CHARTER QUOTATION TERMS AND CONDITIONS
“Act of Insolvency” means if the Operator becomes insolvent, makes an assignment for the benefit of its creditors, ceases to do business, or if any bankruptcy, reorganisation, arrangement, insolvency, or liquidation proceeding or other proceeding under any bankruptcy or other law for the relief of debtors is instituted by or against the Operator and is not dismissed within 90 days.
“Additional Services” means all additonal services including (without limitation), non-standard catering, airport shuttles or ground transfers, helicopter transfers, SATCOM services, VIP meet and greet services and any other requested extra services.
"Agreement" means these General Terms and Conditions including the Charter Quotation and any subsequent written amendments agreed between the parties.
“BLAK” means ‘BLAK International Ltd’ trading as ‘BLAK’.
“Charter Quotation” means The Flight and any Additional Services quotation document issued by BLAK setting out the price, Flight details and Taxes payable and any other applicable additional terms and conditions and these Terms and Conditions. The Charter Quotation also serves as a legally binding Agreement once signed by the Customer.
“Customer” means the person named as such in the Charter Quotation.
“Exceptional Charges” means charges are in relation to the Flight for exceptional circumstances that include (without limitation) overflight permissions, insurance premium surcharges, de-icing, fuel surcharges, and additional crew costs.
"Flight" Any charter Flight booked for the Customer by BLAK as set out in the Agreement.
"Force Majeure Event" means an event or circumstance beyond BLAK’s control including (without) limitation events caused by adverse weather conditions, mechanical breakdown, unexpected Flight safety shortcomings, security or health risks, industrial action, air traffic control decisions, unexpected airspace or airport restrictions or closure, unexpected exercise of authority by government or other competent authority, withdrawal of traffic rights, political instability, terrorism or war or acts of god.
“Luggage” means any articles, baggage, cargo or belongings that accompany the Customer or Passenger(s) on the Flight.
"Operator" means the third party independent air carrier booked by BLAK to operate Flights for the benefit of the Customer.
“Passenger” means those persons named on the Flight Confirmation documentation issued by BLAK as entitled to travel on the Flight.
“Permissions” means all Customs and immigration permits, operational restrictions, take-off and landing slots, and all other permits and requirements neccassary for the Flight.
“Repositioning Legs” means those legs that arise as a result of a Flight which is surplus to the Customer(s) requirements, requiring the aircraft to be repositioned either to the point of departure and upon return from the Customer(s) destination.
“Services” means booking a Flight on behalf of a Customer.
“Taxes” means all local and foreign taxes, imposts, duties and excise taxes and other similar amounts (including associated interest and penalties) imposed by any authority of competent jurisdiction relating to the provision of the Services to the Customer. This does not include taxes imposed in any jurisdiction on BLAK net income, net profits or net gains.
“Total Cost” means the total cost specified for the Flight and any Additional Services as listed in the Charter Quotation plus Taxes.
2. CHARTER QUOTATION
2.1 Unless otherwise specified, the Charter Quotation includes the Total Cost of the aircraft and positioning, crew, maintenance, air navigation and airport charges, taxes, fuel costs, and standard catering; and excludes any Additional Services and Exceptional Charges. Additional Services and Exceptional Charges will be invoiced to the Customer on completion of the Flight.
2.2 All Flights, including Repositioning Legs, remain subject to availability until Customer has signed the Agreement and Customer has complied with the applicable payment terms.
2.3 A Charter Quotation must be accepted and executed by the Customer within a period of 21 days from the date of issue by BLAK, or BLAK reserves the right to withdraw the Charter Quotation.
2.4 The Charter Quotation subject to industry and fuel price fluctuations.
3. CHARTER QUOTATION CHANGES
3.1 Any requested changes to the Charter Quotation are subject to availability and Permissions.
3.2 All costs associated with the requested changes will be payable to BLAK in addition to the Charter Quotation, and will be payable to BLAK immediately upon BLAK confirming acceptance of the Customer(s) requested changes.
3.3 BLAK will use its reasonable endeavours to accommodate any requested changes but is under no obligation to accept them.
4.1 The Total Cost is payable as follows;
(i) 50% on execution of this Agreement and receipt of BLAK’s invoice;
(ii) the balance at least 14 days prior to the first Flight.
4.2 Customer understands and agrees that payment as stated in clause 4.1 is an essential term of this Agreement and until complied with the Flight(s) remain subject to availability and may be cancelled by BLAK without notice and without any liability to the Customer.
4.3 All amounts payable under this Agreement must be paid in full without deduction of any kind by bank transfer or accepted Credit Card.
4.4 BLAK may accept payment by credit card provided the Customer completes and returns the appropriate documentation and authority prior to the Flight. All payments must be made in the currency stated on the Charter Quotation.
4.5 All credit card payments will be subject to a non-refundable transaction-processing fee of 3%.
4.6 When making payment BLAK requests that the Customer includes the Charter Quotation Reference Number (Ref#) and transfers amounts owing.
4.7 The bank account into which all payments are to be made are as follows:
Bank Account Name: BLAK International Limited
Bank Account/IBAN: 12 – 3019 – 0841655 – 000
Bank/Branch: ASB Banking Group, Auckland City
SWIFT code: ASBBNZ2A
4.8 Please note any Additional Services and Exceptional Charges not included in the Charter Quotation that are incurred in relation to the Flight will be invoiced separately on completion of the Flight and are payable for immediately upon receipt of the invoice.
4.9 In the event that Customer defaults in making any payment due on the due date penalty interest will apply at the rate being 5% above ASB Bank’s prevailing interest rate for commercial overdraft from the due date of payment until payment is made.
5. CANCELLATIONS AND CHARGES
5.1 In the event of:
(i) a cancellation of a booking by Customer;
(ii) a delay which in the opinion of the Operator or BLAK is unreasonable; or
(iii) a failure of any Passenger to board the Flight
then BLAK or Operator shall be entitled to cancel the Flight without notice to the Customer, and cancellation charges will be payable to BLAK in accordance with this Agreement.
5.2 If the Customer cancels any Service(s), the following charges apply:
(i) 100% of the Total Cost if cancelled within the period 48 hours prior to the first date of departure ;
(ii) 75% of the Total Cost if cancelled within the period 72 hours – 49 hours prior to the first date of departure ;
(iii) 50% of the Total Cost if cancelled within the period 14 days – 4 days prior to the first date of departure ;
(iiii) 30% of the Total Cost if cancelled after execution of this Agreement up until 15 days prior to the first date of departure;
5.3 BLAK will refund the difference between the applicable cancellation charge and the Total Cost paid to Customer, and the amount paid on account of the Total Cost by the Customer within 10 working days.
6. CUSTOMER DELAY
6.1 The Total Cost will remain payable to BLAK and Customer shall indemnify BLAK in respect of all losses, claims, damages, liabilities or expenses suffered by BLAK, including but not by way of limitation, any parking fees or other charges levied by an airport or any charges imposed on BLAK by the Operator as a result of the late return of the aircraft where the events specified below arise:
i) if the performance of any Flight or Additional Service is impeded, prevented or delayed by any act or omission of the Customer, any Passenger, any other person under the Customer(s) control or acting on Customer(s) behalf (or by any delay of or cargo); or
ii) if a Flight diversion to an airport not specified in the Charter Quotation is due to any act or omission of the Customer or any Passenger(s) including (without limitation) Customer or any Passenger(s) acting in any way (or threatening to act in any manner) likely to jeopardize any aircraft or any person or property therein or elsewhere or disobeying the lawful authority of the Pilot in Command of the aircraft or breaching any applicable law relating to their use of, or travel aboard, the aircraft before during or after any Flight.
7. FORCE MAJEURE
7.1 The Total Cost will remain payable to BLAK if delay, cancellation or non or partial performance of any Flight or any Additional Service is due to circumstances beyond BLAK or the relevant Operator's or Additional Service provider's reasonable control (as applicable) including (without limitation) the occurrence of a Force Majeure Event.
7.2 For the avoidance of doubt BLAK shall use reasonable endeavours to ensure that the Operator completes all Flights as specified in the Charter Quotation, however BLAK shall be entitled to depart from the agreed flying schedule for any cause beyond its reasonable control such as a diversion or a Force Majeure Event, and Customer shall reimburse BLAK on demand for any additional expenses incurred as a result.
8. LIMITATION OF LIABILITY
8.1 All warranties, conditions, representations whatsoever implied by statutory or common law are, to the fullest extent permitted by law, excluded from this Agreement.
8.2 BLAK does not accept any responsibility to the Customer (or assume any liability to the Customer) for the aircraft, Operator's Flight operations and services, or Additional Services and Customer is not entitled to assert any such responsibility or assumption of liability on the part of BLAK for any direct damages or losses (whether resulting from negligence or otherwise) relating thereto unless caused by BLAK’s wilful misconduct. For the avoidance of doubt, this includes liability to the Customer for any direct damages or losses resulting from the delay, cancellation, non or partial performance of any Flight or any Additional Service to be provided to Customer.
8.3 BLAK’s aggregate liability in contract for misrepresentation or otherwise arising in connection with the performance or contemplated performance of this Agreement shall not exceed the Total Cost set out in the Charter Quotation.
8.4 BLAK is not liable in any event to Customer for any indirect or consequential loss or damage (including, without limitation, pure economic loss, loss of profits, loss of business, depletion of goodwill and like loss) arising from any act, omission, negligence or default on the part of BLAK or its employees, servants, agents or Operator.
8.5 Operators have sole operational control over all aircraft. BLAK has no discretion or responsibility regarding operational matters, including (without limitation) whether a Flight is carried out and the loading of the aircraft. All safety, security and operational matters are in the absolute discretion of the pilot in command.
8.6 Customer and Passenger(s) acknowledge restrictive security measures are present in certain airports. Airport officials may search Luggage and confiscate items for security reasons. BLAK will not be responsible for any items confiscated by any airport officials.
9. NO CONTRACT OF CARRIAGE
9.1 This Agreement is not a contract of carriage and nothing in this Agreement will be interpreted on that basis. BLAK is not a contracting carrier for the purposes of any avaition Convention or otherwise.
9.2 Customer acknowledges that BLAK arranges all Flights and Additional Services as Customer's agent and that the terms and conditions of the Operator and Additional Services provider will apply to Customer. Customer acknowledges that the Operator has sole responsibility, liability and control of all aspects of the aircraft charter services provided, including without limitation, aircraft availability and pricing, the commencement and termination of scheduled Flights, the operation, regulation and safety of the Flight.
10. TRAVEL DOCUMENTS
10.1 Customer is responsible for obtaining and holding all travel documents which the Passenger(s) require for any country being visited (even as a transit Passenger) and, if requested, must show to the Operator all required passports, visas, health certificates and other travel documents.
10.2 Customer must provide all relevant information and documentation required by BLAK or by the Operator or by the appicable law for safe passage and operational requriements including passports, Passenger weights and dates of birth, cargo weights and dimensions, Luggage checks, immigration visas, and travel documentation and all other information specific to the Flight. All such information as required must be delivered to BLAK no later than 14 days prior to the Flight.
10.3 Customer is responsible for notifying BLAK of any special dietary requirements of any Passenger(s), atleast 7 working days prior to the scheduled departure date, which will constitue non-standard catering of any Flight.
10.4 BLAK will issue a Flight Confirmation once all relevant information has been provided. Only Passengers whose names appear on the Flight Confirmation issued by BLAK may travel on the Flight. Individuals whose names do not appear on the confirmation will be denied access to the aircraft.
10.5 At its cost, Customer must comply with (and ensure that all Passengers and owners of freight carried) will observe all applicable laws, rules and regulations relating to carriage of persons and goods, including (without limitation) IATA Dangerous Goods and Live Animals Regulations, customs, police and public health regulations.
11.1 Customer and Customer’s agents, guests, Passengers or any employees must not engage in any unlawful act or allow any person aboard the aircraft to engage in such act, or possess any unlawful substance or allow any cargo to contain any such substance which may result in the seizure or forfeiture of the aircraft or cause it be operated for an unlawful purpose or in an unsafe manner.
12. PASSENGER LUGGAGE
12.1 Passenger Luggage weight is limited for Flight safety reasons and varies according to aircraft type. Items determined by the crew to be of excessive weight or size will not be permitted on the Flight.
12.2 Passenger Luggage is limited to 20 kg per Passenger (mixture of larger and smaller bags) that may easily be loaded into the aircraft. The Operator has the right to refuse Luggage that may be deemed to be a hazard to Flight safety or oversized. BLAK will use reasonable endeavours to send on excess Luggage or cargo at the Customer(s) cost as an Exceptional Charge.
12.3 Dangerous goods must be declared as per prevailing dangerous goods regulations and must be packaged and marked correctly according to those regulations. Copies of the relevant regulations are available from BLAK on request. The following items listed are not permitted in the cabin of the aircraft:
(i) Sharp Objects
(ii) Coloured Fluids
(iii) Sporting Goods
(iiii) Guns & Firearms
(vi) Martial Arts & Self Defense Items
(vii) Explosive & Flammable Materials
(viii) Disabling Chemicals
(viiii) Other Dangerous Items.
For additional information regarding New Zealand Civil Aviaiton Authority regulations Dangerous Goods & Prohibited Items visit: https://www.caa.govt.nz/safety_info/Posters/Danger_goods.pdf
13.1 Smoking is not permitted on board any aircraft.
13.2 A fine of NZD $50,000.00 + GST per infringement and cabin cleaning costs will be payable to BLAK by the Customer if this prohibition is breached. This is an essential term of this Agreement.
14. SUPPLY OF INFORMATION
14.1 If requested, BLAK will request the Operator to provide details of insurance cover in relation to the Customer and Passenger(s) and Luggage and cargo whilst conducting the Flight, and evidence that they hold a valid Air Operators Certificate.
15.1 At it's option, BLAK may terminate this Agreement without notice but on reasonable grounds to Customer if performance of the Flight(s) is prevented or impeded by any event or circumstance beyond BLAK or the relevant Operator's or Additional Service provider's reasonable control (as applicable) including (without limitation) by a Force Majeure Event or the Operator committing an Act of Insolvency. In such a situation, BLAK will refund to Customer the amount of the Total Cost already paid and use its reasonable endeavours to help Customer find an alternative travel solution. Apart from this, BLAK will have no further liability or responsibility to Customer.
16. ARBITRATION AND ALTERNATIVE DISPUTE RESOLUTION
16.1 Any dispute or difference which may arise between the parties concerning the interpretation of this Agreement or relating to any other matter arising under this Agreement will be actively and in good faith negotiated by the parties with a view to a speedy resolution of such differences.
16.2 If the parties cannot resolve a dispute or difference within seven working days of any dispute or difference arising then, unless otherwise expressly provided herein, they will without prejudice to any other right, explore whether such dispute or difference can be resolved by Agreement between them using mediation. The rules governing any such mediation is adopted will be agreed between the parties or as selected by the organisation known as the Arbitrators and Mediators Institute of NZ Inc.
16.3 If the parties cannot resolve any dispute or difference between them using mediation then the dispute or difference shall be settled by reference to arbitration in accordance with subclause 16.4 which follows.
16.4 Any dispute or difference not able to be resolved by Agreement or with reference to mediation in accordance with the foregoing provisions of clause 16 shall be submitted to arbitration of a single arbitrator if the parties can agree upon one but otherwise two arbitrators (one to be appointed by each of the parties concerned) and their umpire (who shall be appointed by the arbitrators prior to their entering upon the arbitration) such appointment and arbitration to be carried out in accordance with the provisions of the Arbitration Act 1996 or any Act in substitution therefor.
17.1 The parties agree that the relationship created by this Agreement is that of an independent contractor. This Agreement will not be interpreted as creating a joint venture, partnership, agency or other form of association or cooperative arrangement between the parties.
17.2 If one or more of the provisions of this Agreement are held to be wholly or partly invalid, void, illegal or unenforceable, the remaining provisions of this Agreement will be unimpaired. The invalid provision will be deemed severable and will be replaced by a mutually legal and acceptable provision, which comes closest to the parties’ intention for the invalid provision.
17.3 The failure by either party to enforce at any time or for any period any one or more of the terms and conditions of this Agreement, will not be a waiver of them or of the right at any time subsequently to enforce all terms and conditions of this Agreement.
17.4 This Agreement is not intended to and does not give any person who is not a party to it any right to enforce any of its provisions.
17.5 BLAK rights and remedies are cumulative and not alternative or exclusive of each other or any implied by law.
17.6 Customer may not assign any of its rights or duties without BLAK’s prior written consent.
17.7 The parties agree that this Agreement is governed by the laws of New Zealand. The parties agree to submit to the exclusive jurisdiction of the courts of New Zealand.