Client (referred to herein as “Client” or “you”) hereby engages Flewber Inc., a Delaware Corporation (“Flewber”), to act as its broker to arrange for the charter services described on the Charter Itinerary, to which these Standard Terms & Conditions are annexed, on behalf of Client from third party certified air carriers operating under Part 135 of the Federal Aviation Administration (“FAA”) Regulations (Section 14, Code of Federal Regulations).
2. RESERVATIONS & CANCELLATIONS
a. All requests for services are subject to acceptance by Flewber Inc. Flewber Inc. hereby expressly reserves the right to accept or reject any reservation requests for any reason, or for no reason whatsoever. Your Charter Itinerary will be delivered by email from Flewber Inc. providing a confirmation number and the estimated price quote and specifying the date(s) and departure time of travel, flight segments arranged on your behalf, aircraft type and other requests specified by you when booking your flight. You will be requested to sign and return a copy of the Charter Itinerary signifying confirmation of its contents and consent to these Standard Terms & Conditions.
b. Subject to the terms set forth in this paragraph, customers are entitled to a full refund if roundtrip flight bookings are cancelled more than five days before the scheduled departure date of domestic flights, or more than seven days before the scheduled departure date of international flights. Cancellations of roundtrip bookings made less than five days before the scheduled departure date of domestic flights, or less than seven days before the scheduled departure date of international flights are non-refundable. When a customer books flights to multiple cities (“Multi-Leg Flights”), without a roundtrip booking, and all flights occur during the same calendar day, those bookings are non-refundable. Multi-Leg Flights scheduled over more than one calendar day must be cancelled more than seven days before the scheduled departure date of the first of such Multi-Leg Flights in order to receive a full refund. Cancellations of Multi-Leg Flights over more than one calendar day that are cancelled less than seven days of the first of such Multi-Leg Flights are non-refundable. Notwithstanding the foregoing, all roundtrip flights booked, during the months of December and January, or within seven days before or after Presidents’ Day, Easter Sunday, Passover, Memorial Day, Fourth of July, Labor Day, Thanksgiving or the Super Bowl, as well as all flights booked for one-way travel are non-refundable upon booking. Where a customer is a “no-show” that is treated as a cancellation and is not refundable. Notwithstanding our cancellation policy, in the event that we are able to obtain a refund of a customer’s fare from the applicable third-party aircraft operator, we will refund that amount to the customer.
3. PRICE QUOTES
The cost estimate provided to Client for each specific Charter Itinerary is subject to the following:
a. Domestic and international flights may be subject to the federal excise tax and federal departure tax, respectively. Flewber Inc. will add the applicable tax, using the current rate, to each charter invoice, and Client will pay such amounts.
b. The Client understands that the cost estimate provided by Flewber Inc. will include estimates for certain cost items. Client will pay the actual amount of applicable taxes, flight fees, fuel surcharges, over- flight permits, landing charges, catering costs, ground transportation, flight phone, Wi-Fi, customs fees, crew trip expenses, deicing and similar out-of-pocket expenses relating to the services provided should these amounts differ from the original cost estimate.
c. If a deviation from the original itinerary is requested by Client and agreed to by Flewber Inc., or if any such deviation is caused or necessitated by Client’s actions, then the amount owed by Client to Flewber Inc. may differ from the original cost estimate. Client hereby agrees to pay any and all charges associated with such deviations from the original cost estimate and/or Charter Itinerary.
4. PAYMENT TERMS
You agree to pay all costs, fees and expenses as set forth on the cost estimate and/or Charter Itinerary, as well as all additional costs and expenses associated with your flight (including, but not limited to, taxes, surcharges and fees set forth in Paragraph 3, above, and damages as set forth in Paragraph 8(g), below). Flewber Inc. requires either payment in advance or an acceptable credit card guarantee. Payment for all one way booked flights, flights to multiple cities (“Multi-Leg Flights”), where all flights occur during the same calendar day, all flights that are scheduled to depart within two days of date of this agreement as well as all domestic and international round trips whose refund exemption of 5 and 7 days respectively, occur within 2 days of the date of this agreement, are required immediately. For all other flights, payment must be received within 3 days of the date of this agreement. By providing your credit card information, you authorize Flewber to obtain payment from the issuer of the credit card you presented. If you do not make payment by another means, you agree to perform the obligations set forth in your agreement with your credit card issuer. Client will pay Flewber Inc. (a) the rate of the lower of (i) one percent per month, or (ii) the highest percentage permitted by law on any charges and fees outstanding more than 30 days after receipt of invoice, plus (b) the reasonable costs (including attorneys’ fees) for the collection of any past due fees, expenses and charges thereunder.
5. ACKNOWLEDGMENT OF OPERATIONS
All Flights Services are arranged on-demand according to customer-directed itineraries and requirements. Flight Services shall be provided by Ponderosa Air, LLC. (and the aircraft under operational control), and other carriers holding an air carrier certificate authorizing them to furnish air transportation services pursuant to Federal Aviation Regulations 14 C.F.R. Part 135, 121 or applicable foreign regulations (“Other Air Carriers” and collectively with Ponderosa Air, LLC, “Air Carriers”), on aircraft under their operational control (“Other Air Carrier Aircraft” and together with Ponderosa Air, LLC Aircraft, “Aircraft”). Flewber reserves the right to subcontract the Booked Flight to another Air Carrier for fleet optimization purposes. Customer expressly authorizes Flewber to engage any of the following Other Air Carriers to perform any flights reserved by Customer: New England Air Transport Inc., Chartright Air, Inc., Grandview Aviation, Flyexclusive, Inc., Verijet, Inc., Jet-A, LLC., Dolphin Atlantic, Inc. dba Gold Aviation, Eastern Air Express, Inc., Superior Air Charter, LLC dba JetSuite Air, Regency Air, LLC., Charter Airlines LLC., Steelman Aviation, Presidential Aviation, Inc., NXT Jets, Inc., Critical Care Medflight, Inc., Georgia Jet, Inc., Executive Air Services, LLC dba EAS Charter, Jet Linx Aviation, LLC., Aero Jet Services, LLC., Servicios Aereos Across S.A. de C.V, PCJ Aviation, LLC dba Pacific Coast Jet, Southern Jet Inc., Priester Aviation, Inc., Tradewind Aviation, National Jets, Inc., ACE Aviation Services Corp. dba Hop-A-Jet, Advanced Air, LLC., Northeastern Aviation, Club Jet Charter, LLC., Pegasus Elite Aviation, Inc., Northern Jet Management, Dumont Aircraft Charter, LLC., Sky One Holdings LLC dba Privaira, Northern Illinois Flight Center, Inc. dba N-Jet, Dreamline Aviation, LLC. Coleman Jet, LLC., Prime Jet, LLC., STA Jets, Inc., New World Aviation, Inc., Ventura Air Services, Inc., Travel Management Company, LLC., Northwest Flyers, Inc., USAC Airways 691, LLC dba Paragon Jets, XOJET Aviation LLC., Thundercloud Aviation, LLC dba Global Jet, Lyon Aviation, Inc. dba Lyon Aviation, Inc., JetSelect LLC dba JetSelect LLC., Clay Lacy Aviation, Mountain Aviation LLC, Partouche Air Group, All in Jets LLC dba JetReady, Great Western Air LLC. dba Cirrus Aviation Services LLC., Aircraft Services Group, Inc., C.C.Calzone LLC dba Paragon Airways, Martinair, Maine Aviation Aircraft Charter, LLC., Scott Aviation, LLC dba Silver Air, World Class Jet dba Leviate Air, Corporate Flight Management, Inc., Sun Air Jets, LLC., Jet Access Aviation, Journey Aviation, ExcelAire, LLC., Pioneer Business Services dba Millbrook Air, Delux Public Charter, LLC dba JetSuiteX Air, Elite Airways LLC., True Aviation Charter Services, Western Air Charter Services LLC dba Jet Edge, My Corporate Jet LLC, and Regency Air, LLC (“Approved Carriers”). This flight is being conducted by __________________________.
6. SAFETY OF OPERATION
Without limitation, you acknowledge and agree that the air charter suppliers and/or their pilots, crew members, employees and/or agents will be solely responsible for all decisions regarding safety determinations with respect to the commencement, operation and termination of flights. Client further acknowledges that Flewber Inc. bears no responsibility for decisions regarding such safety determinations, and Client agrees to hold Flewber harmless from any and all consequences resulting from decisions regarding such safety determinations.
7. FORCE MAJEURE
Flewber Inc. will not be deemed to be in breach of its obligations hereunder or have any liability or responsibility for any delay, cancellation or damage arising in whole or in part from any weather conditions, act of God, act of nature, acts of civil or military authority, civil commotion, war or warlike operations or imminence thereof, strike or labor dispute, blockade, embargo, government regulation, lar, rule or authority, acts or omissions, of government authorities including all civil aviation authorities, requisition of aircraft by public authorities, breakdown or accident to the aircraft, mechanical failure, lack of essential supplies or parts or if the safety of passengers and/or property is deemed by the aircraft commander or the carrier’s operational supervisors to be in jeopardy, or for any cause beyond the direct control of Flewber Inc.
a. You assume all liability and responsibility for your safety, schedule, baggage, cargo, business and personal activities and financial ramifications associated with your air reservations and travel arranged by Flewber Inc. and performed by the air charter operators;
b. You, your agents, guests or passengers or any employees, if applicable, shall not engage in any act or possess any substance or allow cargo to contain any substance which may result in the seizure or forfeiture, or unsafe operation of the aircraft used in the charter contracted for you by Flewber Inc.; and
c. Flewber Inc. makes no representations or warranties of any kind, either express or implied, as to any matter limited to, implied warranties of fitness for a particular purpose, merchantability or otherwise.
d. If the Client’s journey involves an ultimate destination or stop in a country other than the country of departure, the Warsaw Convention may be applicable and the Convention governs and, in most cases, limits the liability of the Carrier for death or personal injury and for loss of or damage to baggage.
e. You shall indemnify and hold harmless Flewber Inc., together with, but not limited to, its affiliates, subsidiaries, parent corporations, successors or assigns, and any present or former officers, directors, shareholders, employees, agents, legal representatives or attorneys (the “indemnified parties”) from and against any and all liabilities, losses, damages, penalties, costs and expenses on account of any claim, suit, action, demand, proceeding or anything of a similar nature made or brought against any of the indemnified parties as a result of the services performed hereunder on your behalf.
f. IN NO EVENT WILL FLEWBER INC. BE LIABLE FOR ANY TYPE OF INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, WHETHER ARISING IN CONTRACT OR IN TORT. CLIENT WILL INDEMNIFY AND HOLD FLEWBER INC. HARMLESS AGAINST ANY LOSS, DAMAGE OR EXPENSE INCURRED BY FLEWBER INC. BY REASON OF ANY ACTION OR OMISSION OF CLIENT, ITS EMPLOYEES, AGENTS, PASSENGERS AND GUESTS. FURTHERMORE, CLIENT AGREES TO PAY FOR ANY DAMAGE TO THE CHARTER AIRCRAFT CAUSED BY CLIENT, OR ANY EMPLOYEE, AGENT, PASSENGER OR GUEST OF CLIENT, NORMAL WEAR AND TEAR EXCLUDED.
In the event of the termination of this Agreement due to default by Client, Flewber may cease to provide all remaining services under this Agreement and shall have all right to bring an action or claim against Client for all sums which may be due and owing hereunder and to pursue all other remedies available to it at law or in equity (including, without limitation, attorneys’ fees, costs, and expenses). Flewber Inc. reserves the right, in its sole discretion, to suspend Charter Services hereunder during any period provided for curing the default by Client. Notwithstanding the foregoing, Client shall remain liable and responsible for all payment obligations under this Agreement.
10. ERRORS, EXCLUSIONS OR OMISSIONS
Flewber Inc. will be indemnified and held harmless by Client for any erroneous representations presented by the carriers, the press, social media posts or comments, marketing email and website photos and text, online advertising keywords, or otherwise. Any exclusions or omissions either express or implied are not the responsibility of Flewber Inc.
This Agreement is subject to all applicable rules, regulations, approvals and certifications in effect from time to time including, but not limited to, those promulgated by the FAA, which now or hereafter may be imposed or required.
12. CHOICE OF LAW
This Agreement shall be construed, interpreted and enforced in accordance with, and shall be governed by, the laws of the State of New York, both procedural and substantive, without regard to the principles of conflicts of laws.
13. UNENFORCEABILITY OF PROVISIONS
The illegality or non-validity of any paragraph, clause or provision contained or referred to in this Agreement shall not affect or invalidate any other paragraph or provision hereof. If any provision of this Agreement, or any portion thereof, is held to be invalid and unenforceable, then the remainder of this Agreement shall nevertheless remain in full force and effect.
14. ENTIRE AGREEMENT
With the exception of any Luxe Card Agreement or Flight Services Agreement for Luxe Card clients that remain in force, this Agreement constitutes the entire agreement and understanding of the Parties and no amendment, modification or waiver of any provision herein shall be effective unless in writing and executed by Flewber Inc. and Client. With the exception of any Luxe Card Agreement or Flight Services Agreement for Luxe Card clients, any and all prior agreements, understandings and representations are hereby terminated and canceled in their entirety and are of no further force and effect. Any terms and conditions contained within the Charter Itinerary are incorporated by reference herein. The Parties acknowledge that no other party, or any agent or attorney of any other party, has made any promise, representation or warranty whatsoever, express or implied, not contained herein concerning the subject matter hereof, to induce them to execute this Agreement, and acknowledge that they have not executed this instrument in reliance on any such promise, representation or warranty not contained herein, and further acknowledge that there are no other agreements or understandings between the Parties relating to this Agreement that are not contained herein.
15. ATTORNEY’S FEES
The Client understands and agrees that any breach of this Agreement, or any action, cause, claim, damage, demand or liability arising from his or her breach of this Agreement, could make him or her liable in complaint, cross-complaint or counterclaim for all resulting damages, including attorneys’ fees and legal expenses.
This Agreement may be executed in one or more counterparts, each of which shall be deemed to be duplicate originals, and one and the same Agreement. Facsimile signatures shall be considered original, legal and binding signatures.
Waiver by one party hereto of breach of any provision of this Agreement by the other shall not operate or be construed as a continuing waiver.
Client agrees to indemnify, hold harmless and defend Flewber Inc., together with, but not limited to, its affiliates, subsidiaries, parent corporations, successors or assigns, and any present or former officers, directors, shareholders, employees, agents, legal representatives or attorneys (the “indemnified parties”) from and against any and all actions, causes, claims, damages, losses, penalties, demands, obligations or liabilities, expenses or disbursements (including, without limitation, reasonable costs and attorney’s fees), asserted by any third party, arising out of or relating to this Agreement.
The Client hereby agrees to all terms and conditions contained within this Charter Broker Agreement for purposes of each and every flight chartered and/or arranged for Client by Flewber Inc. until Client is notified by Flewber Inc. of a change in terms.