PLM Dollar Group Limited

Standard Terms and Conditions for the Charter of Aircraft

 

INTRODUCTION

1.1          In these Conditions, the following expressions have the following meaning:

“Aircraft”              an aircraft (or its suitable substitute) which is the subject of this Agreement.

“Agreement”       the agreement between the Company and the Charterer for the charter of Aircraft which incorporates these Conditions.

“Business Day” a day, other than a Saturday or Sunday when banks in [Edinburgh] are open for business.

“Charterer”          the person, firm or body corporate chartering, or offering to charter, any Aircraft from the Company.

“Charter Price”   the entire price payable for the provision of the Programme as set out in the Agreement.

“Company”          the entity defined as such in the main body of the Agreement.

“Conditions”        these Standard Terms and Conditions for the charter of Aircraft.

“Consequential Loss”

  • loss or damage arising out of any delay, postponements, interruption or any loss of or anticipated loss of use, profit or revenue in connection with this Agreement;
  • loss or damage incurred or liquidated or pre-estimated damages of any kind whatsoever borne or payable under the Agreement or any contract in connection with the Agreement;
  • losses associated with business interruption including the costs of overheads incurred during business interruption;
  • loss of bargain, contract expectation or opportunity; and
  • any indirect or consequential loss including any other loss or damage whatsoever in the nature of or consequential upon the foregoing,

howsoever caused or arising whether under contract, by virtue of any fiduciary duty, in delict, as a consequence of breach of any duty (statutory or otherwise) or under any other legal doctrine or principle whatsoever or not recoverable and whether or not foreseeable.  For the avoidance of doubt, the losses referred to in paragraphs a) to d) above include direct and indirect or consequential losses and apply whether or not foreseeable at the date of this Agreement.

“Programme”      the flight or any series of flights as agreed between the Company and Charterer, including the flight schedule, place of departure, place of destination and any stopping point(s), together with indications of anticipated departure and arrival times.

1.2          The Conditions apply to all chartering of Aircraft by the Company, superseding all representations made by or on behalf of the Company and to the exclusion of all other terms and conditions, including warranties, the only exception being any variations specifically agreed between the parties and either expressly incorporated into the Agreement or agreed subsequently and recorded in writing as agreed by both the Company and the Charterer.

1.3         If there is any discrepancy between these Conditions                  and the main body of the Agreement, the main body of the Agreement will prevail.

  1. FLIGHT REGULATIONS

The Aircraft (including the maintenance and operations) will be subject to the rules and regulations imposed by UK Air Law and the Civil Aviation Authority. The Charterer shall comply and shall procure that all passengers and owners or other persons having any interest in goods carried in the Aircraft shall comply with all applicable laws. The Company shall, at its own expense, apply for and use its reasonable endeavours to procure the grant of all licences and permits required by the law of the United Kingdom for the performance of the Programme and any such performance shall be conditional upon the timely grant and validity of such licences and permits. The Charterer warrants that it will comply with all conditions of such licences or permits to be observed or performed by it and it will procure such compliance on the part of all passengers and owners, or other persons interested in baggage or cargo to be carried on the Aircraft. The Charterer shall, as soon as possible on request by the Company, provide the Company with all and any information that the Company may require in order to apply for any licences and to complete any travel documents which the Company may be obliged to issue.

  1. COMPANY’S OBLIGATIONS AND DISCRETION

3.1          Subject to the terms of the Agreement, the Company shall provide for the Charterer’s use of the Aircraft, manned and equipped for the performance of the Programme but shall not be obliged to provide any other services unless specifically agreed in writing by the Company.

3.2          The pilot of the Aircraft shall have absolute discretion (and without liability of the Company to the Charterer):

  1. to refuse to carry any passenger(s) or cargo;

 

  1. to decide what load may be carried and how it shall be distributed;

 

  1. to decide where, and when a flight may be safely undertaken and where and when the Aircraft should be landed; and

 

  1. to all matters relating to the safety and/or operation of the flight.

3.3          The Company shall, in its absolute discretion, be entitled to substitute the Aircraft, the pilot, any crew member or any other specific aspect of the Programme for another reasonably suitable alternative.

3.4          If the Aircraft shall for any reason (after the commencement of the flight) become incapable of undertaking or continuing all or part of the Programme, the Company may at its sole discretion, substitute therefore one or more aircraft of the same or another type and the provisions of the Agreement shall apply mutatis mutandis to the substituted aircraft. If the Company does not substitute another aircraft, it shall not be liable to the Charterer. The Charterer shall remain liable to pay for that part of the flight schedule that has been performed at the time the Aircraft becomes so incapable.

  1. CHARTERER’S OBLIGATIONS

4.1          The Charterer shall be responsible for ensuring that all bookings for flights contained within the Programme, are confirmed to the Company in writing (by post or e-mail) and under no circumstances shall the Company be liable to the Charterer for their failure to provide an aircraft for any flight which has not been so confirmed.

4.2          The Charterer agrees to present all relevant passengers, baggage and cargo at the times and in the places agreed between the parties, in all respects ready to commence embarkation or loading.

4.3          Notwithstanding the provisions of Clause 7.1, the Charterer shall be liable to the Company for all waiting time and any time spent loading or unloading the Aircraft in excess of the appropriate lay time (if any) specified in the quotation or of what is otherwise reasonable in the sole opinion of the Company, where any such excess is due to any act or omission of the Charterer, its representatives or any of its passengers.

4.4         The Charterer shall, and shall procure that all passengers shall, comply with instructions given by the pilot of the Aircraft whilst on board the Aircraft and whilst at any boarding or disembarkation area. The Charterer shall, and shall procure that all passengers shall, comply with all instructions issued by the Company in relation to health and safety, and the carriage of baggage or cargo on the Aircraft as further detailed in Appendix 1 herein.

4.5         The Charterer shall inform the Company of any medical illnesses or conditions, medications, equipment, or special requirements that may affect travel of any passengers at least 48 hours in advance of the Programme commencement. The Company or the pilot of the Aircraft shall have the right to refuse travel to any passengers on medical grounds in the interests of safety, legality, and the protection of the Aircraft.

  1. TERMINATION

5.1          Without affecting any other right or remedy available to it, the Company may terminate the Agreement by giving written notice to the Charterer:

  1. a) at any time prior to the Programme being fully completed; or
  2. b) if the Charterer fails to pay an amount due under this Agreement on the due date for payment and remains in default not less than twenty-one (21) days after being notified in writing to make such payment.

5.2         Subject always to the provision of Clauses 5.3, 5.4 and 6 of these Conditions, either party may terminate the Agreement by giving written notice to the other:

  1. at any time before the time specified for the commencement of the first flight in the Programme; or

 

  1. at any time if the other party takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), applying to court for or obtaining a moratorium under Part A1 of the Insolvency Act 1986, being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction.

5.3          If the Agreement is terminated by the Company:

  1. pursuant to Clause 5.1a), the Charterer shall be liable to pay to the Company such portion of the Charter Price of the Programme which has been completed up to termination of the Agreement; or

 

  1. pursuant to Clause 5.1b), the Charterer shall be liable to pay to the Company such portion of the Charter Price of the Programme which has been completed up to termination of this Agreement, together with the appropriate cancellation charges referred to in Clause 6 and any additional charges and expenses payable by the Charterer pursuant to this Agreement; or

 

  1. pursuant to Clause 5.2a), the Charterer shall not be liable to pay the Charter Price and the Company shall be under no further liability to the Charterer by reason of such termination; or

 

  1. pursuant to Clause 5.2b), the Charterer shall remain liable to pay to the Company the appropriate cancellation charges referred to in Clause 6, together with such portion of the Charter Price of the Programme which has been performed and any additional charges and expenses payable by the Charterer pursuant to this Agreement and the Company shall be under no further or other liability to the Charterer by reason of such termination.

5.4          If the Agreement is terminated by the Charterer:

  1. pursuant to Clause 5.2a), the Charterer shall be liable to pay to the Company the applicable cancellation charge referred to in Clause 6; or

 

  1. pursuant to Clause 5.2b), the Charterer shall remain liable to pay to the Company such portion of the Charter Price as shall be proportionate to that part of the Programme which shall have been performed, together with any additional charges and expenses payable by the Charterer pursuant to these Conditions.
  2. CANCELLATION CHARGES

6.1          If the Agreement is terminated in accordance with Clauses 5.3d) or 5.4a) or cancelled in accordance with Clause 7.1d), the Charterer shall be liable for the following cancellation charges:

  1. ten percent (10%) of the Charter Price if notice of termination is received by the receiving party, more than seven (7) days before the scheduled departure date for the first flight within the Programme, plus any additional sums payable by the Charterer pursuant to these Conditions; or

 

  1. twenty-five percent (25%) of the Charter Price if notice of termination is received by the receiving party, less than seven (7) days but more than seventy-two (72) hours before the scheduled departure date for the first flight within the Programme, plus any additional sums payable by the Charterer pursuant to these Conditions; or

 

  1. fifty percent (50%) of the Charter Price if notice of termination is received by the receiving party, less than seventy-two (72) hours but more than forty-eight (48) hours before the scheduled departure date for the first flight within the Programme, plus any additional sums payable by the Charterer pursuant to these Conditions; or

 

  1. seventy-five percent (75%) of the Charter Price if notice of termination is received by the receiving party, less than forty-eight (48) hours but more than twenty-four (24) hours before the scheduled departure date for the first flight within the Programme, plus any additional sums payable by the Charterer pursuant to these Conditions; or

 

 

  1. one hundred percent (100%) of the Charter Price if notice of termination is received by the receiving party, less than twenty-four (24) hours before the scheduled departure date for the first flight within the Programme, plus any additional sums payable by the Charterer pursuant to these Conditions.
  2. NON-PERFORMANCE, DELAY, AND VARIATIONS

7.1          Without prejudice to the Company’s rights under Clause 4.3, if the performance of the Programme is prevented or delayed by any act or omission of the Charterer or anyone under its control or acting on its behalf (including, without limitation, by any passenger, baggage or cargo arriving later than twenty (20) minutes before the agreed scheduled departure time) the Company may at its discretion and without liability:

  1. depart as scheduled; and/or
  2. b) delay departure for up to two (2) hours during which time the Charter Price will be payable as if the Aircraft were airborne; and/or
  3. c) reduce the duration of the Programme if necessary to prevent the pilot of the Aircraft and or the Aircraft crew exceeding, the number of hours for which they are legally entitled to work; and/or
  4. d) cancel the Programme, following which cancellation, the Charterer shall pay all cancellation costs as set out in Clause 6 as if the Charterer had cancelled the Programme after the commencement of the Programme; and the Charterer shall indemnify the Company and hold the Company harmless against, any loss, damage, costs and expenses of any kind incurred by the Company and arising wholly or partly out of the relevant act or omission of the Charterer or those under its control or acting on its behalf.

7.2          In the event of non-performance, partial performance or delay of the Programme (or any part of it) resulting wholly or partly from technical breakdown of or accidental damage to the Aircraft or any part of it or occurrence or the acts or omissions of third parties, industrial action, weather, atmospheric or environmental conditions, natural disaster, act of terrorism, war or the act of any authority, the Company shall have no liability to the Charterer. In the event of a partial performance of the Programme pursuant to this Clause 7.2, the Charterer shall be liable to pay such proportion of the Charter Price as is applicable to that part of the Programme which has been performed, and all expenses attributable thereto, and anything in excess of such sums that has already been paid by the Charterer shall be refunded by the Company. The Company’s determination of the applicable part of the Charter Price and the connected expenses shall be conclusive.

7.3         Neither the Company nor the pilot of the Aircraft shall be required to agree to any variation to the Programme. In the event of any variation from or addition to the Programme at the request of the Charterer and agreed to in writing by the Company, the Charterer shall pay to the Company the revised pricing on demand, having regard to the Charter Price and any expenses or losses arising from or connected with the variation from or addition to the Programme, together with all expenses of any kind connected therewith including, without limitation, any transport, accommodation and subsistence expenses incurred by the crew (if relevant) and any engineering staff.

7.4         The Company shall use reasonable endeavours to perform and complete the Programme but may, in its absolute discretion, vary the Programme if the Company or the pilot of the Aircraft considers it necessary or advisable in the interests of safety, legality, the protection of the Aircraft, or for any other reason. In such circumstances, any resultant additional flying hours, expenses and any other losses of any kind incurred by the Company, shall be payable on demand by the Charterer.

7.5         The Company shall use reasonable endeavours to perform the Programme in accordance with any times indicated but such times are not guaranteed and (without prejudice to the generality of Clause 7.2 of these Conditions) the Company shall have no liability for reasonable delay, and time of performance shall not be of the essence.

7.6         If, for any reason whatsoever, the Aircraft is unable to reach the scheduled destination or stopover or if, in the opinion of the pilot of the Aircraft or the Company, it is undesirable for any reason (including without limitation in the interests of the safety of the Aircraft or the passengers or the cargo, or if, in the opinion of the Company or the pilot of the Aircraft the Aircraft is likely to be delayed in such scheduled destination or stopover) for the Aircraft to attempt to proceed to such scheduled destination or stopover, the pilot of the Aircraft or the Company may substitute therefor such other reasonable alternative place (including the place from which the Aircraft departed) in discharge of the obligations of the Company under these Conditions. Such right of substitution may be exercised before or after the Aircraft has left any place of departure and whether or not the Aircraft is in the air or on the ground. This right of substitution shall apply in respect of any journey to any destination.

7.7         In the event of cancellation or early termination of flights due to weather:

  1. the Company will endeavour to re-assign bookings to a day/s of suitable weather, subject to aircraft, pilot, crew members and equipment availability.

 

  1. whilst the Company will endeavour to advise of the likelihood of unsuitable weather, it accepts no responsibility for the accuracy of any forecast provided.

 

  1. the Company reserves the right to charge for availability of the Aircraft and costs already incurred on behalf of the Charterer.

 

  1. the pilot alone shall decide on the suitability of the weather for safe flight for any operation.

 

  1. INSURANCE, LIABILITY, AND INDEMNITY

8.1          The Company shall maintain in full force and effect during the term of the Programme such policy or policies of insurance as it considers reasonably appropriate to cover the risks associated with performance of the Programme and as dictated by the United Kingdom Civil Aviation Authority.

8.2          Nothing in these Conditions shall limit or exclude the Company’s liability for death or personal injury caused by its negligence, or that of its employees, agents or subcontractors, or for fraud or fraudulent misrepresentation.

8.3         Subject to Clause 8.2, the Company’s total liability to the Charterer in respect of all other losses arising under or in connection with the Programme and the Agreement for charter of the Aircraft, whether in contract, delict, breach of statutory duty, or otherwise, shall in no circumstances exceed the Charter Price.

8.4          The Company shall not be liable to the Charterer, whether in contract, delict, breach of statutory duty, or otherwise, for any punitive damages, Consequential Loss arising under or in connection with these Conditions, the Programme, or the Agreement for the charter of the Aircraft. If there is any conflict between this Clause 8.4 and any other provision of this Agreement, this Clause 8.4 shall prevail.

8.5          The Charterer shall indemnify and hold the Company harmless against any loss, damage, costs claims and expenses of any kind in respect of any liability whatsoever to third parties, in each case in so far as such liability arises wholly or partly out of any of the following:

  1. a) any breach of contract by the Charterer (including in particular, without limitation, the Charterer’s failure to provide equipment, materials, accessories, or ground services or facilities reasonably suitable for the Programme);
  2. b) any wrongful or negligent act or omission of the Charterer or its employees, agents or sub-contractors or any passenger or owner of baggage or cargo carried at the Charterer’s request.
  3. c) any damage to, destruction of or loss of use howsoever caused of any property supplied by or at the request of the Charterer and in the care, custody or control of the Company.
  4. TERMS OF PAYMENT

The Charterer shall pay promptly to the Company the Charter Price and any ancillary costs in accordance with the Agreement and Charter Price. All payments shall be made without deduction, set-off, counterclaim or withholding whatsoever.

Time for payment of the Charter Price shall be of the essence. Company shall be entitled to treat non-payment of the Charter Price as constituting the termination by the Charterer of the Agreement entitling the Company to payment in accordance with the provisions of Clause 5.1b).

Unless a credit account is held or alternative payment arrangements have been agreed, cleared payment shall be required no later than seven (7) days prior to first flight date within the Programme.

Payment will only be accepted by bank transfer, cleared cheque or major credit/debit card.

Credit terms are by special arrangement and are on condition that all invoices must be paid upon receipt unless otherwise stated. Failure to comply with these conditions may result in withdrawal of credit facilities.

  1. INTEREST ON DELAYED PAYMENT

Without prejudice to any other remedy available to the Company, should payment in full not be received from the Charterer within the agreed due date, the Company reserves the right to charge interest of 3% above the then current Royal Bank of Scotland base rate per annum (calculated pro rata on a daily basis), on any outstanding balance until receipt by the Company in full.

  1. TAXES

Unless expressly included within the quote, the Charter Price does not include any taxes or Value Added Tax (VAT), which will be charged to the Charterer at the prevailing rate.

  1. SAFETY AROUND THE AIRCRAFT

Charterer should ensure that all personnel working in, around, or with the Aircraft are either totally removed from the operating site before flying operations commence, or, have received a safety briefing originating from the Company.

  1. CONFIDENTIALITY

13.1        Each party undertakes that it shall not at any time disclose to any person any confidential information concerning the business, affairs, customers, clients or suppliers, technical or commercial know-how, specifications, inventions, processes or initiatives of the other party, except as permitted by Clause 13.2.

13.2        Each party may disclose the other party’s confidential information:

(a) to its employees, officers, representatives, contractors, subcontractors or advisers who need to know such information for the purposes of carrying out the party’s obligations under the Agreement. Each party shall ensure that its employees, officers, representatives, contractors, subcontractors or advisers to whom it discloses the other party’s confidential information comply with this Clause 13; and

(b) as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.

13.3        Neither party shall use the other party’s confidential information for any purpose other than to perform its obligations under the Agreement.

  1. NOTICES

All notices and other communications required to be given under these Conditions or the Agreement shall be in writing and either delivered by hand or sent by e-mail.  In the case of the Company, this should be sent to such address as it may have been notified for such purposes, or in the absence of such notification, to the registered office. In the case of the Charterer, to its address last known to the Company.

Notices shall be considered received upon delivery in the case of delivery by hand, and, in the case of transmission by e-mail, at the time of transmission where such email is correctly addressed (and where the sending party does not receive an error message in respect of such transmission). Notwithstanding the foregoing, where notices are sent or transmitted on a day which is not a Business Day, the notice shall be deemed to be received on the following Business Day.

  1. ASSIGNATION

15.1        The Company may at any time assign, transfer, charge, subcontract, delegate, declare a trust over or deal in any other manner with any or all of its rights and obligations under the Agreement.

15.2        The Charterer shall not assign, transfer, charge, subcontract, delegate, declare a trust over or deal in any other manner with any of its rights and obligations under the Agreement without the prior written consent of the Company.

  1. THIRD PARTY RIGHTS

The parties to these Conditions and the Agreement shall be deemed not to have intended to confer any rights whatsoever on any other person. Accordingly, the provisions of the Contract (Third Party Rights) (Scotland) Act 2017 are expressly excluded.

  1. SEVERANCE

If any part of these Conditions or the Agreement is considered by any court or other competent authority to be invalid or unenforceable, such invalidity or unenforceability shall not affect the other provisions which shall remain in full force and effect.

  1. WAIVER

The rights of a party to the Agreement shall not be prejudiced or restricted by any indulgence or forbearance granted by it and no waiver of any particular breach shall operate as a waiver of any further or other breach of the Agreement.

  1. HEADINGS

The headings in these Conditions are for convenience only and shall not affect interpretation.

  1. APPLICABLE LAW AND JURISDICTION

The Agreement including these Conditions shall be governed by and interpreted in accordance with the laws of Scotland and both the Company and the Charterer irrevocably agree that the Scottish courts shall have exclusive jurisdiction to deal with any dispute or claim arising hereunder.

 

 

BAGGAGE

Baggage Allowance

Baggage allowance is limited by weight to 15kg per passenger. To maximise the available space, we recommend non-rigid bags, the total dimension of each not to exceed 60ins (length + width + height). Subject to space being available extra bags may be carried, however this may result in additional flight charges and/or landing fees. The Company reserve the right to refuse excess baggage and arrange ground transfer (at additional cost) where the above limits are exceeded.

Golf Clubs

Where golf clubs are to be carried, this requirement must be confirmed to the Company at time of booking to ensure that a suitably modified helicopter is supplied. We regret that due to limited space only 1 x standard, non-professional set (removed from hard transit case) can be carried per passenger (maximum of 4 sets). Please contact the Company for further information if you are in any doubt about the above limitations.

Restricted Articles in Baggage

Dangerous Goods, the following articles should never be packed in baggage or carried on the aircraft in person:

  • Electronic Cigarettes
  • Explosives – fireworks, flares, toy guns and caps
  • Flammable & Non-Flammable Gas – aerosols (over 2kg or 2 litres, camping gas cylinders).
  • Carbon dioxide cylinders for soda siphons, lighter refills, butane gas cylinders, filled aqua lung cylinders, mace
  • Deeply refrigerated gases – liquid nitrogen
  • Flammable Liquids – paints, thinners, solvents
  • Flammable solids – firelighters
  • Oxidising materials – bleaches
  • Organic peroxides – resin kits poisons – arsenic, cyanide, weed killer, tear gas
  • Infectious substances – viruses and bacteria (which would affect humans & animals)
  • Radioactive materials – instruments containing radioactive source radioisotopes for research
  • Corrosive materials – acids, alkalis, metallic mercury, thermometers containing mercury, barometers
  • Miscellaneous – magnetised materials, formalin etc

 

Restricted Articles

Articles which may be carried with special precautions – if you are carrying any of these articles, please notify our Operations Dept, prior to flight for advice:

  • Sporting Guns
  • Medicines & Toilet Articles
  • Matches & Lighters
  • Butane hair stylers
  • Dry Ice
  • Oxygen and Carbon Dioxide Cylinders
  • Cardiac pacemakers
  • Wet-cell batteries
  • Munitions of war
  • Radio telephones
  • Christmas crackers
  • Radio, television & CD players
  • Cooking oil

 

CHECK-IN

Check-in – Passenger Flights

Passengers departing from the Company’s facility, or a private/hotel site should be available for boarding at the helipad twenty (20) minutes prior to the scheduled departure time of the helicopter, to allow for a safety brief and security checks. If departing from an airport, please allow 30 minutes. Failure to do so may result in cancellation of the flight or additional charges.

Check-in – Filming Flights

Film crews should ensure that they are available one hour prior to the scheduled departure time of the helicopter, to allow time for camera preparation, safety brief and any security checks.

AIRPORT TRANSFERS

Passengers transferring to the Company’s aircraft service should advise our staff of inbound details at confirmation. In the event of the connection being delayed, the Company will make reasonable endeavour to continue availability beyond the scheduled departure, but reserve the right to cancel the booking.

Passengers transferring to domestic commercial fixed- wing flights are recommended to allow a minimum of 1 hour from the arrival of the aircraft to the scheduled departure time. For overseas flights, please check with your airline, and advise our Operations Staff.