MiDAS Learning Platform Terms and Conditions

COMMUNITY TRANSPORT ASSOCIATION

MiDAS Learning Platform Licence Agreement

Effective Date: May 2026

PLEASE READ CAREFULLY BEFORE ACCESSING THE MIDAS LEARNING PLATFORM

This licence agreement (Licence) is a legal agreement between you (Licensee or you) and Community Transport Association UK (CTA), a Charitable Incorporated Organisation registered in England and Wales (1002222) whose registered office is at 91 Princess Street, Manchester M1 4HT (CTA, we, us or our), for the use of the MiDAS e-learning platform and related digital services (the “Platform”).

We license use of the Platform to you on the basis of this Licence. We do not sell the Platform, content or any software to you. We and our partners, Hampshire County Council (HCC) remain the owners of all MiDAS materials at all times.

Browser requirements: The Platform operates on the latest supported versions of Chrome, Edge, Firefox, Safari and Android browsers.

IMPORTANT NOTICE TO ALL USERS

  • BY CLICKING “I AGREE”, PURCHASING, ALLOCATING OR ACTIVATING A LEARNER PASS, OR ACCESSING THE PLATFORM, YOU CONFIRM THAT YOU HAVE READ, UNDERSTOOD AND AGREE TO BE BOUND BY THIS LICENCE.
  • THIS LICENCE CONTAINS LIMITATIONS ON LIABILITY AT CONDITION 14.
  • IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT ACCESS OR USE THE PLATFORM.

You should print or save a copy of this Licence for future reference.

1. Licence

1.1 Definitions

Fee the licence fee payable by You to CTA under clause 10.

Intellectual property rights means copyright, trade marks, database rights, design rights, rights in software, confidential information and all other intellectual property rights whether registered or unregistered.

Learner Pass means a digital access licence allocated to a named individual permitting access to MiDAS e-learning materials.

MiDAS Provider means an organisation approved by CTA to deliver MiDAS training and holding at least one valid Driver Assessor certificate.

Prohibited Data means:

  • Special category data under UK GDPR;
  • Card or bank account details;
  • Government-issued identification numbers.

UK GDPR is the retained EU law version of the General Data Protection Regulation ((EU) 2016/679) (GDPR).

2. Scope of licence

2.1 In consideration of the Fee paid by you to CTA, CTA grants you a non-exclusive, non-transferable, revocable licence to access and use the Platform in the United Kingdom for MiDAS training purposes only until your MiDAS certificate expires.

2.2 An allocated Learner Pass:

  • Is personal to the named learner;
  • Must not be shared, resold or transferred;

2.3 Where a Driver Assessor leaves an organisation, the organisation has 12 months to:

  • Transfer remaining Learner Passes to another active MIDAS Provider; or
  • Register a new Driver Assessor.

2.4 You must cease use of the Platform immediately if:

  • Your organisation ceases to be a MiDAS Provider (you can speak to CTA about keeping access but you will not be able to allocate any further Learner Passes); or
  • This Licence is terminated.

3. Allocation and use of Learner Passes

3.1 Inactive Learner Passes may be cancelled and reallocated by an Admin.

3.2 Once activated, a Learner Pass:

  • Cannot be transferred;
  • Is non-refundable except where required by law.

3.3 Learners are permitted:

  • Three theory assessment attempts;
  • One final resit subject to CTA approval;
  • Up to two practical resits within a two-year period.

3.4 Successful completion of both theory and practical assessments constitutes course completion.

3.5 Following this date, a learner will have access to the materials for a period of 4 years.

4. Third party rights

4.1 Unless it expressly states otherwise, this Licence does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Licence.

4.2 The rights of the parties to rescind or vary this Licence are not subject to the consent of any person.

5. System availability

5.1 CTA will use reasonable care and skill to maintain Platform availability.

5.2 CTA does not guarantee uninterrupted access and shall not be liable for downtime caused by:

  • Planned maintenance;
  • Technical faults;
  • Third-party service failures;
  • Events outside our reasonable control.

6. User responsibilities

6.1 You are responsible for:

  • Ensuring all information uploaded is accurate and lawful;
  • Ensuring learners meet MiDAS eligibility criteria;
  • Maintaining the confidentiality of login credentials.

6.2 You must not:

  • Copy, adapt, modify or distribute MiDAS materials;
  • Reverse engineer, decompile, disassemble or attempt to access source code;
  • Share login credentials;
  • Upload Prohibited Data;
  • Use the Platform other than as specified in this Licence without the prior written consent of CTA;
  • create any software whose expression is substantially similar to that of the Platform nor use such information in any manner which would be restricted by any copyright subsisting in it;
  • Upload unlawful, harmful, discriminatory or offensive content.

6.3 CTA reserves the right to suspend access where misuse is suspected.

6.4 You shall not:

  • (a) sub-license, assign or novate the benefit or burden of this Licence in whole or in part;
  • (b) allow the Platform to become the subject of any charge, lien or encumbrance; and
  • (c) deal in any other manner with any or all of its rights and obligations under this Licence, without the prior written consent of CTA, such consent not to be unreasonably withheld or delayed.

6.5 You confirm that you are acting on your own behalf and not for the benefit of any other person.

6.6 You shall:

  • (a) keep a complete and accurate record of your copying and disclosure of the Platform and its users, and produce such record to CTA on request from time to time;
  • (b) notify CTA as soon as it becomes aware of any unauthorised use of the Platform by any person;
  • (c) pay, for broadening the scope of the licences granted under this Licence to cover the unauthorised use, an amount equal to the fees which CTA would have levied (in accordance with its normal commercial terms then current) had it licensed any such unauthorised use on the date when such use commenced together with interest at the rate provided for in clause 10.4, from such date to the date of payment.

7. Intellectual Property

7.1 All Intellectual Property Rights in MiDAS materials and the Platform remain the property of CTA and HCC.

7.2 No materials may be copied, shared, adapted or commercially exploited without prior written consent.

7.3 You shall have no rights in or to the Platform other than the right to use it in accordance with the terms of this Licence.

8. MiDAS Provider status

8.1 Organisations seeking MiDAS Provider status must meet CTA’s eligibility criteria, including governance, safeguarding and insurance requirements.

8.2 CTA may:

  • Approve or reject applications at its discretion;
  • Suspend or withdraw MIDAS Provider status;
  • Remove organisations from public provider listings.
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8.3 Nothing in this Licence is intended to, or shall be deemed to, establish any partnership or joint venture between any of the parties, constitute any party the agent of another party, or authorise any party to make or enter into any commitments for or on behalf of any other party.

9. Data protection

9.1 CTA processes personal data in accordance with UK GDPR and its Privacy Policy which can be found at [ ].

9.2 By using the Platform, you consent to processing necessary to:

  • Deliver MiDAS training;
  • Record assessment outcomes;
  • Provide information to employers where applicable.

10. Fees and Payment

10.1 You shall pay to CTA the Fee as published by CTA or confirmed by invoice.

10.2 Payment of the Fee must be made:

  • Via CTA’s secure online system; or
  • Within 30 days of invoice unless otherwise agreed.

10.3 CTA may freeze accounts where invoices remain unpaid.

10.4 If you fail to make any payment due to CTA under this Licence by the due date for payment, then, without limiting CTA’s remedies under clause 11, you shall pay interest on the overdue amount at the rate of 4% per annum above The Bank of England's base rate from time to time. Such interest shall accrue on a daily basis from the due date until actual payment of the overdue amount, whether before or after judgment. You shall pay the interest together with the overdue amount.

10.5 Repeated late payment may result in withdrawal of invoicing privileges and requirement for advance payment.

11. Termination

11.1 CTA may terminate or suspend this Licence immediately where:

  • You materially breach these Terms and (if such breach is remediable) you fail to remedy that breach within a period of 14 days after being notified to do so;
  • Payment obligations are not met;
  • You suspend, or threaten to suspend, payment of your debts or are unable to pay your debts as they fall due or admit inability to pay your debts or are deemed unable to pay your debts within the meaning of section 123 of the Insolvency Act 1986;
  • MiDAS Provider status is withdrawn.

11.2 Upon termination:

  • All rights to use the Platform cease immediately;
  • Access credentials may be disabled.
  • You shall immediately pay to CTA any sums due to CTA under this Licence.

11.3 Any provision of this Licence that expressly or by implication is intended to come into or continue in force on or after termination or expiry of this Licence shall remain in full force and effect.

11.4 Termination or expiry of this Licence shall not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination or expiry, including the right to claim damages in respect of any breach of the Licence which existed at or before the date of termination or expiry.

12. Events outside CTA’s Control

CTA shall not be liable for failure or delay caused by events, causes or circumstances beyond reasonable control, including telecommunications or network failures.

13. Changes to this Licence

13.1 CTA may update this Licence from time to time. Continued use of the Platform following notice constitutes acceptance of the updated terms.

13.2 If any provision or part-provision of this Licence is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of this Licence.

14. Limitation of liability

14.1 Nothing in this Licence excludes liability for:

  • Death or personal injury caused by negligence;
  • Fraud or fraudulent misrepresentation;
  • Any liability that cannot be excluded under the law of England and Wales.

14.2 CTA shall not be liable for:

  • Loss of profit, revenue, business or goodwill;Loss or corruption of data;
  • Wasted expenditure;
  • Indirect or consequential losses.

14.3 CTA’s total liability to you shall not exceed the total fees paid for the relevant MiDAS product giving rise to the claim.

14.4 A waiver of any right or remedy is only effective if given in writing and shall not be deemed a waiver of any subsequent right or remedy.

14.5 A delay or failure to exercise, or the single or partial exercise of, any right or remedy does not waive that or any other right or remedy, nor does it prevent or restrict the further exercise of that or any other right or remedy.

15. Governing law and entire agreement

15.1 This Licence 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 laws of England and Wales.

15.2 You agree to the exclusive jurisdiction of the courts of England and Wales to settle any dispute or claim that arises out of or in connection with this Licence or its subject matter or formation (including non-contractual disputes or claims).

15.3 This Licence contains the whole agreement between the parties relating to the subject matter hereof and supersedes all previous and contemporaneous agreements, arrangements and understandings between them, whether written or oral, relating to that subject matter.

15.4 Each party acknowledges that, in entering into this Licence, it does not rely on any statement, representation, assurance or warranty (whether it was made negligently or innocently) of any person (whether a party to this agreement or not) (Representation) other than as expressly set out in this Licence.

15.5 Each party agrees that the only rights and remedies available to it arising out of or in connection with a Representation shall be for breach of contract.

16. Notices

16.1 Any notice given to a party under or in connection with this Licence shall be in writing and shall be:

  • (a) delivered by hand or by pre-paid first-class post or other next working day delivery service at its registered office (if a company) or its principal place of business (in any other case); or
  • (b) sent by email to the following addresses (or an address substituted in writing by the party to be served):
    • (i) CTA: training@ctauk.org
    • (ii) You: the email address that you have provided to CTA

16.2 Any notice shall be deemed to have been received:

  • (a) if delivered by hand, at the time the notice is left at the proper address;
  • (b)if sent by pre-paid first-class post or other next working day delivery service, at 9.00 am on the second Business Day after posting;
  • (c) if sent by email, at the time of transmission, or, if this time falls outside Business Hours in the place of receipt, when Business Hours resume.

16.3 This clause does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any arbitration or other method of dispute resolution. For the purposes of this clause, "writing" shall not include e-mail.