General Terms & Conditions
Effective: 9th September 2019
- These General Terms and Conditions (the “General Terms and Conditions”) set out the general terms and conditions for the supply of air charter services, related services, concierge services, or any ancillary services that may be required and are provided by the Supplier to the Charterer in accordance with the Air Charter Agreement.
- The provisions of these General Terms and Conditions shall constitute an integral part of the Air Charter Agreement, whether attached thereto in full or entered in the text therein as a link (URL) leading to the full text of these General Terms and Conditioned on Pristine Jet Charter’s website.
- The General Terms and Conditions published on Pristine Jet Charter’s website and accessed online at the time of signing the Air Charter Agreement shall be the legal reference of that particular Air Charter Agreement.
In this General Terms and Conditions (GTC), and associated Air Charter Agreement (ACA) the following terms, phrases, and expressions shall have the following meanings:
- “Base Date” shall mean the date upon which the Air Charter Agreement has been drawn;
- “Agreement” shall mean the Air Charter Agreement together with these General Terms and Conditions;
- “Aircraft” shall mean the aircraft, or replacement aircraft, which is the subject of a flight booking as indicated in the Air Charter Agreement;
- “Operator” shall mean the company that has operational and/or administrative and/or commercial control of the Aircraft. Also referred to as the “Carrier”;
- “Supplier” shall mean Pristine Jet Charter. Also referred to as “First Party”;
- “Charterer” shall mean the natural or legal person or entity entered in the Air Charter Agreement and to which the air charter service is being provided. Also referred to as “Second Party”;
- “Parties” shall mean the Supplier and the Charterer, and “Party” shall mean any of them as the context may indicate;
- “Air Charter Service(s)” – in singular or plural – shall mean the provision of Aircraft by the Supplier to the Charterer to perform a Flight (the Service(s) as per the details outlined in this Agreement. By extension, this includes all related services, concierge services, and any ancillary services provided in accordance with this Agreement and/or further communication between the Supplier and the Charterer.
- “Charter Price” shall mean the amount and associated currency set out in the Air Charter Agreement as the agreed cost of providing the air charter service including any changes thereto;
- “Flight Schedule” shall mean the flight itinerary (whether a single sector, round trip, or multiple sectors) as described in the Air Charter Agreement, including any changes thereto. Also referred to as “Flight”, or “Schedule”;
- “ETD” shall mean Estimated Time of Departure as set forth in the Air Charter Agreement, or any changes thereto. Also referred to as “STD” – Scheduled Time of Departure;
- “ETA” shall mean the Estimated Time of Arrival as set forth in the Air Charter Agreement, or any changes thereto. Also referred to as “STA” – Scheduled Time of Arrival;
- “EET” shall mean Estimated Elapsed Time; i.e. duration of flight, as set forth in the Air Charter Agreement, or any changes thereto. Also referred to as Flight Time.
- “Pax” shall mean passengers or number of passengers.
- “LT” shall mean Local Time at point of departure or point of arrival.
- “UTC” shall mean Universally Coordinated Time. Also referred to as “GMT” Greenwich Mean Time – the international reference time used in aviation worldwide;
- “Force Majeure” shall mean any event or occurrence, without limitations, beyond the reasonable control of the Supplier or the Operator, such acts of God or public enemy, civil war, insurrection riot, fire, flood, explosion, earthquake, volcanic eruption, epidemic, quarantine restriction, any act of any government, governmental priority, allocation, regulation, applied sanctions or threats thereof, labour disputes, strikes or lock-outs which prevents or delays the performance of any of their obligations.
- “Sector” shall mean a flight route from airport “A” to airport “B”, also known as “Leg”.
- “Live Sector” shall mean a portion of a flight with passenger and/or cargo on board. In any case an occupied sector that is not available for sell.
- “Empty Leg” shall mean a positioning sector based on a preceding or succeeding live sector and that is available for sell at a reduced price based on to what extent the desired route matches the actual positioning sector. Also known as “Empty Sector”, “Ferry Flight”, or “Dead Heading Flight”
- “Full Charter” shall mean a flight for which the price is calculated including all positioning sectors.
3. CHARTER PRICE, CHARGES, AND PAYMENT
The Charter Price includes the cost of Services (namely fuel, oil, maintenance, landing, hangarage, parking, ground handling, remuneration and expense of aircrew, standard in-flight catering, license fees, clearance fees, baggage screening charges, airport security charges, in connection with and during the Flight unless otherwise specified in this Agreement.
- Further to (Clause 3.1) above, all other costs, including, but not limited to Aircraft de-icing, costs due to variations with respect to the Flight agreed between the Supplier and the Charterer, ground accommodation, ground transfers, additional cabin service, special catering requests, onboard satellite telephone and internet costs, and any other additional service costs shall be invoiced separately by the Supplier, and shall be paid promptly by the Charterer upon receipt of invoice. It must be noted in this regard that it is an aviation industry norm for such services to be invoiced by the Operator to the Supplier within fourteen days (14) of the month following the calendar month during which the service has been provided.
- Unless otherwise indicated, the Charter Price and all other charges provided for in this Agreement are exclusive of applicable value-added or sales tax which shall be paid in addition by the Charterer to the Supplier at the applicable rate based on the regulations of the country where the service has been/will be provided.
- Time of payment of the Charter Price shall be of the essence of this Agreement.
- The Charterer shall pay the Charter Price in full in the currency stated in the Agreement in advance of the STD by wire transfer without deductions to the bank account designated by the Supplier in this Agreement or the Invoice raised against the Services. In this regard, it must be noted that in case of conflict between the account details mentioned in this Agreement and those mentioned in the invoice, the details in the invoice shall prevail.
- The Supplier reserves the right to name on its invoice as a beneficiary to receive the Charter Price – or any subsequent payments related to it – any entity, sister company, or any third-party company as it sees fit.
- In the unlikely event of a substantial increase in fuel costs, between the price on the Base Date of this Agreement and the price on the date of Flight, the Charterer may be required to pay to the Supplier such amount as shall fully compensate the Supplier for such increase.
- No set-off or counterclaim (whether arising in respect of this Agreement or any other carriage) shall entitle the Charterer to withhold payment of any sums whatsoever payable to the Supplier under or by reason of this Agreement. In the event that the Charterer is required to withhold any part of any payment payable by it to the Supplier hereunder or to make any deduction therefrom, it shall pay such additional amount as may be necessary so that, after making such withholding or deduction, the Supplier shall receive from the Charterer the full amount of such payment.
- Demurrage Charges (Waiting Charges and/or Minimum Utilization Charges) may be levied in exceptional circumstances, at the equivalent hourly flying rate to the Charter Price for the Aircraft.
- If payment is not received in cleared funds by the Supplier prior to departure, the Charterer shall provide a credit card to guarantee the payment. In the event that payment has not been received as agreed, the Supplier will be entitled to charge the full invoice amount to the credit card in addition to any service charges that may be applicable.
4. AIRCRAFT AND CREW
The Supplier shall procure that the Operator provides the Aircraft manned, maintained, equipped, fueled, and airworthy in accordance with the laws and regulations of the state of registration of the Aircraft and the Aircraft shall be operated in accordance with all applicable laws and regulations during the Flight.
- The Operator shall have sole responsibility for the operation of the Flight as well as for maintenance and insurance of the Aircraft.
- If at any time prior to the STD, the Aircraft becomes unavailable or unserviceable for any reason whatsoever prior to the commencement of the Flight;
- The Supplier will endeavor to source an alternative Aircraft of the same or similar category at such price as close as possible to the Charter Price;
- Should the stipulation in (Clause 4.3.1) above not be possible, the Supplier shall offer alternative Aircraft as may be available at the going rate at the time.
- Should the Charterer not accept offers as stipulated in (Clause 4.3.2) above, the Supplier shall return the Charter Price to the Charterer and shall not be under any further liability whatsoever to the Charterer.
- The Charterer shall remain liable to pay for any part of the Flight that has already been operated.
- The Captain (Pilot-in-Command) of the Aircraft shall have complete discretion:
- concerning preparation of the Aircraft for flight;
- to refuse any passenger(s), baggage, cargo, or any part thereof;
- to decide what load may be carried on the Aircraft and how it shall be distributed;
- to decide whether and when a flight may be safely undertaken and where and when the Aircraft shall be landed;
- to decide on any deviation from proposed route;
- concerning all such other matters relating to the operation of the Aircraft; and the Charterer as well as Charterer passengers shall accept all such decisions as final and binding.
- The times shown in the Schedule are subject to air traffic control route restrictions, and airport departure and arrival slots.
- In the event that any Flight is delayed through no fault of the Supplier or the Operator, the Charterer shall pay to the Supplier demurrage at the applicable rate.
- All ground and operating personnel including cabin staff are authorized to take orders only from the Operator unless specific written agreement shall first have been obtained from the Operator whereby certain defined instructions may be accepted by such personnel from the Charterer.
- The Supplier may at its discretion and without prior notice substitute the Aircraft and such substitute aircraft shall, for the purposes of this Agreement, be the Aircraft as indicated in this Agreement.
5. TRAFFIC DOCUMENTS
The Supplier shall procure that the Operator shall supply or procure the supply of passenger tickets, baggage checks, air waybills and all other necessary documents relating to the carriage undertaken pursuant to this Agreement and the Charterer shall give to the Supplier all necessary information and assistance to complete such documents as soon as possible after signing this Agreement and, in any event, in sufficient time prior to the commencement of Flight to be completed for issue to passengers.
6. FLIGHT TIMES, LOADING AND EMBARKATION
- The Charterer shall be solely responsible for ensuring that passengers and their baggage arrive at the specified check-in point at the departure airport in sufficient time to be carried on any Flight. In the event that any passenger of the Charterer fails to arrive in sufficient time to be carried on the Flight, the Supplier shall be under no liability whatsoever to the Charterer nor to such passenger. The Supplier shall be under no obligation hereunder to make any alternative arrangements for any such passenger. If the Operator, in its absolute discretion, arranges for any such passenger to be carried on a later flight, the Charterer shall pay on demand to the Supplier such additional sum that the Supplier may specify for each such passenger to cover applicable passenger taxes and the administrative costs of the Operator and the Supplier thereby incurred.
- The Charterer shall be solely responsible for ensuring that all passengers possess all required Travel Documents, Identity Documents, Passports, Visas and any other documents required by the Operator and authorities of states of departure, transit and arrival of the Flight for the transportation of the passengers, their luggage and any cargo.
- The Charterer shall be solely responsible for ensuring that:
- Only a person’s own luggage may be carried. No items which are likely to endanger the aircraft, the passengers, or crew may be carried.
- Each passenger is obliged to inform themselves prior to the flight of the list of items prohibited in carry-on baggage or checked baggage. Should the passenger be carrying dangerous goods on his/her person or in his luggage, in particular weapons or weapon-like objects, he/she must notify the aircraft commander thereof prior to departure in accordance with Section 27 para. 4 of the Transportation Act and Section 11 of the Aviation Security Act.
- The aircraft commander shall solely decide on the mode of transportation and is entitled to refuse carriage if persons or the aircraft are likely to be endangered as a result.
- All items, bulky luggage, etc. are only allowed as hand luggage if damage, contamination or hazard to persons and aircraft can be excluded.
- The Charterer shall be solely responsible for ensuring that the passengers shall not bring on board the aircraft any items or substances which are illegal in the country of departure, transit, or destination.
- In the event of any delay (other than any delay due to technical reasons) deviation or diversion of any flight, the Charterer shall be solely responsible for any and all accommodation, refreshments, meals, transportation or any other additional costs, expenses, losses, damages or liabilities of whatsoever nature incurred in respect of the Charterer’s passengers wherever and howsoever the same shall arise. All such costs, expenses, losses, damages, or liabilities incurred by the Supplier shall be reimbursed by the Charterer to the Supplier on demand.
- In the event that any passenger of the Charterer is refused entry at any destination airport, the Charterer shall indemnify and keep indemnified the Supplier, its officers, employees, agents and suppliers against any and all cost or expense whatsoever incurred by the Supplier in respect thereof (including but not limited to charges, fee, penalties, imposts or other expenses levied upon the Operator or the Supplier by any immigration authority) or of any arrangements made by the Operator and/or the Supplier to return such passengers to the country from which such passenger was originally carried.
- In the event that any agreement between the Operator and the Supplier in respect of the Aircraft is terminated for whatever reason; or the Aircraft is detained (whether lawfully or otherwise) by any third party (including but not limited to detention by any aviation regulatory authority, any governmental department, or any other legally authorized entity by way of lien or requisition for hire or otherwise); or the Operator has an administrator, receiver, administrative receiver, trustee or other like person appointed over a part or all of its assets or business (or any event analogous thereto occurs in any jurisdiction in which the Operator conducts its business) and as a result the Operator is unable to perform the Flight at the same cost to the Operator; or if the Operator becomes insolvent, enters into voluntary liquidation or is compulsorily wound up (or any event analogous thereto occurs in any jurisdiction in which the Operator conducts its business); or the Operator, for whatever reason, fails to hold or maintain an Air Operator’s Certificate then the terms stipulated in (Clause 4.3) above shall apply.
7. EXCLUSION OF LIABILITY/INDEMNITY
- The Supplier shall be under no liability to the Charterer or to any passenger of the Charterer in respect of any variation to or cancellation of any Flight or the non-availability of any seats which results from the acts or omissions of the Operator, or for any failure by the Operator to perform any Flight and the Charterer hereby acknowledges to the Supplier that in any such event the Charterer shall only have recourse against the Operator.
- The Supplier shall be under no liability to the Charterer for any failure by it or by the Operator to perform their respective obligations under this Agreement arising from force majeure, or any other cause beyond the control of the Supplier or the Operator including accidents to or failure of the Aircraft, its engines, or any other part thereof or any machinery or apparatus used in connection therewith.
- The Charterer shall indemnify the Supplier against any claim by any passenger of the Charterer arising out of any such variation, cancellation, non-availability or failure to perform provided always that if the Supplier shall receive any refund from the Operator in respect of any such varied cancelled or unperformed Flights or unavailable seats which have already been paid for by the Charterer, the Supplier shall (subject to the provisions of (Clause 17) hereof and provided always that the Charterer shall have duly fulfilled its obligations under this Agreement), repay such refund to the Charterer.
- The Charterer shall indemnify the Supplier against any loss, damage, liabilities, costs or expenses of whatsoever nature caused to be suffered or incurred by the Supplier and its officers, employees suppliers or subcontractors arising out of any act or omission of the Charterer or its officers, employees or suppliers whether arising in contract or tort (including negligence) or otherwise.
- The Charterer shall hold harmless and indemnify the Supplier against all claims, demands, liabilities, actions, proceedings, and costs of any kind whatsoever arising from any default on the part of the Charterer or any passenger of the Charterer in complying with any of the provisions of this Agreement.
- Neither the Operator nor Supplier shall be deemed to undertake any carriage to which this Agreement relates as a common Operator.
- Carriage performed under this Agreement shall be subject to the conditions of carriage contained or referred to in the traffic documents of the Operator including its General Conditions of Carriage. This Agreement and the carriage thereunder on international flights is governed by the rules and limitations established by the Convention for the Unification of Certain Rules Relating to International Carriage by Air, signed at Warsaw, Poland, on October 12, 1929, as amended by the Protocol signed at The Hague, Netherlands, on September 28, 1955 (herein collectively called the “Warsaw Convention”) and/or by the rules and regulations established by the Montreal Convention on the Unification of Certain Rules for International Carriage signed in Montreal on 28th May 1999 (“the Montreal Convention”) which rules and limitations shall, to the extent such Warsaw Convention and/or the Montreal Convention is/are applicable, apply to the Flight(s) hereunder.
- Except as specifically provided by the Warsaw Convention and/or the Montreal Convention, the Supplier shall not be liable for any death wounding or personal injury or claim of whatsoever nature whether for death or bodily injury or for delay or loss of or damage to or delay of baggage or cargo whether arising in contract or in tort whether occasioned by the Supplier or the Operator, or their respective officers, employees or agents and the Charterer hereby waives all rights or claims against the Supplier and discharges the Supplier, its officers, employees and agents from any such claim as aforesaid except to the extent the same is caused by the willful misconduct or gross negligence of the Supplier, its officers, employees or agents.
8. TERM AND TERMINATION
- This Agreement is deemed in effect once a copy signed by both parties has been exchanged.
- Exchange of the signed Agreement may be done by any visual media through which a properly signed and/or stamped copy can be viewed and verified. These may include, but shall not be limited to, hard-copies, copies sent by fax, scanned copies sent by email, or any other messaging system.
- Scanned Agreement copies may be in PDF, Image, or any other format that satisfies viewing and verification as stipulated in (Clause 9.2) above.
- This Agreement shall be considered consummated and fulfilled upon:
- The Supplier complying with its obligation, i.e. The Flight has been performed as per the Schedule in this Agreement or any changes thereto.
- The Charterer has fully settled all due payments in accordance with this Agreement including changes thereto, and the same has been received by the Supplier cleared funds into its designated bank account.
- This Agreement may be terminated with immediate effect upon notice from the Supplier to the Charterer upon the occurrence of any of the events specified below:
- The Charterer defaults in the payment of any amount payable hereunder on due date; or
- The Charterer is in breach of any of its other obligations hereunder which if capable of remedy has not been remedied within 14 days of receipt of written notice from the Supplier requiring remedy of such breach.
- The Charterer shall indemnify the Operator and the Supplier against any claims by any passenger of the Charterer arising out of the termination of this Agreement.
9. CANCELLATION TERMS
- These cancellation terms are intended as a general guide for the purpose of this General Terms and Conditions.
- If the cancellation terms in this Agreement are different from (Clause 9.3) below, the cancellation terms in this Agreement shall prevail.
- If the Charterer wishes to cancel any part of the Schedule (flight) or the whole Schedule (flights), the following cancellation charges shall be paid forthwith by the Charterer to the Supplier as agreed compensation:
- 25% of the Charter Price if cancelled upon signing the Agreement.
- 50% of the Charter Price if cancelled less than 7 days but more than 48 hours prior to departure.
- 75% of the Charter Price if cancelled less than 48 hours but more than 24 hours prior to departure.
- 100% of the Charter Price if cancelled within 24 hours of departure.
- Date of positioning flight is considered as the date of departure (this may not always be the day of the first departure as it is occasionally necessary to position the Aircraft on the previous day to the airport from which the Flight(s) will commence. This early positioning is governed by operational requirements such as – but not limited to – airport opening and closure times, crew duty times, etc.
10. EFFECT OF DEFAULT
If this Agreement is terminated under (Clause 9) above, then the Charterer shall (without prejudice to any other rights and remedies which the Supplier may have) pay forthwith to the Supplier all amounts then due and unpaid to the Supplier hereunder, together with interest thereon (if any) at the rate specified in the Schedule and the Charterer shall indemnify and keep the Supplier indemnified against all loss, damage, costs, expense, claim or liability incurred or sustained by the Supplier as a result of such termination and the Supplier shall be entitled to retain any initial deposit paid by the Charterer pursuant to any provisions therefor set out in the Schedule.
11. GENERAL PROVISIONS
- If at any time, any one or more of the provisions hereof is or becomes invalid, illegal or unenforceable in any respect under the law of any jurisdiction, such provision shall as to such jurisdiction, be ineffective to the extent necessary without affecting or impairing the validity, legality and enforceability of the remaining provisions hereof or of such provisions in any other jurisdiction. The invalid or unenforceable provision shall be deemed to be replaced with such valid, legal, or enforceable provision which comes as close as possible to the original intent of the parties and the invalid, illegal or unenforceable provision. Should a become evident in this Agreement, such gap shall, without affecting or impairing the validity, legality, and enforceability of the remaining provisions hereof, be deemed to be filled in with such provision which comes as close as possible to the original intent of the parties.
- Any amendment of this Agreement including this (Clause 11) shall only be valid if made in writing and signed by all Parties hereto.
- Any notice required to be given under this Agreement shall be in writing and shall be deemed duly given if left at or sent by first class post, a facsimile message, or email message to the address herein stated of the party to whom it is to be given. Any such notice shall be deemed to be served at the time when the same is handed to or left at the address of the party to be served and if served by post on the day (not being on a Friday or a Saturday or on a Public Holiday) next following the day of posting or if served by facsimile message upon the day such facsimile message or email message is sent.
- Time shall be the essence of this Agreement
- This Agreement sets out the entire agreement and understanding between the parties or any of them in connection with the air charter service as described herein.
- No party has relied on any warranty or representation of any other party except as expressly stated or referred to in this Agreement.
- No claims shall be made against the Supplier in respect of any representation warranty indemnity or otherwise arising out of or in connection with the Service except where such representation, warranty or indemnity is expressly contained or incorporated in this Agreement.
- The Charter Price, payment terms, cancellation terms, and other commercial terms contained in this Agreement are confidential to the Parties and may not be disclosed to third parties without prior approval.
- No failure by the Supplier to exercise and no delay by the Supplier in exercising any right, power of privilege hereunder shall operate as a waiver thereof nor shall any single or partial exercise of any right, power or privilege preclude any other or further exercise thereof or the exercise of any other right, power or privilege. The rights and remedies herein provided are cumulative and are not exclusive of any rights or remedies provided by law.
- The Charterer shall not be entitled to assign the benefit of this Agreement.
- The Supplier shall not, in any event, be liable for any consequential or special damage or loss including loss of profit or anticipated profit arising from the performance or non-performance of any Flight or any of its obligations hereunder.
12. INDEMNITIES TO SURVIVE TERMINATION
All indemnities contained within this Agreement shall survive the termination of this Agreement, howsoever occurring.
13. CHOICE OF LAW, SUBMISSION TO JURISDICTION
Any dispute which may arise between the Parties out of or in connection with this Agreement, in respect of any of terms and conditions of this Agreement or connected with the formation, performance, interpretation, nullification, termination or invalidation of this Agreement or arising there from or related thereto in any manner whatsoever, shall be referred to Dubai Courts, or any other court the Supplier in its sole discretion may see fit.
14. EMPTY LEGS
- Should this be or will be the case, the Supplier shall indicate in the Agreement that the Charter Price is based on an empty leg.
- The operation of any Empty Leg sector is conditional upon either:
- The aircraft performs or will perform the preceding live sector; or
- The aircraft performs or will perform the succeeding live sector.
- In the event that, in case (Clause 14.2.1) or (Clause 14.2.2) the live sector is cancelled for whatever reason then, the Empty Leg sector cannot be performed, and the Supplier shall have no obligation to the Charterer in respect thereof save for;
- The Supplier shall return to the Charterer the amount of the Charter Price; or
- The Supplier shall offer the Charterer, upon the request of the latter, aircraft options base on full charter pricing.
- As the calculation of the Charter Price is based on a multitude of variables (aircraft type, itinerary, duration of stay, special services requested, etc.; the Supplier does not and cannot publish a fixed price list.
- The Supplier, upon receiving a flight request from the Charterer, shall provide to the Charterer a quotation with available aircraft options for the Air Charter Service requested.
- Upon the Charterer accepting one or more of the options on the quotation, the parties shall then proceed to sign the Agreement.
- The Agreement shall clearly indicate the Charter Price.
16. REFUND POLICY
- The Cancellation Terms in (Clause 9) above as amended in the Agreement shall constitute the basis of the Refund Policy.
- Based on (Clause 16.1) above, and provided (Clause 9) so permits, any excess amounts of the Charter Price will be refunded by the Supplier to the Charterer.
17. SET-OFF AND APPLICATION OF MONEY
The Supplier may at any time without notice to the Charterer at its discretion set-off any amounts paid by the Charterer to the Supplier hereunder against any amounts then due to the Supplier under this Agreement or against any amount due at such time from the Charterer to the Supplier.
18. PERSONAL DATA
- The Supplier is entitled to collect, process and use (electronically or by data processing) the personal data provided by the Charterer passengers for the purposes of booking and issuing the documents of transport as well as to facilitate entry and exit procedures and to transfer these data referring to the transport to domestic and foreign governments or other authorities or to other air Operators. The Charterer hereby acknowledges that legal and governmental obligations for air Operators exist to transfer personal data of passengers to the respective authorities in various countries as may be required. The Charterer hereby further acknowledges that all data provided by and relating to passengers can be affected by the transmission to foreign authorities in the context of providing the Air Charter Service as outlined in the Agreement.