The following General Terms and Conditions of Air Charter Agreement (following herein “GTCACA”), apply on all Charter Contracts and Charter Flights concluded by Marathon Airlines S.A. (following herein “Marathon”) with any respective Customer -legal or natural person- (following herein “Client”) in respect of following type of Aircrafts: Embraer Legacy 600 with Greek Registration Mark SX-KKA and Hawker 800XPi with Greek Registration Mark SX-FLY.
These GTCACA, together with the signed Charter Contract, constitutes the Entire Agreement between the Parties [“Air Charter Agreement” or “Agreement”] and apply to all charter flights from the moment at which Marathon has received the Charter Contract signed by the Client until the Aircraft reaches its final destination, except as otherwise noted herein or in the Charter Contract. In case specific arrangements have been agreed in the Charter Contract, which are in conflict with any term of these GTCACA, the respective clauses from the Charter Contract shall prevail.
A. Booking
Booking and continuously the flight, is confirmed and the Aircraft is held out of the market upon payment of the Charter Price has been received in full by Marathon under the below. In case booking was confirmed without funds to be secured, it is understood that the validity of this Agreement and Aircraft’s dispatch depends on the prior payment of the total amount of this Agreement to Marathon’s bank account.
B. Charter Price
The Charter Price is based on the planned itinerary and anticipated charges as per the Charter Contract. Additional flight time charges may be incurred in the event of weather avoidance, holding and ATC routing changes. The price is subject to the current local taxes and other public fees and as well to the fuel price fluctuations. MARATHON reserves the right to adjust the charter price in the event of Governmental Authorities imposing new taxes or fees directly connected with the flight transportation and for changes in the fuel price implemented, even after execution and signature of the Charter Contract. In any case of adjusting of the charter price, payment must be preceded and, in any case, shall occur at the same time of the adjusting notice. For the avoidance of any doubt final charter prices do not include any commissions.
C. Payment
Client shall pay Marathon the Total Amount set forth on the Charter Contract, plus any additional billing incurred after Charter Contract was signed by the Client. Payment shall be made with same day value of the signed Charter Contract, except as otherwise agreed. MARATHON will accept the following method of payment: (i) wire transfer or (ii) credit card charge which shall incur up to five (up to 5%) percent processing fee. In case Client chooses credit card as payment method, charges to Client’s credit card are deemed accepted to the amount and currency relevant to this Agreement. All Funds must be payable in Euros. In case of payment to US dollars, the corresponding exchange rate to Euros will apply. In addition, a credit card shall be provided, or other arrangements made, by Client for any additional charge incurred beyond those paid for in accordance with the payment procedures herein. Upon Completion of the Charter, MARATHON shall invoice Client for any additional charges and expenses. Payment shall be due upon presentation of invoice without deduction or set off except for any amount previously paid for anticipated charges. Should such invoice not be paid upon receipt, MARATHON will automatically, and without further notice, charge Client’s provided credit card, the balance together with an up to five ( up to 5%) percent processing fee.
D. Flight Minimum
There is a minimum flight hour charge of two (2) hours average per calendar day. For example, if a five-day trip involves only eight hours of flying, then the minimum charge will be on 10 flight hours in total.
E. Included and Excluded Costs
Charter Price includes
Standard Catering (suitable to time of day and length of flight). For the avoidance of any doubt, its Client’s obligation to check the Catering provided by Marathon. If this is not requested to be done, Catering will be deemed finally confirmed.
Crew Costs
Flight Attendant(s)
Flight Charter as per itinerary, date, departure time and passenger number
Fuel, Oil, Aircraft Maintenance, Air Navigation, Airport and Handling Charges, Passenger and Baggage Insurance and Passenger Taxes.
Charter Price does NOT include
Special catering requests (e.g. caviar, bespoke sushi, special wines, spirits, champagne etc.)
De-icing costs (applies for passenger and ferry flights)
Smoking fee: 1000 EUR (Cigarette/per flight leg)1500 EUR (Cigar/per flight leg)
Pet fee:1000 EUR
GAT/VIP Lounges Fees
Additional, enlarged or special crew or additional Cabin Crew as by Client’s and/or Passengers request. Client acknowledges and agrees that in case such request has been done, this may necessitate the additional crew being in the cabin during the flight.
Fuel and Insurance surcharges ( including war insurance)
Levies, non-objection fees, duties and royalties
Ground Transportation
Cabotage permission costs
Security Fees
Overnight Fees/After-hour airport operation fees (a minimum of 2000 Euros will be charged, whereby for Airports such as Tokyo/Seoul/Singapore, a minimum of 3000 Euros applies).
The above excluded costs, if requested by the Client, without limitation, will be invoiced separately at cost, including any applicable taxes, plus an administration surcharge of 10%.
F. Late payment responsibilities
Client shall remain responsible for all sums due hereunder until fully paid. In the event Client fails to make payment of any sum due and owing within the timeframe provided for herein, in addition to the amount due and owing, Client shall pay interest at the rate of one and one-half (1.5%) percent per month or the highest legal rate, whichever is higher until paid. Moreover, Client shall also pay for and/or reimburse Marathon for its costs related to an effort to collect amount due hereunder, including, but not limited to, reasonable legal fees and costs. If payment is due after signature of the Ai r Charter Agreement, but before Aircraft’s dispatch, Marathon has the right to refuse performance of the present Agreement as well to withdraw from the present by withholding any payment that may have been occurred as per the below cancellation policy, without prejudice to any of its additional rights.
A.Exclusive Control and Performance
Marathon has exclusive direction and control over the Aircraft, its crew and passengers and all cargo on board. Marathon agrees to undertake to provide the transportation services with due diligence but does not guarantee any speed, route, departure or arrival time or date. Marathon may at reasonable discretion of the aircraft Captain or Marathon’s Flight Operation Manager divert, postpone, or delay any charter flight. Marathon assumes no obligations to operate over any particular route or routes and Marathon is hereby authorized within reasonable limits to select the routes to be flown over or deviate from.
B.Aircraft availability
Client acknowledges that the aircraft availability is subject to, without limitation, prior booking, crew availability, weather and ATC related events, maintenance requirements, sale of the aircraft, and withdrawal from charter service.
C.Subcontracting of flight
Marathon shall be entitled to subcontract the whole or any part of the transportation services, and each such subcontractor shall be entitled to all rights, benefits, defenses, limitations and/or immunities available to Marathon pursuant to this Air Charter Agreement. Subcontractor shall be a properly certificated charter operator. Client shall have the right to refuse the subcontracted flight without penalty.
D.Aircraft substitution
Should the agreed aircraft become unavailable for any reason, Marathon shall use its reasonable endeavors to arrange for a substantially similar substitute aircraft at the best available rate among either Marathon’s fleet or approved subcontractors. Client will be provided with a written quote for the substitute aircraft to include the cancellation policy of the vendor. Any additional costs are to be borne by the Client.
E.Liberties
Marathon shall be at liberty to make interim stops for fuel, suppliers, repairs and take whatever steps and proceed with any actions it deems necessary for safety reasons and the protection of Flight and Cabin crew, the passengers, itself and the aircraft, including, without limitation, the substitution of another aircraft. Marathon shall also be excused from delay or inability to perform caused by circumstances beyond its reasonable control (Force Majeure as defined below in Section 6).
F.Right of Refusal
In addition to the rights set forth in Section 2.I., Marathon may refuse carriage of cargo, baggage, or luggage that, in its sole discretion: is improperly packaged; is not suitable for carriage; is hazardous and/or dangerous (in respect of the list of dangerous goods); exceeds the operational capacity of the aircraft; cannot be loaded within the allotted space; cannot be transported in accordance with applicable laws and regulations; or, has an aggregated value in excess of $1,000,000 with no prior special arrangements having been made.
G.Right to unilateral cancellation by Marathon
Marathon reserves the right to cancel the booking and Charter Flight(s) and apply the cancellation fee, stipulated in Section 2.H. below, should the Client/Passengers fail to present themselves at the designated time to the designated point/terminal. Marathon shall make every effort to notify Client/Passengers in a n effort to resolve the situation and keep a flexible schedule, however always subject to airport and aircraft limitations, as well as the booking schedule. Marathon reserves the right to refuse carriage of any passengers that at the time of the Charter Flight are included in any United Nations, European Union (“EU”) and/or United States of America (“US”) sanctions lists (the “sanctioned individual”), regardless of whether the charter flight originates from and/or arrives to the US and/or an EU country and irrespective of whether or not such sanctions include a flight ban. The Client accepts that Marathon shall not be liable for any losses, costs and/or expenses whatsoever resulting from refusing the sanctioned individual on the charter flight, additionally respective Cancellation Policy under Section 2.H. below will apply. In case there are Passengers not included in the sanction list, they are free to decide about the continuance of the Charter Flight but in case of their refusal to continue and/or start the Charter Flight without the sanctioned individual, it will be considered as cancellation of the Charter Flight on the Client’s behalf.
Additionally, Marathon may terminate this Air Charter Agreement by notice to the Client without any compensation and by implementing the cancellation policy noted below (Section 2.H.):
If the Client commits any breach of this Air Charter Agreement.
If Client suspends payment or goes bankrupt (or goes into liquidation) or commits an act of bankruptcy or enters into an agreement with his creditors.
If Client cancels more than two flights in a series of flights, Marathon is entitled to cancel the remaining flights in this series without being liable to pay any cancellation fee or compensation whatsoever, provided that Marathon makes use of this right of cancellation within eight (8) days after receipt of Client’s notice of cancellation of any third or more flights.
Marathon may also terminate this Air Charter Agreement without notice and by implementing of the cancellation policy below, if Marathon, in its sole discretion, determines that transportation would be unsafe or in violation of any applicable law, rule or regulation.
Client shall indemnify Marathon for all claims whatsoever put forward by passengers or any other related or third party, in connection with the cancellation occurred either from the Client or Marathon under the above.
H.Cancellation policy
If this Air Charter Agreement is cancelled, Client shall pay the following cancellation fees to Marathon:
From booking 25%of the total amount
50% 7 – 4 days prior to departure of the total amount
75% 3 – 1 days prior to departure of the total amount
100% 24hrs prior to departure or “no show” of the total amount
(including positioning without prior notice)
Flights identified as “One Way” shall be subject to a cancellation fee from booking.
A.Passenger Baggage
The following items must be declared prior to the departure date:
Drugs
Weapons
Hazardous Cargo
Unusually Heavy or Large Items
The standard per person baggage allowance is one (1) 20 kg bag plus one (1) personal item. Certain aircraft have limited baggage capacity to carry more than the standard allowance. It is the responsibility of Client to bring to Marathon’s attention prior to the flight their desire to carry an amount of luggage greater than the standard allowance. This will allow Marathon an opportunity to determine if the luggage can be carried. If the aircraft cannot be loaded with all the intended luggage it may be shipped separately via an available air freight or courier service to the destination at the option and expense of Client.
B.Hazardous Cargo
Client shall not tender to Marathon any cargo that is hazardous or dangerous (please follow this link).
C.Weapons
Client/Passenger may not bring weapons aboard the aircraft without prior arrangements. If weapons are detected, you may be subject to prosecution by law enforcement authorities.
D.Preparation and Delivery of Cargo
Client shall deliver the cargo to Marathon at the time and place indicated, properly prepared, labelled, securely packaged, and ready for transportation by aircraft. Weight and size of cargo shall be provided prior to the departure date.
E.Other Responsibilities
Client must inform in written and detailed Marathon of any passenger allergies or underlying medical conditions and/or provide any other special information referred to the Passengers, that may impair Passenger/Flight Safety. In the event that an incident occurred as a result of lack of such information, the responsibility lies solely with the Client. The Client is also obliged to inform Marathon in writing and in good time about any particularities, allergies and food preferences of the Passengers and assume full responsibility in case of failure to provide timely relevant information.
Client/Passengers must be at the designated pick-up point, at least 30 (thirty) minutes before scheduled flight departure, unless otherwise agreed with Marathon, in writing. Marathon has the right to cancel a flight if the Client is not at such designated point on time as per Section 2.G. above. Client shall be responsible for loss or damage to the aircraft or other property aboard the aircraft, including expense, claim, liability and/or suit associated therewith, caused by or attributable to Client, its employees and/or the cargo. Client shall also be responsible for any other matter allocated to it pursuant to this charter, including loss, damage, expense, claim, liability and/or suit associated therewith, to include all matters not specifically allocated to Marathon. Client agrees to indemnify and hold harmless(including legal fees and costs) Marathon of a nd from the foregoing responsibilities.
Marathon’s liability with respect to any cargo, Client, Consignee and/or any other party claiming with respect to cargo or goods and whether for loss, damage, delay, shortage, mis delivery, failure to delivery or otherwise, shall be only as follows:
A. All charter flights conducted by Marathon under the Air Charter Agreement shall be covered by aircraft liability insurance. At Client’s request, Marathon will provide Client a certificate of insurance evidencing such liability coverage. Insurance coverage for loss or damage to property (including, without limitation, baggage and personal effects) of Client or any passenger will be limited to the relevant insurance coverage in place. Upon request f rom Client, and if available, Marathon will arrange for higher coverage for any such property loss or damage in consideration of an additional charge as specified by Marathon.
B. Client shall indemnify Marathon, its employees and agents against all claims, expenses and costs, including legal costs, in respect of any liability to third parties for any damage whatsoever arising out of any act or omission on the part of Client, passengers and shippers, resulting in liability of Marathon, its employees or agents.
C. Exceptions: Marathon shall not be liable for loss, damage, delay or other result caused by:
acts of Force Majeure (as defined below in Section 6)
the act or default of Client or Passenger
the nature of the cargo or any defect, characteristic or inherent vice thereof
violation by Client or Passenger of any term or condition contained in or incorporated into the Air Charter Agreement, including, without limitation, improper packing, securing, marking or addressing, and/or failure to observe any of the terms or conditions relating to shipments not acceptable for transportation or acceptable only under certain conditions; or
compliance with the delivery provisions from Client or noncompliance with special instructions not authorized herein.
D. Limitation of Liability
Client agrees that unless a higher value is declared on the face here of Marathon’s liability for loss, damage or otherwise with respect to cargo is limited to EURO 1.00 (one Euro) per kilogram actual weight of the cargo so lost or damaged or actual loss or damage with respect to said cargo, whichever is less.
In the case of an insurable event, and provided that all insurance as is required under subsection 4(a) above is in full force and effect and no denial of coverage has occurred for any reason whatsoever (except for a denial arising solely due to Client’s own actions or failure to act), Client agrees that the insurance proceeds to which it is entitled will be accepted as Client’s sole recourse against Marathon for any loss or damage to Client except to the extent caused by or due to the gross negligence or wilful misconduct of Marathon.
In no event shall any Party be liable to the other or have any duty for indemnification or contribution to the other, for any claimed indirect, special incidental, consequential or punitive damages, costs or expenses, including attorneys’ fees and including damages for loss of revenue, profit, business opportunities and the like, even if such Party had been advised, or knew or should have known of the possibility of such damages.
Marathon’s customer care team will arrange catering for the booked trip, by taking into account any information provided under 3.E. above. Our custome rcare team will strive to meet your requests; however, it is not uncommon for some items to be unavailable. In this case, we will strive to match your requests as closely as possible.
Marathon may cancel or delay charter flight(s) under this Agreement without being liable to pay any cancellation fee or compensation whatsoever in the event that the charter flight(s) cannot be performed or completed due to any cause beyond the control of Marathon including, but not limited to, strikes, lock-out, civil commotion, war or warlike operations or imminence thereof, riots, civil war, blockade, embargo, act or omissions of governmental authorities including all civil aviation authorities, acts of God, fire, flood, fog, frost, ice, storms, epidemics, quarantine, hijacking, requisition of aircraft by Public Authorities, breakdown or accident to aircraft, or if the safety of passengers and/or property is deemed by the aircraft captain or Marathon’s Flight Operation Manager to be in jeopardy(collectively, “Force Majeure”). In case of such cancellations Marathon shall be under no obligation or liability to Client beyond refund of the agreed charter price for such cancelled flight(s), or in case of cancellation of part of a charter flight such part of the charter price relating to the cancelled part of the flight.
Client is not entitled to assign his rights or sublet under this Air Charter Agreement, partly or in full, without the express permission in writing of Marathon. All empty leg flights stipulated in the present Agreement as well as all empty leg flights in connection with performance of the flight(s) agreed upon in this Agreement are at the exclusive disposal of Marathon.
Client shall ensure that each passenger is in normal health, capable of undertaking the flight contemplated and that passengers are in possession of all documents enabling them to comply with all formalities and regulations both in respect of themselves and their baggage and Client is responsible for all duties, fees and charges in this connection.
A. Client ensures that the passenger’s baggage does not contain anything of a hazardous nature or of a nature prohibited by any country or state involved and that the passengers are not accompanied by animals of any kind. Animals may be permitted aboard only with t he express permission of Marathon.
B.If Marathon is fined or has to meet expenses due to non-compliance on the part of Client, passengers or shippers with all formalities or regulations under which the air transportation is performed, Client shall indemnify Marathon for all such fines, expenses and additional costs.
A. Cargo Liability
Limitations on International Flights. In the event of an international shipment, the transportation of the cargo and Marathon’s liability here under shall be subject to the Convention for the Unification of Certain Rules Relating to International Carriage By Air signed at Montreal in May of1999 as amended by any protocol to which the United States is a signatory (the “Montreal Convention”); any provision hereof contrary to the Montreal Convention shall be deemed superseded and amended by the applicable provision(s) of the Montreal Convention, but all remaining terms and conditions shall continue to be applicable. MARATHON’s liability under the Montreal Convention shall be limited to the sum of 17 Special Drawing Rights (“SDR”) per kilogram unless Client has made in writing, at the time when the cargo was handed over to PP, a special declaration stating the declared value of said cargo. Client may be responsible for additional fees to the extent the declared value of said cargo exceeds the limits of the Montreal Convention.
B. Liability Limitation
Regarding Passengers on International Flights. With respect to all international flight s and unless otherwise expressed in this Agreement, Marathon, its employees and agents who take part in the execution of the Air Charter Agreement shall never be subject to any other and/or higher liability than provided for in the Montreal Convention where the Montreal Convention is applicable. Marathon is limited to the following amounts: a) persons: 100,000 SDRs p er person and b) baggage: 1,000 SDRs per passenger unless the passenger has made in writing, at the time when the checked baggage was handed over to Marathon, a special declaration stating the declared value of said checked baggage. Client or its passenger(s) may be responsible for additional fees to the extent the declared value of said checked baggage exceeds the limits of the Montreal Convention. Client is responsible for providing information to all passengers about these limitations.
C.Client shall indemnify Marathon, its employees and agents with regard to all economic consequences of Marathon, its employees and agents being charged with any other and/or higher liability than mentioned in this Section 9. This Section 9(c) shall not be effective as a limitation of Marathon’s liability under the Montreal Convention.
Form and Compliance with valid Travel Documents and Visa Requirements
A. Information must be provided by filling out the KYC Form provided by Marathon in respect of the Client as well each of the Passengers, at least 72 hours prior to departure, in order to make the necessary customs and immigration arrangements. In any case this obligation is a condition precedent before aircraft’s dispatch. Noncompliance with this obligation suspends Marathon’s obligation to perform the agreed charter flight schedule and respective cancellation policy under Section 2.H. above applies.
B. Each Passenger must have a:
Valid Passport
Valid Visa (where applicable)
proof of required vaccination (where applicable)
any additional requirement under applicable legislation in the country of departure or arrival
For the avoidance of any doubt, completeness of the applicable travel documentation of the Passenger’s lies solely on Client’s responsibility and liability, to whom any fine or penalty imposed to Marathon because of non-compliance by the Passengers of those documents, will be charged.
This charter shall be governed by the laws of the state of Greece, and the courts of Athens shall have exclusive jurisdiction to settle any dispute arising out of or in connection with this charter and/or the transportation of the cargo hereunder, with the substantially prevailing party to recover its reasonable legal fees and costs. The illegality or non-validity of any paragraph, clause or provision contained or referred to in this Agreement shall not affect or invalidate any other paragraph or provision hereof. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be original, and all of which together shall constitute one and the same Agreement. A signature delivered by facsimile shall be deemed to be an original signature and shall be effective upon receipt thereof by the other party.
This document, the Charter Contract and respective documents, such as air waybill and any agreed attachments and special understandings here to constitute the entire agreement between the parties with respect to the transportation of the cargo, superseding and negating all prior or contemporaneous agreements, written and oral. This agreement may not be modified or amended except by a writing signed by both parties. The headings used herein are for convenience only, are not substantive and may not be used to interpret the agreement between the parties.
13.Legal Compliance and Ethics
Marathon Airlines is committed abiding by all the relevant legal stipulations and requirements, in doing business. As such, we abide by include national legislation relevant to privacy policy (please follow this link), anti-corruption as well as international conventions ratified under Greek Law: (i) the OECD Convention on Combating Bribery of Foreign Public Officials in International Business Transactions (Paris, 1997), (ii) Criminal Law Convention on Corruption (Council of Europe, Strasbourg, 1999), (iii) United Nations Convention Against Corruption (Merida, 2003), (iv) Civil Law Convention on Corruption by the Council of Europe (1999).
– Additionally, International Legislation and Best Practices, as follows: U.S.A. Foreign Corrupt Practices Act (FCPA)
– U.S.A. Federal Sentencing Guidelines for Organizations (FSGO): Compliance and Ethics Program
– UK Bribery Act2010
– Adequate Procedures – Guidance to the UK Bribery Act 2010
-United Nation Global Compact 10th Principle
Marathon Airlines shall refuse services to individuals that may be found on EU, US, UK et al Persons of Interest lists, that is, any list promulgated by authorities under applicable legislation and US Sanctions laws that restrict or prohibit dealings with identified persons or entities, including but not limited to, (i) the Office of Foreign Assets Control (“OFAC”): Specially Designated Nationals (“SDN”) list, Foreign Sanctions Evaders List, Sectoral Sanctions Identifications List; (ii) Bureau of Industry and Security (“BIS”) Entity List and Denied Parties List; (iii) the Consolidated list of persons, groups and entities subject to EU financial sanctions, and; (iv) Company Consolidated List of Financial Sanctions Targets in the UK.