ICAP Membership Terms and Conditions

These terms and conditions (Terms) set out the terms and conditions of the contract through which the
Institute of Children’s Activity Providers (also referred to as “ICAP”, “we” and “us”) will deliver services to you
(you) as a member. In order to become a member of ICAP you must agree to these Terms and in
registering for membership you provide us with the appropriate consent to handle your personal information
in accordance with the Data Protection Act 2018.

ICAP is the trading name of ICAP Community Limited (No. 12749713) whose registered office is Kemp
House, 160 City Road, London, EC1V 2NX.

1. Membership contract

1.1 When you register and pay for membership online you are subscribing to these Terms.
1.2 You will receive an email confirmation and payment receipt once your membership registration is complete.
1.3 Membership is renewed automatically and occurs either monthly (one calendar month), quarterly (three
calendar months) or annually (12 calendar months) depending on what you chose when you registered.
1.4 Payment methods include debit/credit card with payments processed by our chosen payment gateway
Stripe.
1.5 You may not transfer any of your rights or obligations under these Terms to another person or business.
1.6 The credit/debit card information you provide Us for a membership transaction is used solely for the purpose of processing that membership transaction. If We are unable to process payment from the credit/debit card details you have provided, we will contact you immediately to verify your card details.
1.7 If you are not using your own credit/debit card to pay for the membership subscription, you must ask
permission of the credit/debit card holder before entering payment details. When you register to become an
ICAP member you are confirming that you have obtained the express prior permission of the credit/debit
card holder.

1.8 Membership is per business owner (including franchisees). Franchisors paying for membership are not allowed to give franchisees access under their membership.

2. Membership types and fees

2.1 The ICAP membership structure is being continuously developed and we reserve the right to introduce new membership types, each with its own eligibility criteria. Members who join ICAP will need to register for one of the membership types available on offer then (subject to such terms and conditions as will apply at the
time of their application).
2.2 ICAP founding membership (Founding Membership) is only available to individuals who joined ICAP
between 1st September 2020 and 30th September 2020 and such individuals are Founding Members.
Individuals who joined after 30th September 2020 are not eligible for Founding Membership.
2.3 ICAP introductory membership (Introductory Membership) is only available to individuals who joined ICAP
between 1st October 2020 and 31st December 2020 and such individuals are Introductory Members.
Individuals who joined after 31st December 2020 are not eligible for Introductory Membership.
2.4 All quoted membership fees are either the cost per month, cost per quarter (three months) or for a one-year membership subscription (as applicable). Membership of ICAP is subject to and conditional on the payment of a monthly, quarterly or annual membership fee.
2.5 ICAP reserves the right to increase membership fees. Membership fees will be assessed on a quarterly
basis and members will be notified of any changes at least 30 days before their membership renewal is due.
2.6 All memberships will automatically renew for the following month/quarter/year unless you cancel. If you
register for annual membership, We will send you an automatic renewal reminder at least 14 days prior to payment being taken. 

3. Cancellation and refunds

3.1 If you wish to cancel your membership and get a refund of your membership fee, you may do so within 14
days of registering for membership by sending us your request for a refund by email to hello@institutecap.co.uk. Any refund will be made by us to you within 30 days of our acknowledgement of
your cancellation (which we will send by email to you in such circumstances) and be paid to you in the same
way as you paid for your membership.
3.2 If you wish to cancel outside of 14 days of registration, you may do so by emailing hello@institutecap.co.uk.
Your membership will cease at the end of the period you have registered for. No refund will be offered
outside of 14 days of registration.

4. Right to refuse, or remove ICAP membership

4.1 We reserve the right to refuse or remove ICAP membership immediately from any individual who is deemed to have breached any terms of membership, or for any reason as far as we deem reasonable.

5. Changing membership Terms

5.1 We may change these Terms at any time on giving you 14 days prior written notice. If you object to the
changes We plan to make to the Terms you are entitled within 14 days of the date of such notice to email us
at hello@institutecap.co.uk terminating your membership. Provided we receive your notice of termination
within such 14 day period we will:

• Confirm the termination of your membership in writing to you
• Refund such proportion of your membership fee as relates to the unexpired period of your membership
  (either monthly, quarterly or annually)

5.2 If you do not give us notice of termination as set out above, then at any time the most recent edition of these Terms available on the ICAP website will be binding on you.

6. Termination of memberships

6.1 If having registered for ICAP membership you purport to disclaim your obligations under these Terms, we
reserve the right to terminate your ICAP membership in writing and provide you with a refund such
proportion of your membership fee as relates to the unexpired period of your membership (either monthly,
quarterly or annually)

7. Data protection and use of personal data

7.1 The personal data you supply to us will be used to:

• process your membership application, and membership fee
• fulfil your membership benefits
• review your rating application
• for marketing, statistical and analytical purposes on behalf of ICAP.

7.2 You will receive communications from us as part of your membership benefits, mostly by email. Other than as set out above, we shall not sell or disclose your personal data to third parties without obtaining your prior consent unless this is necessary for the purposes set out in these Terms or unless we are required to do so by law.
7.3 We will comply with the Data Protection Act 2018 and all other applicable law in relation to the use of
personal data. We will process your personal data in accordance with the Privacy Policy.

8. Intellectual Property

8.1 We are the owner of all Intellectual Property Rights of materials, downloads, logos (“Resources”) provided to you by Us (unless otherwise stated) and nothing in the Terms of membership shall constitute the transfer of ownership of rights to any other person.
8.2 You are not permitted to copy, reproduce, share, publish, sell or dispose of or otherwise make available the
Resources to another person unless expressly provided permission in writing.
8.3 Your use of our name and/or logo is permitted for the duration of your ICAP membership. If you use the
ICAP name and logo, you must do so within the ICAP brand guidelines and using files downloaded in the
membership area or received via email by ICAP. We reserve the right to approve how our name and logo is
used in marketing and promotional materials.
8.4 Clause 8.1 – 8.3 will survive the termination of ICAP membership.

9. Events

9.1 Each of our events may have specific applicable terms and conditions, and if so, you need to check that you can comply with such terms and conditions before booking a place at such events.

10. Liability

10.1 ICAP shall not be liable to any third party for any loss of revenue or profit, or any special, incidental, indirect or any consequential damages (however arising, including negligence), arising out of membership with ICAP.
10.2 The liability of ICAP to you is limited to the total amount of your annual membership fee or fees paid for the prior six months.
10.3 Nothing in these terms and conditions excludes liability for death or personal injury caused by ICAP’s
negligence or for fraud or fraudulent misrepresentation.
10.4 All provisions of liability shall survive the termination of membership.
10.5 ICAP shall not be liable for any costs incurred by you associated with changes to terms of membership
and/or changes to our brand guidelines and logo usage policy.
10.6 You agree that you have not relied on any statements, promises, assurances, representation, warranties,
whether in writing or oral communication by any person (associated with ICAP or not) relating to the
provision of Membership other than expressly disclosed in these Terms.

11. Force majeure

11.1 Neither party shall be in breach of this agreement nor liable for any delay in performing, or failure to perform, any of its obligations under this agreement if such delay or failure result from events, circumstances or causes beyond its reasonable control. In such circumstances the affected party shall be entitled to a
reasonable extension of the time for performing such obligations. If the period of delay or non-performance
continues for 4 weeks, the party not affected may terminate this agreement by giving 7 days’ written notice to
the affected party.

12. Third parties

12.1 A person who is not party to these Terms shall not have any rights under or in connection with them under the Contracts (Rights of Third Parties) Act 1999.

13. Entire Agreement

13.1 This membership terms and conditions constitute the entire agreement between the parties and supersede and extinguish all previous membership terms and conditions, promises, assurances, warranties,
representations and understandings between them, whether written or oral, relating to its subject matter.

14. Severance

14.1 If any court finds that any provision of this agreement is invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, shall be deemed to be deleted, and the validity and enforceability
of the other provisions of this agreement shall not be affected. If any invalid, unenforceable or illegal provision of this agreement would be valid, enforceable and legal if some part of it were deleted, the provision shall apply with the minimum modification necessary to make it legal, valid and enforceable.

15. Complaints

15.1 ICAP shall endeavour to respond to any complaint received within five working days. This may be an
acknowledgement of receipt whilst further investigations are carried out. If you have any queries or complaints, please contact us;
E-mail: hello@institutecap.co.uk
Post: Kemp House, 160 City Road, London, EC1V 2NX

16. Notice

16.1 All notices given by you to Us must be provided in writing to ICAP Community Limited, Kemp House, 160
City Road, London, EC1V 2NX. We may give notice to you via either the e-mail or postal address you provide to us when registering to become a member. Notice will be deemed received and properly served immediately 24 hours after an e-mail is sent, or three days after the date of posting of any letter.

17. Governing law and jurisdiction

17.1 This agreement, and any dispute or claim arising out of or in connection with it or its subject matter or
formation (including non-contractual disputes or claims), shall be governed by, and construed in accordance
with, the law of England and Wales.
17.2 The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this agreement or its subject matter or formation (including non-contractual disputes or claims).

18. Dispute resolution

18.1 Each party commits that in the event a dispute should arise under this agreement or relating to any manner hereto, the parties shall first endeavour to resolve their dispute by good faith negotiations between or among the parties.
18.2 If the parties are unable to resolve their dispute, they agree to attempt to mediate their dispute within 30
days after the dispute initially arose, using a third-party mediator.
18.3 All mediation proceedings shall be confidential, and no information exchanged in such mediation shall be discoverable or admissible in any litigation involving the parties.
18.4 Proceedings shall not be commenced by any party unless every effort to resolve the dispute has been
exhausted.