Charter Service Contract

CHARTER SERVICE CONTRACT

This Charter Service Contract ("Agreement") is entered into as of by and between:

Parties

WHEREAS

WHEREAS, Operator represents that it is duly licensed, insured, and qualified to provide charter transportation services and possesses the equipment, personnel, and facilities necessary to perform the services described herein; and

WHEREAS, Client desires to engage Operator to provide charter services on the terms and conditions set forth in this Agreement; and

WHEREAS, the parties desire to set forth the terms of their agreement with respect to the charter services to be provided.

Scope of Work

Operator shall provide charter services in accordance with the terms of this Agreement. The specific services, locations, dates, equipment, crew assignments and any special requirements shall be set forth below:

Scheduled service start date: and scheduled service end date: .

Pickup location: • Drop-off location: .

Estimated number of passengers or units:

Payment Terms

Client shall pay Operator the total charter fee as set forth below. All amounts are stated in lawful currency.

Deposit due date: . Remaining balance due: .

Late payments shall accrue interest at on any unpaid balance from the date due until paid in full. Client shall also be responsible for reasonable collection costs and attorney fees incurred by Operator in enforcing payment.

Term and Termination

This Agreement commences on the earlier of the effective date set forth above or the scheduled service start date and continues until completion of the services or the scheduled end date, unless earlier terminated in accordance with this section.

Either party may terminate for convenience by providing written notice at least days prior to the intended termination date. Operator may terminate immediately for Client default, including failure to pay, or for safety or regulatory reasons.

Cancellation by Client less than days before scheduled service may result in forfeiture of the deposit and payment of additional cancellation fees as set forth in the payment schedule.

Confidentiality

Each party acknowledges that during performance it may receive Confidential Information of the other party. "Confidential Information" means nonpublic information disclosed in connection with this Agreement, including pricing, passenger manifests, customer lists, business plans, and operational details. Each party shall (i) hold such Confidential Information in strict confidence, (ii) use it only for performance under this Agreement, and (iii) not disclose it to any third party except to employees, agents, or contractors with a need to know and who are bound to confidentiality obligations no less protective than those herein. Confidential Information does not include information that is publicly available without breach, independently developed, or rightfully received from a third party without restriction.

Insurance, Liability and Indemnity

Operator shall maintain, at Operator's expense, insurance coverage customary for charter operations, including commercial general liability and, where applicable, passenger liability coverage. Operator shall provide certificates of insurance upon reasonable request. Operator's liability for any claim arising from the services shall be limited to direct damages and shall not include punitive or consequential damages, except to the extent such damages arise from Operator's gross negligence or willful misconduct.

Client shall indemnify, defend and hold harmless Operator, its officers, employees and agents from and against all claims, liabilities, losses and expenses (including reasonable attorney fees) arising out of Client's negligence, breach of this Agreement, or acts of passengers or invitees of Client.

Safety and Compliance

Operator retains sole authority to refuse carriage or to modify operations for safety, security, weather, or regulatory compliance. Client shall comply with all reasonable safety instructions and applicable laws and regulations. Client is responsible for obtaining any permits or clearances required for events or passenger movements unless otherwise agreed in writing.

Notices

All notices required or permitted under this Agreement shall be in writing and delivered to the addresses below by certified mail, overnight courier, or personal delivery. A notice is effective upon receipt.

Governing Law; Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of laws principles. The parties agree that any dispute arising out of or relating to this Agreement shall be resolved by the state or federal courts located in that state, and each party consents to exclusive jurisdiction and venue therein.

Entire Agreement; Amendment

This Agreement, together with any written attachments, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements and understandings, whether written or oral. No amendment or modification shall be effective unless in writing and signed by both parties.

Severability

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect to the fullest extent permitted by law.

Signatures

The parties below represent and warrant that they are authorized to execute this Agreement on behalf of the party they represent.

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