customer Data, including Customer Personal Data, Tempo shall implement technical and organisational security measures in order to ensure a level of security appropriate to the risk. Such security measures shall at all times be of at least the minimum standard required by applicable Data Protection Legislation.

15.11. If Tempo becomes aware that any Data Breach has occurred, Tempo shall, without undue delay, notify the Customer of the Data Breach and provide sufficient information to allow the Customer to report the Data Breach and or/notify affected data subjects as required under applicable Data Protection Legislation.

15.12. The Customer provides its general consent to allow Tempo to engage the Approved Processors set out in Schedule 3 and any other processors and sub-contractors for the purposes of Tempo providing the Services, provided such Approved Processors and any other processors or sub-contractors are contractually bound to equivalent obligations as are contained in this Agreement. Tempo shall also remain fully liable to the Customer where an Approved Processor fails to fulfil its data protection obligations, as well as for any acts or omissions of the Approved Processor in regard of its Processing of Customer Personal Data.

15.13. Tempo (or any Approved Processor) shall only transfer Customer Personal Data from the United Kingdom to a country outside of the United Kingdom or an international organisation where such transfer:

15.13.1. is subject to appropriate safeguards; and

15.13.2. otherwise complies with applicable Data Protection Legislation.

15.14. The Customer hereby appoints Tempo to enter into a data transfer agreement on the Customer’s behalf acting as its agent. Tempo shall procure that: (i) the third party is deemed ‘data importer’ under the data transfer agreement; and (ii) such ‘data importer’ undertakes or fulfils its obligations under the data transfer agreement.

15.15. Tempo shall make available to the Customer all information necessary to demonstrate Tempo’s compliance with its obligations under applicable Data Protection Legislation.

15.16. To the extent Tempo acts as Controller, it shall:

15.16.1. maintain all registrations and notifications under the applicable Data Protection Legislation which are required for the performance of its obligations under this Agreement;

15.16.2. comply with the Data Protection Legislation in the performance of its obligations under this Agreement;

15.16.3. ensure it is not subject to any prohibition or restriction which would: (i) prevent or restrict it from transferring Customer Personal Data; or (ii) prevent or restrict the Customer from processing the Personal Data under this Agreement;

15.16.4. in relation to Personal Data which Tempo has collected and subsequently transferred to the Customer, ensure that all fair processing notices have been given (and/or applicable consents obtained) and are sufficient in scope to enable the Customer to Process the Personal Data as required to obtain the benefit of its rights, and to fulfil its obligations under this Agreement in accordance with the Data Protection Legislation; and

15.16.5. undertake any data protection impact assessments that are required under applicable Data Protection Legislation.

 

17. MONITORING COMPLIANCE

16.1. During the term of this Agreement and thereafter the Customer shall maintain full and accurate records relating to the Customers and Authorised Users’ use of the Services under this Agreement.

16.2. The Customer shall allow and procure for Tempo (and any representatives of Tempo) remote access to its servers and/or to its premises to:

16.2.1. inspect use of the Platform and Services; and

16.2.2. audit (and take copies of) the relevant records of the Customer,

in each case to the extent necessary to verify that the Customer is in compliance with its obligations under this Agreement.

16.4. Should Tempo identify any non-compliance by the Customer with the Customer’s obligations under this Agreement in respect to Services, Customer shall pay any relevant costs to Tempo on demand on Tempo’s standard pricing terms.

16.5. Unless otherwise agreed in writing, the inspection and audit referred to in clause 17.2 shall be undertaken:

16.5.1. during the Customer’s normal business hours on a Business Day;

16.5.2. subject to the provision by Tempo of a minimum of five (5) Business Days’ notice; and

16.5.3. not more than once in any calendar year, unless required by applicable law.

16.6. At Tempo’s request from time to time the Customer shall promptly (and in any event within two (2) Business Days of such request) provide Tempo with copies of the records referred to in clause 16.1.

 

17. LIMITATION OF LIABILITY

17.1. Subject to clause 17.4, Tempo’s total aggregate liability howsoever arising under or in connection with this Agreement shall not exceed one thousand pounds sterling (£1,000).

17.2. Subject to clause 17.4, Tempo shall not be liable for consequential, indirect or special losses.

17.3. Subject to clause 17.4, Tempo shall not be liable for any of the following (whether direct or indirect): (i) loss of profit; (ii) destruction, loss of use or corruption of data; (iii) loss or corruption of software or systems; (iv) loss or damage to equipment; (v) loss of use; (vi) loss of production; (vii) loss of contract; (viii) loss of opportunity; (ix) loss of savings, discount or rebate (whether actual or anticipated); and/or (x) harm to reputation or loss of goodwill.

17.4. Notwithstanding any other provision of this Agreement, Tempo’s liability shall not be limited in any way in respect of the following: (i) death or personal injury caused by negligence; (ii) fraud or fraudulent misrepresentation; or (iii) any other losses which cannot be excluded or limited by applicable law.

17.5. This clause 17 shall survive the termination or expiry of this Agreement.

 

18. SUSPENSION

18.1. Tempo may suspend access to the Services to all or some of the Authorised Users if:

18.1.1. Tempo suspects that there has been any misuse of the Services or breach of this Agreement; or

18.1.2. the Customer fails to pay any sums due to Tempo by the due date for payment as set out in clause 10 or the applicable Order Form.

18.2. Where the reason for the suspension is suspected misuse of the Services or breach of this Agreement, Tempo will take steps to investigate the issue and may restore or continue to suspend access at its discretion.

18.3. In relation to suspensions under clause 18.1.2, access to the Services will be restored promptly after Tempo receives payment in full and cleared funds.

18.4. Fees (if applicable) shall remain payable during any period of suspension notwithstanding that the Customer, or all of the Authorised Users may not have access to the Platform or the Services.

 

19. TERM AND TERMINATION

19.1. The term of this Agreement commences on the date on which the Customer accepts these terms and shall continue unless terminated in accordance with this Agreement.

19.2. Tempo shall be entitled to terminate this Agreement and/or any Order Form for convenience upon not less than thirty (30) days written notice.

19.3. Either party may terminate this Agreement immediately at any time by giving notice in writing to the other party if:

19.3.1. the other party commits a material breach of this Agreement and such breach is not remediable; or

19.3.2. the other party commits a material breach of this Agreement which is not remedied within thirty (30) Business Days of receiving written notice of such breach; or

19.3.3. the other party has failed to pay any amount due under this Agreement on the due date and such amount remains unpaid within ten (10) Business Days after the other party has received notification that the payment is overdue; or

19.3.4. the other party is subject to an Insolvency Event. A party exercising this right of termination shall only be entitled to do so prior to the other party entering into a relevant insolvency process.

 

20. CONSEQUENCES OF TERMINATION

20.1. Immediately on termination or expiry of this Agreement (for any reason), the rights granted by Tempo under this Agreement shall terminate and the Customer shall (and shall procure that each Authorised User shall):

20.1.1. stop using the Platform and the Services; and

20.1.2. destroy and delete or, if requested by Tempo, return any copies of Tempo’s Confidential Information in its possession or control (or in the possession or control of any person acting on behalf of any of the Customer).

20.2. Termination or expiry of this Agreement shall not affect any accrued rights and liabilities of either party at any time up to the date of termination or expiry and shall not affect any provision of this Agreement that is expressly or by implication intended to continue beyond termination.

 

21. ENTIRE AGREEMENT

21.1. This Agreement constitutes the entire agreement between the parties and supersedes all previous agreements, understandings and arrangements between them in respect of its subject matter, whether in writing or oral.

21.2. Each party acknowledges that it has not entered into this Agreement in reliance on, and shall have no remedies in respect of, any representation or warranty that is not expressly set out in this Agreement.

 

22. NOTICES

22.1. Any notice given by Tempo or the Customer under this Agreement shall be sent in writing to the other using those contact details provided on the Platform or via the Customer’s account.

 

23. ASSIGNMENT AND SUBCONTRACTING

23.1. Except as expressly provided in this Agreement, Tempo may at any time assign, sub- contract, sub-licence, transfer, mortgage, charge, declare a trust of or deal in any other manner with any or all of its rights or obligations under this Agreement.

23.2. Except as expressly permitted by this Agreement, the Customer shall not assign, transfer, sub-contract, sub-licence, mortgage, charge, declare a trust of or deal in any other manner with any or all of its rights or obligations under this Agreement (including the licence rights granted), in whole or in part, without Tempo’s prior written consent.

 

24. NO PARTNERSHIP OR AGENCY

24.1. Tempo and the Customer are independent and are not partners or principal and agent and this Agreement does not establish any joint venture, trust, fiduciary or other relationship between them, other than the contractual relationship expressly provided for in it. Neither party shall have, nor shall represent that it has, any authority to make any commitments on the other party’s behalf.

 

25. SEVERANCE

25.1. If any provision of this Agreement (or part of any provision) is or becomes illegal, invalid or unenforceable, the legality, validity and enforceability of any other provision of this Agreement shall not be affected.

25.2. If any provision of this Agreement (or part of any provision) is or becomes illegal, invalid or unenforceable but would be legal, valid and enforceable if some part of it was deleted or modified, the provision or part-provision in question shall apply with such deletions or modifications as may be necessary to make the provision legal, valid and enforceable. In the event of such deletion or modification, the parties shall negotiate in good faith in order to agree the terms of a mutually acceptable alternative provision.

 

26. WAIVER

26.1. No single or partial exercise of any right, power or remedy provided by law or under this Agreement shall prevent any future exercise of it or the exercise of any other right, power or remedy.

26.2. A waiver of any term, provision, condition or breach of this Agreement shall only be effective if given in writing and signed by the waiving party, and then only in the instance and for the purpose for which it is given.

 

27. THIRD PARTY RIGHTS

27.1. A person who is not a party to this Agreement shall not have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any of its provisions.

 

28. GOVERNING LAW

28.1.     This Agreement and any dispute or claim arising out of, or in connection with, it, its subject matter or formation (including non-contractual disputes or claims) shall be governed by, and construed in accordance with, the laws of England and Wales.

 

29. JURISDICTION

29.1. The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of, or in connection with, this Agreement, its subject matter or formation (including non-contractual disputes or claims).

 

SCHEDULE 1

DEFINITIONS AND INTERPRETATION

In this Agreement:

“Aggregate/Anonymous Data” means: (i) data generated by aggregating Customer Data with other data so that results are non-personally identifiable with respect to Customer or its Authorised Users; and (ii) learnings, logs, and data regarding use of the Services;

“Agreement” means the terms set out in the clauses and other provisions of this document (including the Schedules) as Updated from time to time;

“Applicant Tracking System” means the Customer’s own software application that enables the electronic handling of recruitment and hiring needs;

“Applications” means the software or applications used by or on behalf of Tempo to provide the Services;

“Assignment” means a request to supply a Candidate to perform services, whether on a temporary or permanent basis;

“Authorised Users” means the users authorised by the Customer to use the Services in accordance with the terms of this Agreement;

“Business Day” means a day other than a Saturday, Sunday or bank or public holiday in England;

“Candidate” means a temporary worker or permanent worker;

“Candidate Commencement Date” has the meaning given to it under clause 10.3;

“Confidential Information” means all information (whether in oral, written or electronic form) relating to either party’s business which may reasonably be considered to be confidential in nature including information relating to either party’s technology, know-how, Intellectual Property Rights, assets, finances, strategy, products and customers. All information relating to either party’s pricing terms and any other technical or operational specifications or data relating to the Services shall be deemed to be Confidential Information;

“Controller” means the natural or legal person, public authority, agency or other body which, either alone or jointly with others, determines the purposes and means of the Processing of personal data;

“Customer Data” means all data, including Customer Personal Data, (in any form) that is provided to Tempo or uploaded or hosted on any part of the Subscription Services by the Customer or by any Authorised User (but excluding Feedback);

“Customer Personal Data” means any information provided by or on behalf of Customer relating to an identified or an identifiable natural person (“data subject”) being one who can be identified, directly or indirectly, in particular by reference to an identification number or to one or more factors specific to his/her physical, physiological, mental, economic, cultural or social identity, or as otherwise defined under applicable data protection laws;

“Data Breach” means any breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorised disclosure of, or access to, any Customer Personal Data;

“Data Protection Legislation” means the Data Protection Act 2018, (the “DPA”) and the General Data Protection Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016, (the “EU GDPR”) and the EU GDPR as transposed into United Kingdom national law by operation of section 3 of the European Union (Withdrawal) Act 2018 and as amended by the Data Protection, Privacy and Electronic Communications (Amendments etc.) (EU Exit) Regulations 2019 (“UK GDPR”) and those all laws relating to Data protection and privacy which are from time to time applicable to Tempo or the Customer, as amended, replaced or updated from time to time;

“Data Protection Particulars” means, in relation to any Processing under this Agreement: (i) the subject matter and duration of Processing; (ii) the nature and purpose of Processing; (iii) the type of Personal Data being Processed; and (iv) the categories of Data Subjects, all as more particularly described in Schedule 3;

“Documentation” means in respect of the Services, the relevant instructions as to how to use the Services made available by Tempo at its website – https://www.heytempo.com/ (as Updated from time to time);

“Extended Assignment” has the meaning given to it under clause 7.15;

“Fees” means the Subscription Service Fee, the Temp Fees, the Temp to Perm Fee and the Recruitment Fee (as applicable), together with any other fees which the parties may from time to time agree in writing as being payable under the terms of this Agreement; 

“Force Majeure” means an event or sequence of events beyond a party’s reasonable control preventing or delaying it from performing its obligations under this Agreement (provided that an inability to pay is not Force Majeure), including any matters relating to transfer of data over public communications networks and any delays or problems associated with any such networks or with the internet;

“Gross Salary” means the salary accepted by the Candidate for the Assignment as detailed in the Job Acceptance;

“Gross Temp Hiring Costs” means the aggregate value of the Temp Hiring Costs and the Candidate’s Hourly Wage;

“Intellectual Property Rights” means any and all copyright, rights in inventions, patents, know-how, trade secrets, trade marks and trade names, service marks, design rights, rights in get-up, database rights and rights in data, semiconductor chip topography rights, utility models, domain names and all similar rights and, in each case:

1. whether registered or not;
2. including any applications to protect or register such rights;
3. including all renewals and extensions of such rights or applications;
4. whether vested, contingent or future; and
5. wherever existing;

“IP Claim” means any claim brought by a third party against the Customer by any third party alleging that the Customer’s use of the Services infringes any copyright, database right or registered trade mark, registered design, registered design rights or registered patents in the United Kingdom;

“Insolvency Event” means, where (i) a party becomes insolvent or unable to pay its debts as and when they become due, or (ii) an order is made or a resolution is passed for the winding up of a party (other than voluntarily for the purpose of solvent amalgamation or reconstruction), or (iii) a liquidator, administrator, administrative receiver, receiver, or trustee is appointed in respect of the whole or any part of a party’s assets or business, or (iv) a party make(s) any composition with its creditors, or (v) a party cease(s) to continue its business, or (vi) as a result of debt or maladministration a party take(s) or suffers any similar or analogous action in any jurisdiction;

“Hourly Wage” means the hourly rate of pay payable to a Candidate in respect to an Assignment as detailed in the Job Offer;

“Introduction” means the provision by Tempo to the Customer of information and Job Applications which identifies the Candidate via the Platform and “Introduction” and “Introduced” shall be construed accordingly;

“Job Acceptance” means the acceptance of a Job Offer by the Candidate via the Platform;

“Job Application” means a list of Candidates matched to the Job Posting and provided by Tempo, and any applications directly received from Candidates;

“Job Offer” means an offer of employment on a temporary or permanent basis, made by the Customer to the Candidate via the Platform;

“Job Posting” means the relevant information provided by a Customer in relation to an Assignment on the Platform;

“Order Form” means the Tempo ordering documentation in a similar format as set out at Schedule 2 or online sign-up or subscription flow that references this Agreement;

“Open Source Software” means any software subject to a version of the General Public Licence, together with any other ‘open source’ software falling within the Open Source Definition issued by the Open Source Initiative (www.opensource.org/docs/osd) at the date of this Agreement and any ‘free software’ as defined by the Free Software Foundation (www.gnu.org/philosophy/free-sw.html) at the date of this Agreement;

“Pay as You Go Fee” means 14% of the Gross Salary of the Candidate;

“Pay as You Go Service” means the provision of the Permanent Hiring Services used by the Customer in respect to an individual Assignment on a one-off basis; 

“Permanent Hires” means the permitted number of permanent hires of candidates as detailed in an Order Form;

“Permanent Hiring Services” means Tempo’s supply of candidates to the Customer in order to undertake permanent work in accordance with the process set out in clause 7 of this Agreement;

“Permitted Purpose” means use solely in connection with posting job opportunities, accessing Candidate profiles, hiring Candidates to fill job opportunities; either on a temporary or permanent basis; 

“Process”, “Processed” or “Processing” means accessing, collecting, obtaining, recording, holding, disclosing, using, altering, deleting, erasing or destroying Customer Personal Data, or carrying out any operation(s) on the Customer Personal Data or as otherwise defined under applicable Data Protection Legislation;

“Processor” means the natural or legal person, public authority, agency or other body which Processes personal data on behalf of the Controller;

“Processing Instructions” means the instructions for Processing Customer Personal Data, as set out in this Agreement, and otherwise as provided agreed between Tempo and Customer from time to time;

“Relevant Period” has the meaning given in regulation 10(5) and (6) of the Conduct Regulations 2003;

“Services” means the use of the platform and/or the Subscription Services, and/or the Temp Hire Services (as applicable);

“Subscription Services” means the specific proprietary software-as-a-service product(s) of Tempo and specified in an Order Form, including any related Documentation, and excluding any Third-Party Products;

“Subscription Service Fees” means the fees for the Subscription Services as set out in the Order Form;

“Temp Fees” has the meaning given to it under clause 9.1;

“Temp Hiring Costs” means the aggregate value of the following: (i) 13.8% of the Candidate’s Hourly Wage (to cover potential National Insurance Contributions as employer of the Candidate); (ii) 3% of the Candidate’s Hourly Wage (to cover potential employer’s pension contributions as are required under applicable law for the duration of the Assignment); (iii) 12.07% of the Candidate’s Hourly Wage (to cover Candidate holiday pay); (iv) Statutory Sick Pay; and (v) any bonuses or commissions payable to a Candidate as agreed with the Candidate in the Job Acceptance (if applicable);

“Temp Hiring Fees” means twenty percent (20%) of the Gross Temp Hiring Costs;

“Tempo Technology” means the Subscription Services, any and all related or underlying documentation, technology, code, know-how, logos and templates (including in any reports or output obtained from the Subscription Services), anything delivered as part of support or other services, and any updates, modifications or derivative works of any of the foregoing, including as may incorporate any Feedback;

“Temporary Hiring Services” means Tempo’s supply of candidates to the Customer in order to undertake temporary work in accordance with the process set out in clause 7 of this Agreement;

“Temp to Perm Fee” means 13% of the Gross Annual Salary of the Candidate;

“Timesheet Deadline” has the meaning given to it under clause 7.10;

“Upgrade” has the meaning given to it in clause 8.2; and

“VAT” means United Kingdom value added tax, any other tax imposed in substitution for it and any equivalent or similar tax imposed outside the United Kingdom.

In this Agreement, unless otherwise stated:

1. the clause, paragraph, schedule or other headings in this Agreement are included for convenience only and shall have no effect on interpretation;
2. Tempo and the Customer are together the “parties” and each a “party”, and a reference to a ‘party’ includes that party’s successors and permitted assigns; words in the singular include the plural and vice versa; any words that follow ‘include’, ‘includes’, ‘including’, ‘in particular’ or any similar words and expressions shall be construed as illustrative only and shall not limit the sense of any word, phrase, term, definition or description preceding those words;
3. a reference to ‘writing’ or ‘written’ includes any method of reproducing words in a legible and non-transitory form (including email); and 
4. a reference to specific legislation is a reference to that legislation as amended, extended, re-enacted or consolidated from time to time and a reference to legislation includes all subordinate legislation made as at the date of this Agreement under that legislation; and a reference to any English action, remedy, method of judicial proceeding, court, official, legal document, legal status, legal doctrine, legal concept or thing shall, in respect of any jurisdiction other than England, be deemed to include a reference to that which most nearly approximates to the English equivalent in that jurisdiction.

These terms were last updated on 22 May 2023

SCHEDULE 2

ORDER DETAILS

Please read this Order Form and this Agreement carefully before proceeding. This Agreement is comprised of this Order Form, the Tempo Company Terms and Conditions and Website Terms and the documents referenced in them. By executing this Order Form, you accept this Agreement on behalf of the Customer indicated in this Order Form as a legally binding contract with Tempfair Limited.

 CUSTOMER

Customer Name
Customer Trading Name (if different)
Company Reg No:
Customer Address
Contact Name
Contact email address
Contact phone no
Billing contact name (if different)
Billing email address (if different)

 

TERM

Contract Start Date
Initial Term
Rolling Term (Y/N)	Y
Offer Expiry Date

 

PRODUCT [DETAILS OF SUBSCRIPTION SERVICE TO BE SET OUT HERE] 

 

Plan	Monthly Fee	Number of Permanent Hires Permitted	Number of Live Jobs Permitted	Cost for each Additional Permanent Hire

 

PAYMENT TERMS

The product, service, pricing, and terms in this Order Form are only valid if signed and returned by Customer on or before the Offer Expiry Date set forth above.

Payments are due within 30 days of the Invoice Date

All prices set forth in this Order Form are exclusive of Sales Tax, VAT, or any other applicable sales taxes.

 

 Agreed by the parties:

 

Tempfair Limited	Full legal name
Signed by:	Signed by:
Name: Ben Chatfield	Name: Name of signatory
Position: Director	Position: Position
Date:	Date:

 

Defined terms in this Order Form shall have the meaning given in in the Tempo Company Terms and Conditions.

 

 

SCHEDULE 3

DATA PROTECTION PARTICULARS

1. Subject-matter of processing:

Processing of user personal data in respect to the Services offered via the platform.

2. Duration of the processing:

Term of the Agreement or unless no longer necessary to provide the Services (whichever is shorter). 

3. Nature and purpose of the processing:

Provision of a recruitment platform which provides businesses with the ability to post job opportunities, access candidate profiles, and to hire candidates to fill those job opportunities; either on a temporary or permanent basis.

4. Type of Personal Data:

Names and email addresses

Other contact information

5. Categories of Data:

Identity data and contact data

6. Approved Processors

Elastic Cloud

MongoDB Atlas (MongoDB, Inc)

Google Cloud EMEA Ltd

HubSpot, Inc.

Rocket Science Group LLC d/b/a Mailchimp

Tableau Software, LLC

Salesforce UK Limited

Atlassian Pty Ltd

GitHub, Inc.

Hotjar Limited

JN Projects, Inc. dba HelloSign

Chaser Technologies Limited

Workable Technology Limited

Kluster Enterprises Limited