Terms and Conditions of Use of Signature Flight Support Ground Handling/Refueling Services in EMEA
You hereby acknowledge and agree that Your use of the Ground Handling Services, Short-Term Hangarage Services and/or Refuelling Services (as applicable) arranged by Signature Flight Support at airports across the EMEA region is governed by the following terms and conditions ("T&Cs"), unless there is a Standard Ground Handling Agreement ("SGHA") in place between You and Signature Flight Support in which case that SGHA shall prevail over these T&Cs. As set out in the Charge Note, services ticked on the accompanying Charge Note will be referred to as the “Services”. If no Charge Note has been issued, then the services which have been provided or invoiced for will be considered the “Services”.
"SFS", "Our" and "Us" are references to Signature Flight Support UK Regions Limited, Signature Flight Support London Luton Limited or another subsidiary of Signature Aviation plc, respectively, as the context requires.
"You", "Your" and "Yourself" are references to the carrier company, passenger carried by the carrier company, any third party engaged by the carrier company and/or any third party who is acting on behalf of the carrier company and/or passenger, as the context requires.
1.1. You represent that You, Your aircraft (for the purpose of these T&Cs, “Aircraft” means the aircraft as detailed in the accompanying Charge Note) and its owner(s)/operator, Your passengers, Your origin, Your destination, and the purpose of Your route are not subject to sanctions, that the flight is being carried out in compliance with applicable trade controls, and that by SFS providing the Services will not cause Us to be in violation of any trade controls or subject to any sanctions or other penalties. Trade controls include restrictions on: (i) transactions or other dealings with sanctioned countries/territories or sanctioned entities, individuals, or governments; (ii) exports, re-exports, and other transfers of goods, software, and technology across borders, or to persons of other nationalities; and (iii) direct or indirect support of certain unsanctioned non-U.S. boycotts. You retain responsibility for compliance with all applicable trade controls. Any violation SFS discovers may result in immediate termination of the Services and may be reported to law enforcement authorities.
1.2. If there is a credit agreement in place between You and SFS, SFS shall send You invoices for the Ground Handling Services, Short-Term Hangarage Services and/or Refuelling Services performed hereunder, which You shall pay by bank transfer within thirty (30) days of the date of the relevant invoice as set out in Section 3 of the credit agreement or such other date as may be specified on the invoice.
1.3. Subject to the provisions of paragraph 1.7(iii) and (iv), in the event that there is no credit agreement in place between You and SFS, You shall pay for the Ground Handling Services, Short-Term Hangarage Services and/or Refuelling Services performed by SFS either by way of bank wire transfer in immediately available funds to an account designated by SFS, using a credit card, or by such other method as nominated by SFS from time to time. All payments hereunder shall be made in local currency and, in the event no such currency is specified, in British pounds sterling.
1.4. All fees payable pursuant to paragraphs 1.2 and 1.3 above and 1.6 below shall be paid together with value added tax or any similar tax (if any) properly charged thereon and without set-off, demand or deduction.
1.5. In the event that any amount payable by You to SFS becomes overdue, SFS may claim interest under the Late Payment of Commercial Debts (Interest) Act 1998 and claim debt recovery costs in accordance with that Act. If there is a credit agreement in place between You and SFS, any failure to abide by the term of the credit agreement may also result in withdrawal of the credit facilities. SFS is also entitled to a general and particular lien on any of Your goods in SFS’s possession for all amounts due from You to SFS under any contract and until provided otherwise SFS is entitled to assume that such goods are Your absolute property or, if not owned by You, that You have the authority to put them in SFS’s possession subject to these T&Cs. SFS may also recover from You all costs and expenses of exercising such lien including (without limitation) storage charges.
1.6. Short-Term Hangarage Services: in the event You choose to be provided with Short-Term Hangarage Services, You acknowledge and agree to the following terms: (i) although SFS will try to take into account any specific preferences You might notify Us about, any hangarage space assigned to You on SFS premises will be on a non-exclusive and non-dedicated basis; (ii) notwithstanding any provision of these T&Cs to the contrary, SFS shall have the right to temporarily relocate Your Aircraft of these T&Cs to a similar space and/or hangars from time to time and these T&Cs shall apply with respect to such relocated space; (iii) if renting on a daily basis, You will make payment for the stay at the date agreed by SFS but no later than on departure (unless by written consent of both You and SFS); (iv) if renting on a monthly basis, You agree to make payment on the first day of the month thereafter; (v) SFS or its subcontractors shall have the primary responsibility to tow Your Aircraft. You shall permit SFS or its subcontractors: to manoeuvre Your Aircraft within SFS’s premises; to park Your Aircraft anywhere on SFS’s premises; to move Your Aircraft in order to facilitate the proper operation of such premises, the manoeuvring of other aircraft or equipment or for the successful delivery of the Short-Term Hangarage Services in general; (vi) You will not start or run Your Aircraft’s engine, or in any way undertake the towing/repositioning of Your Aircraft, while it is in its allotted space or on SFS’s premises; (vii) You will ensure that Your Aircraft is in a safe condition before entering its allotted space or on SFS’s premises and not endanger, remove or interfere with property belonging to SFS or any other person while Your Aircraft is in its allotted space; (ix) You represent to SFS that You currently maintain, from reputable insurance carriers, policies of aircraft and comprehensive general liability insurance with respect to Your Aircraft, operations and maintenance, as well as, “all risk” type hull insurance on Your Aircraft and engines. In the event claims are also made against SFS’s insurance carriers, Your insurance carriers shall provide primary coverage; and (x) You will not use Your Aircraft’s allotted space for, and will not permit the operation of, a fixed base operation or any business substantially similar to any portion of SFS’s authorised general or commercial aviation operations at the Airport.
1.7. Subject to paragraphs 1.8 and 1.9, SFS’s maximum aggregate Liability to You will be limited to an amount not exceeding the level of deductible under Your Hull All Risk Policy which shall not, in any event, exceed USD 1,000,000 except that loss or damage in respect of any incident below USD 3,000 shall not be indemnified. For the purposes of this paragraph 1.7 and paragraphs 1.8 and 1.9, “Liability” shall mean liability arising out of or in connection with these T&Cs, whether in contract, tort, misrepresentation, restitution, under statute or otherwise, including (without limitation) any liability arising from a breach of, or a failure to perform or defect or delay in performance of, any of a party’s obligations under these T&Cs, in each case howsoever caused including (without limitation) if caused by negligence.
1.8. SFS and its employees, agents, and affiliates will have no liability to You for any:
- (a) loss of profit (whether direct, indirect or consequential);
- (b) loss of use, loss of revenue, loss of production or loss of business (in each case whether direct, indirect or consequential);
- (c) loss of goodwill, loss of reputation or loss of opportunity (in each case whether direct, indirect or consequential);
- (d) loss of anticipated savings or loss of margin (in each case whether direct, indirect or consequential);
- (e) loss of bargain (whether direct, indirect or consequential);
- (f) liability of the You to third parties (whether direct, indirect or consequential); or
- (g) indirect, consequential or special loss, subject always to paragraph 1.9.
1.9. Nothing in these T&Cs will operate to exclude or restrict any Liability of a party:
- (a) for its fraud or fraudulent misrepresentation or fraud or fraudulent misrepresentation by a person for whom it is vicariously liable; or
- (b) for any matter for which it is not permitted by law to exclude or limit, or to attempt to exclude or limit, its liability.
Any Liability of SFS which falls within this paragraph 1.9 will not be taken into account in assessing whether the financial limit in paragraph 1.7 has been reached.
1.10. You shall not make any claim against Us and agree to indemnify Us and Our employees, agents and affiliates in respect of any claims, liabilities, costs, expenses, damages and losses (including any direct or indirect losses or consequential losses, loss of profit, loss of reputation, penalties, and legal costs and all other professional costs and expenses) (“Losses”) suffered or incurred by Us arising out of or in connection with the provision of Ground Handling Services, Short-Term Hangarage Services and/or Refuelling Services pursuant to these T&Cs, unless such Losses occur because of the gross negligence or wilful misconduct of SFS or one of its employees, agents or affiliates.
1.11. If any part of these T&Cs are found by a court or authority of competent jurisdiction to be illegal, unlawful, void or unenforceable, such term shall be deemed to be severed from the remaining T&Cs and this shall not affect the remainder of the T&Cs which shall continue in full force and effect.
1.12. These T&Cs are subject to English law and any dispute (including in relation to non-contractual disputes) shall be subject to the non-exclusive jurisdiction of the English courts. Nothing in these T&Cs affects Your statutory rights.
1.13. SFS reserves the right to unilaterally modify these T&Cs at any time without notice.
1.14. Any handwritten amendments or changes made to the Charge Note are subject to approval by SFS’s accounting and/or legal department. You acknowledge that signature of the Charge Note confirms that the Services have been rendered, and in case that the Charge Note has not been signed, then the acceptance of Services will be deemed as acceptance of these T&Cs. Both parties acknowledge and agree that over payments will be refunded and under payments will be invoiced.
1.15. No party shall be deemed in default of these T&Cs to the extent that any delay or failure in the performance of its obligations under these T&Cs results from any cause beyond its reasonable control and without its fault or negligence, such as acts of God, acts of civil or military authority, embargoes, epidemics, war, riots, insurrections, fires, explosions, earthquakes, floods, unusually severe weather conditions, labour disputes or unavailability of parts. In the event of any such excused delay, the time for performance shall be extended for a period equal to the time lost by reason of the delay.
2. Prohibited Conduct
2.1. SFS services and premises must not be used for any unlawful purpose whatsoever (including, without limitation, in contravention of applicable anti-bribery and corruption laws or regulations – including the UK Bribery Act 2010 and Foreign Corrupt Practices Act of 1977 - or any sanctions imposed by any regulatory authority worldwide).
2.2. You procure that You comply with all applicable laws, statutes, regulations and codes relating to anti-bribery and anti-corruption including the Bribery Act 2010.
2.3. In order to preserve the privacy and confidentiality of other passengers, You must conduct Yourself in an appropriate manner and must not approach any other passengers or disclose the presence of such passengers to any third party. SFS reserves the right, at its sole discretion, to remove You from Our premises in the event of inappropriate conduct or conduct which infringes the rights (or inhibits the peaceful use and enjoyment of SFS) of any other passenger.
2.4. You agree to comply with any laws in force in the United Kingdom from time to time that relate to data protection, the processing of personal data and privacy applicable to the parties to these T&Cs and/or the subject matter or performance of these T&Cs. In the unlikely event that You will process any personal data under these T&Cs, You will enter into Our standard data protection terms (or such equivalent terms as may be updated from time to time).