Standard Terms of Business

Version 1.0 — October 2026

1. Introduction and Definitions

1.1 These Standard Terms of Business ("Conditions") are the general terms on which EJS Air Limited, a company registered in England and Wales under company number 17466179, with its registered office at 71-75 Shelton Street, Covent Garden, London, United Kingdom, WC2H 9JQ ("EJS Air", "we", "us", "our"), provides its services.

1.2 In these Conditions:

"Client"

means any person, firm, company or other organisation that requests or receives Services from EJS Air.

"Consumer"

means a Client who is an individual acting wholly or mainly outside their trade, business, craft or profession.

"Contract"

means the contract between EJS Air and the Client for the provision of Services, formed in accordance with clause 2.

"Operator"

means a licensed third-party air carrier holding a valid Air Operator's Certificate (AOC) that performs a flight arranged by EJS Air.

"Quotation"

means a written quotation, proposal or engagement letter issued by EJS Air describing the Services and the price.

"Service-Specific Terms"

means EJS Air's Charter Brokerage Terms & Conditions, Aircraft Advisory Engagement Agreement, and any other written terms EJS Air issues for a particular service.

"Services"

means the services EJS Air agrees to provide to the Client, which may include charter brokerage, aircraft advisory and consultancy, pre-purchase inspection coordination, and related aviation services, as described in the Quotation.

"Third-Party Provider"

means any Operator, maintenance or technical specialist, ground handler, airport, inspector, valuer or other supplier that EJS Air introduces to the Client or engages on the Client's behalf.

2. Application and Formation of Contract

2.1 These Conditions apply to every Contract. Where Service-Specific Terms also apply, those terms take precedence over these Conditions in the event of any conflict, and these Conditions apply to any matter they do not address.

2.2 A Client's request for Services, or acceptance of a Quotation, is an offer to purchase the Services on these Conditions. A Contract is formed only when EJS Air confirms acceptance in writing (including by email) and, where the Quotation requires one, a deposit has been received.

2.3 These Conditions apply to the exclusion of any terms the Client seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing, unless expressly agreed in writing by a director of EJS Air.

2.4 The Contract constitutes the entire agreement between the parties. The Client acknowledges that it has not relied on any statement, promise or representation made by or on behalf of EJS Air that is not set out in the Contract. Nothing in this clause limits liability for fraudulent misrepresentation.

2.5 No variation of a Contract is binding unless agreed in writing by authorised representatives of both parties.

2.6 EJS Air may revise these Conditions from time to time. The version in force when a Contract is formed applies to that Contract.

3. Our Role

3.1 EJS Air is a private aviation brokerage and advisory business. We do not own, operate, crew or maintain aircraft, and we do not carry out engineering, maintenance or inspection work.

3.2 When arranging a charter flight, EJS Air acts as agent for the Client. The contract of carriage is between the Client (or its passengers) and the Operator, on the Operator's own conditions of carriage.

3.3 When introducing the Client to a Third-Party Provider for technical, inspection or other specialist services, the contract for those services is between the Client and the Third-Party Provider directly, unless EJS Air expressly agrees otherwise in writing.

4. Quotations and Prices

4.1 The price for the Services is as set out in the Quotation.

4.2 Quotations are valid for the period stated on them or, if none is stated, for 24 hours for charter flights and 30 days for all other Services. Charter pricing depends on Operator and aircraft availability and may change before a Contract is formed.

4.3 After a Contract is formed, EJS Air may pass on to the Client any increase in cost caused by factors beyond its reasonable control, including currency fluctuations, changes in taxes or duties, fuel surcharges imposed by an Operator, changes to dates, routing or passenger numbers requested by the Client, or delay caused by the Client's instructions or failure to provide information. EJS Air will notify the Client in writing of any such increase before it is incurred where reasonably possible and, save where the increase results from the Client's own request or default, the Client may cancel the affected Services without penalty (other than costs already irrecoverably incurred) if it does not accept the increase.

4.4 Unless stated otherwise, prices are exclusive of VAT and other applicable taxes and duties, which the Client will pay in addition where applicable.

4.5 If it becomes apparent after a Contract is formed that additional Services not originally agreed are needed, EJS Air will provide a further Quotation. Additional Services are only provided once accepted by the Client in writing.

5. Payment

5.1 Payment is due as set out in the Quotation, the invoice and EJS Air's Payment Terms. Unless otherwise agreed in writing, payment is by bank transfer in cleared funds to the account stated on the invoice, in the currency stated on the invoice.

5.2 For charter flights, deposits and balances must be paid by the dates set out in the Quotation. If payment is not received when due, the Operator may release the aircraft and EJS Air will not be liable for any resulting loss.

5.3 For business Clients, time for payment is of the essence, and invoices are payable in full without set-off, deduction or counterclaim, unless EJS Air agrees otherwise in writing.

5.4 If a business Client fails to pay on time, EJS Air may, without prejudice to its other rights: (a) suspend the Services until payment is made; and (b) charge interest and compensation under the Late Payment of Commercial Debts (Interest) Act 1998.

6. Third-Party Providers

6.1 EJS Air will use reasonable care and skill in selecting Third-Party Providers suited to the Client's stated requirements. For Operators, this includes taking reasonable steps to verify that the Operator holds a valid AOC appropriate to the aircraft and route, and appropriate insurance.

6.2 EJS Air does not control, and is not responsible for, the way a Third-Party Provider performs its services. The Client's remedies for the performance of a Third-Party Provider lie against that provider under its own terms, although EJS Air will reasonably assist the Client in pursuing any complaint or claim.

6.3 Any refund, credit or compensation that EJS Air actually recovers from a Third-Party Provider on the Client's behalf will be passed on to the Client.

6.4 EJS Air may receive commission or fees from Third-Party Providers. Where it does, it will disclose this to the Client in accordance with the applicable Service-Specific Terms.

7. Client Responsibilities

7.1 The Client must:

(a) provide complete and accurate information about its requirements, passengers and any special needs, and promptly notify EJS Air of any changes;

(b) check all details in Quotations and booking confirmations and notify EJS Air immediately of any errors;

(c) ensure all passengers hold valid passports, visas and other required travel documents, and comply with customs, immigration and security requirements;

(d) where the Client owns an aircraft that is the subject of the Services, maintain insurance on that aircraft (including hull all risks and third-party and passenger legal liability) and provide evidence of it on reasonable request; and

(e) where the person instructing EJS Air does so on behalf of an organisation, ensure they have authority to bind that organisation.

7.2 EJS Air is not liable for any delay, loss or additional cost caused by the Client's failure to comply with clause 7.1.

8. Our Commitment and Liability

8.1 EJS Air will perform the Services with reasonable care and skill, in a professional manner, and in accordance with applicable law.

8.2 Advice, market information, valuations and recommendations given by EJS Air are based on its industry knowledge and the information available at the time. They are intended to support the Client's own decisions and are not a guarantee of any outcome. EJS Air does not give legal, tax, financial, insurance, engineering or airworthiness advice.

8.3 Subject to clause 8.6, EJS Air is not liable for:

(a) the acts, omissions, negligence or default of any Third-Party Provider, including in relation to flight safety, delay, cancellation, diversion, loss of or damage to baggage, or the findings or quality of any inspection; or

(b) any loss arising from a Third-Party Provider's insolvency, loss of licence or regulatory action, except to the extent caused by EJS Air's own failure to exercise reasonable care in selecting that provider.

8.4 Subject to clause 8.6, EJS Air is not liable for any indirect or consequential loss, or for any loss of profit, revenue, business, contracts, opportunity or anticipated savings, whether arising in contract, tort (including negligence), breach of statutory duty or otherwise.

8.5 Subject to clause 8.6, EJS Air's total aggregate liability arising out of or in connection with any Contract shall not exceed the fees actually received by EJS Air under that Contract.

8.6 Nothing in these Conditions excludes or limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot lawfully be excluded or limited.

9. Client Insolvency

9.1 If a business Client becomes insolvent, enters into administration, receivership, liquidation, a voluntary arrangement or any similar arrangement with its creditors (in any jurisdiction), or is otherwise unable to pay its debts as they fall due, then all sums owed to EJS Air become immediately due, and EJS Air may suspend or terminate any Contract with that Client by written notice.

9.2 On termination under clause 9.1, the Client will pay for all Services performed up to the date of termination, together with any costs EJS Air has irrecoverably committed to Third-Party Providers on the Client's behalf.

10. Events Beyond Our Control

10.1 EJS Air is not liable for any failure or delay in performing its obligations caused by circumstances beyond its reasonable control, including adverse weather, air traffic control restrictions, airspace or airport closures, acts or requirements of any government or regulatory authority, sanctions or export controls, strikes, war, terrorism, civil unrest, epidemic or pandemic, fire, flood, power or communications failure, or technical issues affecting an aircraft.

10.2 In such circumstances, EJS Air will use reasonable endeavours to minimise disruption, to help the Client find an alternative, and to recover any refund or credit due from a Third-Party Provider. Where Services can only be partly performed, the Client will pay for the Services actually performed.

11. Confidentiality and Data Protection

11.1 EJS Air recognises that many clients require discretion. We will keep confidential all information the Client provides, including passenger identities and itineraries, and will share it only with Third-Party Providers, airports, handlers and authorities to the extent necessary to provide the Services, with the Client's consent, or as required by law.

11.2 The Client will keep confidential any non-public information about EJS Air's pricing, Operators, suppliers and business methods.

11.3 EJS Air processes personal data in accordance with UK data protection law and its Privacy Policy, available at our Privacy Policy page.

12. Anti-Money Laundering and Anti-Bribery

12.1 EJS Air may carry out identity verification and source-of-funds checks, particularly for higher-value Services. The Client agrees to provide the information reasonably requested, and acknowledges that EJS Air may delay or decline Services if it is not provided.

12.2 Each party will comply with the Bribery Act 2010 and applicable sanctions laws, and will not offer, give, request or accept any bribe or improper payment in connection with any Contract.

13. Intellectual Property

13.1 All Quotations, proposals, reports and other materials prepared by EJS Air, and the EJS Air name and logo, remain the property of EJS Air or its licensors. The Client may use materials provided to it for its own purposes in connection with the Services, but may not reproduce or share them with third parties (other than its professional advisers) without EJS Air's prior written consent.

13.2 The Client warrants that any information or materials it provides to EJS Air will not infringe the rights of any third party.

14. Consumer Clients

14.1 If the Client is a Consumer, nothing in these Conditions affects their statutory rights, including under the Consumer Rights Act 2015.

14.2 Clauses 5.3 and 5.4 (business payment terms) do not apply to Consumers. Any late payment terms will be applied fairly and in accordance with consumer protection law.

14.3 Where a Contract is concluded at a distance, the Consumer may have a right to cancel within 14 days under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013. This right does not apply to passenger transport services booked for a specific date or period. For other Services, where the Consumer asks EJS Air to begin work within the cancellation period, they will pay for Services provided up to the point of cancellation.

15. Termination

15.1 Either party may terminate a Contract immediately by written notice if the other commits a material breach that is not remedied within 14 days of written notice requiring it to be remedied.

15.2 Termination does not affect any rights or obligations accrued before termination, including the Client's obligation to pay for Services performed. Clauses 8, 11, 13 and 16 survive termination.

16. General

16.1 Notices. Notices must be in writing and sent by email or by post to the other party's last known address (for EJS Air, its registered office). Emailed notices are treated as received on the next business day after sending, unless the sender receives a delivery failure message. Posted notices are treated as received two business days after posting.

16.2 Third-party rights. No person other than EJS Air and the Client has any right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of a Contract.

16.3 Waiver. A waiver of any right is only effective if given in writing, and a waiver of one breach does not waive any later breach.

16.4 Severability. If any provision of these Conditions is found invalid or unenforceable, the remaining provisions remain in full force.

16.5 Assignment. The Client may not assign or transfer any of its rights under a Contract without EJS Air's prior written consent.

16.6 Waiver of immunity. The Client confirms that its obligations under a Contract are private and commercial acts, and that neither it nor its assets is entitled to any immunity, on grounds of sovereignty or otherwise, from legal proceedings or enforcement.

16.7 Governing law and jurisdiction. These Conditions and any Contract, including any non-contractual dispute arising from them, are governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction, save that a Consumer resident elsewhere in the UK may bring proceedings in their local courts.