Helicopter Services Agreement

Know All Men By These Present:

Company :
Contractor :

Recitals:

1. Term
1.1 The Term of this Contract shall be for a period of one (1) year from ______ to ______,
unless earlier terminated in writing by the parties and in accordance with the
Termination provisions provided in this Contract;
1.2 Thirty (30) days before the expiration of this Contract, COMPANY shall convey to the
CONTRACTOR any intention of renewing the Contract, and that the CONTRACTOR shall
notify COMPANY thereafter of its consent to the renewal. Provided, however, that
should the COMPANY be allowed to continue with such services after the lapse of the
period provided therein, the same shall be construed as automatic renewal of this
Contract on a month to month basis and may only be terminated on a thirty (30) days
notice by either party, and subject to re-negotiation under such terms and conditions
mutually agreed by the parties;
1.3 This Contract binds parties and will continue to be operative until the expiration of the
term, unless a renewal is agreed before the end of the term, or if the parties pre-
terminate this Contract. Any renewal or pre-termination of the term shall be subject to
the terms and conditions and shall be in writing.

2. Consideration

2.1 The COMPANY shall pay CONTRACTOR the following charges:

Helicopter use and takeoff and landing fees – (amount inclusive of VAT) per flying hour,
computation of the flying time will be based on the aircraft actual logbook.

3. Rights and Obligations of the Parties

Contractor shall perform the following
3.1. Helicopter Services
3.2. Flight Bookings
3.3. Flight Clearances
3.4. Fuel Arrangement
3.5. Route Check and Planning
3.6. Landing Points Validation
4. Venue of Action

4.1 Both parties desire to avoid and settle any conflicts, controversy, claims, or dispute
arising from this Contract without litigation. Accordingly, the parties agree to engage in
good faith negotiation to resolve any such conflicts, controversy, claim, or dispute. In
case of failure, the parties intend to utilize arbitration procedure;
4.2 Any action or suit upon this Contract and/or document related thereto shall be
exclusively instituted in the proper courts of ___________. The parties waive all other
applicable vanues.
5. Taxes
COMPANY shall withhold the applicable withholding tax on the fees and remit the tax
withheld to the appropriate government entity on behalf of the CONTRACTOR.
CONTRACTOR shall be liable for Value Added Tax, if any, and as applicable.

6. Breach of Contract
Any violation of the terms and conditions provided for in this Contract by any of the parties
shall be sufficient ground for the termination of this Contract, and any claim for damages as
maybe provided for by law by the aggrieved party.
7. Suspension and Termination of the Contract
7.1 Suspension. If required by circumstances and agreed in writing by the parties, the
Contract may be suspended in whole or in part for a limited period of time and resumed
as soon as practicable and as decided by the parties. In case of suspension of the
Contract, the performance of the contract shall be extended for a period equal to the
time during which the performance of the services has been suspended, or be
terminated as provided in this Contract;
7.2 Termination.
7.2.1 COMPANY may terminate the Contract upon thirty (30) day notice to
CONTRACTOR based on just or causes as determined by COMPANY, for
CONTRACTOR’s violation or breach of the terms and conditions and of the
warranties and undertakings of CONTRACTOR hereunder;
7.2.2 COMPANY shall not be liable for any and all damages or losses which
Contractor may suffer or incur by reason of termination of this Contract;
7.2.3 CONTRACTOR may pre-terminate the CONTRACT, with cause, and upon due
notice of thirty (30) days prior to the intended date. Provided that should
COMPANY incur loss or damage due to pre-termination of the Contract, it
can resort to legal remedies provided for under this Contract.
8. Relationship
8.1. The parties acknowledge and agree that nothing herein shall be construed to constitute the
parties as employer-employer, franchisor-franchisee, principal-agent, co-owners or
participants in a joint or common undertaking. Neither party or any of their respective
employees or agent shall have any right or authority to act for, or create any obligation,
express or implied, on behalf of the other;
8.2. CONTRACTOR shall be responsible for the provision of qualified and experienced personnel
to carry out the services provided herein. Contractor will indemnify the Company for any
fraud, negligence or overt acts of its personnel, causing loss, injury or damage.
9. Confidentiality and Non-Disclosure
9.1. Contractor shall not directly or indirectly, divulge, disclose, or communicate to any person,
form or entity, any information concerning the matters affecting or relating to the business
of the Company, including but not limited to any information concerning the conduct of
business, the manner of operation, its plans, systems, processes or any other data;
9.2. Contract shall not gain employment from any entity directly competing with the Company
while the contract is in force.