Definitions
Specific words used in the Agreement and appearing below shall have the meaning ascribed to them as under:
“Aircraft” means the aircraft (or its suitable substitute) operated in connection with a Flight
“Charter” means the charter of the Aircraft by the Charterer as arranged by Gayo Aviation, pursuant to the Agreement.
“Charterer” is the contractual partner that commissions Gayo Aviation to broker an Operator to arrange for a Charter for completion of a flight.
“Charter Agreement” or “Agreement” means the air charter broker agreement entered into between the Charterer and Gayo Aviation, for provision of air charter brokerage services to the Charterer, and shall be deemed to include these General Terms and Conditions and any other annexes or schedules thereto, as amended from time to time.
“Operator” means any commercial air carrier or aircraft operator selected to provide the Aircraft for performing the flight for the period of the Charter.
“Flight(s)” means the flight(s) specified in the Charter Agreement, as may be updated/amended from time to time.
“Gayo” or “Gayo Aviation” is the broker facilitating the flight for the Charterer (directly or through its agents or sub-contractors) and can refer to either Gayo Aviation & Tourism AB, Sweden, or Gayo International FZCO, Dubai, brokering the flight, as specified in the charter broker agreement.
“Price of the Flight” or “Charter Price” is the price, agreed in the Charter Agreement, for the completion of the agreed Flight, and can be adjusted: decreased or increased as a result of unforeseen operational reasons, additional services provided, force majeure and/or such other reasons as specified under the Charter Agreement, before or after the Flight.
“Force Majeure” refers to any unforeseeable and/or unavoidable events, over which Gayo Aviation has no control, including, without limitation, acts of God, explosions, weather conditions, natural disasters, war or civil unrest, revolutions, hostilities (whether or not war has been declared), terrorist acts, hijacking, riot, insurrection, civil commotion, national or ‘local emergency’, public demonstration, sabotage, acts of vandalism, fire, flood, earthquake, extreme weather conditions, health epidemic, the order or acts of any court or governmental or regulatory authority, any strike, lock-out or other industrial trade dispute (official or silent), embargos, quarantine, requisitions of an aircraft or cargo, acts or omissions of third parties and any other events that make disrupt completion of the agreed flight or make it impossible.
“Traffic Documents” means all passenger tickets, baggage checks, air waybills and other documents as may be required under applicable laws or international conventions or as per internal policies of the Operator.
General Terms and Conditions
This document set outs the General Terms and Conditions (“T&C” or General Terms and Conditions”) for the supply of air charter brokerage services by Gayo Aviation, forming an integral part of each Charter Agreement and are deemed incorporated as an annexe thereto, applicable in their current version at the time of conclusion of the corresponding Charter Agreement. If the T&C are amended, charterers will be formally notified by email. Differing or contradicting agreements shall not be recognized by Gayo Aviation unless they are expressly approved by Gayo Aviation in writing. In case of any conflict between the specific terms of any Charter Agreement and these T&C, the Charter Agreement, shall prevail. These T&C’s apply to Charterer and third parties named by the Charterer who will use the air transportation service pursuant to the Agreement.
- Existence of a Charter Agreement
Following receipt of an inquiry from a prospective Charterer, Gayo Aviation shall submit a non-binding proposal in writing, specifying the key details of the corresponding flight (aircraft type, origin, destination, price etc.). If the Charterer confirms the information in the proposal, in writing, and wishes to place a booking, Gayo Aviation shall send an air charter broker agreement, accompanied with these T&C, to be signed and returned by the Charterer. Once the charter broker agreement has been signed, by the Charterer and Gayo Aviation, a binding Charter Agreement (where these T&C shall be deemed incorporated) shall come into existence as a valid contract between the Charterer and Gayo Aviation.
Offered service shall always remain subject to the availability of the Aircraft and crew, and conditional upon the technical feasibility of the Flight and relevant permissions from applicable authorities. Any change by the Charterer, after execution of the charter broker agreement, must be agreed as an Annexe to the agreement, signed by both parties. An email with a clear acknowledgement and confirmation of any mutually agreed changes may be construed as a signed Annexe for the purpose of this provision.
- Aircraft Charter Brokerage Services
The Charterer agrees, understands and acknowledges that: (i) Gayo Aviation will provide aircraft charter brokerage services to the Charterer in the capacity of a broker and agent of the Charterer and it’s responsibility shall be limited to arranging for a suitable Aircraft from the Operator for the Charter on behalf of the Charterer, as its agent, as per the Charterer’s requirements mentioned in the Charter Agreement; (ii) the carriage and the Aircraft shall be provided by the Operator which shall be responsible for maintenance and operation of the Aircraft and arranging for all permits, approvals and authorizations in relation to landing, transit and departure of the Flight(s) and Gayo Aviation shall have no responsibility or liability as regards the aforesaid. The carriage performed by the Operator shall be subject to the Operator’s conditions of carriage (and any other conditions contained or referred to in the Traffic Documents of the Operator from time to time) which shall be applicable to the Charterer and the passenger(s).
2.1 Air Transportation Service:
The chartered air transportation service shall comprise transportation by air on the booked Aircraft, from the agreed point of departure to the agreed point of destination, or to the alternate airport if due to safety, weather, other operational reasons or force majeure aircraft was not able to land at agreed point of destination. The Charterer’s entitlement to an air transportation service shall be in accordance with the relevant air transport legislations, this Agreement and any applicable conditions of carriage of the operator/carrier. Both the Charterer and/or third parties to be named by the Charterer shall be entitled to this service if their health condition allows them safe air transportation without jeopardizing their existing health condition. The Charterer shall remain the sole contractual partner on its own behalf and on behalf of the passengers. Transportation of passengers’ baggage is included unless otherwise agreed or informed to the Charterer/passengers. The number and weight of baggage depends on the number of passengers, the aircraft booked and expected weather conditions and the regulations governing the flight. The Charterer shall be obligated to inform the passenger(s) about the maximum baggage allowance (number and weight of bags) during the booking process. The pilot/captain of the Aircraft is entitled to reduce the maximum baggage allowance (weight) per passenger for safety reasons, operational requirements or any other reasonable reasons, on a case-by-case basis and the Charterer shall be bound to comply (and shall cause the passengers to comply) with the same.
Costs for de-icing, or for sheltering the aircraft in a hangar to avoid de-icing, which may be substantial, are not included in the Price of the Flight. The Charterer is obliged to pay all costs for De-icing procedures in case of use, including positioning legs, and shall be charged for the same by Gayo Aviation and/or the Operator separately. All other costs not specifically included in the Charter Price such as connections to and from airports, ground accommodation, special catering requests, non-standard catering, onboard satellite telephone costs, additional cabin services and any other additional services costs shall exclusively be to the account of (and shall be borne by) the Charterer, and shall be paid by the Charterer within 7(seven) days of being notified and charged the same.
2.2 Performance of contract:
In exceptional cases, Gayo Aviation is, where there is a good cause, entitled to change, postpone or cancel the flight for the reasons relating to safety, technology, Governmental Regulations, weather, denial of traffic rights, or Force Majeure. Gayo Aviation shall not be liable for any resulting costs or damages, with the exception of costs or damages caused by gross negligence of Gayo Aviation. Should Gayo Aviation be unable to complete the agreed flight, subject to the policies of the Operator in this regard, the price of the
flight shall be reduced pro-rata in accordance with the extent to which the flight was completed and the number of flight hours. This shall not apply if the flight does not take place or is not completed due to factors for which the Charterer, a passenger(s), or individuals for whom they are accountable, is responsible.
2.3 Diversion and Deviation:
The flight may deviate from planned departure or arrival airport for reasons related to safety, technology, weather, air traffic control, landing permits, airport capacity or Force Majeure. In such a case the Agreement shall be taken as fulfilled and notwithstanding anything to the contrary, Gayo Aviation shall not be liable for any resulting costs or damages if the flight deviates from the agreed routing, with the exception of costs or damages caused by gross negligence of Gayo Aviation. The Charterer shall pay any additional costs arising from the corresponding actions taken, such as costs to complete the trip by air or on the ground to the agreed origin or destination. In case of unavailability of Parking space, the operator may have to re-position the aircraft. Under such circumstances, the cost of re-positioning will be billed at actuals after the flight. Without prejudice to the foregoing, the Charterer accepts an up to 8 hour delay or an Airport up to 500 miles away as an alternate, whenever it comes to unforeseen circumstances.
2.4 Aircraft substitution:
Gayo Aviation is entitled, at any time, to substitute the aircraft with an aircraft of similar size and quality and the provisions of the Agreement shall apply to the substituted aircraft. Gayo Aviation shall notify the Charterer of any such changes, as soon as possible, before departure. A change in the aircraft does not entitle the Charterer to withdraw from or cancel the Charter Agreement and Gayo Aviation’s entitlement to payment for the Price of the Flight remains valid and unaffected. If the Charterer does not agree to either the substitution of agreed aircraft type by Gayo Aviation of lesser or better value or the sub-charter option, such decision by the Charterer will be deemed as a cancellation and cancellation charges shall apply. If a substitution or sub- charter is required en route and the Charterer does not agree this will be classified as a cancellation of the commencement sector for which the Charterer has to pay a pro-rata cancellation fee as per the cancellation policy.
Gayo Aviation reserves the right to utilize any empty capacity the aircraft may have, including any empty legs of the flight, before, during or after the period in which the aircraft is available to the Charterer, without any compensation to the Charterer.
The quotation is based on one set of crew. Crew duty time is restricted by applicable crew duty limitation regulations. Should there be any circumstances or changes in the flight schedule or routing, which exceed the maximum crew duty time, an enlarged or second flight crew will be needed and invoiced separately. Such changes in the flight schedule or routing, which exceed the maximum crew duty time and the Operator ’s ability to execute the changed flight schedule are always subject to availability of additional crew. If the Operator has to use an enlarged or second flight crew, then there might be crew in the cabin during the flight and the crew rest area might be separated with a curtain/cabin divider.
- Authority of the pilot
The pilot of the Aircraft shall have complete discretion and authority concerning matters related to the operation of the Aircraft and is entitled to take all and any safety and other measures and decisions necessary, at any time, including without limitation with regard to passengers and goods, landing, distribution & unloading of cargo and baggage; modifying cargo load and seating capacity; abandonment or manner of completion of flight, deviations from proposed route and where a landing shall take place. All such decisions of the captain/pilot shall be final and binding on the Charterer and passengers. In the event a passenger’s conduct, behaviour or health is deemed by the pilot to cause or likely to cause, discomfort or nuisance to other passengers or jeopardise or affect their safety or rights or safety of the
Aircraft, then the pilot can take any action as deemed necessary to procure the safety of the passengers and the Aircraft including, but not limited to diverting or returning to the airport of departure and/or removing the passenger(s) in question or cancelling the flight at any time. The pilot is also entitled to deny unregistered persons access to the aircraft. In all of the above instances, Gayo Aviation’s entitlement to payment for the price of the flight remains valid and unaffected, and the Charterer shall pay any additional costs arising from the corresponding action taken. The Charterer shall indemnify and compensate Gayo Aviation against any loss incurred by Gayo Aviation or claims raised against Gayo Aviation as a result of such diversion; removal and/or any other action of the passenger.
- Travel documents and Embarkation
Upon execution of the Charter Agreement between Gayo Aviation and the Charterer, the Charterer shall promptly provide Gayo Aviation with a passenger list and all necessary documents, information and assistance (including to complete the necessary Traffic Documents) no later than the deadline specified by Gayo Aviation (and in any event no later than three working days prior to departure). The Charterer is responsible for ensuring that these documents are accurate and complete, and that passengers have (and carry with themselves) all travel documents required for entry into and exit from a country, including, without limitation, identity proofs, passports, visas, documentary proof of vaccination, and any other documents required by the Operator and authorities of states of departure, transit and arrival of the flight for the transportation of them, their baggage and any cargo.
The Charterer shall be liable for all damages arising from the inaccuracy or incompleteness of said information and documents, or for documentation submitted late or issued in an incorrect way and/or any non-compliance with applicable currency and health regulations.
All flights are conditional on the grant and continued retention of, and are subject to, the terms and conditions of (i) the relevant air transport license issued to the Operator by the relevant authority and (ii) any further licenses or registrations or permits which may be required for the operation of the flight, under applicable laws and regulations including whether required under the laws or regulations of the state in which the Aircraft is registered or any other state to, from or over which the Aircraft will be flown in the course of the flight.
The Charterer shall ensure that the passengers and their baggage and any cargo shall be at the specified check-in point at the departure airport not later than the check-In time. In the event that any passenger fails to arrive in sufficient time to be carried on the flight (notwithstanding any efforts made by Gayo Aviation to re-schedule the Flight pursuant to Paragraph 10), Gayo Aviation and the Operator shall be under no liability whatsoever to the Charterer or to such passenger. If the Operator/Gayo Aviation, in its absolute discretion, arranges for any such passenger to be carried on an alternative flight or routing, the Charterer shall pay on demand to Gayo Aviation such additional specified sum for each such passenger to cover any additional charges levied by the Operator. In the event that any passenger is refused entry at any destination airport, the Charterer shall indemnify and keep indemnified Gayo Aviation, its officers and employees and agents against any and all costs or expenses whatsoever incurred by Gayo Aviation in respect thereof (including but not limited to charges, fee, penalties, imposts or other expenses levied upon the Operator and passed on to Gayo Aviation) or of any arrangements made by the Operator and/or Gayo Aviation to return such passenger to the country from which such passenger was originally carried.
- Transport of Baggage, Dangerous goods and other objects
No objects, bulky baggage, etc. shall be allowed on board if there is any risk whatsoever of significant injuries or harm to individuals, or of damage or soiling of plane equipment.
5.1 Prohibited items:
Guns, firearms, weapons, signal flare pistols, industrial bolt and nail guns, harpoon, pointed/edged weapons, sharp objects or blunt instruments. All passengers are obliged to read the Dangerous Goods Leaflet of objects prohibited from hand baggage or hold luggage before they board the plane. Should a passenger carry dangerous goods on board, as defined in the Sweden Air Transport Law and Sweden Law on Transport of Dangerous Goods or applicable laws of the jurisdiction of departure, transit or arrival of the flight(s), it must be shown to the pilot before the start of the journey. The pilot shall come to a decision on whether and how to transport such weapons or objects and is entitled to cancel the flight if it is feared that individuals or the aircraft may be endangered.
5.2 Baggage:
Passenger baggage weight is limited for flight safety reasons, space, balance and range and varies according to aircraft type. Items determined by the crew to be of excessive weight or size will not be permitted on the aircraft. Passengers are obliged to notify Gayo Aviation of all excess and general baggage, stating the dimensions and weight of the items such as but not limited to sports equipment, pushchair/buggy and child’s car seat. All changes regarding composition of passengers or number and weight of bags must be reported to Gayo Aviation minimum 24 hours before scheduled departure. If Passengers did not provide the exact weight of all baggage within the requested time, Gayo Aviation will not be responsible for departure delay caused by baggage weight measuring due to the process of weight recalculation and aircraft balance. Carriage of excess and general baggage is decided on the basis of the available hold capacity and safety regulations for each flight at the sole discretion of the pilot in command. Accordingly, Gayo Aviation reserves the right to accept only a limited quantity or refuse the carriage of excess or general baggage entirely without any liability whatsoever.
5.3 Electronic equipment:
For safety reasons, use of all personal electronic devices is strictly prohibited during take‐off and landing. The use of mobile phones is not permitted throughout the entire flight. The use of other electronic devices is permitted only with the consent of the pilot in command. Portable Electronic Devices (PEDs, Lap Top, Mobile phones etc.) containing lithium batteries can only be carried in the passenger cabin.
5.4 Electronic cigarettes:
If permitted under applicable laws, electronic cigarettes/personal vaporizers/electronic nicotine delivery systems can be carried only in the cabin, where a possible incident can be immediately mitigated, and not in checked baggage
- Transportation of Expectant mothers, Children, Pets,
6.1 Expectant mothers:
The Operator may carry expectant mothers up to 4 weeks before the expected date of delivery and may require certification that the Passengers is fit to travel. Gayo Aviation is entitled to demand presentation of the woman’s antenatal medical record as proof that the pregnancy is not beyond the 35th week. Expectant mother with less than 4 weeks to the expected date of delivery needs pre-approval from the Operator. The foregoing regulations also apply to the date of any planned return flight.
6.2 Carriage of infants, children and adolescents:
Owing to the risk of potential health damage, Gayo Aviation recommends that newborn babies up to the age of 7 days should not fly. Infants travel on the lap of their parent, guardian or accompanying Passenger during take‐off and landing.
6.3 Carriage of pets:
Passengers can transport pets only if Gayo Aviation has been notified at the time of booking and has confirmed the carriage of the pet. The Charterer is responsible that the pets comply with the requirements in the country of departure, transit and destination.
- Denial of transportation; Self-health assessment; Smoking
Gayo Aviation may deny passengers transportation, at its own discretion and while retaining all rights and claims, for good cause, in particular, without limitation, if the mental or physical condition or the behavior of the passengers represents a threat to safety or a violation of law. Passenger(s) should also properly assess their own current health status, particularly with regard to heart diseases, high blood pressure, dizziness, cold or any other ailment. Expecting women passenger(s) must consider their own current health status, risks and stage of pregnancy before proceeding with transport.
All risks arising from transport in this context are taken by the transported person under his/her own responsibility. As a general rule, smoking is not allowed, and costs related to cabin cleaning will be charged to the Charterer. However, smoking might be allowed on specific flights depending on the individual aircraft and operator. This should be specifically requested and also confirmed in advance.
- Payments
Payment terms are specified in the Charter Agreement and Gayo Aviations’ invoice. Unless otherwise agreed, payments are due immediately and in full following receipt of the invoice and must be credited to Gayo Aviation’s account as per stipulated payment timelines and before commencement of the flight. Gayo Aviation shall be entitled to collect the payments directly from the Charterer or through its partners/agents/associates, to facilitate payment collections from the Charterer, and invoices may be raised accordingly.
Time of payment is of the essence in this Agreement. In case of late or incomplete payments, Gayo Aviation, reserves the right to cancel the Charter and terminate the Charter Agreement at the expense of the Charterer and deny boarding. Gayo Aviation shall also be entitled to recover from the Charterer any applicable cancellation or other charges including any such charges imposed by the Operator and passed on to Gayo Aviation.
The Charter Price/quotation and its corresponding invoice are valid for 07 days. However, this is not the final invoice. A final invoice shall be billed for: a) Changes in Flying Hrs (Flying Hrs. mentioned in the quotations is only indicative and subject to diversions/deviations as mentioned in paragraph 2 above), b) De-icing c) Special catering, VIP services, on-ground services, (d) other costs not specifically included in Charter Price as mentioned in paragraph 2.1 above. d) Fuel fluctuations and other variables as described below. e) Delays as described below and (f) any other costs or reasons as specified in this Agreement. Settlement of the difference (if any) in the final invoice will have to be done within 2 working days of the receipt of the invoice.
The Charterer shall pay Gayo Aviation the Charter Price and any other sums as set out in the Agreement at the time and in the currency, as specified in the Charter Agreement, without set-off, deduction or counterclaim. In the event that the Charterer is required to withhold or deduct any part of any payment payable to Gayo Aviation (for tax or other purposes), it shall pay such additional amount as may be necessary so that, after making such withholding or deduction, Gayo Aviation shall receive from the Charterer the full amount of such payment. The Charter Price and all other charges provided for in the Charter Agreement are exclusive of any value added or sales taxes which shall be paid in addition by the Charterer at the prevailing rate. If for any reason, any payment due to Gayo Aviation hereunder is not made on the due date, then the Charterer shall also pay to Gayo Aviation, simple interest on the unpaid amount at the rate of 12% per annum above from the due date until the date of payment.
In the event that any damage is caused by passengers to the Aircraft, its fixtures or fittings, charges deemed reasonable by the Operator for repair or replacement will be borne by and promptly paid by the Charterer to Gayo Aviation or the Operator, as may be notified by Gayo Aviation.
8A Payment Methods
Payment can be made to Gayo via the payment methods listed in our invoice which could include payments through direct bank payment and such other modes as mentioned on our invoice. Terms and conditions of third-party payment service providers involved in processing your payments, shall also apply to your payments. Payment methods other than those mentioned on our invoice are not accepted and we reserve the right to modify the accepted modes of payment at any time.
Special Terms for payments via Digital/Crypto Currency:
If, the Charterer is desirous of paying via digital/crypto currency to Gayo then Gayo shall accordingly, for this purpose, arrange for a payment link (“Payment Link”) generated by a third-party service provider (Hayvn Global) (“Hayvn”). The Payment Link may support and accept payment in Bitcoin (BTC), Ethereum (ETH), USD Coin (USDC), and Tether (USDT), as may be modified by Hayvn from time to time.
The Payment Link can be used by the Charterer to make payments with supported digital/crypto currency (“Digital Currency”) in the manner specified on the Payment Link, such that Gayo receives the total Charter Price (and/or any other sums as set out to be payable) in the invoice raised by Gayo (“Invoiced Amount”) in the fiat currency (such as USD/AED or any other government issued fiat currency) specified in Gayo’s invoice (“Specified Fiat Currency”). The applicable exchange/conversion rate, fee and price on conversion of the selected Digital Currency to the Specified Fiat Currency is fixed by Hayvn (or other third parties) and not by Gayo. The Charterer, in addition to the Invoiced Amount, is also responsible to pay any third party transaction/processing fees, conversion or any other charges arising in relation to the transactions made through Hayvn/Payment Link (“Processing Fees”).
Gayo will confirm the receipt of the Invoiced Amount once received in its bank account in Specified Fiat Currency and the Charterer bears the risk of payment until then. If the Digital Currency paid by the Charterer, is not accepted or converted into the Specified Fiat Currency by Hayvn (or any other third-party payment processor) and/or the full Invoiced Amount in Specified Fiat Currency is not received in Gayo’s bank account by the due date specified in Gayo’s invoice, then the Charterer shall be liable to immediately pay to Gayo, the Invoiced Amount in the Specified Fiat Currency, upon being notified of such non-receipt and no flight/booking will be confirmed until then.
The parties agree and acknowledge that: (i) this Charter Agreement (and payment obligations hereunder) continue to remain in the Specified Fiat Currency and the Charterer shall be invoiced and charged in the Specified Fiat Currency; (ii) the Invoiced Amount shall only be considered as paid to Gayo after Gayo has received the full Invoiced Amount in the Specified Fiat Currency in its bank account; (iii) Gayo shall under no circumstances be held liable for any cancellation, non-completion, non-execution, reversal or pendency of any Digital Currency payment or any risk of fluctuation or conversion rate risk or any transfer/conversion delays, missing funds/Digital Currency or any other circumstances that are out of Gayo’s control; (iv) Gayo is not liable for any loss or damage that the Charterer or any other person incurs in relation to or in connection with any use or access to the Payment Link or services/platform of Hayvn (incluidng any loss of Digital Currency) or resulting from any systems failure of Hayvn (such as system or communications failure, delays in service, errors in the design or functioning), hacking, tampering, virus transmission or other unauthorized access or use of the Payment Link or any information contained therein; and (v) Gayo bears no liability or responsibility for any losses sustained or additional payments required to be made by the Charterer to pay the Invoiced Amount to Gayo, as a result of price/value fluctuation of any of the Digital Currency.
In case Charterer is entitled to any refunds, refunds will be remitted back in the Specified Fiat Currency (and not the Digital Currency used by the Charterer), less any Processing Fees and cancellation charges.
The Charterer is also solely responsible for understanding and complying with any and all laws, rules and regulations of your specific jurisdiction that may be applicable to you in connection with your use of the Payment Link and payments through digital/crypto currency, including those related to taxes or foreign currency transactions, as well as anti-corruption, anti-money laundering, reporting and disclosure obligations, and will provide all information requested by Hayvn or Gayo for the purposes of complying with any laws and regulations.
Gayo does not promote or recommend any mode of payment through Digital Currency, and the decision to make payments to Gayo through Digital Currency, has been taken by the Charterer on his/its own, and at his/its own risks. The Charterer acknowledges, accepts and understands all risks associated with any dealing in Digital Currency and is willing and able, financially and otherwise, to assume the risks arising from the same. The Charterer understands that he/it cannot cancel, reverse, or change any transaction marked as complete or pending, and there is no ‘second’ look at transmissions sent through the Payment Link, which are irrevocable. The Charterer acknowledges, accepts and understands that Gayo makes no guarantee or warranty regarding any payments/dealings in Digital Currency on Hayvn’s platform/payment link or performance of the Payment Link or services of Hayvn. Payments in Digital Currency are processed by third-party payment service providers such as Hayvn as per their own terms and conditions. Therefore, the Charterer is advised to, before using the Payment Link, review the terms and conditions and user agreement of Hayvn (as available at https://hayvnglobal.com/hayvn-pay) (“Hayvn T&C”). These Hayvn T&C highlight certain risks associated with digital/crypto currency transactions and services of Hayvn and by using the Payment Link, the Charterer is deemed to have considered, and accepted these terms and bear all such risks before using the Payment Link.
Please note that Gayo, reserves the right to stop accepting payments in Digital Currency through the Payment Link, at any time, and the Charterer will in such cases be required to make the payments through other accepted payment methods of Gayo.
- Fuel cost fluctuations and other variables
The Charter Price/quotation is subject to industry-related fuel price fluctuations and other variables. If the fuel price increases more than 5% at the origin or the destination airport between the date of quotation
and confirmation, the charter price will be adjusted accordingly. The Charter Price is also subject to surcharges imposed by the Operator for any fuel, insurance or currency variations.
- Delays caused by the Charterer
Should the period of time for which the Aircraft is available to the Charterer, as per the Charter Agreement, be exceeded because passengers and their baggage are not ready in good time, or because documents required for the journey are not available, or due to other acts or omissions or failures on the part of the Charterer, his employees, representatives, agents or passengers, and should this delay lead to any additional costs, Gayo Aviation is entitled to demand that the Charterer pay or reimburse these costs.
If the Flight is, or is to be delayed beyond the scheduled time of departure by any reason of any act or omission of the Charterer or any passenger, then Gayo Aviation may use reasonable endeavours to make arrangements with the Operator to reschedule the affected flight, at the cost and expense of the Charterer. The Charterer shall always indemnify (and hold harmless) Gayo Aviation and its representatives in respect of any loss incurred by, or increased charges levied on Gayo Aviation, as a result of such delay. If Gayo Aviation is unable to make arrangements with the Operator to re-schedule the affected flight, Gayo Aviation reserves the right in such circumstances to cancel and terminate this Agreement with respect to the affected flight and to charge the Charterer the applicable cancellation charges and costs as per the Charter Agreement.
- Flight Cancellation and Delay
In the event that: (a) any Aircraft is detained (whether lawfully or not) by any third party (including but not limited to detention by any aviation or airport authority, overflight authority or by way of lien or requisition for hire or otherwise); or (b) if the Operator has an administrator, receiver, administrative receiver, trustee or other like person appointed over a part or all of its assets or business and as a result the Operator is unable to perform the flight or if the Operator becomes insolvent, enters into voluntary liquidation or is compulsorily wound up; then in each case Gayo Aviation may use reasonable endeavours to find an alternative Operator to operate such flight. The cost of replacement (if it exceeds the original Charter Price) or any additional costs are involved in securing an alternative operator or any cancellation costs shall all be to the account of the Charterer.
In the event of any delay (other than delay for technical reasons for which the liability may rest with the Operator subject to the Operator’s terms and conditions), deviation or diversion of any Flight, the Charterer shall be 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 and whether incurred by Gayo Aviation or the Operator (and passed on to Gayo Aviation) and all of which shall be paid by the Charterer to Gayo Aviation on demand.
- Cancellations; Withdrawal from agreement; Cancellation fees
Gayo Aviation is entitled to withdraw from/terminate the Charter Agreement with immediate effect, while retaining all of its rights to any claims, and excluding all and any rights to damages or other claims on the part of the Charterer or passengers, if: (i) there is a breach of the Charter Agreement by Charterer/passenger, including without limitation, if there is delay in payment of the price of the flight or the price is not paid; (ii) insolvency proceedings are initiated against the Charterer or its assets and are still pending or if in the opinion of Gayo Aviation, the Charterer is unable to pay its debts or enters into voluntary liquidation/winding up; (iii) Factors caused by the Charterer or passengers prevent completion of the agreed flight or Force Majeure; (iv) there are other reasons that mean Gayo Aviation cannot reasonably be expected to comply with the Agreement; (v) the passengers, their baggage and/or cargo are not ready in good time before departure. In the event of any such termination, Charterer shall be liable for cancellation charges and any other ancillary costs, as applicable. In the above instances, Gayo Aviation may also make efforts to offer a flight at a later time/date, at its discretion, excluding all and any claims to a legal entitlement hereto on the part of the Charterer.
Withdrawal from the Charter Agreement or cancellation of the Charter or any Flight on the part of the Charterer must be made in writing by email. In the event of any such withdrawal/cancellation, before departure, the cancellation fees as specified in the Charter Agreement, shall apply, regardless of the reason for Charterer’s decision to cancel. The deadlines are based on the time at which Gayo Aviation receives the written notification of such withdrawal or cancellation. The Charterer also acknowledges that the cancellation charges vary and depend on the Operator and the Flight to be performed, and that the cancellation charges applied by Gayo Aviation on the Charterer represent a genuine pre-estimate of the loss and damages that Gayo Aviation will suffer and do not in any way represent a penalty. Gayo Aviation may apply any monies already received from the Charterer in satisfaction of any cancellation charges.
In addition to the cancellation fee, Charterer will be responsible for any ancillary costs resulting from flight cancellation or Charterer/passengers failure to show up for a flight, (which will be treated as a cancellation by the Charterer), including any FBO (fixed base operator); costs incurred as a result of partial completion of itinerary, including but not limited to return of aircraft to its base; costs incurred for positioning and repositioning an aircraft and flight crew in preparation for the cancelled trip, or any other fees associated with the cancelled flight.
- Exclusion of Liability; Disclaimers
GAYO AVIATION IS NOT AN AIR CARRIER OR OPERATOR OF AIRCRAFT OR AGENT OF THE OPERATOR AND ACCORDINGLY SHALL NOT BE DEEMED TO UNDERTAKE ANY CARRIAGE TO WHICH THIS AGREEMENT RELATES AS A COMMON CARRIER. CHARTERER ACKNOWLEDGES AND AGREES THAT GAYO AVIATION ACTS ONLY AS AN AGENT/BROKER OF THE CLIENT FOR THE ARRANGEMENT OF AIR TRANSPORTATION AND CHARTER AS DESCRIBED HEREIN, AND THAT GAYO AVIATION DOES NOT OWN OR OPERATE ANY AIRCRAFT. GAYO AVIATION’S RESPONSIBILITY IS LIMITED TO ENSURING THAT IT PROVIDES THE CHARTER BROKER SERVICES WITH REASONABLE SKILL AND CAR. GAYO AVIATION’S AGGREGATE LIABILITY TOWARDS THE CHARTERER, PASSENGERS OR ANY OTHER THIRD PARTY, FOR ANY AND ALL CLAIMS, DAMAGES, LOSSES AND CAUSES OF ACTION, SHALL AT ALL TIMES BE LIMITED TO AND SHALL NOT EXCEED THE COMMISSION AMOUNT RECEIVED/RETAINED BY GAYO AVIATION FOR THE RELEVANT CHARTER.
THE CHARTERER HEREBY AGREES, UNDERSTANDS AND ACKNOWLEDGES THAT GAYO AVIATION DOES NOT CONTROL THE OPERATIONS OF OPERATOR, AND THE CHARTERER ACCORDINGLY WAIVES ANY AND ALL CLAIMS AGAINST GAYO AVIATION FOR THE OPERATOR’S ACTS, OMISSIONS AND DEFAULTS, INCLUDING BUT NOT LIMITED TO TECHNICAL FAILURE OF THE AIRCRAFT RESULTING IN ACCIDENT, CANCELLATION OR DELAY OR ANY IMPOSITION OF CANCELLATION CHARGES ON THE CHARTERER OR FAILURE TO ISSUE REFUNDS. CANCELLATIONS OF ANY CONFIRMED CHARTER ITINERARY OR PORTION THEREOF IS SUBJECT TO THE TERMS AND CONDITIONS OF THE SPECIFIC AIR CARRIER/OPERATOR. GAYO AVIATION ASSUMES NO RESPONSIBILITY FOR DISPOSITION OR CANCELLATION OF ANY RESERVATION/FLIGHT(S), EITHER BY THE CHARTERER OR THE OPERATOR. WHERE PAYMENTS HAVE BEEN MADE TO THE OPERATOR AND CLIENT IS ENTITLED TO ANY REFUND, GAYO AVIATION SHALL NOT BE REQUIRED TO PROVIDE ANY REFUND UNTIL IT RECEIVES THE FUNDS FROM THE OPERATOR.
THE CHARTERER HEREBY AGREES, UNDERSTANDS AND ACKNOWLEDGES THAT THE OPERATOR SHALL BE SOLELY RESPONSIBLE FOR ALL CLAIMS ARISING OUT OF ANY AND ALL ACTIONS, INACTIONS, DEFAULTS OR UNDERTAKINGS OF THE OPERATOR OR OCCURRENCES, ACCIDENTS OR INCIDENTS THAT OCCUR ON OR IN CONNECTION WITH THE AIRCRAFT, INCLUDING, WITHOUT LIMITATION, ALL PERSONAL INJURIES, PROPERTY DAMAGE OR DEATH. GAYO AVIATION IS NOT RESPONSIBLE FOR ANY WRONGFUL OR NEGLIGENT ACT OR OMISSION BY OPERATOR OR ITS PERSONNEL AND IS NOT RESPONSIBLE FOR ANY PERSONAL INJURY, DEATH, PROPERTY DAMAGE, ACCIDENT, DELAY, INCONVENIENCE, OR CHANGE IN ITINERARY THAT MAY OCCUR.
UNDER NO CIRCUMSTANCES SHALL GAYO AVIATION BE LIABLE TO ANY PASSENGER OR CHARTERER FOR ANY TYPE OF INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY OR RELIANCE DAMAGES, WHETHER ARISING IN TORT OR CONTRACT OR ANY OTHER LEGAL OR EQUITABLE THEORY.
THE CHARTERER SHALL INDEMNIFY GAYO AVIATION AGAINST ANY LOSS, DAMAGES, LIABILITIES, COSTS OR EXPENSES OF WHATSOEVER NATURE CAUSED TO BE SUFFERED OR INCURRED BY GAYO AVIATION AND ITS OFFICERS, EMPLOYEES, AGENTS, REPRESENTATIVES OR SUB-CONTRACTORS ARISING OUT OF ANY ACT OR OMISSION OF THE CHARTERER OR ITS OFFICERS, EMPLOYEES, AGENTS, PASSENGERS WHETHER ARISING IN CONTRACT, OR TORT (INCLUDING NEGLIGENCE) OR OTHERWISE.
- Dispute Resolution
Any dispute, controversy or claim arising out of or in connection with this contract, or the breach, termination or invalidity thereof, shall be finally settled by arbitration administered by the SCC Arbitration Institute (the “SCC”). The Rules for Expedited Arbitrations shall apply where the amount in dispute does not exceed EUR 100,000. Where the amount in dispute exceeds EUR 100,000 the Arbitration Rules shall apply. The Arbitral Tribunal shall be composed of a sole arbitrator where the amount in dispute exceeds EUR 100,000 but not EUR 1,000,000.
Where the amount in dispute exceeds EUR 1,000,000, the Arbitral Tribunal shall be composed of three arbitrators. The amount in dispute includes the claims made in the Request for Arbitration and any counterclaims made in the Answer to the Request for Arbitration. The seat of arbitration shall be Malmö, Sweden. The language to be used in the arbitral proceedings shall be English. This contract shall be governed by the substantive law of Sweden, excluding its rules for conflict of laws.
- Miscellaneous
Any notice required or permitted to be given hereunder shall be in writing and be effectively served (i) if delivered personally, upon receipt by the other Party; (ii) if sent by prepaid courier service, airmail or registered mail, within five (5) days of being sent; or (iii) if sent by facsimile or email or other similar means of electronic communication, within 24 hours of being sent. Any notice required or permitted to be given hereunder shall be addressed to the address as specified in the Agreement or such other address as notified by a Party to the other Party.
Any personal information that Gayo Aviation collects will be handled in accordance with our Privacy Policy and applicable laws (including European Union’s General Data Protection Regulation, to the extent applicable) and may be used for any purpose associated with performance of this contract. In making this booking the Charterer (including on behalf of the actual passenger(s)) consents to this information being passed on to the relevant persons such as the operator, service providers, suppliers or Gayo Aviation’s agents to enable it/them to perform this contract or, if permitted by any relevant spam laws, to send marketing material, or to authorities if required under applicable laws.
The Charter Agreement is entered into by the Charterer both on its own behalf and as agent for all persons/passengers and owners of all goods carried in the Aircraft. Assignment/transfer of any rights & obligations under the Charter Agreement by the Charterer, shall require prior written consent of Gayo Aviation.
Gayo Aviation shall be entitled to assign, novate, charge, sub-contract all or any of its rights and obligations and/or performance of its services (or portion thereof) under the Charter Agreement, without intimation to or obtaining the consent of Charterer. The Charterer acknowledges and agrees that the provisions of this Agreement inure to the benefit of and are applicable to any service providers or subcontractors engaged by Gayo Aviation to perform or provide any service set forth herein, and bind the Charterer to said service providers and subcontractors with the same force and effect as they bind the Charterer to Gayo Aviation.
No party has relied on any warranty or representation of any other party except as expressly stated or referred to in this Agreement. The rights and remedies of Gayo Aviation under this Agreement are cumulative and are not exclusive of any rights or remedies provided by law. Waiver by a party of a breach or default of this Agreement by the other party shall not be construed as a waiver of any succeeding breach of the same or any other provision, nor shall any delay or omission on the part of either party to exercise or avail itself of any rights, power or privilege that it has or may have hereunder operate as a waiver of any rights, power or privilege by such party.
Should one or several provisions in the Charter Agreement, be or become invalid, this shall not affect the validity of the remaining provisions. In such instances, the invalid provision shall be replaced by a valid provision of which the meaning and intended economic effect come as close as possible to those of the original provision.
This Agreement may be executed in any number of originals or counterparts including counterparts transmitted by facsimile, or electronic mail in portable document format (“.pdf”) of an executed signature page by a Party, each of which when so executed and delivered shall be an original, but all such counterparts shall together constitute one and the same instrument.
It is essential that all messages in respect of operations be sent to the relevant email addresses that has this format: yourcontactperson@gayo.se. We accept no responsibility for delay or other consequences if messages are sent to any other email address than your authorized contact person within Gayo Aviation. Please ensure that all important operational messages are also followed up with a telephone call or WhatsApp message, especially after office hours (before or after 9-17 CET / 07-15 UTC / 15-23 HKT / 03-11 EDT / 00-06 PDT).
