Chartr, LLC
These Terms of Service (the “Terms”) constitute a legally binding agreement between you (“Member,” “you,” or “your”) and Chartr, LLC, a Texas limited liability company (“Chartr,” “we,” “us,” or “our”), governing your access to and use of the Chartr mobile application, website, and any related services, features, content, or functionality made available by Chartr (collectively, the “Platform”).
Chartr operates an invite-only, private membership platform designed to facilitate introductions and coordination among members in connection with whole-aircraft private charter travel. Chartr does not operate as a public marketplace, does not sell seats, and does not provide transportation services.
THE PLATFORM IS AVAILABLE ONLY TO INDIVIDUALS WHO MEET ALL ELIGIBILITY REQUIREMENTS SET FORTH BELOW.
By accessing or using the Platform, you represent, warrant, and affirm that (a) you are at least eighteen (18) years of age; (b) you are a resident of the State of Texas; and (c) you maintain a valid, current residential address within the State of Texas.
Chartr does not knowingly permit use of the Platform by individuals under the age of eighteen (18). No child profiles are created, maintained, or permitted on the Platform.
Chartr reserves the right, in its sole discretion, to require verification of age or Texas residency, suspend or terminate access if eligibility cannot be confirmed, and deny or revoke membership if any eligibility representation is inaccurate or becomes inaccurate.
ACCESS TO THE PLATFORM IS EXPRESSLY CONDITIONED ON YOUR ACCEPTANCE OF THESE TERMS AND THE CHARTR PRIVACY POLICY.
In order to create an account, log in, access, or use the Platform in any manner, you must affirmatively accept these Terms and the Chartr Privacy Policy by clicking the applicable acceptance button, checkbox, or similar mechanism presented to you during account creation, login, or continued use of the Platform.
IF YOU DO NOT AGREE TO THESE TERMS AND THE PRIVACY POLICY, YOU MAY NOT ACCESS OR USE THE PLATFORM.
If you decline to accept, fail to accept, or withdraw acceptance at any time you will be immediately denied access to the Platform, you will be logged out of the Platform, and you will be prohibited from further use of the Platform unless and until you affirmatively accept the then-current Terms of Service and Privacy Policy.
By clicking “I Agree,” “Accept,” or a functionally equivalent button or checkbox, you represent and acknowledge that you satisfy the eligibility requirements set forth in Section 1.2, you have read and understand these Terms and the Privacy Policy, you intend to be legally bound by them, and your electronic acceptance constitutes a valid and enforceable agreement equivalent to a handwritten signature.
Chartr’s collection, use, processing, disclosure, and protection of information are governed by the Chartr Privacy Policy, available at https://chartr.us/privacy (the “Privacy Policy”), which is incorporated into and made part of these Terms by reference. Acceptance of these Terms constitutes acceptance of the Privacy Policy. You may not access or use the Platform unless you accept both documents.
Use of the Platform is not permitted on a browse-wrap, implied-consent, or passive-use basis. No viewing, messaging, matching, coordination, or other Platform functionality is available unless and until you have affirmatively accepted these Terms and the Privacy Policy.
Chartr may modify these Terms and/or the Privacy Policy from time to time in its sole discretion. Chartr reserves the right to require renewed affirmative acceptance of the then-current Terms and Privacy Policy as a condition to continued access to the Platform. Failure to re-accept when required will result in suspension or termination of access.
Chartr may deny, suspend, or terminate access to the Platform at any time if you do not meet the eligibility requirements, you have not validly accepted the Terms or Privacy Policy, or you later revoke, reject, or fail to comply with them.
For purposes of these Terms, the following capitalized terms have the meanings set forth below. Defined terms may be used in the singular or plural as the context requires.
Aggregated Data may include, by way of example only, anonymized travel trends, corridor demand, seasonal patterns, usage statistics, and other analytical or statistical outputs derived from Platform data, provided that such data cannot be reverse-engineered or otherwise associated with an identifiable individual.
De-Identified Data does not include data that merely replaces identifiers with pseudonyms, hashes, or tokens where re-identification remains reasonably possible.
Chartr represents that any data monetization is limited strictly to Aggregated Data and De-Identified Data.
For avoidance of doubt, Personal Information does not include Aggregated Data or De-Identified Data.
The Platform is a technology and networking service only and does not include charter brokerage services, aircraft operations, transportation services, or flight contracting.
Member Content does not include Aggregated Data or De-Identified Data generated by Chartr.
Charter Services are not provided by Chartr and are provided exclusively by third parties pursuant to separate agreements.
All charter flights are operated solely by FAA Part 135 Operators and not by Chartr.
Chartr does not control and is not responsible for Third-Party Services.
The Platform is a private, invite-only membership network. Membership is not open to the public. Access is granted solely at Chartr’s discretion and may be revoked at any time in accordance with these Terms. An invitation to join the Platform does not guarantee acceptance, continued access, or any minimum level of service. Chartr may limit, suspend, or terminate invitations or memberships for any reason or no reason, subject to applicable law.
The Platform is intended solely for individuals who are residents of the State of Texas and who maintain a current residential address within Texas. By accessing or using the Platform, you represent and warrant that (a) you reside in the State of Texas, and (b) the residential address you provide to Chartr is a valid Texas address. Chartr does not market the Platform to residents of other states and does not intend to offer services outside of Texas. However, the existence of a Texas-focused Platform does not create any obligation on Chartr to restrict access perfectly or to monitor the location of users beyond reasonable verification measures.
Nothing in these Terms shall be construed as an offer to provide services outside Texas, or a waiver of Chartr’s right to limit or restrict access based on residency. Access to the Platform is void where prohibited, and Chartr reserves the right to deny access to any individual whose use of the Platform would subject Chartr to undue regulatory, legal, or operational risk.
Use of the Platform is limited to individuals who are eighteen (18) years of age or older. Chartr does not knowingly permit use of the Platform by minors and does not create, maintain, or allow accounts for children. Any references to children (e.g., traveling with family) are limited to high-level travel coordination purposes only and do not involve the creation of child profiles or the collection of child personal information. If Chartr becomes aware that a user does not meet the age requirement, Chartr may immediately suspend or terminate access.
Chartr reserves the right, at any time and in its sole discretion, to require verification of age, Texas residency, residential address, and/or identity, including through documentation or third-party verification services. Failure or refusal to provide requested verification, or submission of inaccurate or misleading information, may result in suspension or termination of access without notice.
Eligibility is an ongoing condition of Platform access. You agree to promptly update your information if your residency, address, or eligibility status changes. If you cease to meet the eligibility requirements, you must discontinue use of the Platform immediately. Chartr may terminate access upon learning of any change that renders a Member ineligible.
Chartr relies on Member representations regarding eligibility and does not assume a duty to continuously monitor or verify compliance absent specific reason to do so. Chartr’s failure to enforce eligibility requirements in any particular instance shall not constitute a waiver of its rights.
Chartr operates solely as a technology-based membership and networking platform. The Platform is designed to facilitate introductions, communications, and coordination among Members. Chartr does not provide aviation services, transportation services, or charter services of any kind. Chartr’s role is strictly limited to providing access to the Platform.
For the avoidance of doubt, Chartr is not an air carrier; is not an aircraft operator; is not a charter operator; is not a broker or agent for air transportation; does not hold itself out as providing air transportation; and does not arrange, price, sell, contract for, or operate flights. Chartr does not own, lease, maintain, crew, dispatch, or control any aircraft.
All charter flight services, including aircraft availability, pricing, contracting, booking, scheduling, and operation (collectively, “Charter Services”), are provided exclusively by independent third parties pursuant to separate agreements entered into directly between Members and such third parties. Chartr is not a party to any charter agreement and assumes no responsibility or liability arising from such agreements.
Chartr maintains a commercial relationship with Scissortail Aviation Advisors LLC, an independent aviation brokerage firm (the “Exclusive Broker”). Any Charter Services discussed, coordinated, or initiated through the Platform must be arranged exclusively through the Exclusive Broker, subject to separate agreements between the Member and the Exclusive Broker. Chartr does not supervise, control, or direct the Exclusive Broker and does not guarantee the performance of the Exclusive Broker or any aircraft operator.
All charter flights are operated solely by FAA-certified Part 135 operators. Chartr does not select, certify, audit, or supervise such operators and does not make any representations regarding safety, airworthiness, regulatory compliance, or operational practices.
Chartr has no control over and makes no decisions regarding aircraft selection, crew selection, routing, weather decisions, operational safety, regulatory compliance, or flight execution. All such decisions are made exclusively by third-party brokers, operators, and flight crews.
Chartr does not endorse, recommend, warrant, or guarantee any aircraft, operator, broker, or Charter Services provider. Any references on the Platform to third parties are provided for informational purposes only.
Nothing in these Terms or the Platform creates or shall be deemed to create any partnership, joint venture, agency, fiduciary, or employment relationship between Chartr and any Member, broker, operator, or third party.
Chartr does not engage in public holding out of air transportation and does not offer or advertise air transportation services to the public. The Platform is a private, invite-only membership network and is not intended to function as a marketplace for air transportation.
By using the Platform, you expressly acknowledge and agree that Chartr does not provide Charter Services; all flights are arranged and operated by third parties; Chartr bears no responsibility for flight-related outcomes; and your use of the Platform is limited to networking and coordination purposes only.
As a material condition of membership, each Member agrees that any charter flight that is discussed, initiated, coordinated, arranged, or facilitated through the Platform — including through matches, introductions, group chats, trip postings, or related communications — must be arranged exclusively through the Exclusive Broker, Scissortail Aviation Advisors LLC. This requirement applies regardless of whether the flight ultimately proceeds, pricing is obtained, a charter agreement is executed, or the flight is later modified or rebooked.
The exclusive broker requirement exists to promote regulatory compliance, ensure use of licensed and qualified aviation professionals, preserve the Chartr Member Discount, maintain consistency and safety standards, and protect the integrity and sustainability of the Platform. Members acknowledge that this requirement is reasonable and necessary for Chartr’s business model.
Each Member agrees that, for a period of twelve (12) months following any introduction, coordination, or interaction facilitated through the Platform, the Member shall not circumvent or attempt to circumvent Chartr or the Exclusive Broker by directly or indirectly arranging Charter Services with other Members, aircraft operators, brokers, or any third party introduced or identified through the Platform, outside of the Platform and the Exclusive Broker relationship. Circumvention includes, without limitation booking directly with an operator identified through the Platform, using another broker to arrange a substantially similar flight, or coordinating group travel off-platform to avoid the Exclusive Broker.
Members agree not to interfere with Chartr’s relationships with the Exclusive Broker or operators, solicit other Members to bypass the Platform or Exclusive Broker, or use information obtained through the Platform to undermine Chartr’s business model.
Members acknowledge that a breach of this Section would cause irreparable harm to Chartr for which monetary damages alone may be insufficient. Accordingly, in addition to any other remedies available at law or equity, Chartr may immediately suspend or terminate membership without notice, seek injunctive or equitable relief without the necessity of posting bond, and pursue damages to the extent permitted by law.
Chartr’s failure to enforce this Section in any particular instance shall not constitute a waiver of its right to enforce it in the future.
The obligations set forth in this Section shall survive termination of membership for the duration of the applicable non-circumvention period.
As a condition of access to the Platform, each Member agrees to provide accurate, current, and complete information; maintain the confidentiality of account credentials; use the Platform only for its intended private-network purposes; and comply with these Terms and all applicable laws. Members are solely responsible for all activity conducted through their accounts.
Members acknowledge that information shared by other Members through the Platform, including travel plans, availability, preferences, or representations, is provided as-is and without verification by Chartr. Chartr does not verify, endorse, or guarantee the accuracy, completeness, or reliability of Member Content. Members agree not to rely on Member Content for decision-making beyond preliminary coordination.
Members may use the Platform solely to participate in introductions and coordination; communicate with other Members; and engage with the Exclusive Broker for Charter Services. All use must be consistent with the invite-only, private nature of the Platform.
Members shall not, directly or indirectly violate any law or regulation; misrepresent identity, residency, or eligibility; use the Platform for commercial solicitation outside permitted Charter Services; scrape, harvest, or extract data from the Platform; share access credentials or permit unauthorized access; attempt to reverse engineer, decompile, or interfere with the Platform; use the Platform to harass, threaten, or abuse others; post unlawful, misleading, defamatory, or infringing content; circumvent or attempt to circumvent the Exclusive Broker; or use the Platform in a manner that undermines Chartr’s business model or community standards.
Chartr reserves the right, but does not assume the obligation, to monitor Platform activity; review Member Content; and remove or restrict content or access. Chartr does not guarantee continuous monitoring and does not assume responsibility for Member communications.
Nothing in the Platform or these Terms creates any fiduciary duty, duty of care, or advisory obligation on the part of Chartr toward any Member. Members remain solely responsible for their own decisions, communications, and actions.
Chartr may, in its sole discretion and without prior notice remove content, restrict features, suspend or terminate access, or take other action deemed necessary to protect the Platform or its Members. Chartr is not required to provide notice or explanation for enforcement actions, except as required by applicable law.
Failure to enforce any provision of this Section shall not constitute a waiver of Chartr’s right to enforce it in the future.
As part of the Platform, Members may create and maintain profiles containing information such as travel preferences, general availability, and coordination details. Members are solely responsible for the accuracy and completeness of their profile information. Chartr does not verify profile information and makes no representations regarding its accuracy. Chartr reserves the right to remove, modify, or restrict profiles that violate these Terms or the community standards of the Platform.
“Member Content” includes any information, text, messages, trip details, preferences, communications, or other content submitted, posted, transmitted, or made available by a Member through the Platform, including through chats, group coordination, or trip postings. Members retain ownership of their Member Content, subject to the license granted to Chartr below.
By submitting or making available any Member Content through the Platform, you grant Chartr a non-exclusive, worldwide, royalty-free, sublicensable, and transferable license to host, store, process, transmit, display, and reproduce such Member Content; use such Member Content to operate, maintain, and improve the Platform; use such Member Content for moderation, compliance, security, and enforcement; and create Aggregated Data and De-Identified Data derived from such Member Content. This license is granted solely for purposes consistent with these Terms and the Privacy Policy.
Members expressly acknowledge and agree that Chartr may analyze, aggregate, and de-identify Member Content and Platform usage data to generate Aggregated Data and De-Identified Data, which may be used for analytics, insights, business planning, and data monetization purposes. For the avoidance of doubt Chartr does not sell Personal Information, no Member Content is shared in identifiable form for monetization, and Aggregated Data and De-Identified Data do not identify individual Members and cannot reasonably be used to re-identify them.
Members acknowledge that communications and coordination through the Platform are intended for private-network use but are subject to the operational needs of the Platform. Chartr does not guarantee confidentiality of Member Content as between Members and does not assume responsibility for how other Members use information shared with them. Privacy obligations with respect to Personal Information are governed exclusively by the Privacy Policy.
Chartr reserves the right, but does not assume the obligation, to review, monitor, remove, restrict, or disable access to any Member Content that Chartr determines, in its sole discretion violates these Terms; undermines the Platform or its business model; presents legal, regulatory, or reputational risk; or is otherwise inappropriate for the Platform. Chartr is not required to provide notice or explanation for content moderation actions, except as required by law.
Chartr does not act as a publisher or editor of Member Content and does not endorse, verify, or guarantee the accuracy of any Member Content. Members remain solely responsible for their content and communications.
The license granted in this Section survives termination of membership to the extent necessary for compliance, recordkeeping, enforcement, and continued use of Aggregated Data and De-Identified Data.
The Platform may include messaging, chat, group coordination, and other communication features that allow Members to interact with one another. All communications exchanged through the Platform are initiated and controlled solely by Members. Chartr does not initiate Member communications and does not participate in communications between Members, except as necessary for platform administration, compliance, or enforcement.
Chartr does not assume any obligation to monitor, screen, review, or retain Member communications or interactions. While Chartr reserves the right to review or monitor communications in its discretion, Chartr has no duty to do so and shall not be liable for any communications, omissions, inaccuracies, or conduct occurring through the Platform.
Chartr does not guarantee that messages, notifications, or communications sent through the Platform will be delivered, received, read, or acted upon. Members acknowledge that communications may be delayed, interrupted, misdirected, or lost; and reliance on Platform communications is at the Member’s own risk.
Chartr does not guarantee that the Platform will be available at all times or without interruption. The Platform may be unavailable due to maintenance, updates, technical issues, outages, or events beyond Chartr’s control. Chartr may modify, suspend, or discontinue any aspect of the Platform at any time without notice.
Members acknowledge that the Platform is provided on an “as available” basis and agree not to rely on continuous access, uptime, or availability for time-sensitive or critical decisions. Chartr shall not be responsible for any loss, damage, or inconvenience arising from Platform unavailability or performance issues.
Chartr does not guarantee retention, storage, or availability of Member communications or content and may delete or remove content in accordance with its policies and operational needs. Members are responsible for maintaining their own records of communications and arrangements.
Chartr is not responsible for communications conducted outside the Platform, including through email, text messages, messaging apps, or other third-party channels, even if such communications relate to interactions initiated through the Platform.
This Section survives termination to the extent necessary to limit Chartr’s obligations and liability.
You acknowledge and agree that use of the Platform involves inherent risks, including risks arising from interactions with other Members, reliance on information shared through the Platform, and coordination of travel-related activities.
YOU VOLUNTARILY ASSUME ALL RISKS ASSOCIATED WITH YOUR USE OF THE PLATFORM, WHETHER SUCH RISKS ARE KNOWN OR UNKNOWN, FORESEEABLE OR UNFORESEEABLE.
You expressly acknowledge that private aviation and charter air travel involve inherent risks, including risks of personal injury, death, property damage, delays, cancellations, and operational disruptions.
Chartr does not provide Charter Services and does not control or supervise any aspect of flight operations. ALL AVIATION-RELATED RISKS ARE BORNE SOLELY BY YOU AND THE THIRD-PARTY PROVIDERS INVOLVED, INCLUDING BROKERS, OPERATORS, AND CREW.
You acknowledge that coordination of group travel, including alignment of schedules, group composition, payment arrangements, and participation decisions, involves risks arising from the actions or omissions of other Members. Chartr does not manage or guarantee group dynamics, participation, or performance and assumes no responsibility for disputes, misunderstandings, or changes in group arrangements.
You assume all risks associated with reliance on information, communications, or representations made by other Members or third parties through or in connection with the Platform. Chartr does not verify, validate, or endorse such information and is not responsible for inaccuracies, omissions, or misstatements.
To the fullest extent permitted by law, you release and discharge Chartr from any and all claims, demands, damages, losses, liabilities, costs, or expenses arising out of or relating to your use of the Platform, interactions with other Members, Charter Services or flights arranged through third parties, and aviation-related incidents or outcomes. This release applies even if a claim arises from the negligence of Chartr to the maximum extent permitted by applicable law.
You acknowledge that the risk allocation set forth in these Terms is a material basis of the agreement between you and Chartr and that Chartr would not make the Platform available without these provisions.
THE PLATFORM, INCLUDING ALL FEATURES, CONTENT, COMMUNICATIONS, AND SERVICES MADE AVAILABLE THROUGH IT, IS PROVIDED “AS IS,” “AS AVAILABLE,” AND WITH ALL FAULTS, WITHOUT WARRANTIES OF ANY KIND. CHARTR DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
WITHOUT LIMITING THE FOREGOING, CHARTR EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AVAILABILITY, SECURITY, AND QUIET ENJOYMENT.
Chartr does not warrant or represent that the Platform will meet your requirements or expectations; the Platform will be uninterrupted, timely, secure, or error-free; communications will be delivered, received, or acted upon; introductions or coordination will result in successful outcomes; or any charter flight will be available, priced favorably, or completed.
Chartr makes no representations or warranties regarding the identity, conduct, or reliability of Members; the accuracy or completeness of Member Content; the performance of the Exclusive Broker; the performance, safety, or compliance of any aircraft operator; or the suitability of any Charter Services. Any reliance on other Members or third parties is at your sole risk.
Chartr does not make any representations or warranties regarding aviation safety, airworthiness of aircraft, regulatory compliance of operators, pilot qualifications, or operational decisions.
ALL AVIATION-RELATED SERVICES ARE PROVIDED BY THIRD PARTIES, AND ANY WARRANTIES OR REPRESENTATIONS ARE PROVIDED SOLELY BY SUCH THIRD PARTIES, IF AT ALL.
Chartr does not warrant that data or content will be accurate or complete, data will be preserved or retrievable, Aggregated Data or De-Identified Data will meet any particular analytical or commercial need, or use of the Platform will achieve any business, financial, or travel objective.
No advice, information, or statements, whether oral or written, obtained from Chartr or through the Platform shall create any warranty not expressly stated in these Terms.
Some jurisdictions do not allow the exclusion of certain warranties. To the extent such exclusions are not permitted, the above disclaimers apply to the maximum extent permitted by law.
To the maximum extent permitted by applicable law, in no event shall Chartr be liable to you for any damages arising out of or relating to these Terms, the Privacy Policy, or your access to or use of the Platform, regardless of the form of action or legal theory, whether based in contract, tort, negligence, strict liability, statute, warranty, or otherwise, even if Chartr has been advised of the possibility of such damages.
Chartr’s total cumulative liability to you for all claims, causes of action, and damages arising out of or relating to these Terms, the Privacy Policy, or the Platform shall not exceed the total amount of fees actually paid by you to Chartr during the twelve (12) months immediately preceding the event giving rise to the claim.
To the fullest extent permitted by law, Chartr shall not be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, including loss of profits, loss of business, loss of goodwill, loss of data, business interruption, personal injury, death, property damage, emotional distress, or any aviation-related losses, even if such damages were foreseeable or Chartr had notice of the possibility of such damages.
Without limiting the foregoing, Chartr shall have no liability whatsoever for any losses, damages, injuries, or claims arising out of or relating to Charter Services, flight operations, aircraft, crew, brokers, operators, scheduling decisions, delays, cancellations, or aviation incidents, all of which are provided and controlled exclusively by third parties.
You agree that the limitations of liability set forth in this Section apply notwithstanding any failure of essential purpose of any limited remedy and are a fundamental basis of the bargain between you and Chartr.
You acknowledge and agree that the allocation of risk reflected in these Terms, including this limitation of liability, is reasonable in light of the nature of the Platform and the absence of direct fees for most users, and that Chartr would not provide access to the Platform without these limitations.
Some jurisdictions do not allow the exclusion or limitation of certain damages or liability. To the extent such limitations are not permitted under applicable law, Chartr’s liability shall be limited to the maximum extent permitted.
This Section survives termination or expiration of these Terms and applies to all claims, whenever asserted.
You agree to defend, indemnify, and hold harmless Chartr, its affiliates, and their respective managers, members, officers, employees, contractors, agents, and representatives from and against any and all claims, demands, actions, proceedings, damages, losses, liabilities, costs, and expenses, including reasonable attorneys’ fees and costs of defense, arising out of or relating to your access to or use of the Platform, your Member Content, your communications or interactions with other Members or third parties, your coordination or participation in any Charter Services, your violation of these Terms or the Privacy Policy, your violation of any applicable law or regulation, or your circumvention or attempted circumvention of Chartr or the Exclusive Broker.
The indemnification obligations set forth in this Section apply to all claims and liabilities of any kind, whether asserted by other Members, third parties, brokers, operators, regulators, or governmental authorities, and whether arising in contract, tort, negligence, strict liability, statute, or otherwise.
Chartr reserves the right, in its sole discretion, to assume the exclusive defense and control of any matter subject to indemnification, in which event you agree to cooperate fully with Chartr at your own expense. You may not settle any indemnified claim without Chartr’s prior written consent if such settlement would impose any liability, obligation, admission, or restriction on Chartr.
Your indemnification obligations under this Section are not subject to any limitation of liability, damages cap, or exclusion set forth elsewhere in these Terms and shall apply to the fullest extent permitted by law.
Without limiting the foregoing, you agree to indemnify Chartr from any claims arising out of your use of information, introductions, relationships, or opportunities obtained through the Platform, including claims alleging improper solicitation, interference, circumvention, misuse of information, or violation of third-party rights.
The indemnification obligations set forth in this Section survive termination or expiration of these Terms and apply regardless of when a claim is asserted.
These Terms commence on the date you first accept them by clicking the acceptance mechanism presented to you and continue in effect until terminated in accordance with this Section.
Chartr may suspend or terminate your access to the Platform, your membership, or these Terms, in whole or in part, at any time and for any reason or no reason, with or without notice, including if Chartr determines, in its sole discretion, that you have violated these Terms or the Privacy Policy, engaged in conduct that is harmful to Chartr, other Members, the Exclusive Broker, or third parties, attempted to circumvent the Platform or the Exclusive Broker, provided false or misleading information, failed to meet eligibility requirements, or created legal, regulatory, operational, or reputational risk.
Chartr may immediately suspend your access to the Platform without prior notice if Chartr believes such action is necessary to protect the Platform, its Members, its partners, or Chartr’s legal or regulatory position, including in response to suspected misconduct, security concerns, or potential violations of law.
Upon termination or suspension, your right to access and use the Platform immediately ceases, your account may be disabled or deleted, and you must discontinue all use of the Platform. Chartr has no obligation to retain or provide access to any Member Content or account data following termination, except as required by applicable law.
All fees paid to Chartr are non-refundable, and no refunds or credits will be issued for any termination or suspension, whether voluntary or involuntary, including termination for cause or at Chartr’s discretion.
Termination does not relieve you of any obligations accrued prior to termination, including payment obligations, indemnification duties, or liability for conduct occurring before termination.
Sections relating to indemnification, limitation of liability, disclaimers, intellectual property, governing law, dispute resolution, and any provisions which by their nature should survive termination shall survive any termination or expiration of these Terms.
The Platform, including all software, applications, interfaces, databases, algorithms, designs, text, graphics, logos, trademarks, service marks, trade dress, audiovisual content, data compilations, aggregated data outputs, anonymized analytics, and all other content and materials made available by or on behalf of Chartr, together with all related intellectual property rights, are owned exclusively by Chartr or its licensors. Except for the limited license expressly granted in these Terms, no rights are granted to you, whether by implication, estoppel, or otherwise.
Subject to your continued compliance with these Terms and the Privacy Policy, Chartr grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Platform solely for your personal, non-commercial use as a Member and solely in the manner permitted by these Terms. This license automatically terminates upon suspension or termination of your access for any reason.
You may not copy, modify, distribute, sell, lease, sublicense, reverse engineer, decompile, disassemble, scrape, harvest data from, create derivative works of, or otherwise exploit any portion of the Platform or its content except as expressly permitted by these Terms or with Chartr’s prior written consent.
If and when permitted from time to time, You may be able to submit, upload, or transmit certain content through the Platform, including messages, trip postings, communications, or other information. You retain ownership of your Member Content as between you and Chartr. By submitting Member Content, you grant Chartr a worldwide, perpetual, irrevocable, royalty-free, fully paid, sublicensable license to use, host, store, reproduce, modify, adapt, display, perform, analyze, aggregate, de-identify, and otherwise process such Member Content for purposes of operating, improving, securing, supporting, and monetizing the Platform in accordance with the Privacy Policy.
Chartr may generate aggregated and de-identified data derived from Member activity, usage patterns, travel coordination, demand analysis, and Platform interactions. All such aggregated and de-identified data is owned exclusively by Chartr and does not constitute personal information. Chartr may use, commercialize, disclose, and otherwise exploit such data for any lawful purpose, without restriction and without obligation to you.
If you provide suggestions, feedback, ideas, or other input regarding the Platform or Chartr’s services, you grant Chartr a perpetual, irrevocable, royalty-free, fully paid, unrestricted right to use, implement, modify, and exploit such feedback for any purpose without compensation or attribution.
Chartr’s name, logos, and all related names, logos, product and service names, designs, and slogans are trademarks of Chartr or its licensors. You may not use any of these marks without Chartr’s prior written permission.
All rights not expressly granted to you are reserved by Chartr. Any unauthorized use of the Platform or its intellectual property may result in termination of your access and may subject you to civil and criminal liability.
THE PLATFORM, INCLUDING ALL CONTENT, FEATURES, FUNCTIONALITY, COMMUNICATION TOOLS, MATCHING SERVICES, DATA, AND INFORMATION MADE AVAILABLE THROUGH CHARTR, IS PROVIDED ON AN “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS” BASIS.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CHARTR DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, RELIABILITY, AVAILABILITY, SECURITY, OR ERROR-FREE OPERATION.
CHARTR DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, TIMELY, SECURE, OR FREE OF ERRORS, DEFECTS, VIRUSES, OR OTHER HARMFUL COMPONENTS, OR THAT ANY DEFECTS WILL BE CORRECTED. CHARTR MAKES NO WARRANTY REGARDING THE ACCURACY, RELIABILITY, OR COMPLETENESS OF ANY CONTENT, DATA, TRIP INFORMATION, COMMUNICATIONS, OR USER-GENERATED CONTENT AVAILABLE THROUGH THE PLATFORM.
CHARTR IS NOT AN AIR CARRIER, AIR OPERATOR, BROKER, OR AVIATION SERVICE PROVIDER AND DOES NOT PROVIDE AIR TRANSPORTATION, PILOT SERVICES, AIRCRAFT OPERATIONS, SAFETY OVERSIGHT, OR FLIGHT EXECUTION. ANY AVIATION SERVICES, INCLUDING CHARTER FLIGHTS, ARE PROVIDED SOLELY BY THIRD-PARTY PROVIDERS, INCLUDING THE EXCLUSIVE BROKER IDENTIFIED BY CHARTR. CHARTR MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING ANY AIRCRAFT, OPERATOR, PILOT, FLIGHT, SAFETY STANDARD, REGULATORY COMPLIANCE, SCHEDULING, PRICING, AVAILABILITY, OR PERFORMANCE OF ANY THIRD-PARTY AVIATION SERVICE.
YOU ACKNOWLEDGE AND AGREE THAT ANY RELIANCE ON INFORMATION, MATCHES, COORDINATED TRIPS, COMMUNICATIONS, OR ARRANGEMENTS MADE THROUGH THE PLATFORM IS AT YOUR SOLE RISK. CHARTR DOES NOT WARRANT THAT ANY MEMBER, TRIP PARTICIPANT, OR THIRD PARTY WILL ACT IN ACCORDANCE WITH YOUR EXPECTATIONS OR THAT ANY COORDINATED TRIP WILL OCCUR AS PLANNED.
CHARTR DISCLAIMS ANY RESPONSIBILITY FOR THE CONDUCT, ACTS, OR OMISSIONS OF MEMBERS, THIRD-PARTY SERVICE PROVIDERS, BROKERS, OPERATORS, OR ANY OTHER THIRD PARTY. CHARTR DOES NOT WARRANT OR GUARANTEE THE IDENTITY, CREDENTIALS, BACKGROUND, OR FITNESS OF ANY MEMBER OR THIRD PARTY.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM CHARTR OR THROUGH THE PLATFORM SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE DISCLAIMERS MAY NOT APPLY TO YOU. IN SUCH CASES, THE DISCLAIMERS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CHARTR, ITS AFFILIATES, OWNERS, MANAGERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, CONTRACTORS, OR REPRESENTATIVES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES WHATSOEVER, INCLUDING DAMAGES FOR PERSONAL INJURY, DEATH, PROPERTY DAMAGE, LOST PROFITS, LOST REVENUE, LOST DATA, LOSS OF USE, BUSINESS INTERRUPTION, OR DIMINUTION IN VALUE, ARISING OUT OF OR RELATING TO THESE TERMS, THE PLATFORM, ANY CONTENT OR DATA, ANY MEMBER INTERACTIONS, ANY COORDINATED OR PROPOSED TRIP, OR ANY THIRD-PARTY SERVICES, WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE, WARRANTY, OR ANY OTHER LEGAL THEORY, EVEN IF CHARTR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
WITHOUT LIMITING THE FOREGOING, CHARTR SHALL HAVE NO LIABILITY WHATSOEVER FOR ANY CLAIM, LOSS, DAMAGE, INJURY, OR HARM ARISING OUT OF OR RELATING TO ANY FLIGHT, AIRCRAFT, OPERATOR, PILOT, AVIATION SERVICE, CHARTER ARRANGEMENT, SCHEDULING, DELAY, CANCELLATION, SAFETY DECISION, REGULATORY COMPLIANCE ISSUE, PRICING DISPUTE, OR PERFORMANCE OF ANY THIRD-PARTY SERVICE PROVIDER, ALL OF WHICH ARE EXPRESSLY OUTSIDE OF CHARTR’S CONTROL.
IN ALL EVENTS, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CHARTR’S TOTAL CUMULATIVE LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM SHALL NOT EXCEED THE GREATER OF THE TOTAL FEES PAID BY YOU TO CHARTR DURING THE TWELVE-MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM OR ONE HUNDRED DOLLARS ($100.00).
YOU ACKNOWLEDGE AND AGREE THAT THE FOREGOING LIMITATIONS OF LIABILITY ARE AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND CHARTR, THAT CHARTR WOULD NOT PROVIDE THE PLATFORM WITHOUT SUCH LIMITATIONS, AND THAT SUCH LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN DAMAGES OR LIABILITY. TO THE EXTENT SUCH LIMITATIONS ARE NOT PERMITTED BY APPLICABLE LAW, CHARTR’S LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
You agree to defend, indemnify, and hold harmless Chartr, its affiliates, owners, managers, officers, directors, employees, agents, contractors, representatives, and licensors from and against any and all claims, demands, actions, suits, proceedings, damages, losses, liabilities, costs, and expenses of every kind and nature, including reasonable attorneys’ fees and costs of investigation, arising out of or relating to your access to or use of the Platform, your membership, your content or communications, your interactions with other members, your participation in or coordination of any proposed or actual trip, your violation of these Terms, your violation of any applicable law or regulation, or your infringement or misappropriation of any intellectual property, privacy, publicity, or other rights of any third party.
Without limiting the foregoing, you specifically agree to indemnify and hold Chartr harmless from any claims arising out of or relating to any flight, aircraft, operator, pilot, aviation service, charter arrangement, safety decision, scheduling issue, delay, cancellation, pricing dispute, regulatory compliance issue, injury, death, or property damage, regardless of whether such claim is asserted by you, another member, a passenger, an operator, a regulator, or any other third party, and regardless of the theory of liability asserted.
You further agree to indemnify and hold Chartr harmless from any claims arising out of or relating to your failure to use the exclusive broker designated by Chartr for any charter flight arranged or discussed through the Platform, any attempt to circumvent Chartr’s booking structure, or any off-platform arrangement or transaction initiated as a result of introductions, communications, or information obtained through the Platform.
Chartr reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you agree to cooperate fully with such defense and not to settle any such matter without Chartr’s prior written consent. Your indemnification obligations under this Section shall survive termination of your membership and these Terms.
These Terms, the Privacy Policy, and any dispute, claim, or controversy arising out of or relating to the Platform, your membership, or your relationship with Chartr shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict-of-laws principles.
To the extent any dispute, claim, or controversy is determined not to be subject to arbitration as set forth in the Arbitration and Class Action Waiver provision below, you agree that such dispute shall be brought exclusively in the state or federal courts located within the State of Texas, and you hereby irrevocably consent to the personal jurisdiction and venue of such courts and waive any objection based on forum non conveniens or any similar doctrine.
You further agree that any claim against Chartr must be brought in your individual capacity and not as a plaintiff or class member in any purported class, collective, representative, or consolidated proceeding, except to the extent expressly permitted by applicable law.
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY TRIAL.
Except as expressly provided below, you and Chartr agree that any dispute, claim, or controversy arising out of or relating to these Terms, the Privacy Policy, the Platform, your membership, or your relationship with Chartr, whether based in contract, tort, statute, regulation, or any other legal theory, shall be resolved exclusively through final and binding arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules then in effect, except as modified by this Section. The arbitration shall be conducted by a single arbitrator, selected in accordance with the applicable AAA rules, and shall take place in Travis County, Texas, unless the parties mutually agree otherwise. The arbitrator shall have the authority to award any relief that would be available in a court of competent jurisdiction, except that the arbitrator shall have no authority to conduct any class, collective, representative, or consolidated proceeding or to award relief on behalf of any person other than the individual parties to the arbitration.
You and Chartr agree that arbitration shall be conducted on an individual basis only. THERE SHALL BE NO RIGHT OR AUTHORITY FOR ANY CLAIM TO BE ARBITRATED AS A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR REPRESENTATIVE ACTION. You expressly waive any right to participate in or recover relief under any such proceeding, whether in arbitration or in court, to the fullest extent permitted by law.
Nothing in this Section shall prevent either party from seeking temporary or preliminary injunctive relief in a court of competent jurisdiction in the State of Texas for the purpose of protecting its rights pending the completion of arbitration, including enforcement of confidentiality, intellectual property, or non-circumvention obligations.
You understand and agree that by accepting these Terms, you are waiving the right to a trial by jury and the right to participate in a class action or similar proceeding. This arbitration agreement shall survive termination of your membership and these Terms.
If any portion of this Section is found to be unenforceable, the unenforceable portion shall be severed, and the remainder shall be enforced to the maximum extent permitted by law; provided, however, that if the class action waiver is found unenforceable, the entirety of this arbitration provision shall be null and void.
Chartr may charge membership fees, subscription fees, access fees, or other fees in connection with the Platform or certain features or services, as determined by Chartr in its sole discretion and as disclosed to you at the time such fees are imposed. All fees are quoted and payable in U.S. dollars unless otherwise expressly stated. You agree to pay all applicable fees in accordance with the payment terms presented to you at the time of purchase or enrollment. You authorize Chartr, or its designated third-party payment processor, to charge your selected payment method for all applicable fees, taxes, and charges incurred in connection with your membership or use of the Platform.
ALL FEES PAID TO CHARTR ARE FINAL AND NON-REFUNDABLE, EXCEPT AS EXPRESSLY REQUIRED BY APPLICABLE LAW OR AS EXPRESSLY AGREED BY CHARTR IN WRITING. No refunds or credits will be provided for unused time, unused features, partial membership periods, suspension of access, termination of membership, or your decision to discontinue use of the Platform for any reason.
Chartr does not process, collect, hold, or transmit payments related to charter flights, aviation services, or any third-party services arranged through or referenced on the Platform. All such payments are made directly between you and the applicable third-party service provider, including the exclusive broker designated by Chartr, and are governed by separate agreements between you and such third parties. Chartr shall have no responsibility or liability for any such payments, pricing, refunds, disputes, or financial arrangements.
Chartr reserves the right to modify its fees or introduce new fees at any time, in its sole discretion, upon reasonable notice to you. Your continued use of the Platform following any such change constitutes your acceptance of the revised fees.
Chartr reserves the right, in its sole and absolute discretion, to suspend, restrict, or terminate your membership and access to the Platform, in whole or in part, at any time and for any reason or no reason, with or without notice, including without limitation for any actual or suspected violation of these Terms, any applicable law or regulation, any misuse of the Platform, any conduct that Chartr determines may harm Chartr, its members, its partners, or its business, or any attempt to circumvent Chartr’s booking structure or exclusive broker requirements.
You agree that Chartr shall have no liability to you or any third party for any suspension, restriction, or termination of your access to the Platform or membership, including any resulting loss of data, loss of opportunities, loss of communications, or loss of relationships formed through the Platform. Upon termination or suspension of your membership for any reason, your right to access and use the Platform shall immediately cease, and you shall remain bound by all provisions of these Terms that by their nature should survive termination, including without limitation limitations of liability, indemnification obligations, dispute resolution provisions, non-circumvention obligations, and ownership and intellectual property provisions.
No refund, credit, or proration of any fees shall be provided in connection with any suspension or termination of your membership, regardless of the reason for such suspension or termination.
Chartr reserves the right to remove, restrict, or disable access to any content, communications, profiles, or data at any time, in its sole discretion, without liability to you, including for compliance, safety, legal, or operational reasons.
Chartr retains all right, title, and interest in and to the Platform and all related intellectual property, including all aggregated and de-identified data generated through the Platform, as more fully described in Section 14.
Chartr reserves the right, in its sole discretion, to modify, amend, or update these Terms and the Privacy Policy at any time. Any such modifications shall be effective upon posting the revised version on the Platform or otherwise making it available to you, unless a later effective date is expressly stated. Chartr may, but is not required to, provide notice of material changes to these Terms or the Privacy Policy through the Platform, by email, or by other reasonable means. Your continued access to or use of the Platform after the effective date of any modifications constitutes your acceptance of the revised Terms and Privacy Policy. If you do not agree to any modification of these Terms or the Privacy Policy, your sole remedy is to discontinue use of the Platform and terminate your membership. Continued use of the Platform following any modification shall be deemed conclusive acceptance of such modification.
Chartr reserves the right to require you to affirmatively accept updated Terms or an updated Privacy Policy as a condition of continued access to the Platform, including by requiring you to click an acceptance mechanism before proceeding further within the Platform. If you do not accept the updated Terms or Privacy Policy when required, your access to the Platform may be suspended or terminated without liability to Chartr.
These Terms, together with the Privacy Policy and any other policies or agreements expressly incorporated by reference, constitute the entire agreement between you and Chartr regarding your access to and use of the Platform and supersede all prior or contemporaneous agreements, communications, or understandings, whether written or oral, relating to the subject matter hereof.
If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court or arbitrator of competent jurisdiction, such provision shall be enforced to the maximum extent permissible, and the remaining provisions shall remain in full force and effect.
Chartr’s failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision or any other right or provision. Any waiver must be in writing and signed by an authorized representative of Chartr to be effective.
You may not assign, transfer, or delegate these Terms or any of your rights or obligations hereunder, whether by operation of law or otherwise, without Chartr’s prior written consent. Any attempted assignment in violation of this provision shall be null and void. Chartr may freely assign or transfer these Terms, in whole or in part, without restriction, including in connection with a merger, acquisition, sale of assets, or other corporate transaction.
These Terms are binding upon and shall inure to the benefit of the parties and their respective successors and permitted assigns.
Headings used in these Terms are for convenience only and shall not affect the interpretation of these Terms.
All provisions of these Terms that by their nature should survive termination of your membership or these Terms shall survive, including without limitation provisions relating to limitations of liability, indemnification, dispute resolution, governing law, intellectual property ownership, non-circumvention obligations, and fees.