Terms and Conditions
The following terms and conditions apply to all agreements for the services and licences provided by Tempo in connection with ISO/IEC 27001 certification.
1 Definitions
“Certificate” means a certificate issued by Tempo which states that the Management System operated by the Client complies with the Standard.
“Certification Audit” means the services provided by Tempo leading to the initial grant of a Certificate.
“Client” means the person with whom the contract is made with Tempo for the supply of certification services and to whom a licence is granted for the use of the Mark.
“Impartiality Committee” means the Impartiality Committee of Tempo being not less than three persons appointed by Tempo who shall be independent of the directors and shareholders of Tempo.
“Lead Auditor” means the person nominated by Tempo to manage the provision of Tempo’s services, and to be the Client’s main point of contact with Tempo, for a Certification Audit, Surveillance Audit or Re-Certification Audit.
“Mark” means the Tempo certification mark which provides evidence that a Certificate has been issued to the Client.
“Order Form” means the order form signed by Tempo and the Client and confirming (inter alia) the services to be provided by Tempo and the fee payable by the Client.
“Re-Certification Audit” means the audit provided by Tempo in the Re-Certification Year.
“Re-Certification Year” means the services provided by Tempo leading to the renewal of a Certificate in the year after Surveillance Year 2.
“Surveillance Audit” means the services provided by Tempo to check compliance with the Standard in both Surveillance Audit Year 1 and Surveillance Audit Year 2.
“Surveillance Year 1” means the period of 12 months immediately after the grant of a Certificate to ensure compliance with the Standard.
“Surveillance Year 2” means the period of 12 months immediately after Surveillance Year 1.
“Tempo” means Tempo Audits Limited (registered in England and Wales number 15419274 having its registered office at 22 Jubilee Road, Baptist Mills, Bristol BS2 9RS.
“Management System” is that part of the Client’s management system which meets the requirements of the Standard.
Stage 1” is the first “document review” stage of a Certification Audit, as described in Clause 9.3.1.2 of ISO/IEC 17021.
“Stage 2” is the second “implementation review” stage of a Certification Audit, as described in Clause 9.3.1.3 of ISO/IEC 17021.
“Standard” means ISO/IEC 27001 and/or such other standard as shall be specified in the Order Form.
“UKAS” means the United Kingdom Accreditation Service.
“User Rules” are the rules and regulations for the use of the Mark as contained in the attached document headed “Use of the Tempo Audits Mark”.
2 Licence to use the Mark and Certificate
Upon a Client being granted a Certificate by Tempo (and provided such Certificate is active, and is not suspended or withdrawn by Tempo), Tempo grants a licence for the Client to use the Mark and the Certificate, subject to the Client fulfilling its responsibilities hereunder and during the currency of this agreement.
Copyright in the Mark and the Certificate remains vested in Tempo and in the copyright owners of any Mark which Tempo is licensed to use and sub-license but which is not the property of Tempo.
3 Services to be provided by Tempo
Tempo provides services as required for the grant, maintenance, and re-grant of Certificates. Those services, and how they are structured, are set out in the Certification Rules (which are incorporated into this agreement) and are provided in a cycle of four phases as follows:
Phase 1 “Certification Audit” comprising Stage 1 and Stage 2 leading to the issue of an initial Certificate
Phase 2 “Surveillance Year 1” during the first year immediately following the issue of a Certificate, including a Surveillance Audit
Phase 3 “Surveillance Year 2” during the second year following the issue of a Certificate, including a Surveillance Audit
Phase 4 “Re-Certification Year” during the period from the end of the Surveillance Year 2 until a new Certificate is issued, including a Re-Certification Audit
Upon each new Certificate being issued at the end of the Re-Certification Audit, the Client will enter a repeat cycle through Surveillance Year 1, Surveillance Audit Year 2 and Re-Certification Year until the contract terminates
A Client who has previously been granted a certificate confirming compliance with the Standard by another certification body may start the cycle in Phase 2, Phase 3 or Phase 4, and thereafter continue the cycle as above. Upon transferring, Tempo will provide the Client with a fixed price quote for their first phase with Tempo and will also provide non-binding estimates for the remaining phases of the cycle in question.
Tempo will appoint a Lead Auditor and may change the identity of the Lead Auditor by notice in writing to the Client at any time during the provision of its services.
4 Fees
Tempo shall charge the Client the fees specified in the Order Form.
If during an audit it becomes apparent that the fee quoted in the Order Form for that phase was underestimated due to inadequate or incorrect information in the application, Tempo may submit an amended fee quotation which will replace the original quotation. Subject to any such revision, the fees for a Certification Audit, or for a transferring client requiring a Surveillance Audit or Re-Certification Audit shall be quoted as a firm price. Fees for future audit years will be based on the updated circumstances of the Client and will be calculated by reference to the number of audit days computed in accordance with ISO/IEC 27006. Each day will be charged at the daily rate stated in the Order Form. Each year, Tempo will check the updated circumstances with the Client before the upcoming audit, and raise an invoice for the correct fees, once the circumstances have been validated.
Fees are due by the earlier of 1. 30 days from the date of the invoice, or 2. fourteen days in advance of the first audit activity to which they relate (except for fees which are ascertained only after the activity is complete which are due thirty days after their invoice date). Fees shall be paid by the due date.
However an audit or audit day may be shorter, or end earlier, than expected or as quoted based on the ISO/IEC 27006 guidelines. In this instance, the full fees will be charged, provided that the Lead Auditor, and Tempo when reviewing the Lead Auditor’s report, are, in their reasonable opinion, satisfied that they have conducted a full and thorough Audit to verify conformance of the Client’s Management System with the Standard.
Where fees are quoted based on a daily rate, the nominal day is eight hours, and Tempo may invoice in increments of quarter days, taking the number of hours and rounding up to the nearest quarter day increment.
Travel, hotel and subsistence expenses will be charged at cost, unless quoted otherwise. Expenses will be managed according to Tempo’s expenses policy as published from time to time.
Value added tax will be charged as required by law.
Twenty-one days after payment is due, interest is payable on overdue charges at HSBC base rate plus 5% per month as from the due date for payment.
5 Duties of the Client
5.1 The Client shall:
● Pay Tempo’s fees as specified in the Order Form and in accordance with Clause 4;
● Provide accurate and complete details to Tempo in order to allow a proper quotation to be determined.
● Maintain a documented Management System which conforms to the Standard;
● Provide Tempo with a copy of the documentation which describes its Management System as required by Tempo (insofar as the documentation is held electronically the Client shall provide Tempo with a copy of the information on paper or electronic media at Tempo’s choice);
● Advise Tempo promptly of any intention to change the Management System, or any other changes to the organisation which could affect the conformity or scope of the Management System;
● Not materially change the Management System without Tempo’s confirmation that such a change would not invalidate the Certificate;
● Permit Tempo or UKAS staff (in addition to the Lead Auditor) to witness the audit as necessary, whether in the Client’s office or remotely;
● Give access (whether online or in a physical location), accommodation, and reasonable office facilities to Tempo’s and UKAS’s staff at all reasonable and necessary times to enable them to assess the compliance of the Management System with the Standard by examination of information however held, by interviewing the Client’s staff, and by examining processes, records and products;
● Accept that this agreement relates to all sites of the Client that fall within the scope of certification;
● Ensure that appropriate documentation, records and staff are available to ensure that Tempo can effectively assess all relevant aspects of the Management System;
● Not claim that it is certified with respect to any activities for which it has not been granted a Certificate;
● Cease to use the Mark in cases of suspension, withdrawal or cancellation of the Certificate;
● Not bring Tempo into disrepute by inappropriate claims of certification;
● Make its complaints file available to Tempo and UKAS on request;
● Comply with the requirements for certification, and supply any information requested by Tempo for assessment;
● Nominate for Tempo’s approval a management representative and deputies as necessary to be responsible for all matters relating to the Certificate;
● Keep copies of audit reports relating to the Standard and other associated documentation for a minimum of 5 years;
● Inform Tempo immediately if it becomes aware of any legal challenge regarding the safety or legality of any products or services that are covered by the scope of its Certificate;
● Provide to Tempo upon request any information relating to complaints received including the investigation outcomes
● Inform Tempo, without delay, of the occurrence of a serious incident or breach of regulation necessitating the involvement of UKAS or any other competent regulatory authority
● Inform Tempo without delay of any changes in matters that may affect the capability of the Management System to continue to fulfil the requirements of the Standard. This may include for example:
○ The legal, commercial, organisational status of ownership;
○ Organisation and management (e.g, key managerial, decision making or technical staff);
○ Contact address and sites;
○ Scope of operations under the Management System;
○ Major changes to the Management System and processes:
● Inform Tempo of any classified material or export control requirements prior to any auditing activities taking place. If any of these areas are not permitted to be audited, they shall be excluded from the scope of certification.
● Inform Tempo if any languages other than English will be required for an audit.
5.2 The Client shall be responsible for ensuring that all the relevant records and documents are available in a suitable format to present on the platform agreed between Tempo and the Client, irrespective of whether the audit is performed on-site or remotely. The audit may be delayed and/or additional audit time required, should relevant information not be immediately available during the audit.
6 Confidentiality
Tempo, and all its employees and contractors, shall keep all information of the Client in confidence unless:
such information is in the public domain,
the Client gives permission for its release,
such information must be released by law or for the purpose of Tempo’s accreditation,
the information is part of Tempo’s register of assessed firms, or other public database specific to the certification scheme.
The Client may not submit any documentation or information to Tempo or to any representative of Tempo if it contains information the disclosure of which would be in breach of any legislation, regulatory or contractual requirements.
7. Openness
Any member of the public may request access or disclosure of the Client’s certification status (i.e. the granting, extending, maintaining, renewing, suspending, reducing the scope of, or withdrawing of certification) in order to gain confidence in the integrity and credibility of certification. Tempo shall provide this information in a timely manner. Tempo will also provide information about its audit process and certification process if so requested.
8. SOC2 Certification
Tempo does not provide SOC2 certification but has an informal association with another organisation which does. Any Client applying to Tempo for SOC2 certification, hereby permits Tempo to transfer application data to its approved third-party SOC 2 CPA. A confidentiality agreement has been signed between approved third-party SOC 2 CPA and Tempo by which any information transferred by Tempo may not be disclosed to any other party and may not be used save in connection with an application for SOC2.
9. Postponement and Cancellation
If the Client postpones or cancels any Tempo services within less than 28 days but more than 13 days before the planned start of the services, the Client will pay to Tempo half the agreed fee for the postponed or cancelled days (such fee for those days will calculated, pro rata to the number of days of the audit), in addition to the agreed fee for the postponed services.
If the Client postpones or cancels any planned Tempo services within less than 14 days prior to the planned start of the services or during the course of the services being provided, then the full agreed fee for the postponed or cancelled days (such fee for those days will calculated, pro rata to the number of days of the audit) will be payable by the Client in addition to the agreed fee for the postponed services.
Notice of postponement or cancellation must be given in writing.
If the Client fails to pay an agreed fee for any services by the due date for payment then (if Tempo so decides) the Client may be deemed to have given notice to cancel those services at the end of such due date.
Neither Tempo nor the Client shall be entitled to a cancellation/compensation fee where cancellation is due to Tempo’s act or omission.
10. Grant and Suspension of a Certificate
Tempo will grant a Certificate provided the process set out in the Certification Rules have been followed.
Temp0 reserves the right to suspend a Certificate by notice in writing to the Client in cases of:
• failure by the Client (in the reasonable opinion of Tempo) to effectively implement the requirements of the applicable Standard;
• Failure by the Client to permit Tempo to conduct a Re-Certification Audit or a Surveillance Audits within the required timetable as specified in clause 3 above;
• Failure to accept the presence of accreditation body auditors attending an audit to be conducted by Tempo;
• Failure to notify Tempo of changes to the business, constitution or management of the Client which (in the reasonable opinion of Tempo) might affect the grant or validity of the Certificate;
• Failure to comply with the User Rules in relation to the Mark;
• Misrepresentation/misuse of the Certificate;
• Falsification and/or fabrication of records of implementation;
• Failure to respond to a corrective action request within 30 days of the date of issue;
• Non-payment of any fees owed by the Client to Tempo;
• Expiry of a certificate after the 3-year registration period has elapsed;
• Request from the Client for voluntary suspension;
• Client not responding to correspondence from Tempo.
If the Certificate is suspended, the Client shall immediately cease to use the Mark or to claim that it has been granted the said Certificate.
In the notice of suspension Tempo will state the conditions that will allow the lifting of the suspension. At the end of the suspension period, or earlier if suitable responses have been submitted by the Client, an investigation will be undertaken to determine whether the required conditions for lifting of suspension have been followed. If the conditions have been satisfied the Certificate will be reinstated, but if the conditions have not been satisfied the Certificate shall be withdrawn.
The Client shall be liable for any reasonable costs associated with suspension and subsequent reinstatement of the Certificate (including Tempo’s man-hours at the rate stated in the Order Form and expenses incurred by Tempo) and these will be charged to the Client.
11. Withdrawal of Certificate
A Certificate may be withdrawn if the Client does not meet the required conditions stated on suspension of the Certificate or the Certificate has expired. Intention to withdraw a Certificate will be notified to the Client, in writing, 7 days before the proposed withdrawal date and the Client has the right of appeal against this decision pursuant to clause 15. Tempo is not liable to reimburse any audit fees paid and Tempo will publish the withdrawal of the Certificate. Reinstatement of a ‘withdrawn’ Certificate will require a full initial audit to be conducted and where appropriate, fees to be paid in advance.
12. Cancellation of Certificate
A certificate may be cancelled if:
• The Client does not wish to renew the Certificate;
• The Client enters a formal insolvency process or ceases trading;
• The Client chooses to cancel the Certificate.
In the event of cancellation Tempo will not be liable to reimburse any audit fees paid. Tempo will publish notification of the cancellation of the Certificate.
13. Consequences of suspension, withdrawal, cancellation or termination
If, pursuant to clauses 10, 11, 12 or 16 of these Terms, the Client does not hold the right to use a Certificate, the Client’s licence to use the Mark shall terminate forthwith and the Client shall:
● Immediately discontinue use of the Mark and the Certificate
● Remove all references to such from all its material and electronic media
● Return the Certificate (and all copies) to Tempo.
and any continued use of the Mark on publicity and stationery material and other communications by the Client will be in contravention of the intellectual property rights of the owners of the Mark.
14. Liability of Tempo
The liability of Tempo for any loss or damage of whatever nature suffered by any Client arising out of any breach by Tempo of these Terms (whether or not arising out of Tempo’s negligence) shall be limited in any period of one year to the value of the fees paid in that year by the Client and no claim for any such loss or damage may be served upon Tempo more than two years following the date of the alleged breach. Tempo shall not be liable for loss or damage of whatever nature suffered by any third party.
15. Complaints and Appeals
Tempo maintains a transparent complaints and appeal process. Clients can submit complaints here, and appeals here - and such complaints or appeals shall be dealt with fairly and impartially, with all submissions copied directly to the Chair of Tempo’s Impartiality Committee. Tempo will take appropriate action to bring complaints to a reasonable resolution. Tempo’s complaints and appeals processes are available upon request.
16. Termination of the Agreement
Either party may cancel this agreement by giving not less than 30 days’ notice in writing to the other.
Termination of the agreement shall lead automatically to termination and cancellation of the Certificate(s).
Upon termination of the contract, Tempo will invoice pro rata for the number of complete months of the current phase already provided to the Client at that time (as set out in clause 3) (E.g. if a Client gives 30 days’ notice on 30th May, during Surveillance Year 1 which commenced on 1st January, resulting in a contract expiring on 30th June, Tempo will submit an invoice for 50% of the estimated fee for that Surveillance Year 1).
If the Client refuses to schedule an audit with Tempo, or if a suitable date cannot be agreed in line with the audit cycle set out in clause 3, then Tempo may cancel the Certificate forthwith by notice in writing to the Client and will invoice the Client for the certification services provided. Tempo will amend the Certificate validator on www.tempoaudits.com to reflect that the Certificate is no longer valid and has been cancelled.
Notification by the Client of its intention to transfer certification services from Tempo to another certification body shall be taken as notification of termination and the above terms shall apply.
17. Variation
These Terms together with the Order Form and the User Rules and any other document referred to in the Order Form as forming part of the contract shall comprise the agreement between the Client and Tempo.
These terms and the User Rules may be amended from time to time by Tempo. Tempo shall give notice of such change to the Client and the amended rules will take effect from the commencement of the next following phase of work for which Tempo will quote.
18. General Terms and Conditions
18.1 Copyright in Tempo’s reports and any other written material produced by Tempo or its subcontractors shall remain Tempo’s property, but the Client shall have a licence to copy only for internal use all copyright material produced by Tempo in the course of the agreement conditional on all due fees having been paid.
18.2 The Client hereby consents to Tempo’s subcontracting all or any part of its services as it sees fit.
18.3 Under no circumstances whatsoever shall Tempo be liable under the law of contract, tort, or otherwise for any loss of profits or contracts or any indirect or consequential loss or damage.
18.4 The Client shall indemnify Tempo against all claims, costs, actions and demands arising from Tempo’s services hereunder (except due to Tempo’s negligence), the use or misuse of the Mark or the Certificate, and any breach of this agreement.
18.5 Any notice under these terms shall be served by email. If served by Tempo upon the Client it shall be transmitted to the Client’s email address stated in the Order Form, and if served by the Client upon Tempo it shall be transmitted to hello@tempoaudits.com. Any such notice shall be deemed to be served on the next following working day after the time of transmission. For this purpose “working day” means every day other than Saturdays, Sundays and public holidays in England.
18.6 Both parties agree that this contract (taken together with the Order Form, the User Rules, and any document referred to in the Order Form as forming part of the contract) is the complete and exclusive agreement between them.
18.7 The contract shall be governed by English Law and both parties shall submit to the jurisdiction of the English Courts.
Document Ref: F4 (Client Order Form)
Version: 4
Issue Date: 9/1/2025