IMPORTANT NOTICE - PLEASE READ THE FOLLOWING CAREFULLY
THE TERMS AND CONDITIONS OF THIS CLINICAL CODING TRAINING PRODUCTS LICENCE AGREEMENT SHOULD BE READ CAREFULLY. BY USING THE CLICK-USE LICENCE AGREEMENT YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS LICENCE.
This licence agreement ("Licence Agreement") is a legal agreement between you ("Licensee" or "you") and NHS Connecting for Health - of 1 Trevelyan Square, Boar Lane, Leeds LS1 6AE ("Licensor" or "we" or "us") for the National Clinical Coding Training Materials.
(i) We have developed, for use by the NHS Connecting for Health Approved Clinical Coding Trainers (as defined below), the ICD-10 4th Edition Classroom Training Materials (which, together with any associated information, documentation, additions and modifications and updating material thereto as at the date this Licence Agreement is entered into, shall be hereinafter called "Clinical Coding Training Materials"). (ii) The Crown is the copyright holder of the Clinical Coding Training Materials, which are therefore subject to Crown copyright. (iii) You wish to obtain a licence from us to use the Clinical Coding Training Materials for the purposes of providing clinical coding training. The Clinical Coding Materials are to be used for the purposes of providing training within National Health Service, England. (iv) We have agreed to grant you a non-exclusive and revocable licence to use the Clinical Coding Training Materials in accordance with the terms of the Open Government Licence, subject to the terms and conditions set out below. (v) You are a trainer that has successfully completed the Licensor's full NHS Classifications Service Clinical Coding Trainer Programme, fulfil relevant criteria and are therefore listed as an 'Approved Clinical Coding Trainer'.
Now it is hereby agreed as follows:
1.1 In consideration of the performance of your obligations set out in this Licence Agreement, we hereby grant to you a non-exclusive, revocable licence to use the Clinical Coding Training Materials on the terms of the Open Government Licence for the Licensed Purposes (as set out in the Schedule to this Licence Agreement), subject to the terms and conditions set out herein.
1.2. You acknowledge that you have no right to sub-licence the Clinical Coding Training Materials further.
2. OWNERSHIP AND PROPERTY RIGHTS
2.1 Copyright in the Clinical Coding Training Materials shall remain the sole property of us. All patent and other intellectual property rights in the Clinical Coding Training Materials shall remain the sole property of us and we reserve the right to license the Clinical Coding Training Materials to any other party or parties. Although a certificate template has been provided, if using a different template you shall at all times ensure that we are acknowledged in training course attendance certificates when the Clinical Coding Training Materials are used in accordance with this Licence Agreement, as follows:
The course was delivered by an NHS Connecting for Health Approved Clinical Coding Trainer in accordance with the Licence Agreement. The materials used for this course are national standard training materials provided by the NHS Connecting for Health - NHS Classifications Service and are subject to Crown Copyright and licensed under the Open Government Licence, which is available at http://www.nationalarchives.gov.uk/doc/open-government-licence/.
The Clinical Coding Training Materials are provided in Word, PDF or Microsoft PowerPoint 2007 only (compatible with Microsoft Office 1997-2003), and depending on the product, the Clinical Coding Training Materials will be password protected. We will not be liable if you operate an older version of Microsoft Office.
4.1 You are permitted to make certain modifications to the agenda of the national standard course materials to suit local timetable requirements. The overall duration of the course should be no less than the stated duration.
4.2 Subject to clause 4.1, you shall not be entitled to make amendments to the content of the Clinical Coding Training Material in any way (hereinafter referred to as "Amendments", which shall include but not be limited to updating, translating, improving or innovating the Clinical Coding Training Materials) or to permit the whole or any part of Clinical Coding Training Materials (whether in its original or in any enhanced or varied form) to be incorporated in any other training products or software without our prior consent.
4.3 The Clinical Coding Training Materials may only be used on classroom training courses, i.e. Formal scheduled events where both you and delegates are released from normal duties for the duration of the course.
5. REQUIREMENTS FRAMEWORK. You have read the applicable documents below, depending on whether the you are a Commercial or NHS-based Approved Clinical Coding Trainer. You accept full compliance to the requirements contained within the following documents:
Approved Clinical Coding Trainer Requirements Framework NHS Classifications Service Approved Clinical Coding Trainers - Code of Conduct
You shall: (i) be responsible for the safety, care and protection of the Clinical Coding Training Materials and any part or parts thereof; and
(ii) effect and maintain adequate security measures to safeguard the Clinical Coding Training Materials from theft, or access by any unlicensed person; and
(iii) take all reasonable precautions to maintain the confidentiality and integrity of the Clinical Coding Training Materials.
7. TRAINING MATERIAL CHANGE REQUESTS You shall give written notice to us of any defect in the Clinical Coding Training Materials, or in any problem in the use of the Clinical Coding Training Materials, within three months of discovery by you using the "Training Materials Amendment and Version Control" in the appropriate 'NHS Connecting for Health Approved Clinical Coding Trainers: 2011-12 Requirements Framework' document issued by us.
You shall notify us of any defects within two weeks of downloading the Clinical Coding Training Materials.
9. LIABILITY AND INDEMNITY
9.1 We will not be liable for any loss, claim, damage, cost, charge, expense, liability, demand, proceedings or actions whatsoever (including and without prejudice to the generality of the foregoing to or in respect of any of your servants, employees or agents) arising in any way out of or in connection with your use of the Clinical Coding Training Materials or any part or parts thereof and you shall indemnify and keep indemnified us and/or the Crown and her officers, servants and agents against any and all costs, charges, expenses and liabilities whatsoever so arising.
9.2 You shall make such arrangements in respect of its liability under this Licence Agreement, if necessary, at its own expense, on or before the execution of this Licence Agreement, as may be agreed with us, and shall annually revise the same with the Secretary of State during the subsistence of this Licence Agreement.
10.1 This current version of the Clinical Coding Training Materials (1CD-10 4th Edition) will expire on 31 March 2012, upon which date you shall be required to use the Clinical Coding Training Materials v10.0.
10.2 On receipt of a new version of the materials, hard and electronic copies of all previously issued versions of the materials must be destroyed.
11.1 We may summarily terminate this Licence Agreement:
(a) if you commit or permit any breach of the conditions of this Licence Agreement and (if the breach is capable or remedy) fails to rectify such breach within 30 days of written notice from us to do so;
(b) if you become bankrupt or make an arrangement with its creditors or go into liquidation.
(ii) You may terminate this Licence Agreement by surrender on 30 days prior written notice to us.
(iii) Termination of this Licence Agreement, howsoever caused, shall not release you from any duty or obligation of confidence which falls on you under this Licence Agreement or under the general law governing confidential information, nor shall accrue thereafter to any party to this Licence Agreement.
(iv) Within 14 days of termination of this Licence Agreement you will, at our direction, either destroy or return to us the Clinical Coding Training Materials and all copies, forms and parts thereof (including Amendments) and certify in writing when this has been done.
12.1 Any notice, consent and communication authorised or required to be given under this Licence Agreement or for the purposes thereof shall be deemed to be duly given by us if addressed to you and left at or sent by post to its last known place of abode or business or the address of its registered office, and by you if addressed to us and left at or sent by post to the NHS Connecting for Health, NHS Classifications Service 1 Trevelyan Square, Boar Lane, Leeds LS1 6AE.
12.2 Any such notice, if served by post, shall be deemed to have been given at the time at which it would have been received in due course by post, and in proving service of such notice it shall only be necessary to prove that the letter containing the same was properly addressed, and (if necessary) pre-paid, and put into the post, or left at the office of the Post Office, as the case may be.
Our service desk will endeavour to provide a response to any queries which you may have regarding the Clinical Coding Training Materials. For support please call +44 300 303 4777 between the hours of 9 am to 5 pm and Monday to Friday excluding UK Public Holidays.
14.1 You may not assign this Licence Agreement without our prior written consent.
14.2 You undertake to inform us of any changes in name or address which pertain to this Licence Agreement.
15. LAW. This Licence Agreement shall be constructed as a contract made in England and shall be subject to English law.
CLINICAL CODING TRAINING MATERIALS PRODUCTS LICENCE AGREEMENT SCHEDULE - TERM SHEET
1. THE PRODUCTS
1.1 For Approved Apprentice Clinical Coding Trainers: ICD-10 4th Edition Workshop ICD-10 4th Edition Classroom Training Materials v1.0
2. APPROVED CLINICAL CODING TRAINERS REQUIREMENTS FRAMEWORK AND CODE OF CONDUCT You have read documents below whether you are a 'commercial' or 'NHS-based' Approved Clinical Coding Trainer. You will comply in full with the requirements contained within the following documents:
2.1 For Approved Clinical Coding Trainers: Approved Clinical Coding Commercial Trainer Requirements Framework NHS Classifications Service Approved Clinical Coding Trainers - Code of Conduct
3. EXPIRY DATE. Subject to the terms of Clause 11 [Termination], the current version of the Clinical Coding Training Materials will expire on 31 March 2012.
4. THE LICENSED PURPOSES. You wish to use the Clinical Coding Training Materials to deliver the Products to NHS employees.