ICTAS® Terms and Conditions
The International Compliance Trained Agency Scheme or 'ICTAS®' is both the name of a scheme run by, and a trading name of, PharmaCodes Compliance Limited, which is a company registered in England and Wales with a company number of 06332640 and whose correspondence address is Griord House, Adbury Holt, Newbury RG20 9BN (hereafter 'PharmaCodes'). PharmaCodes has VAT number of 936 8155 93. These ICTAS® Terms and Conditions govern the relationship between accredited members of ICTAS® and PharmaCodes Limited trading as ICTAS®.
Membership of ICTAS®
- Agencies which have received training from PharmaCodes during the past twelve months or who shall receive such training from PharmaCodes during the next twelve months are eligible to join and remain a member of ICTAS®.
- Agencies may apply to join ICTAS® by contacting PharmaCodes using the webform at http://www.PharmaCodes.com/contact.php. PharmaCodes, acting in its absolute discretion shall decide whether to accept applications. If accepted PharmaCodes shall then invoice the applicant organisation within a reasonable period to set out the annual membership fee payable in a single instalment in advance, 30 days from the date of invoice, to PharmaCodes for membership (hereafter the 'Fees') and any other commitments or terms of the scheme which the applicant must comply with to become an accredited member of ICTAS®.
- Accredited members must:
- ensure a significant proportion of staff are trained by PharmaCodes at least once per year with the appropriate course for their job responsibilities (such a proportion shall be notified to the accredited member by PharmaCodes Compliance);
- comply with these ICTAS® Terms and Conditions; and
- pay all Fees to PharmaCodes.
- Membership of ICTAS® shall be for a 12 month period from 1st April to 31st March the following year (any Fees payable for the period up to the next 1st April date shall be discussed and invoiced on a pro-rata basis with the member). At the end of each year, subject to the member's compliance with these ICTAS® Terms and Conditions and provided neither the member nor PharmaCodes has given notice to terminate (see below), and the member has paid its invoice, membership shall renew for a further year.
- Membership of ICTAS® extends only to the specific legal entity (or individual) named on the certificate of membership and the benefits that are associated with membership do not extend to its employees, contractors or group companies (who shall require separate accreditation from PharmaCodes).
- Members grant PharmaCodes a licence to use their logos for marketing purposes on the PharmaCodes Website at www.pharmacodes.com.
Benefits of Membership of ICTAS®
- Members of PharmaCodes are entitled to the benefits of ICTAS® membership set out on the webpage www.PharmaCodes.com/ictas.php, as amended from time to time.
- PharmaCodes grants for the period of membership a licence to all accredited members to use the ICTAS® logo provided that:
- the logo is not amended or combined with any other logo or graphics; and
- PharmaCodes may require that the logo is not used for a specific purpose, and the accredited member shall comply with any request of PharmaCodes.
- Members are entitled to use for their own internal business purposes the 'ICTAS® Materials' (as described from time to time on the PharmaCodes website).
- Members will have the opportunity to undertake ICTAS® Courses and Training (as described below).
Use of ICTAS® Materials
- Members acknowledge that PharmaCodes owns (or has the right to use) the copyright (and all other intellectual property rights) in all presentations, materials and information provided to members and on its website at http://www.PharmaCodes.com.
- Members agree that the ICTAS® Materials and their content are provided solely for each member's own internal business purposes. Whilst this includes use for internal training and information purposes, it does not include any other commercial use, public use or resale or distribution to customers or clients of agencies or any other third parties.
- Except as permitted in these ICTAS® Terms and Conditions, members shall not copy, amend, store in any medium (including any other website), distribute, transmit, modify or show in public any part of the ICTAS® Materials without the prior written permission of PharmaCodes.
Use of the Website
- If a member chooses, or is provided with, a user identification code, password or any other piece of information as part of PharmaCodes security procedures, members must treat such information as confidential. Members must not disclose any such information to any third party.
- PharmaCodes has the right to disable any user identification code or password, at any time, if in PharmaCodes' reasonable opinion a member has failed to comply with any of the provisions of these ICTAS® Terms and Conditions.
- Whilst the ICTAS® Materials are believed to be accurate, PharmaCodes makes no representation, express or implied, with regard to the accuracy, relevance or currency of the information contained in this area and cannot accept any legal responsibility or liability for any errors, omissions or any business decisions based upon this information. Members must obtain professional or specialist advice before taking, or refraining from, any action on the basis of the ICTAS® Materials.
ICTAS® Courses and Training
- As part of Membership, PharmaCodes shall provide training to each member organisation once during the Membership year. Members may also arrange additional training with PharmaCodes by agreement.
- The date, time and location of any training shall be agreed in writing between PharmaCodes and each member in advance.
- If a member wishes to cancel or postpone agreed training a request must be made to PharmaCodes by email (to admin@PharmaCodes.com) immediately. For the avoidance of doubt a telephone call is not an acceptable form of notice for cancellation.
- If a member wishes to cancel or postpone agreed training:
- more than 14 days in advance of training due to take place, PharmaCodes and the member shall agree a new date for the training to take place at a mutually convenient time;
- less than 14 days in advance of training taking place PharmaCodes shall be under no obligation to provide the training. No refund shall be payable in respect of the training if it is cancelled during this period. PharmaCodes may, at its absolute discretion, agree to rearrange the date of the training;
- Members acknowledge that PharmaCodes may postpone training due to unforeseen circumstances including, for instance, the illness of a trainer, transport issues, accidents or natural disasters. In such circumstances PharmaCodes shall use its reasonable endeavours to engage a suitable substitute to provide training. If a substitute trainer cannot be provided PharmaCodes shall, at its discretion, either offer alternative dates to provide the training or provide a full refund for the training. If PharmaCodes is not able to provide the training PharmaCodes liability shall be limited to a refund of the cost of the training. PharmaCodes is not liable for any direct or indirect losses incurred by members or other attendees, for example in relation to travel expenses and the cost of any subsistence or accommodation, whether such costs were foreseeable or not.
Termination and Renewal of ICTAS® Membership
- PharmaCodes shall contact ICTAS® members to renew their membership for the following year in advance of a membership year.
- Membership may be terminated in writing by the member to PharmaCodes before payment of the invoice relating to membership in a given year is due to be paid. After payment of the invoice in relation to membership, no refunds of any Fees shall be given for any reason.
- Thereafter, members may give written notice to PharmaCodes to terminate their membership at the end of each year of their membership provided such notice is provided at least two weeks' before the end of the term.
- PharmaCodes may terminate or suspend a members' membership immediately by giving notice in writing at any time if:
- the member breaches the terms of these ICTAS® Terms and Conditions;
- the member fails to have training during the previous year;
- the member fails to meet the membership criteria for accredited members;
- the member fails to pay any money payable to PharmaCodes; or
- in PharmaCodes' reasonable opinion if any act or omission of the member is likely to cause damage to the reputation of any member, ICTAS® or PharmaCodes.
- If membership is terminated or suspended for any reason:
- access to the restricted area on the PharmaCodes website and permission to use the ICTAS® Materials and the ICTAS® logo shall cease immediately on termination of membership; and
- the member shall destroy, delete or return all ICTAS® Materials in its possession or control at the time of termination.
Limitation of Liability and Governing Law
- Nothing in these ICTAS® Terms and Conditions excludes or limits either party's liability for death or personal injury arising from our negligence, or our fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by English law.
- PharmaCodes has no liability to members for any loss of profit, loss of business, loss of customers, business interruption, or loss of business opportunity, arising out of or in connection with their membership, their use of the ICTAS® Materials, the ICTAS® website, ICTAS® Training or any other of PharmaCodes' goods or services whether such loss or damage was foreseeable or not.
- PharmaCodes has no liability to members for any indirect, consequential or special loss or damage arising out of or in connection with a member's use of the ICTAS® Materials, the ICTAS® website, ICTAS® Training or any other of PharmaCodes' goods or services.
- PharmaCodes will not be liable for any loss or damage caused by a virus, distributed denial-of-service attack, or other technologically harmful material that may infect member's computer equipment, computer programs, data or other proprietary material due to their use of the ICTAS® website or to member's downloading or use the ICTAS® Materials, or from linking to any website linked to the website or such materials.
- Members acknowledge that PharmaCodes' maximum aggregate liability to each member shall limited to the amount paid to PharmaCodes in Fees by that member in the twelve months prior to such liability arising.
- These ICTAS® Terms and Conditions, their subject matter and their formation (and any non-contractual disputes or claims) and any dispute arising out of or in relation to these ICTAS® Terms and Conditions and ICTAS® itself are governed by English law and shall be subject to the exclusive jurisdiction of the courts of England.