SchedAero Free Trial

SchedAero Terms of Service

Definitions
In the terms set forth below, “CXW” is defined as CharterX Corp. a Delaware corporation with offices at 152 Mercer County Airport Road, Trenton NJ 08628, its wholly-owned subsidiary, Wyvern Consulting, Ltd. and any other subsidiaries or affiliates.

“Websites” refers to all pages and applications hosted under the following domains: www.charterx.com, www.wyvernltd.com, www.schedaero.com, www.sched.aero and www.weflysafe.com.

“Fee-Based Services” include but are not limited to paid online access to The Wyvern Report, the Pilot & Aircraft Safety Survey (“PASS”) program, the Safety Intelligence Reporting (“SIR”) system, CharterX.com (www.charterx.com), WyvernLtd.com (www.wyvernltd.com), WeFlySafe.com (www.weflysafe.com), CharterX Basic, CharterX Professional, CharterX Professional Plus, SchedAero, FlightPortal and FlightPortal with FOSLink.

”Subscriber” means the person or entity that uses any of the CXW Websites or Fee-Based Services subject to these Terms of Service.

"Sales Order" means the form (whether paper or electronic) on which the Subscriber applies for Fee-Based-Services and may include certain additional Terms of Service.

“Terms of Services" or “Terms” include the following provisions as maintained at www.charterx.com and the provisions in your Sales Order that set forth the manner in which CXW provides Websites and Fee-Based Services to Subscribers.

Acceptance of Terms
By using any CXW Websites or Fee-Based Services, other than to read these Terms for the first time, you agree that your use of any CXW Websites or Fee-Based Services will be governed by these Terms. CXW reserves the right to change these Terms from time to time. Your continued use of any CXW Websites or Fee-Based Services shall be deemed your acceptance of these Terms. Please refer to these Terms periodically for any changes.

Description of CXW and License
CXW primarily provides air charter buyers and sellers with aircraft search tools, aircraft availability&pricing information and operator and pilot background information. The data, text, images, and other contents of the CXW Website (collectively, the "Contents") are protected by the copyright laws of the United States and other countries. CXW grants you a license to view the Contents of the CXW Websites. This license does not include the right to screen scrape, reproduce, distribute, broadcast, modify, or otherwise commercially exploit any of the Contents, except that reproduction incidental to your use of CXW in accordance with these Terms is permitted. The license can be terminated by CXW at any time with or without cause.

This is an Agreement for Services, and you are not granted a license to any software by this Agreement. You will not, directly or indirectly: reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, or algorithms of, or found at or through the Services or any software, documentation, or data related to the Services ("Software"); remove any proprietary notices or labels from the Services or any Software, modify, translate, or create derivative works based on the Services or any Software; or copy, distribute, pledge, assign, or otherwise transfer or encumber rights to the Services or any Software. The Services shall be used for your internal business (which includes civic or charitable) purposes only and you shall not use the Services or any Software for timesharing or service bureau purposes or otherwise for the benefit of a third party. If you are using the Services in any country in the European Community, the prohibition against modifying, translating, reverse engineering, decompiling, disassembling or creating derivative works based on the Services or the Software does not affect your rights under any legislation implementing the E.C. Council Directive on the Legal Protection of Computer Programs.

Fee-Based Service Charges
Subscriber access to the Fee-Based Services will be activated upon receipt of the executed Sales Order and initial term payment and will continue so long as fees are paid according to terms.

Subscriber agrees to pay, using a valid payment method CXW accepts, the Fee-Based Services charges set forth in the Sales Order. In addition to the charges set forth in the Sales Order, Subscriber is responsible for all charges associated with connecting to CXW Websites, including without limitation all telephone access lines (including long-distance charges, when applicable), telephone and computer equipment and any service fees necessary to access the Fee-Based Services.

Acceptable methods of payment to CXW are credit card or check. Payment will be made according to the terms of the Sales Order signed by the Subscriber. If paying by credit card, Subscriber agrees to remit all payments for Fee-Based Services under the Sales Order by credit card, and shall provide CXW with the information and authorization necessary to charge such fees to such card. If paying by check, Subscriber agrees to remit all payments for Fee-Based Services under the Sales Order by check. Subscriber acknowledges that CXW does not accept postdated checks.

CXW reserves the right to increase fees and surcharges or to institute new fees at any time, upon reasonable notice posted in advance on the Site. CXW will automatically charge your account for renewal of your Fee-Based Services each month. The renewal charge will be the current published rates for the term of your subscription. In the event CXW cannot charge the Subscriber account, CXW reserves the right to terminate your access to the Fee-Based Services.

Subscriber agrees that CXW may charge the credit card or other payment mechanism selected by the Subscriber and approved by CXW ("Your Account") all amounts due and owing for the Services, including service fees, installation fees, subscription fees, overage fees, or any other fee or charge associated with Your Account.  CXW may change prices at any time without prior notice. You agree that in the event CXW is unable to collect the fees owed to CXW for the Services through Your Account, CXW may take any other steps it deems necessary to collect such fees from Subscriber and that Subscriber will be responsible for all costs and expenses incurred by CXW in connection with such collection activity, including collection fees, court costs and attorneys' fees.  You further agree that CXW may collect interest at the lesser of 1.5% per month or the highest amount permitted by law on any amounts not paid when due.

Financial Responsibility for Fee-Based Services
Subscriber agrees not to assign, transfer or sublicense rights as a Subscriber to the Fee-Based Services. Subscriber agrees to be financially responsible for all usage or activity on the Subscriber’s Fee-Based Services account.

Cancellation of Fee-Based Services
Subscriber acknowledges that all subscription fees are completely non-refundable, except as expressly provided herein. Subscriber’s continued use of the Fee-Based Services shall be deemed subscriber’s acceptance of the CXW Terms and Conditions.

If Subscriber cancels its access the Fee-Based Services at any time during the month, partial month charges will not be refunded.

Subscriber accepts system as delivered unless detailed deficiency in represented features are submitted to CXW and a 90 day period is given to CXW to remedy the problem. If at the end of that period, despite best efforts by both CXW and the Subscriber, no satisfactory remedy has been reached, a pro-rated refund of subscription fees paid may be considered.

Termination of Your Access
You agree that CXW, in its sole discretion, may terminate your access to or use of any CXW Websites or Fee-Based Services , for any reason, including, without limitation, CXW’s belief that you have violated or acted inconsistently with the letter or spirit of these Terms. CXW also reserves the right to terminate service if Subscriber uses the software in a manner that is illegal or in violation of any other Terms. You agree that any termination of your access to any CXW Website or Fee-Based Services under any provision of these Terms may occur without prior notice to you, and you also agree that CXW will not be liable to you for any termination of your access to any CXW Website or Fee-Based Service. If CXW terminates your access to any CXW Website or Fee-Based Service based on a breach of any portion of these Terms, CXW reserves the right to refuse to provide access to CXW Websites or Fee-Based Services to you in the future.

CXW reserves the right to suspend service for payment delinquency over 30 days.

CXW Subscribers may suspend their subscription at any time with 90 days written notice to CXW Customer Service at support@charterx.com.

Submissions
Any and all content, data, graphics, images and other information that you transmit to CXW through its Websites ("Submissions") shall remain your sole and exclusive property, and you shall be solely responsible for your Submissions. By transmitting your Submissions to CXW, you hereby grant CXW and its successors a worldwide, perpetual, non-exclusive, irrevocable, royalty-free, sublicenseable (through multiple tiers) and transferable license (with a right to create derivative works) to use, copy, transmit or otherwise distribute, and display your Submissions for any legal purposes whatsoever now known or hereinafter becomes known. You also grant each user of CXW’s Websites and technology a non-exclusive license to access your Submission through the Websites and to use, copy, transmit or otherwise distribute, and display your Submission as allowed by the Websites and in accordance with these Terms.

Any Submission you provide to CXW will be deemed public information and not subject to any confidentiality obligation and CXW shall have no obligation to maintain its confidentiality except to the extent the Submission contains personal identifiable information, in which case, CXW’s Privacy Policy shall govern CXW’s use of such information.

You also agree to maintain and promptly update your Submissions by means of the CXW Websites in order to keep that information true, accurate, current and complete.

You further represent and warrant that you own or have the necessary licenses, rights, consents, and permissions to use and authorize CXW to use all patent, trademark, trade secret, copyright or other proprietary rights in and to any and all Submissions to enable inclusion and use of the Submissions in the manner contemplated by this Agreement.

Restrictions and Responsibilities
You acknowledge and agree that the Services and the CXW company names and logos and all related product and service names, design marks and slogans, are the property of CXW or its affiliates or suppliers (collectively, the "Marks"). You are not authorized to use any of the Marks in any advertising, publicity or any other commercial manner without the prior written consent of CXW. Your use of the Services confers no title or ownership in the Service, the Software or the Marks and is not a sale of any rights in the Service, the Software or the Marks. All ownership rights remain in CXW or its third party suppliers, as the case may be.

You represent, covenant, and warrant that you will use the Services only in compliance with the Agreement and all applicable laws (including but not limited to policies and laws related to spamming, privacy, obscenity, or defamation). You agree you will not access or otherwise use third party mailing lists in connection with preparing or distributing unsolicited e-mail to any third party. You hereby agree to indemnify and hold harmless CXW against any damages, losses, liabilities, settlements, and expenses (including without limitation costs and reasonable attorneys' fees) in connection with any claim or action that arises from an alleged violation of the foregoing or otherwise arising from or relating to your use of the Services. Although CXW has no obligation to monitor the content provided by you or your use of the Services, CXW may do so and may remove any such content or prohibit any use of the Services it believes may be (or is alleged to be) in violation of the foregoing.

The Services may only be used for lawful purposes. Transmission or solicitation of any material that violates United States federal, state or other laws that may apply in this jurisdiction or your local area is prohibited. This may include material that is obscene, threatening, harassing, libelous, or in any way a violation of intellectual property laws or a third party's intellectual property rights.

CXW will not use your customer list or any other customer information for any other purposes than those intended with the service. Your customer and account information will not be shared with any other parties, unless CXW is required to disclose such information in connection with legal process or in accordance with any law, regulation or order of a court or regulatory agency of competent jurisdiction. In addition, CXW will not use your customer information for the purpose of sending unsolicited commercial e-mail.

Information Provided
The data used in compiling and contained in each SIR and PASS report has been obtained from the air charter operators, the National Transportation Safety Board, the Federal Aviation Administration and other publicly available information sources. All information contained in SIR and PASS reports is of an advisory nature only and should not be deemed a recommendation, certification or warranty. The evaluation contained in each SIR and PASS report is intended to validate certain information about the specified operator, aircraft and crew at the time of the Subscriber request. Information about operators, aircraft and crews are subject to change without notice and therefore any use of this information for validation after the specified date is null and void. CXW makes no claim as to the veracity of the information contained in any SIR or PASS report. Any conclusions drawn from the data contained in this report are the reader’s alone. Neither CXW nor any employee, officer, or affiliate makes any warranty, expressed or implied, or assumes any legal liability or responsibility for the accuracy, completeness or usefulness of any information contained in any SIR or PASS report. CXW will not be held liable for any damages whatsoever arising out of or in connection with the use of the information contained in any SIR or PASS report.

Subscriber acknowledges that any reliance upon any advice, opinion, statement, or other information displayed or distributed through the Websites or Fee-Based Services, including SIR and PASS reports, is at Subscriber’s sole risk. CXW reserves the right, in its sole discretion and without notice, to correct any errors or omissions in any portion of the Website, or to deny access to the Website or Fee-Based Services to anyone at any time. Subscriber acknowledges and agrees that CXW is not responsible for any materials posted by users of the Website. Neither CXW nor its Affiliates shall have any liability arising from Subscriber’s purchases of third-party goods or services based upon the information provided on the Website.

System Requirements
It is understood that in order to use CXW websites, a Windows PC with Internet Explorer 4.0 or higher must be used. Additionally, a stable connection to the Internet is required. CXW websites may work in a limited manner on Macintosh, Unix, and other platforms, but there is no guarantee of functionality on non-Windows platforms. Additionally, CXW websites may work in a limited manner on a non-Internet Explorer web browser (such as Mozilla Firefox), but there is no guarantee of full functionality on web browsers other than Microsoft's Internet Explorer.

Use of Subscriber Name in Marketing Collateral
Subscriber grants CXW the right to mention the Subscriber’s name in CXW marketing collateral, unless Subscriber requests in writing that CXW refrain from such mentions.

CXW's Compliance With Copyright Law
CXW will comply with all applicable laws respecting copyright. If you believe your copyright in a work has been infringed through the CXW member website, please contact our agent for notice of claims of copyright violation: CharterX Corp., Attn: Copyright Agent, P.O. Box 7299, Trenton, NJ 08628; via e-mail at support@charterx.com, phone +1 (609) 671-9300; fax +1 (609) 671-0173. You must provide our agent with the following information in writing: (1) a description of the copyrighted work you believe has been infringed; (2) information sufficient to identify the location of the allegedly infringing material on CXW Websites; (3) your address, telephone number, and email address; (4) a statement to the effect that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (4) a declaration, under penalty of perjury, that the information you have provided is accurate and that you are the owner of the copyright involved or you are authorized to act on behalf of that owner; (5) your physical or electronic signature. Upon receiving your complaint, we may remove content that you believe infringes your copyright. In addition, we may take other action against the person or persons responsible for posting or transmitting the infringing material.

Restrictions on Your Use of the CXW Websites & Fee-Based Services
CXW will take action to prevent the misuse of the CXW Websites for any unlawful or objectionable purpose. Accordingly, you agree not to use the CXW Websites or Fee-Based Services for any unlawful or objectionable purpose, including without limitation use of the CXW Websites to post, upload, or transmit any Content that is: (1) unlawful under the laws of any jurisdiction to which you or CXW are subject; (2) harmful, threatening, harassing, defamatory, invasive of the privacy of another, or obscene (including without limitation any images or depictions of child abuse, child pornography, or minors engaged in sexual conduct or explicitly sexual situations); (3) insider information, or any other proprietary or confidential information; (4) an infringement of any patent, trademark, trade secret, copyright or other intellectual property right; (5) falsified, including without limitation the use of forged headers or otherwise manipulated identifiers in order to disguise its origin; (6) containing or transmitting software viruses or any other malicious computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software; (7) an advertisement or solicitation for any products or services. You agree to indemnify and hold harmless CXW from any liability incurred as the result of your violation of these Terms.

The information provided in each PASS Report or SIR Report is the property of CXW. Subscriber may not alter any PASS or SIR report in any way for any purpose. Subscriber may not download, display, reproduce, create derivative works from, transmit, sell, distribute, or in any way exploit the Websites or any portion thereof for any public and/or commercial use without the prior written permission of CXW. Systematic retrieval of the Content or other data from this Site to create or compile, directly or indirectly, in whole or in part, a collection, compilation, database or directory without the express written permission of CXW is strictly prohibited. Subscriber also agrees not to use any trademarks, service marks, names, logos, or other identifiers of CXW or its employees, licensors, independent contractors, providers and affiliates (collectively, "Affiliates") without the prior written permission of CXW or the relevant Affiliate.

Privacy Policy
CXW's Privacy Policy is described on the Privacy Policy page. Please consult it to learn CXW's current policies to protect the privacy of your information.

Use of CXW Data & Applications by Third-Party Websites
Each and every application or website page containing CXW data and/or applications shall conspicuously display the required notice, Powered by CharterX or Powered by Wyvern logo, the entire notice being a hyperlink to “http://www.CharterX.com” where technically possible. Alternate wording for this hyperlink may be used only if explicitly agreed to in writing by CXW prior to use.

Links to External Websites
The CXW member website may contain links to other websites, whose terms of use and privacy policies will be different from ours. CXW is not responsible for the contents, terms of use, or privacy policies of external websites.

Trademarks
CharterX, CharterX.com, XQuote, CharterXML CharterX Daily, PASS, and SIR, FlightPortal and FOSLink are trademarks of CharterX Corp., a Delaware corporation. All rights reserved. All other trademarks appearing on the CXW websites are the property of their respective owners.

Wyvern, Wyvern PASS, Wyvern Authorized Broker, WeFlySafe.com and The Wyvern Report are registered trademarks of Wyvern Consulting, Ltd, a wholly-owned subsidiary of CharterX Corp. All rights reserved. All other trademarks appearing on the Wyvern websites are the property of their respective owners.

Indemnification
Subscriber agrees to indemnify, defend and hold harmless CXW, and its officers, directors, employees, agents, licensors, and suppliers from and against all losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from any violation of these Terms, or any negligent or wrongful activity related to the use of CXW Websites and Fee-Based Services by you or any other person accessing the CXW Websites and Fee-Based Services using your account.

Severability & Waiver
The invalidity of any term or provision of these Terms will not affect the validity of any other provision. Waiver by CXW of strict performances of any provision of these Terms will not be a waiver of or prejudice CXW's right to require strict performance of the same provision in the future or of any other provision of these Terms.

No Third Party Beneficiaries
These Terms create no third party rights or obligations between CXW and any other person. It is understood and agreed that the parties do not intend that any third party should be a beneficiary of these Terms.

DISCLAIMER OF WARRANTY
EXCEPT AS EXPRESSLY SET FORTH HEREIN, THE WEBSITES (INCLUDING ALL CONTENT, SOFTWARE, FUNCTIONS, FEE-BASED SERVICES, MATERIALS AND INFORMATION MADE AVAILABLE THEREON OR ACCESSED BY MEANS THEREOF) ARE PROVIDED "AS IS" AND "AS AVAILABLE." CXW DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE WEBSITES OR THE FEE-BASED SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, THAT THE SITE OR FEE-BASED SERVICES WILL MEET ANY PARTICULAR CRITERIA OF PERFORMANCE OR QUALITY, OR THAT THE SITE, INCLUDING THE SERVER(S) ON WHICH THE WEBSITES ARE OPERATED, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

TO THE FULLEST EXTENT PERMISSIBLE BY LAW, CXW AND ITS AFFILIATES DISCLAIM ALL EXPRESS OR IMPLIED WARRANTIES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, COMPATABILITY, SECURITY, ACCURACY, OR NON-INFRINGEMENT.

LIMITATION OF LIABILITY
USE OF THIS CXW FEE-BASED SERVICES AND WEBSITES IS AT SUBSCRIBER’S OWN RISK. SUBSCRIBER ASSUMES FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM SUBSCRIBER DOWNLOADING AND/OR USE OF FILES, INFORMATION, COMMUNICATIONS, CONTENT, OR OTHER MATERIAL (INCLUDING WITHOUT LIMITATION SOFTWARE) ACCESSED THROUGH OR OBTAINED BY MEANS OF CXW WEBSITES. UNDER NO CIRCUMSTANCES SHALL CXW OR ITS AFFILIATES, OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS, OR ANY THIRD-PARTY PROVIDER OF TELECOMMUNICATIONS OR NETWORK SERVICES OR SITE SOFTWARE FOR CXW OR ITS AFFILIATES, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES THAT ARE DIRECTLY OR INDIRECTLY RELATED TO SUBSCRIBER’S USE OF OR INABILITY TO USE CXW WEBSITES OR CXW FEE-BASED SERVICES, EVEN IF CXW, ITS AFFILIATES, OR THEIR PROVIDERS OF TELECOMMUNICATIONS OR NETWORK SERVICES OR SOFTWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, REGARDLESS OF WHETHER SUCH LIABILITY IS BASED IN TORT (INCLUDING NEGLIGENCE), CONTRACT OR ANY OTHER LEGAL OR EQUITABLE THEORY. THE TOTAL LIABILITY OF CXW AND ITS AFFILIATES HEREUNDER IS LIMITED TO THE AMOUNT, IF ANY, ACTUALLY PAID BY SUBSCRIBER FOR ACCESS TO AND USE OF THE WEBSITES AND FEE-BASED SERVICES. SUBCRIBER HEREBY RELEASES CXW AND ITS AFFILIATES FROM ANY AND ALL OBLIGATIONS, LIABILITIES AND CLAIMS IN EXCESS OF THIS LIMITATION.

IN NO EVENT SHALL CXW BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA, OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF CXW. CXW'S LIABILITY TO YOU FOR BREACH OF THIS AGREEMENT IS LIMITED TO THE AMOUNT ACTUALLY PAID BY YOU TO CXW FOR ACCESS TO CXW WEBSITES AND FEE-BASED SERVICES. YOU HEREBY RELEASE CXW FROM ANY AND ALL OBLIGATIONS, LIABILITIES, AND CLAIMS IN EXCESS OF THIS LIMITATION. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE CXW WEBSITES AND FEE-BASED SERVICES, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO NOT SIGN UP FOR ACCESS TO CXW WEBSITES OR FEE-BASED SERVICES OR TO TERMINATE YOUR CXW FEE-BASED SERVICES ACCOUNT.

Modifications
CXW has the right to modify these terms and any policies affecting CXW Webites or Fee-Based Services. Any modification is effective immediately upon posting to the Website or distribution to you via electronic mail or conventional mail. Your continued use of the CXW Websites or Fee-Based Services following notice of any modification to this Agreement shall be conclusively deemed an acceptance of all such modification(s).

CXW has the right to modify, suspend or discontinue CXW Websites or Fee-Based Services or any portion thereof at any time, including the availability of any area of the CXW Websites or Fee-Based Services. CXW may also impose limits on certain features and services or restrict Subscriber access to parts or all of the CXW Websites or Fee-Based Services without notice or liability. Subscriber agrees that CXW will not be liable for any modification, suspension or discontinuance of CXW Websites or Fee-Based Services.

General
These terms constitute the entire agreement between Subscriber and CXW with respect to all CXW Websites and Fee-Based Services and supersedes all prior agreements between Subscriber and CXW. Failure by CXW to enforce any provision of these terms shall not be construed as a waiver of any provision or right. Interpretation and enforcement of this Agreement shall be governed by the laws of the state of New Jersey (excluding its choice of law rules). In any such action, the prevailing party shall be entitled to recover all legal expenses incurred in connection with the action, including but not limited to its costs, both taxable and non-taxable, and reasonable attorney's fees. In the event that any portion of these Terms is held unenforceable, the unenforceable portion shall be construed in accordance with applicable law as nearly as possible to reflect the original intentions of the parties, and the remainder of the provisions shall remain in full force and effect.

You acknowledge that no joint venture, partnership, employment, or agency relationship exists between you and CXW as a result of your use of any CXW Websites or Fee-Based Services. This Agreement constitutes the entire agreement between CXW and you with respect to your use of CXW Websites and Fee-Based Services and it supersedes all prior or contemporaneous communications and proposals, whether oral or written, between CXW and you with respect to CXW.