Customer Booking Conditions

 

  1. Definitions

The definitions used in this Agreement have the same meaning as those used in the ATOL Regulations. The following words have the following meanings:

 

“ABTA” means the Association of British Travel Agents

 

“Agent” means the Company specified above including all current and future branches and trading addresses.

“Arrangements” means the Principal’s holiday arrangements.

“ATOL” means an Air Travel Organisers’ Licence issued by the CAA.

“ATOL Regulations” mean the Civil Aviation (Air Travel Organisers’ Licensing) Regulations 2012.

“Consumer(s)” means the person(s) or any of them who purchase any Arrangement(s) or on whose behalf any Arrangement(s) is/are purchased.

“GDPR” means the General Data Protection Regulation (EU) 2016/679 and any amendment or re‑enactment of the same and all other UK legislation implementing the EC Directive

Lead Name’ means the person over the age of 18 years named as the first person on the booking form, or any substitute for that person.

‘Licensable Transaction’ means an offer made by a Consumer (or their agent) to purchase flight accommodation for one or more persons on a flight which is accepted by an air travel organiser and constitutes an activity in respect of which that air travel organiser is required to hold an ATOL.

“PTRs” mean The Package Travel and Linked Travel Arrangements Regulations 2018

 

 

  1. Appointment

From the date of this Agreement, the Principal appoints the Agent to be its non-exclusive agent for the retail sale of the Arrangements within the United Kingdom. The Agent accepts its appointment and agrees to sell the Arrangements and perform the other obligations set out in this Agreement.

Please note that in the event of sales of non-licensable transactions being carried out by the Agent the Supplementary Agreement will not apply, and any references in this Agreement to the issue of ATOL certificates or other general ATOL obligations will not be applicable to such transactions

 

 

  1. Supplementary Agreement containing ATOL Agency Terms

This Agreement and the Supplementary Agreement constitutes the entire agreement between the parties and supersedes any prior agreement or arrangement. See also Agency Terms 1 and 11 in The Supplementary Agreement.  In the event of any conflict between the clauses in this Agreement and the Supplementary Agreement, the clauses in the Supplementary Agreement shall take precedence to the extent of any conflict only.

 

  1. Term

This Agreement shall come into force on the Commencement Date and continue indefinitely unless terminated in accordance with the provisions of Clause 11 below

 

 

  1. Financial Protection

The Principal confirms that the provisions for the protection of Consumer monies with respect to the Arrangements sold under this Agreement are ATOL number 10232 for Licensable Transactions and ABTA membership number Y6301.

 

 

  1. Duties of the Agent

6.1    To identify the Principal on all Advertising Material and to state clearly that it acts as agent for the Principal and state the Principal’s name and ATOL number on all Advertising Material and other documents issued that evidence the formation of a contract between any Consumer and the Principal;

 

6.2    To only use the Principal’s Marks on Advertising Material if it complies with all reasonable conditions the Principal may impose to protect the use of the Marks. Except as expressly stated in this Agreement this Agreement shall not be construed to be a license for either party to use the trade names, trademarks, service marks, or logos of the other party without the prior written consent of such party;

 

6.3    To provide all Consumers with the booking terms and conditions of the Principal prior to confirming their booking.

 

6.4    Not to make any representations, verbally or in writing, to any Consumer which are in addition or different to those provided by the Principal unless authorised to do so by the Principal in writing;

 

6.5   To ensure that the ATOL certificate provided to the Lead Name in respect of a booking including air transportation, sold under the Principal’s ATOL includes the information as set out in The Supplementary Agreement to this Agreement. The Agent undertakes not to accept payment for the making available of flight accommodation without supplying to the client an ATOL Certificate on behalf of the Principal ATOL holder.

 

6.6   Where the Agent makes a booking which is not a flight, Linked Travel Arrangement or flight inclusive Package as defined in PTR’s the agent agrees to provide the Lead Name with a receipt following the payment for any Arrangements, stating the amount taken on behalf of the Principal, that the Agent acts as Agent for the Principal and naming the Principal; and the confirmation document issued by the Principal as soon as it is received from the Principal.

 

6.7.  To collect from Consumers all deposits, balances, cancellation charges, amendment fees and all other monies payable by Consumers in accordance with the Principal’s applicable booking conditions and to remit those monies as shown on the Principal’s confirmation invoice, cancellation invoice or amendment invoice as applicable to the Principal by their due date.  The Agent will remain personally liable to the Principal for monies which it has failed to collect in accordance with the terms of this Agreement and the Principal’s booking conditions.

 

6.8 To comply with all relevant laws, regulations and Codes of Practice, including the PTRs, ATOL Regulations, the Consumer Protection from Unfair Trading Regulations 2007, GDPR and the ABTA Code of Conduct (including any amendments), insofar as they affect the Agent’s activities.

 

 

7.  Provision of Information

7.1    The Agent will, if required by the CAA, report to the Principal, the unique reference number of each ATOL Certificate supplied by it, along with the corresponding ATOL holder’s reference number, where it acts as agent for the Principal and where the transaction with the Consumer was a Flight-Only or a Package. If requested to do so by the CAA at any time, and including after the failure of the Principal, the Agent will provide this information to the CAA.

 

7.2    The Agent will provide any information requested by the Principal necessary to enable the Principal to comply with the ATOL Standard Terms or any term of its ATOL.

 

7.3    Immediately upon the failure of the Principal, the Agent will provide the CAA with information on money paid to it by Consumers in respect of services to be provided for future travel by the Principal to Consumers and the ATOL Certificate unique reference numbers to which they apply in a form acceptable to the CAA.

 

 

8. Complaints and Correspondence

The Agent agrees:

8.1   to use reasonable endeavors to resolve Consumer complaints of a minor nature and advise the Principal within 7 days of any complaint by a Consumer in relation to any Arrangements (including any complaint to a Trading Standards Department or a regulatory or Trade Body) that it has been unable to resolve.

 

8.2   to forward immediately to the Principal any communication or correspondence received from a Consumer and to forward immediately to any applicable Consumer any communication or correspondence intended for that Consumer received from the Principal.

 

 

9. Indemnity

The Agent agrees to indemnify the Principal for the full amount of all claims, liabilities, demands, damages, costs (including legal costs), expenses, fines and all other sums of whatever nature which the Principal reasonably incurs or becomes liable for as a result of any breach of and/or act by the Agent outside of the scope of this Agreement or the Supplementary Agreement or otherwise without the authority of the Principal.  This indemnity will continue to apply after this Agreement or the Supplementary Agreement comes to an end for whatever reason.

 

 

10.  Commission

10.1 The Principal shall pay the Agent commission on each booking made by the Agent with The Principal at such variable rates as agreed between the parties in writing from time to time, which may be included in Schedule 1 to this Agreement.

 

10.2 No commission shall be payable until the Agent has made payment in accordance with this Agreement and the Principal has issued a confirmation invoice to the Agent; and no commission shall be payable on that part of any confirmed Arrangements subsequently cancelled (by any party), save that the Agent shall be entitled to receive commission on any forfeit deposits or cancellation charges payable, provided such payment has been collected and paid to the Principal.

 

10.3 The mechanism for payment of commission is as agreed between the Agent and the Principal and may be set out in Schedule 1.

 

 

11. Term and Termination

This Agreement will continue in force indefinitely subject to termination as detailed below:

 

11.1 The Principal has the right to terminate this agreement at any time by giving notice of one month to the Agent.

 

11.2 Either party may terminate this Agreement immediately on giving written notice to the other party if the other party fails to perform or commits any serious breach of this Agreement or fails to remedy to the satisfaction of the non-breaching party, within 7 days of receiving a written request to do so, any other breach of this Agreement.

 

11.3 If in the Principal’s reasonable opinion, there is any repeated or persistent failure by the Agent to provide a service of a sufficiently high standard to Consumers, the Principal has the right to terminate the Agreement with immediate effect.

 

11.4  This Agreement shall terminate immediately without notice if either party suspends or ceases trading or indicates that it intends to cease trading or becomes unable to pay its debts as they fall due or either party has a receiver or liquidator appointed.

 

11.5 The terms of this Agreement will remain binding on the Agent even if the Principal has failed.  The Agent must keep a copy of this agency agreement for the period it is in force and for 12 months after it expires or is terminated.

 

 

 

  1. Set Off

The Agent shall not be entitled to set off or deduct any amount(s) due to it from The Principal on any basis or for any reason from any amount(s) due to The Principal on any basis or for any reason which must be paid to The Principal strictly in accordance with this Agreement. The Principal shall be entitled to deduct any sums owed to it by the Agent on any basis from any payment due to the Agent under this Agreement or any other agreement between the parties.

  1. Change of ownership or management

The Agent shall immediately notify the Principal in the event of any change of ownership or of any significant change of management of the Agent.

  1. Notices

Any notice given under this Agreement must be given in writing and sent by e-mail, fax or pre-paid first class recorded delivery post or delivered by hand to the other party’s registered or principle office. If sent by fax, e-mail or hand delivered the notice(s) will be deemed served at the moment of delivery. If sent by post it will be deemed served 48 hours from the time of posting.

  1. Confidentiality

No publicity may be given by either party about the contents of this Agreement (including for the avoidance of doubt, the commercial terms which form part of this Agreement) without the written consent of the other.

  1. General

16.1       No waiver of any breach shall be a waiver of any subsequent breach of this Agreement. Any failure to enforce or agreement not to enforce any rights under this Agreement shall not affect the rights of the party not at fault on any later occasion.

16.2        Neither party will be entitled to add to and/or amend this Agreement without the prior written consent of the other.

16.3        In the event of any inconsistency between the terms of this Agreement and any legislation, regulations, rules or codes of practice (including, for the avoidance of doubt, any issued by the CAA) by which The Principal and/or Agent is bound in the conduct of its business, the latter shall apply to the extent of the inconsistency and the terms of this Agreement shall be construed accordingly.

16.4        Neither party may assign its rights or obligations under this Agreement (in whole or part) without the prior written consent of the other.

16.5        The parties hereby exclude any rights that any other party may have in relation to this Agreement under the Contract (Rights of Third Parties) Act 1999.

 

  1. Law and Jurisdiction

This Agreement is governed by the laws of England and Wales. The parties agree to submit to the exclusive jurisdiction of the Courts of England and Wales.

 

Signed by an authorised representative                              Signed by an authorised representative
on behalf of The Principal                                                       on behalf of the Agent

 

 

 

 

 

 

SCHEDULE 1

 

AGREEMENT BETWEEN 'THE AGENT' AND AVIATE MANAGEMENT LTD ATOL NUMBER 10232 APPOINTING 'THE AGENT' AS AVIATE MANAGEMENT LTD’s AGENT PURSUANT TO ATOL REGULATIONS 12 AND 22 ON

 

Definitions

The definitions used in this agreement have the same meaning as those used in the ATOL Regulations 2012 (as amended).

Additionally, ‘Licensable Transaction’ means an offer made by a consumer (or their agent) to purchase flight accommodation for one or more persons on a flight which is accepted by an air travel organiser and constitutes an activity in respect of which that air travel organiser is required to hold an ATOL.

 

Duration of Agreement

Agency Terms 3, 5, 8, 9 and 13 remain binding on the agent even if the principal ATOL holder has failed.

 

Extent of obligations

The obligations of all parties to this agreement extend only to the parties’ conduct in respect of licensable transactions.

 

Priority of Agency terms published by CAA

Pursuant to AST 2.2 and Agency Term 1 no agency term negotiated between the principal ATOL holder and the agent may contradict or purport to contradict the CAA’s mandated terms and any that do so will be void.

 

Agency Term 1

By making available flight accommodation to consumers in the capacity of an agent, in accordance with ATOL Regulations 9, 10 and 12 the agent is deemed to have agreed to the terms of the written agency agreement between the principal ATOL holder and its agent.

The terms of the agency agreement include terms mandated by the CAA to be agreed between principal ATOL holders and agents for principal ATOL holders making available flight accommodation as agents of that principal ATOL holder.

Principal ATOL holders and agents cannot agree, whether in writing, by conduct or otherwise, any terms which contradict, or purport to contradict the terms mandated by the CAA. The agent must keep a copy of this agency agreement for the period it is in force and for 12 months after it expires or is terminated.

 

Agency Term 2.1

Agents must comply with ATOL Standard Term 1 as if they applied directly to the agent (as applicable) and any requirements to set out the principal ATOL holder’s name and number should be read as requirements to set out the agent’s principal’s name and ATOL number. For the avoidance of doubt, agents are not permitted to use the ATOL logo without the permission of the CAA.

 

Agency Term 2.2

The agent must at all times identify the selling, protecting principal ATOL holder on all publicity material (including websites and brochures) that identify a flight or flight inclusive package which the agent is holding out it can make available to consumers.

 

Agency Term 2.3

Where the agent produces a receipt for money paid by a consumer the agent must identify which part of that money is protected by the principal ATOL holder’s ATOL and which, if any, is not.

 

Agency Term 3

The agent will, if requested by the CAA, report to the principal ATOL holder the unique reference number of each ATOL Certificate supplied by it, along with the corresponding ATOL holder’s reference number, where it acts as agent for the principal ATOL holder and where the transaction with the consumer was a Flight-Only or a package. If requested to do so by the CAA at any time, and including after the failure of the principal ATOL holder, the agent will provide this information to the CAA.

 

Agency Term 4

The agent will provide any information requested by the principal ATOL holder necessary to enable the principal ATOL holder to comply with the ATOL Standard Terms or any term of its ATOL.

 

Agency Term 5

Any payment received by the agent from consumers, for services owed by the principal ATOL holder to the consumer, is received and held by the agent on behalf of and for the benefit of the Trustees of the Air Travel Trust but subject to the agent’s right and obligation to make payment to the principal ATOL holder for so long as the principal ATOL holder does not fail. If the principal ATOL holder fails the agent confirms it will continue to hold consumer payments on behalf of the Trustees of the Air Travel Trust and without any right or obligation to pay the same to the principal ATOL holder.

 

Agency Term 6.1

Where an agent makes available flight accommodation as the agent of a principal ATOL holder, the agent must ensure an ATOL Certificate is supplied to the consumer immediately and in accordance with ATOL Regulation 17, regardless of whether the ATOL Certificate is produced by the principal ATOL holder or produced by the agent on behalf of the principal ATOL holder.

 

However, if an agent organises a package which includes that flight accommodation, the agent must immediately supply a package ATOL Certificate to the consumer in the agent’s own name.

 

Agency Term 6.2

Where an agent makes available a package as agent of a principal ATOL holder, the agent must additionally obtain a Confirmation (see AST 1.11) from the ATOL holder and, once obtained, pass it immediately to the consumer by the method set out below.

 

Where an agent receives any revised Confirmation from the principal ATOL holder, it will immediately pass it to the consumer by the method set out below.

 

Note: The method for the supply of a Confirmation means:

a) in the case of a consumer who is present at the time the agent receives the Confirmation, immediately handing it to that consumer or sending it to that consumer by electronic communication;

b) in the case of a consumer who is not present at the time the agent receives the Confirmation, immediately sending it to that consumer by electronic communication or by post.

 

Agency Term 7

When accepting payments in respect of transactions the agent would need an ATOL to transact if the agent were not the agent of the principal ATOL holder, agents may only accept payment from consumers as defined in the ATOL Regulations 2012.

 

Agency Term 8

Immediately upon the failure of the principal ATOL holder, the agent will provide the CAA with information on:

a) money paid to it by consumers, in respect of services to be provided for future travel by the principal ATOL holder to consumers; and

b) the ATOL Certificate unique reference numbers issued by that agent which apply to that failed ATOL holder, in a form acceptable to the CAA.

 

Agency Term 9

The rights of the CAA and the Trustees of the Air Travel Trust to enforce any obligations under this agreement on either party are not excluded. For the avoidance of doubt, they may be enforced by the CAA and the Trustees of the Air Travel Trust.

 

Agency Term 10 

An agent is not permitted to appoint a sub-agent to perform its obligations as an agent of the principal ATOL holder on the agent’s behalf

 

Agency Term 11

If a new or revised Schedule of Agency Terms is published by the CAA in its Official Record Series 3 those new or revised terms will immediately take effect and must be included in the terms of the agency agreement between the principal ATOL holder and the agent within 3 calendar months of the publication date.

 

Agency Term 12

If the principal ATOL holder fails to comply with its obligations to a consumer and by reason thereof the agent incurs a liability or obligation to the consumer, the agent shall be indemnified by the principal ATOL holder against all consequences following from such a failure.

 

Agency Term 13

If requested by the CAA the agent will provide any information regarding the principal ATOL holder referred to in AST 4 which it holds to the CAA on demand.