XO

Public Charter Operator Agreement

I. GENERAL

This Public Charter Operator Agreement (the "Agreement") sets forth the terms and conditions under which Slate Shuttles, LLC (“Slate Shuttles”), whose principal place of business located at 1475 Centrepark Boulevard, Suite 210, West Palm Beach, FL 33401 in return for payment of the amount indicated as the total charter price, agrees to provide to each participant (the "Passenger") participation in a charter flight (the "Charter Flight”). The US Department of Transportation (“DOT”) requires Passenger to accept and sign the terms of the Agreement at the time of payment. The price of your trip, dates of the outbound and return flights, origin and destination cities, and other conditions, are as specified in the applicable itinerary and/or your accepted reservation and are incorporated herein by reference. Unless otherwise specified, the price includes only air transportation.

II. PASSENGER RULES OF CONDUCT

Slate Shuttles requires all passengers to strictly adhere to the following rules of conduct in order to ensure a safe, friendly and respectful experience on flights arranged by Slate Shuttles and at events organized or sponsored by Slate Shuttles. These rules are not intended to restrict the rights of anyone, but rather to ensure that all passengers, as well as Slate Shuttles and aircraft operator personnel, can expect to be safe and treated with dignity and respect at all times. If Passenger engages in conduct that Slate Shuttles considers improper, offensive or likely to risk endangering the safety of other passengers or Slate Shuttles or aircraft operator personnel, then Passenger may be reprimanded and/or denied transportation. All determinations will be made in the sole discretion of Tri-State Charter, LLC, the operator of the Charter Flight (“Operator”) (or other U.S. direct air carrier) and Slate Shuttles’ management.


In addition, if the conduct of Passenger endangers the aircraft or any other passenger or property while on board; obstructs or hinders the crew in the performance of their duties; fails to comply with any instruction of the crew, including, but not limited to, smoking in any form (including electronic cigarettes, vaporizers and similar devices) or use of drugs or alcohol; involves the use of any offensive, threatening, abusive or insulting words towards the crew, other passengers or Slate Shuttles personnel; or involves behavior which causes discomfort, inconvenience, damage or injury to the crew, other passengers or Slate Shuttles personnel, then the crew may take such measures as it deems necessary to prevent continuation of such conduct, including restraint. Passenger may be disembarked and refused onward carriage at any point and may be prosecuted for offenses committed on board the aircraft.

The following rules of conduct will be strictly enforced.

  1. In accordance with FAA rules and regulations, Passenger is prohibited from consuming any alcoholic beverages on board any flight that are not provided in the minibar located on the aircraft or served by a cabin server. Passenger shall not bring alcohol on board the aircraft for consumption during a flight.
  2. Slate Shuttles has zero tolerance for transportation or use of narcotics and other controlled substances, such as drugs and drug paraphernalia, regardless of whether certain substances may be considered legal in any states.
  3. The crew reserves the right to deny boarding if Passenger appears intoxicated. If Passenger is denied boarding because he or she is intoxicated, Passenger will not be entitled to a refund or alternative transportation.
  4. Passenger can transport not more than $50,000 (or foreign equivalent) cash on any Charter Flight. Passenger will be denied boarding if he or she is in possession of more than $50,000 (or foreign equivalent) cash.
  5. Passenger must be respectful of other passengers and of Slate Shuttles and Operator personnel.
  6. Slate Shuttles has zero tolerance for any type of harassment or offensive behavior, including, but not limited to:
    • any kind of verbal or physical abuse, including abuse of Slate Shuttles employees and representatives;
    • any form of discrimination;
    • the use of profane language, gestures, insults or similar behavior;
    • unwanted solicitation;
    • loud or boisterous behavior; or
    • creating strife, conflict or divisiveness within the Slate Shuttles community.
  7. Passenger must observe proper etiquette on flights arranged by Slate Shuttles.
  8. Passenger must maintain appropriate hygiene on flights. If someone’s hygiene is offensive to a reasonable passenger, then it would violate Slate Shuttles' rules of conduct.
  9. While Slate Shuttles does not have a specific dress code on flights, Passenger must wear appropriate attire. Shoes must be worn at all times. Sexually suggestive and offensive clothing is prohibited.
  10. Passenger must not cause damage to any aircraft or to amenities on any aircraft.
  11. Passenger shall respect the privacy rights of other passengers. No photos or videos may be taken of another passenger or shared on social media without the prior consent of such passenger.
  12. Passenger has no authority to instruct aircraft crew in their job performance and duties.
  13. Passenger must strictly adhere to all policies, procedures, rules and regulations of the Operator.

Slate Shuttles, in collaboration with crew members, will strictly enforce these rules of conduct. If Passenger violates any of the rules outlined above or other terms and conditions of this Agreement, Operator shall have a right to deny boarding to, or refuse continued transportation of, Passenger; in which case, the cancellation fees listed below will apply. Passenger is responsible for the conduct of Passenger’s guests. Slate Shuttles shall not be responsible for alternative transportation if a Passenger or Passenger’s guest is denied boarding or continuous transportation due to the violation of any of the rules above.  This Section II shall in all aspects be subject to the requirements of Part 382 of DOT’s rules.

III. CHARTER PRICE

The quoted charter price includes charter air transportation for the Charter Flight and all applicable taxes and government-imposed fees. Fares are subject to availability at the time of booking and are subject to change until booking is completed. Passenger is responsible for all incidental expenses incurred during or after the Charter Flight.

IV. CANCELLATIONS, CHANGES OF DATES AND REFUNDS

Please note that the following cancellation penalties will apply to purchases of seats on a Slate Shuttles public charter flight, unless otherwise specified in a valid written agreement between Passenger and Slate Shuttles:

  1. a cancellation fee of one-hundred percent (100%) of the charter price (i.e., no refund) for cancellations within twenty-four (24) hours of the flight departure;
  2. a cancellation fee of fifty percent (50%) of the charter price for cancellations made between 24 hours and 7 days prior to the flight departure;
  3. a cancellation fee of twenty-five percent (25%) of the charter price for cancellations made more than 7 days prior to the flight departure; and
  4. a cancellation fee of one hundred percent (100%) of the charter price (i.e., no refund) for no shows, failures to arrive at least 30 minutes prior to boarding in possession of valid government issued identification or violation of any terms and conditions of this agreement that result in denial of boarding(collectively, “Cancellation Fees”).


Passenger agrees and acknowledges that even if the flight that they booked was complimentary or booked using credits or other non-monetary currency, they will be liable to pay the Cancellation Fee. The Cancellation Fee will not apply if Passenger’s seat on a cancelled flight is occupied by a substitute passenger. If, at time of cancellation, a Passenger provides a substitute participant utilizing the same itinerary, or if Slate Shuttles provides the substitute, a full refund less a $25 administrative fee will be provided.  Slate Shuttles shall not be deemed to have provided a substitute participant unless all seats on the flight have been initially sold out. Passenger authorizes Slate Shuttles to charge the Cancellation Fee to Passenger’s payment method on file or retain the Cancellation Fee from the ticket price. In the event Passenger’s payment method on file is declined, Passenger shall provide an alternative payment method immediately.

Slate Shuttles reserves the right to change or withdraw a Charter Flight at its discretion, subject to the provisions in this Agreement regarding major changes or cancellations. Any refunds will be made within 14 days after such cancellation.

V. FORCE MAJEURE CANCELLATION BY XO OR OPERATOR.

Neither Slate Shuttles nor Operator is liable for the delay or failure to provide an Aircraft or perform the Charter Flight when such delay or failure is caused by Force Majeure, subject to the provisions in this Agreement regarding major changes or cancellations. “Force Majeure” means an act of God, strike or lockout or other labor dispute, act of a public enemy, war (declared or undeclared), terrorism, public health concern, positive diagnosis of a communicable virus including but not limited to COVID-19, blockade, revolution, civil commotion, fire, any weather-related event affecting safety of flight, flood, earthquake, explosion, governmental restraint, embargo, mechanicals, inability to obtain or delay in obtaining equipment, parts, or transport, inability to obtain or delay in obtaining governmental approvals, permits, licenses, or allocations, and any other cause outside of the complete control of Slate Shuttles or Operator, as applicable, whether or not of the kind specifically listed above. In addition, Passenger understands and agrees that when, in the sole discretion of an Operator or the pilots of an Charter Flight, safety may be compromised, Slate Shuttles, the Operator or the Operator crew may cancel a Charter Flight, refuse to commence a Charter Flight, or take other necessary action without breaching its duties or obligations to Passenger or be liable for any loss, injury, damage, or delay.

VI. TRANSPORTATION OF PETS AND SERVICE ANIMALS

Passengers are not allowed to transport pets on Charter Flights. Only service animals will be permitted on board Charter Flights. Passenger recommends notifying Slate Shuttles as soon as possible, but not less than 48 hours prior to the flight departure time, if they or their invitees will be bringing a service animal onboard a Charter Flight. Unauthorized transportation of pets will result in a $1,000 fine and cleaning fees that will be charged to Passenger’s payment method on file. If Passenger violates the pet policy outlined in this paragraph, Passenger agrees to pay the fine and the cleaning fees.

VII. BAGGAGE AND CONSENT TO SEARCH OF BAGGAGE AND PERSON

Passenger may transport luggage in accordance with the size and weight restrictions indicated on Passenger’s boarding instructions for the Charter Flight. Such baggage will be stored in the luggage compartment. Operator reserves the right to refuse to accept luggage that does not comply with the size and weight limitations described above.

Operator will refuse to accept the following articles for transportation: (a) firearms and ammunition; (b) any flammable material or liquid in stowed baggage or otherwise; (c) live animals, except service animals as defined by Part 382 of DOT’s rules; and (d) any article designated as hazardous material (“hazmat”) or listed in the ICAO Technical Instruction for the Safe Transport of Dangerous Goods by Air (collectively, the “Prohibited Items”). If, notwithstanding this provision, Passenger boards the aircraft with a Prohibited Item, Operator may be required to return an aircraft to the passenger loading area and remove the Prohibited Item(s) and Passenger. In such an event, neither Slate Shuttles nor Operator shall be responsible for the transportation of the Prohibited Item(s) or Passenger, associated fines, additional cost or delays incurred.

For your safety and the safety of the flight, all luggage, including carry-on luggage and personal items, and passengers will be subject to search. In addition, by reserving this Charter Flight, you agree that you are responsible for verifying your documentation and provide the necessary information for Slate Shuttles and/or Operator to vet Passenger in accordance with applicable governmental security requirements. If you fail to do so, Slate Shuttles and Operator reserve the right to deny you boarding. By reserving this Charter Flight, you consent to the requirements of this Section VII.

VIII. LIABILITY

Slate Shuttles assumes no liability for any items left by Passenger in the passenger compartment of the aircraft. Neither Slate Shuttles nor Operator are liable under any circumstances for loss or damage to any items inadequately packaged or overstuffed or loss or damage of any items packed in Passenger’s baggage. Neither Slate Shuttles nor Operator shall be responsible for any damage to the luggage and specifically are not liable for superficial damage to luggage arising from normal wear and tear from ordinary handling, including scratches, scuffs, punctures, stains and marks.  This Section VIII shall in all aspects be subject to the requirements of Part 382 of DOT’s rules regarding the carriage of assistive devices by passengers with disabilities.

Passenger agrees to indemnify and reimburse Slate Shuttles for any and all costs and expenses incurred as a result of damage and excess wear and tear to the aircraft interior and/or exterior determined to be caused by Passenger. If Passenger incurs any such charges, Passenger’s payment method on file with Slate Shuttles shall be charged upon completion of the flight.

IX. CHECK-IN AND IDENTIFICATION

Passenger must arrive at least thirty (30) minutes prior to the scheduled departure time and check-in no less than twenty (20) minutes prior to the scheduled departure. Neither Slate Shuttles nor Operator shall be responsible or liable for the transportation of passengers who fail to report to the designated boarding point at the airport of departure at least twenty (20) minutes prior to the time scheduled for departure. YOU MUST PRESENT ORIGINAL VALID GOVERNMENT-ISSUED PHOTO IDENTIFICATION TO CLEAR THE SECURITY CHECKPOINT AND BEFORE BOARDING; SUCH IDENTITY DOCUMENT SHOULD MATCH YOUR NAME AS IT APPEARS ON THE PASSENGER RESERVATION LIST. FAILURE TO PROVIDE THIS TYPE OF IDENTIFICATION COULD LEAD TO DELAY IN BOARDING OR TO DENIAL OF BOARDING, SO PLEASE BE SURE TO HAVE SUCH IDENTIFICATION (SUCH AS A DRIVER’S LICENSE) READY WHEN YOU CHECK-IN. Any passenger that exhibits disruptive behavior will not be allowed to board or will be removed from the aircraft.

X. AIR TRANSPORTATION

This Charter Flight is a Slate Shuttles, LLC Public Charter operated by Tri-State Charter, LLC. Slate Shuttles reserves the right to substitute scheduled air service when necessary at no additional cost and at comparable times and does not guarantee aircraft type or capacity. Slate Shuttles will make every diligent and reasonable effort to notify Passenger in the event of a schedule change. No refunds or compensation will be given for changes in aircraft type or for substitution of service to a scheduled air carrier. Consumer protections afforded Public Charter passengers will apply only to those passengers who actually travel on a Public Charter flight.  Passengers who actually travel on scheduled flights will receive only the consumer protections applicable to scheduled service.  Tickets issued or procured by Slate  Shuttles are neither endorsable to other carriers nor usable on other routes of the same carrier.  Flight dates and times are not guaranteed.

XI. MAJOR CHANGES

If Slate Shuttles makes major changes prior to departure, Passenger shall have the right to cancel the reservation on the Charter Flight and receive a full refund. The following are major changes: (1) a change in the origin or destination city of a Charter Flight; (2) a change in the departure or return date of a Charter Flight of greater than 48 hours; or (3) a Charter Flight price increase of more than 10% occurring ten or more days before departure of the Charter Flight. In no event may Slate Shuttles increase the Charter Flight price less than ten days prior to departure of the Charter Flight. If a major change must be made in a Charter Flight, Slate Shuttles will exercise all reasonable commercial diligence to notify Passenger within seven days after first being notified of such major change, but in any event at least ten days before schedule departure of the Charter Flight. If a major change occurs less than ten days before the scheduled departure of a Charter Flight, Slate Shuttles will notify the Passenger as soon as possible. Within seven days after receiving notification of a major change, but in no event later than departure, Passenger may cancel their reservation with Slate Shuttles and will receive a full refund within 14 days after such cancellation. If a major change occurs after departure of the Charter Flight which Passenger is unwilling to accept, Slate Shuttles will refund to Passenger, within 14 days after the scheduled return date of the Charter Flight, that portion of the price for such Charter Flight that applies to the services not accepted. Slate Shuttles has no right to cancel a Charter Flight less than ten (10) days before the scheduled departure date, except for circumstances that make it physically impossible to perform the Charter Flight or causes beyond its control. If that occurs, Slate Shuttles will notify Passenger as soon as possible, but not later than the scheduled departure date. If the Charter Flight is cancelled less than (10) days before departure, a refund will be made to the Passenger within fourteen (14) days of such notification.

XII. FINANCIAL SECURITY AGREEMENTS

Passenger’s payments are protected in part by the Slate Shuttles' Letter of Credit (“LOC”) held by JPMorgan Chase Bank, N.A. (“Securer”) with  a place of business located at 10410 HIGHLAND MANOR DRIVE, 3RD FLOOR, TAMPA, FL 33610-9128, ATTN: TRADE OPERATIONS - STANDBY LC’S. Unless Passenger files a qualified claim with Slate Shuttle, or if Slate Shuttles is not available, with the Securer, within 60 days after the completion of the Charter Flight (or in the case of cancellation, the intended date of Passenger’s Charter Flight arrival), the Securer will be released from all liability to Passenger under the LOC. If there is no return flight in Passenger’s itinerary, completion means the date or intended date of departure of the last flight in Passenger’s itinerary.

XIII. INSURANCE

It is the sole responsibility of Operator to maintain aviation liability insurance coverage, and it is the sole responsibility of the independent provider of goods or services to maintain liability insurance coverage. Passenger understands and agrees that Slate Shuttles is not liable for any claims arising out of or in connection with the services of Operator, any of its partners and affiliates, or any third-party provider of goods or services. Trip cancellation, health, and accident insurance is available for purchase by all passengers from third parties. Details of this insurance will be sent to you upon request.

XIV. LIMITATION OF LIABILITY AND MISCELLANEOUS

Passenger understands and agrees that Slate Shuttles is not liable for any injury, damage, loss, expense, special or consequential damages, or any other irregularity caused by the defect of any Aircraft or conveyance, or the negligence of any Operator or other company or person engaged providing or carrying out the arrangements for Passenger’s Charter Flight or by accident, delay, flight schedule, change, cancellation, sickness, weather, strikes, war, quarantine or any similar cause. In any case, Slate Shuttles' liability shall be limited to the amount paid by Passenger to Slate Shuttle.
PASSENGER AGREES TO ACCEPT THE PROCEEDS OF THE INSURANCE MAINTAINED BY OPERATOR AS THEIR SOLE RECOURSE AGAINST OPERATOR FOR ANY LOSS OR DAMAGE (INCLUDING, WITHOUT LIMITATION, INJURY, DEATH OR PROPERTY DAMAGE) TO ANY PASSENGER; PROVIDED HOWEVER, THAT THE FOREGOING LIMITATION SHALL NOT APPLY IN THE EVENT OF OPERATOR’S PROVEN GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.IN ALL CASES AND UNDER ALL CIRCUMSTANCES, NEITHER OPERATOR NOR SLATE SHUTTLES SHALL IN ANY EVENT BE LIABLE TO PASSENGER FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES OF ANY KIND OR NATURE INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, VALUE, REVENUE, BUSINESS OPPORTUNITIES, PERSONAL INJURY OR PROPERTY DAMAGE AND THE LIKE, UNDER ANY CIRCUMSTANCES OR FOR ANY REASON, INCLUDING, WITHOUT LIMITATION, ANY DELAY OR FAILURE TO FURNISH ANY AIRCRAFT CAUSED OR OCCASIONED BY THE PERFORMANCE OR NON-PERFORMANCE OF ANY OBLIGATIONS OF OPERATOR (REGARDLESS OF THE FORM OF ACTION, WHETHER BASED IN CONTRACT OR TORT OR ANY OTHER LEGAL OR EQUITABLE THEORY), EVEN IF ANY SUCH PARTY KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITIES OF SUCH DAMAGES.
SLATE SHUTTLES SHALL NOT BE LIABLE FOR ANY DAMAGES, LIABILITY OR LOSSES ARISING OUT OF: (i) PASSENGER’S USE OF OR RELIANCE ON THE SERVICES OR PASSENGER’S INABILITY TO ACCESS OR USE THE SERVICES; OR (ii) ANY TRANSACTION OR RELATIONSHIP BETWEEN PASSENGER AND ANY THIRD PARTY PROVIDER, EVEN IF PASSENGER HAS BEEN ADVISED OF THE POSSIBLITY OF SUCH DAMAGES. THE SERVICES MAY BE USED BY YOU TO REQUEST AND SCHEDULE GOODS OR LOGISTICS SERVICES WITH THIRD PARTY PROVIDERS, BUT YOU AGREE THAT SLATE SHUTTLES HAS NO RESPONSIBILITY OR LIABILITY TO PASSENGER RELATED TO ANY GOODS OR LOGISTICS SERVICES PROVIDED TO PASSENGER BY THIRD PARTY PROVIDERS OTHER THAN AS EXPRESSLY SET FORTH IN THIS AGREEMENT.
The limitations and disclaimers in this section do not purpose to limit any liability or alter any rights of the Passenger, as a consumer, that cannot be excluded under applicable law.
The rights and remedies made available under this Agreement are in addition to any of the rights and remedies available under Florida law. The acceptance by Passenger of a refund, or alternative travel arrangements, as provided in this Agreement shall constitute a full and final settlement and release of all other claims or remedies against Slate Shuttle. By executing this Agreement, Passenger specifically acknowledges and consents to all conditions set forth herein. This Agreement contains the entire agreement between the parties and completely supersedes any prior agreements or representations of Slate Shuttles, verbal or in writing. This Agreement can be amended only in writing in a document signed by both parties. Any oral representation or modifications shall have no force or effect. Any claim against Slate Shuttles must be presented in writing within sixty (60) days of the date of the return leg of a Charter Flight, and Slate Shuttles shall have no obligations or liabilities for any claims presented after such sixty (60) day period.

XV. GOVERNING LAW 

This Agreement and all the rights of the parties hereunder shall be governed by, construed and enforced in accordance with the laws of the State of Florida without reference to the conflict of law principles of any jurisdiction. 
Any litigation arising from this Agreement or the services provided by Slate Shuttles shall proceed solely on an individual basis without the right for any claims to be litigated on a class action basis or on bases involving claims brought in a purported representative capacity on behalf of others. Any court of competent jurisdiction’s authority to resolve and award damages is limited to claims between Passenger and Slate Shuttles alone. Claims may not be joined or consolidated unless agreed to in writing by all parties.

XVI. NOTICES

All communication should be sent to Slate Shuttles, LLC, ATTN: CLIENT SERVICES, 1475 Centrepark Boulevard, Suite 210, West Palm Beach, FL 33401, or by email to slatecs@flyslate.com.
Notices to Slate Shuttles are effective upon actual receipt by Slate Shuttle.

XVII. PRIVACY OF PASSENGER DATA

Slate Shuttles collects and utilizes Passenger information according to the Slate Privacy Policy that is incorporated in full by this reference and available at https://app.flyslate.com/legal/privacy-notice/. Slate may use Passenger’s information to check the credit of Passenger in connection with its invoice collection efforts or to check the credit of Passenger and perform criminal and other background searches of Passenger in connection with evaluating whether to accept Passenger’s business. For more information about Slate’ use of your data, please contact us.

XVIII. ELECTRONIC SIGNATURE

By purchasing a flight or confirming an invoice or flight itinerary through the Slate Shuttles mobile application, the Slate Shuttles software, and Slate Shuttles' website or through an aviation specialist and selecting the “I Accept” button, Passenger accepts and agrees to this Agreement electronically. Passenger agrees that their electronic signature is the legal equivalent of their manual signature and that they will be legally bound by this Agreement.