Article 1 – Purpose of the contract
The purpose of this contract is to define the formal, contractual, financial and technical structure of the commercial relationship between Revolution’Air (hereinafter “the Company” or “the Carrier”) and the Client, for the purpose of providing an aircraft (hereinafter “the Aircraft”) in order to carry out the flight(s) provided for in the Special Conditions. Any offer accepted between the Client and the Carrier includes the “Special Conditions” and the “REVOLUTION AIR GENERAL CONDITIONS”, which shall prevail over any other special or general conditions provided by the Client, unless otherwise specified in writing and signed by REVOLUTION AIR.
For the purposes of the Contract, “Third Parties” refers to any company, person or entity (public or private) which is:
– Either not a direct contractor with REVOLUTION’AIR
– Or for which REVOLUTION’AIR has received a mandate, written or otherwise, to contract on behalf of the Client.
Article 2 - Obligations of Revolution Air
Revolution’Air undertakes to prepare the aircraft for the flight at the scheduled time and guarantees the good technical condition of the aircraft with a qualified crew to ensure the flight.
Article 3 - Obligations of the client
In order for the contract to be fulfilled, the customer must comply with certain obligations prior to each flight as set out in the special conditions, including:
1. Providing a complete list of the passengers expected to board the aircraft
2. Provide all information requested by the Airline to comply with applicable regulations, including but not limited to requests for information or physical restrictions (medical tests) issued by the States of take-off or landing.
3. The Customer must inform the Airline of the exact number of passengers or cargo weight at least 1 (one) day before the scheduled flight, unless different conditions have been negotiated in writing.
4. In case of a group of passengers, a group representative must be appointed and all members of the group must have a copy of the above-mentioned group ticket at all times.
5. Ensure, prior to each flight, that each passenger has a ticket and, where applicable, that each passenger is included in a group ticket issued by or on behalf of the Airline,
6. Ensure compliance with all relevant regulations in force and also ensure that all passengers themselves comply with all customs, police, health and immigration laws and regulations in the countries of departure, destination and transit for all flights
7. To ensure that any Third Party whose intervention is requested by the customer and is directly or indirectly related to the performance of the contract or to each flight provided in performance of this contract, complies with all applicable laws, regulations, codes and rules. This obligation includes, but is not limited to, compliance with the rules relating to the fight against corruption, the French law n° 2007-1598 of 13 November 2007 (or any amendment or substitution thereof), as well as any text or measure adopted or to be adopted by the European Union in relation to the fight against corruption. The Client shall immediately inform Revolution’Air of any request or demand for any undue financing or benefit in connection with the performance of the Contract or for each scheduled flight under this Contract. Revolution’Air shall not be liable for any fault or damage, material or immaterial, caused by a Third Party.
The Client is responsible for travelling to the departure and arrival airports and any stopover airports in accordance with the airport access conditions. If any of the Passengers are refused entry to an airport or country of destination, the Customer shall indemnify the Airline, their respective employees and officers for any costs or expenses incurred as a result of such prohibition, namely fines, penalties or expenses resulting from measures taken by the Airline.
Article 4- Decisions of the Captain
The customer accepts that the airline may carry out the flight with a different type of aircraft from that originally agreed, provided that the change of aircraft does not affect the quality of the flight. In the event of operational and/or technical difficulties, the airline may offer the customer another aircraft or another charterer to perform the agreed flight. If the customer requires a specific aircraft or aircraft type which cannot be replaced, this must be stated and agreed in writing in the special conditions. The mere mention of a specific aircraft type or aircraft in the Special Conditions does not prevent the Airline from being able to substitute the aircraft under the provisions of this Article.
At its discretion, the Captain of the aircraft has the right to: reduce the amount of Baggage or Cargo, decide whether the flight will be operated and where the aircraft will land, and the Customer shall comply with the decisions of the Captain.
Article 5 - Unforeseen circumstances
If the carrier is unable to operate or complete any of the chartered flights agreed in this contract due to force majeure, as defined in Article 8, the carrier shall not be liable beyond the refund of the ticket price.
Article 6 - Liability
The Carrier shall not be liable for any damage, loss or expense, including consequential or non-consequential damage, whether material or immaterial, caused by the defect of any vehicle or means of transport, including defects in the Aircraft. However, the Carrier shall be responsible for and cover the additional expenses incurred for replacement transport in the event of a mechanical problem affecting the Aircraft. In such a case, the Carrier will not be liable for additional expenses related to the custody of the property or accommodation of the Passengers if suitable alternative transportation is provided within 24 hours of the original departure time of the flight concerned. The carrier will cover the reasonable costs of care of property and accommodation of passengers incurred beyond this period. The Carrier shall not be liable for any other costs or damages, whether material or immaterial, in connection with the alternative carriage and any additional delays incurred.
The Carrier shall not be liable for the negligence of any other company, person or Third Party engaged in the carriage of the Passenger or in the organisation of any journey.
In any event, the Carrier’s total liability shall not exceed twice the Contract price excluding VAT.
In addition, the Carrier shall not be liable for any total or partial breach of its obligations resulting from an act of God, force majeure, natural event, fire, act of government or state, war, civil commotion, insurrection, embargo, prevention or hindrance in obtaining raw materials, energy or other supplies, labour disputes of any kind, quarantines, epidemics, an act of any government and, in general, any reason beyond its control, such as those described in Articles 5, 6 and 8. In such cases, a partial refund may be made if the Contract has only been partially performed; a full refund may be made if the Contract has not been performed at all.
Article 7 - Agreed price
The Client accepts that the agreed price may be modified if a factor beyond the control of Revolution air occurs after this date and before the date fixed in the Special Conditions and according to the following conditions
– Fuel costs
If the cost of fuel should increase between the date of signature of the Special Conditions and the date of one of the flights provided for in the Special Conditions, Revolution’Air may increase the agreed Price to take account of this increase in the cost of fuel. Revolution’Air will inform the Client of this increase as soon as possible before the flight in question.
– Insurance and Security
If there is an increase or implementation and/or creation of a new air tax or charge or an increase in insurance costs, Revolution’Air may increase the share of the Agreed Price to correspond to such increase and/or implementation and/or creation as set out above.
The Agreed Price also includes a number of variable costs per passenger which are calculated by multiplying the cost per passenger by the number of passengers declared by the Client or, failing that, by the number of seats on board the Aircraft in accordance with the Special Conditions. In the event of an increase in the number of passengers on board the Aircraft compared to the number of passengers initially declared by the Customer, the agreed Price will be adjusted accordingly, provided that the Airline agrees to operate the flight despite the change in the number of passengers. The Airline reserves the right to refuse to operate the flight if the number of passengers on board increases. The Customer shall remain liable for the Agreed Price even if he/she decides to reduce the number of passengers, unless the Airline gives its prior written consent.
Any taxes or charges imposed by the airport or governmental authorities (local or national) relating to the carriage of passengers and/or baggage, including (but not limited to) fees, de-icing costs, no objection requests, extensions to normal airport opening hours, unscheduled stopovers, non-standard loading or unloading (such as the use of special equipment) and baggage checks and/or security charges applicable to each flight are not included in the Agreed Price will be charged separately to the Client as an additional charge.
The Client shall pay the Agreed Price and any additional charges as set out above to Revolution’Air on the date(s) and in the amounts set out in the Special Conditions.
Any amount payable by the Client under this Agreement must be paid in full, without any deduction, withholding or set-off (including, but not limited to, any deduction for bank charges applied by any bank involved in the transaction, whether issuer or payee, or any intermediary bank, or any set-off against another flight).
Unless the Client has expressly and legitimately earmarked any of his payments for the settlement of a specific debt, Revolution’Air may, at any time, without prior consultation with or authorisation from the Client, earmark any of the Client’s payments for the settlement of all or part of the sums owed by the Client under these General Terms and Conditions and the Special Conditions.
The Customer is hereby informed that late payment interest equal to the interest rate applied by the European Central Bank to its most recent refinancing operation, plus 10 points, will be due for any delay in payment from the day following the due date of payment until the date of full payment.
Article 8 – Cancellation or modification of flights
Revolution’Air is not obliged to accept the Client’s requests for changes to the programme or characteristics of each flight. The Client may however cancel any flight subject to prior written notification of his intention to Revolution’Air and immediate payment of the cancellation fee specified in the Special Conditions.
Revolution’Air cannot be held responsible for the non-execution or the delay in the execution of its obligations under the General Conditions and the Special Conditions in case of force majeure.
Force majeure and unforeseen circumstances, as defined in articles 5, 6 and 8 of the General Conditions, means any event beyond the control of Revolution’Air affecting or preventing the execution of the flight, including, but not limited to, an act of state, hijacking, civil war, insurrection, riot, fire, flood, explosion, earthquake, serious accident, epidemic, volcanic eruption, quarantine, act of terrorism, governmental action (governmental priority, allocation, regulation or provision or requisition of aircraft) or strike or labour dispute, namely those resulting in the interruption and unavailability of take-off or landing slots throughout the airport.
Force majeure and unforeseen circumstances, as defined in Articles 5, 6 and 8 of the General Conditions, include events where the airline would be unable to operate the flight due to financial difficulties for any reason (suspension of payments, filing of bankruptcy proceedings of any kind against the airline or any comparable proceedings filed against the airline in any of the countries in which the airline operates).
Article 9 – Termination
Without prejudice to Revolution’Air’s right to take legal action against the Client in order to claim compensation for all its losses, Revolution’Air may terminate the Contract to the detriment of the Client, at its discretion and without notice, immediately after informing the Client of the occurrence of any of the following events:
– Failure of the Client to pay all or part of the sums due under the Special Conditions when due;
– Admission in writing of the Client’s inability to pay its debts, state of cessation of payments; if the Client makes a general assignment for the benefit of the creditors; or initiates proceedings to be declared in voluntary bankruptcy; or is to be declared by a competent court as being bankrupt or insolvent; or is the subject of a judgment rendered against it by a court of competent jurisdiction appointing a receiver, liquidator, agent or assignee in bankruptcy or insolvency covering all or substantially all of that party’s property or providing for the winding up of its property or affairs;
– The suspension, sale, assignment or cessation of the Client’s trade or business, or the assignment, lease or other transfer of a substantial part of the Client’s assets and/or business, or in the event of a substantial change adversely affecting the Client’s assets, business, financial position or operations.
In the event of Revolution’Air terminating this agreement for any of the reasons set out in the above paragraph, the Client shall, without prejudice to any other rights held by Revolution’Air, pay to Revolution’Air the unpaid portion of the agreed Price plus default interest equal to the interest rate applied by the European Central Bank to its most recent refinancing operation plus 10 percentage points from the date of signature of the Special Conditions until the date of full payment.
Article 10 - Privacy
The tariffs of the contract of carriage, the terms of payment, the other commercial conditions and the Special Conditions are confidential and may not be disclosed by the Client to a third party except with the prior express authorisation of Revolution’Air or if required by law or a legitimate authority.
In this case, the Client to whom the General Conditions and/or the Special Conditions are requested must inform Revolution’Air immediately by registered letter with acknowledgement of receipt or by email.
Article 11 - General provisions
Any notice under or in connection with the General Conditions and/or the Special Conditions shall be in writing and shall be deemed to be valid if delivered by hand against receipt, sent by registered mail, by fax or by e-mail to the address, fax number or e-mail address specified in the Special Conditions. All notices shall be deemed to have been received as soon as they are delivered to the addressee or, in the case of a message by fax or e-mail, as soon as the said fax or e-mail is correctly sent to the fax number or e-mail address specified in the Special Conditions.
No modification or additional clause to these general conditions will be valid unless it is written and signed by both parties. The failure of Revolution’Air to exercise any right, power or privilege under these terms and conditions or the delay in exercising any such right, power or privilege shall not constitute a waiver of such right, power or privilege, nor shall the exercise or partial exercise of any one right, power or privilege preclude Revolution’Air from exercising it again in the future or from exercising any other right, power or privilege. The rights and remedies granted by the General Conditions and/or the Special Conditions are cumulative and are not exclusive of any other right or remedy granted by law. In the event that any provision of the General Terms and Conditions and/or the Special Terms and Conditions shall be unlawful, void or unenforceable, such unlawfulness, voidness or unenforceability shall not affect the legality, validity and enforceability of the remaining provisions of these terms and conditions to the fullest extent permitted by law.
Article 12 - Applicable law and jurisdiction
The validity, interpretation, performance and termination of the General Terms and Conditions and the Special Terms and Conditions are governed by French law. Any dispute, litigation or claim for damages based on the General Terms and Conditions and the Special Terms and Conditions shall be submitted to the exclusive jurisdiction of the Commercial Court of Paris.