Terms & Conditions
These Conditions shall govern the Contract to the exclusion of any other terms and conditions.
The Seller shall supply and the Buyer shall acquire the Goods and/or the benefit of the Services in accordance with these Conditions. No additions or variations to these Conditions shall be binding unless agreed in writing and signed by both the Buyer and the authorised representative of the Seller.
In these Conditions:
Aircraft means the aircraft in relation to which the Goods and/or Services are to be provided or performed in accordance with these Conditions;
Buyer means the party by whom or on behalf of whom instructions have been given to the Seller for the supply of Services and/or Goods; Conditions means the Seller’s standard terms and conditions of supply as set out in this document together with any special instructions stipulated by the Seller overleaf;
Contract means the contract for the sale and purchase of the Goods and/or the supply and acquisition of the Services entered into between the Seller and the Buyer subject to the Conditions;
Flight Testing means any testing of the Services and/or the performance of the Goods which includes flying the Aircraft;
Goods means all goods, parts or other items (including any instalment of the Goods or any part of them) which the Seller is to supply in accordance with these Conditions;
Price means, subject to clauses 3 and 5.4, the fixed fee quoted in writing by the Seller in relation to the Goods and/or Services (but, for the avoidance of doubt, not an estimate) (a ”Quote“), or, in the absence of a Quote, the amount to be paid for the Goods and/or Services in accordance with the Seller’s standard price list in force from time to time;
Services means any work to be done by the Seller in accordance with these Conditions whether by way of repairs, servicing, fitting or otherwise; and
2. BASIS OF SUPPLY
2.1 An estimate of the Price, or, in the absence of such estimate, a Quote, given by the Seller to the Buyer shall constitute an offer by the Seller to supply to the Buyer subject to these Conditions.
2.2 Authorisation (verbal or written) by the Buyer to the Seller to supply or an order submitted shall constitute an acceptance of the offer by the Seller to supply the Goods and/or the Services subject to these Conditions.
2.3 Any advice or recommendation given by the Seller or its employees or agents as to the storage, application or use of the Goods or the Services which is not confirmed in writing by the Seller is followed or acted upon entirely at the Buyer’s own risk and accordingly the Seller shall not be liable for any such advice or recommendation which is not so confirmed, save that no liability for fraudulent misrepresentation or concealment shall be excluded.
2.4 The Buyer shall be responsible to the Seller for ensuring the accuracy of the terms of any order or specification submitted by the Buyer, and for giving the Seller any necessary information relating to the Goods or the Services within a sufficient time to enable the Seller to properly perform the Contract.
3. PRICE, ADDITIONAL WORK AND CANCELLATION
3.1 Where appropriate the Seller may carry out Flight Testing as part of the Services and may continue to carry out Flight Testing until satisfied that the Aircraft and/or Goods are functioning satisfactorily. The Buyer shall bear full risk for the Goods during Flight Testing and shall pay the cost of Flight Testing including insurance and any fees, taxes and expenses regardless of the outcome or results of such Flight Testing. The Buyer shall be liable for all loss, damages, costs and expenses reasonably incurred by the Seller in connection with any claim arising from any Flight Testing.
3.2 All Quotes are valid for 30 days only. The Price shall be exclusive of any applicable value added tax.
3.3 The Seller reserves the right, by giving notice to the Buyer at any time before delivery, to increase the Price to reflect any increase which is due to a factor beyond the control of the Seller such as, without limitation, any foreign exchange fluctuation, alteration of duties, significant increase in the costs of labour or materials, any change in delivery dates, quantities or specifications for the Goods which is requested by the Buyer or any delay caused by any instruction of the Buyer or failure of the Buyer to give the Seller adequate information or instructions.
3.4 The Seller reserves the right to carry out any additional work necessary to comply with a Certificate of Airworthiness or to obtain Civil Aviation Authority approval without references to the Buyer, who will be liable to pay the Seller for such additional work;
3.5 The Seller reserves the right to make any changes in any specification for the Goods and/or the Services which are required to conform with any applicable statutory or EC requirements or, where the Goods or the Services are to be supplied to the Seller’s specification, which do not materially affect their quality or performance.
3.6 No order which has been accepted by the Seller may be cancelled by the Buyer unless the Seller agrees in writing. If the Buyer cancels the Contract he/she shall indemnify the Seller in full against all loss (including loss of profit), costs (including the cost of all labour and materials used plus the cost of any parts or materials purchased which have yet to be delivered), damages and expenses incurred by the Seller as a result of the cancellation.
4. DELIVERY – ENGINEERING
4.1 This condition 4 shall apply only to the extent that the Goods and/or Services relate to engineering work.
4.2 Any delivery date given by the Seller is an estimate only and the Seller shall not be liable for any loss or damage suffered by the Buyer caused by any reasonable or unavoidable delay in delivery. The Goods and/or Aircraft may be delivered by the Seller in advance of the quoted delivery date upon giving reasonable notice to the Buyer.
4.3 Unless otherwise agreed, the delivery of the Goods and/or Aircraft shall be at the Seller’s premises. Where the Seller agrees to deliver the Goods and/or Aircraft otherwise than at the Seller’s premises, the Buyer shall be liable for the Seller’s additional charges for transport, packaging and insurance. If the Buyer fails to take delivery of the Goods and/or Aircraft or fails to give the Seller adequate delivery instructions at the time stated for delivery, the Seller may store the Goods and/or Aircraft until actual delivery and charge the Buyer for the reasonable costs (including insurance) of storage.
4.4 The Seller shall supply all the parts and replacement components necessary for the performance of the Services unless otherwise agreed in writing with the Buyer. If the Buyer provides any part or component, it shall be liable to pay to the Seller a handling charge of 10 per cent of the value of the part or component, such value to be as stated in the parts/components supplier’s list at the date of the Seller’s estimate, or, in the absence of such estimate, the Quote, subject to a minimum value of £25 per item.
5. DELIVERY – HANDLING
5.1 This condition 5 shall apply only to the extent that the Services relate to handling work.
5.2 The Seller will provide the Services relating to handling in accordance with the current IATA Ground Handling Rules in force from time to time.
5.3 The Customer will appoint no other third party to undertake the Services to be provided by the Seller.
5.4 The Buyer will, or will ensure that the relevant operator will, immediately notify the Seller of any changes to the Services requested and any relevant flight schedules and the Seller reserves the right to increase the Price to reflect any such change.
6. DELIVERY – FLIGHT TRAINING CENTRE
6.1 This section 6 shall apply to the extent that the services relate to Flight Training work.
6.2 The seller will provide the Services relating to the Flight Training Centre in accordance with the current Flying Orders Book in force from time to time.
6.3 Self Fly Hire customers must complete an Aircraft Hire Agreement prior to taking the aircraft.
6.4 The Student must meet all minimum requirements of the course (the “Course”), including but not limited to pre-entry and licence issue, as specified by the UK Civil Aviation Authority (CAA) and the Joint Aviation Authority (JAA) from time to time.
6.5 An initial deposit of £500 is due in advance of the Course start date to reserve a place on the Course. This deposit shall be returned upon completion of the Course, and may not be set off by the Student against any Course fees, save that Ziegler Aerospace may deduct any amount owing to Ziegler Aerospace by the Student prior to returning the deposit. Course fees shall be calculated in accordance with Ziegler Aerospace standard price list in force from time to time. Any fixed fees in respect of a Course shall be paid in advance, and all other accumulated Course fees must be settled at the end of each flying day. Time of payment is of the essence. Interest will be charged on any late payment at a rate of 4% above the base rate of the Bank of England from time to time. Interest shall be payable at this rate both before and after any judgment is made against the Student until the date upon which payment in cleared funds is received in full, including all accrued interest.
6.6 Ziegler Aerospace reserves the right to vary its standard price list during the Course by giving reasonable notice to the Student. Such varied prices shall apply to all subsequent parts of the Course save where fees have been agreed and paid in advance.
6.7 In the event that the Student voluntarily cancels the Course prior to its commencement, the Student shall pay Ziegler Aerospace £500. Such sum represents Ziegler Aerospace wasted costs of arranging aircraft and an instructor for the Course. In the event that, prior to completion of the Course, the Student voluntarily leaves the Course or is dismissed from the Course by Ziegler Aerospace pursuant to this agreement for any reason, the Student shall pay Ziegler Aerospace £350. £200 of such sum represents Ziegler Aerospace wasted costs of arranging aircraft and an instructor for the next training session of the Course, and the remaining £150 represents an administration fee for the correlation of Student records.
6.8 The training period which these terms and conditions cover begins on the programmed start date of the Course and is open ended with respect to the completion date of the Course. The timetable of the Course shall be reasonably agreed between the parties on an individual basis, subject to the terms of this agreement. All scheduled Course sessions are subject to the weather and aircraft availability, and Ziegler Aerospace reserves the right to postpone any part of the Course without liability on grounds of inclement weather, unavailability of aircraft or if in its sole discretion any other operational consideration whatsoever requires such postponement. Ziegler Aerospace reserves the right to substitute aircraft of equal or higher value to that agreed with the Student in order to complete the training requirements. The Student shall inform Ziegler Aerospace in advance of any unavailability for scheduled parts of the Course. Any absences from planned tuition may require extra hours to be made up at the end of the Course. The Student shall pay for any such extra hours, and any other additional training beyond that outlined during Course enrolment, in accordance with this agreement and Ziegler Aerospace standard price list from time to time in addition to any agreed fees for the Course.
6.9 Ziegler Aerospace reserves the right to dismiss the Student from the Course immediately if in its sole discretion it considers the Student to be in breach of any of the policies and terms set out herein whatsoever. Ziegler Aerospace grounds for dismissal include, but are not limited to, the Student failing to make him/herself available for scheduled training, demonstrating unsatisfactory progress due to failure in applying him/herself, tardiness or absence, improper or irresponsible attitude or behaviour, any drug or alcohol related activities, incapacitation or inability to maintain a medical certificate, language barriers, or Ziegler Aerospace otherwise at its sole discretion considering the Student’s competencies, aptitude or character unsuitable for further training.
6.10 The Student is expected to maintain a professional code of conduct at all times. Physical violence against any person whilst undertaking any training at Ziegler Aerospace will result in instant dismissal from the course. The Student will be held responsible for any damages to property. The Student shall not litter the buildings, gardens, parking areas and surrounds nor leave any parcels, cartons, bicycles, bags or rubbish in passages, on steps or anywhere else within any Ziegler Aerospace or airport facilities save for in designated areas.
6.11 The Student shall not consume any alcoholic beverages within any Ziegler Aerospace or airport facilities nor within 12 hours of engaging in any Course activity, ground training or flight training whatsoever. Any use of drugs or excessive use of alcohol on or off any Ziegler Aerospace or airport facilities will be grounds for immediate dismissal from the Course. The Student shall not smoke in any area other than those designated.
6.12 The Student shall not use any telephones, fax machines or computers belonging to Ziegler Aerospace nor remove any items belonging to Ziegler Aerospace without prior approval from Ziegler Aerospace. To ensure equipment remains 100% operational, the Student shall report any unserviceabilities immediately to Ziegler Aerospace. The Student shall consider the privacy of others and ensure that any equipment and furniture is respectfully utilised.
6.13 Ziegler Aerospace and the Student acknowledge and agree that there are inherent risks and dangers associated with the operation of aircraft and, further, that many of these risks and dangers continue to arise, despite the exercise of reasonable care by the parties. The Student hereby acknowledges that it assumes all risks, both known and unknown, associated with or related to the operation of aircraft. Ziegler Aerospace shall not be liable for any liability arising out of the Course, save where such liability arises from the neglect or wilful act or default of Ziegler Aerospace, or its employees, agents or sub-contractors, in which case, Ziegler Aerospace liability shall be limited to the smallest of: the actual amount of any loss or damage suffered by the Student; and £500,000. However, nothing in this agreement shall exclude any liability of Ziegler Aerospace for death or personal injury resulting from its own negligence or that of its employees, agents or sub-contractors. THE STUDENT’S ATTENTION IS DRAWN SPECIFICALLY TO THE PROVISIONS OF THIS CLAUSE 6.13.
6.14 The Student shall indemnify Ziegler Aerospace against any loss or damage which is related to any breach by the Student of this agreement or any act or omission by the Student in relation to the Course, and shall pay all costs and expenses, including professional fees, incurred in, and Ziegler Aerospace reasonable charges for, dealing with the breach and its consequences. This clause shall not apply to any loss or damage covered by any separate agreement between the Student and Ziegler Aerospace pursuant to which the Student is not liable for such loss or damage.
6.15 The failure to exercise or delay in exercising a right or remedy provided by this agreement or by law does not constitute a waiver of the right or remedy or a waiver of other rights or remedies. This agreement, and the documents referred to in it, constitute the entire agreement between the Student and Ziegler Aerospace The Student and Ziegler Aerospace each acknowledges and agrees that in entering this agreement it does not rely on, and shall have no remedy in respect of, any statement, representation, warranty or understanding of any person other than as expressly set out in this agreement, save that nothing in this agreement shall exclude any liability for fraud. Any modifications to the terms of this agreement are invalid unless they are in writing and signed by the Managing Director of ZIEGLER AEROSPACE.
6.16 The successful completion of the course of instruction, or any part thereof, requires certain skills, motivation, aptitude, diligence and capacity to accept instruction on the part of the Student which cannot be evaluated in advance. Accordingly, ZIEGLER AEROSPACE cannot and does not make any representations, promises or warranties concerning (a) the Student’s ability to successfully complete the Course, or any part thereof, within a specified period of time; (b) the Course time necessary to obtain one or more particular ratings; (c) the Course time necessary to obtain a given number of flight hours and/or (d) the Course time necessary to successfully complete any written test and/or flight tests. ZIEGLER AEROSPACE does not guarantee Course completion and cannot guarantee the Student’s completion date. The Student acknowledges that any projected completion time is based on average Student performance in accordance with the training course outlined during Course enrolment.
6.17 The Student acknowledges that no employee, agent or other representative of ZIEGLER AEROSPACE has made any representations, promises or warranties to the Student concerning the time necessary for his/her successful completion of the Course, or any part thereof, or to obtain a particular rating, complete a given number of flight hours, or successfully complete any written test and/or flight tests. ZIEGLER AEROSPACE does not guarantee employment to the Student on completion of the Course.
6.18 ZIEGLER AEROSPACE may disclose details provided on this form to appropriate law enforcement bodies in accordance with relevant legislation. The details provided may be used for authentication purposes and for the prevention and detection of crime. By signing this form I understand that my disclosure information is only to be used for the specific purposes mentions and for which my full consent has been provided. I confirm that the Information I have provided is complete and true and understand that knowingly to make a false statement is a criminal offence and will be pursued accordingly. I consent to ZIEGLER AEROSPACE providing my personal data to appropriate law enforcement bodies to perform specific checks for the purposes of the prevention and detection of crime or the apprehension and prosecution of the offenders.
6.19 In the event of any conflicts or inconsistencies between the terms of this agreement, the description of fees, brochures, advertising material and any other documents pertaining to the Student’s enrolment with ZIEGLER AEROSPACE, the terms of this agreement shall prevail.
6.20 ZIEGLER AEROSPACE shall be relieved of its contractual obligations to the extent that their performance is prevented by, or their non-performance results wholly or partly directly or indirectly from, the Student’s act, neglect or default including any breach by the Student of this agreement, or by explosion, fire, flood, storm, breakdown or failure of machinery, labour disturbance, industrial dispute, riot, civil disturbance, unavailability of suitable aircraft or other cause beyond ZIEGLER AEROSPACE’s reasonable control.
6.21 If any provision of this agreement is found by any court, tribunal or administrative body of competent jurisdiction to be wholly or partly illegal, invalid, void, voidable, unenforceable or unreasonable it shall, to the extent of such illegality, invalidity, voidness, voidability, unenforceability or unreasonableness, be deemed severable and the remainder of this agreement shall continue in full force and effect.
6.22 The formation, existence, construction, performance, validity and all aspects of this agreement shall be governed by English law and the parties submit to the exclusive jurisdiction of the English court.
7.1 The Buyer will make payment to the Seller by the due date stipulated overleaf. Time of payment is of the essence. All charges related to landing fees where no account is set up with LBIA, parking charges and passenger taxes must be settled before departure.
7.2 If the Buyer fails to make payment on the due date, then the Seller shall be entitled to cancel the Contract or suspend any further deliveries to the Buyer and charge the Buyer interest from the due date up to the date of actual payment in full (both before and after any judgement) on the amount unpaid, at the rate of 4 per cent per annum above base rate. Such interest shall accrue on a daily basis.
7.3 Any duties, taxes, fees, charges or expenses arising from or incurred in connection with the export of any Goods from the United Kingdom and/or the import of any Goods into any other country shall be paid by the Buyer.
8. DISPOSAL OF WORN PARTS
Any time-lifed, worn or old (as determined by the Seller) parts or components removed or replaced by the Seller during performance of the Services shall become the property of the Seller and may be disposed of by the Seller without reference to the Buyer.
9. RISK AND PROPERTY
9.1 The Seller shall have no liability for any loss or damage to the Goods after the same have left the Seller’s premises. Risk or damage to or loss of the Goods shall pass to the Buyer:
9.1.1 In the case of Goods to be delivered at the Seller’s premises, at the time the Goods are collected; or
9.1.2 In the case of Goods to be delivered otherwise than at the Seller’s premises at the time the Goods leave the Seller’s premises.
9.2 Until such time as the ownership of the Goods passes to the Buyer;
9.2.1 The Buyer shall hold the Goods as the Seller’s fiduciary agent and bailee and keep the Goods properly stored and protected and insured and identified as the Seller’s property;
9.2.2 The Buyer shall insure and keep insured the Goods to the full price against ”all risk“ to the reasonable satisfaction to the Seller and shall whenever requested by the Seller produce a copy of the policy of insurance; and
9.2.3 The Seller shall be entitled at any time to require the Buyer to deliver up the Goods to the Seller and, if the Buyer fails to do so forthwith, to enter upon any premises of the Buyer or any third party where the Goods are stored and repossess the Goods.
9.3 The Seller shall have a first and paramount lien over any goods or property of the Buyer in its possession for all sums due and payable to the Seller.
9.4 Notwithstanding delivery and the passing of risk in the Goods, ownership of the Goods shall not pass to the Buyer until the Seller has received in cash or cleared funds payment in full of the Price.
9.5 If the Buyer makes any voluntary arrangement with its creditors or becomes subject to an administration order or goes into liquidation (otherwise than for the purposes of amalgamation or reconstruction) or ceases to carry on business or an encumbrancer takes possession or a receiver is appointed of any of the Buyer’s property or assets, the Seller shall be entitled to cancel the Contract or suspend any further deliveries or performance under the Contract without liability to the Buyer and all sums due to the Seller under or in connection with the Contract shall become immediately due and payable notwithstanding any previous agreement to the contrary.
10.1 Unless caused by the Seller’s negligence, the Seller shall not be liable for any loss or damage to any Goods and/or Aircraft belonging to the Buyer whilst the same are in possession of the Seller.
10.2 Subject to clause 10.4, the Seller shall only be liable for defective Goods or Services if the defect is due to faulty workmanship or due to a defect in the quality or condition of the Goods or their failure to correspond with any specification provided by the Seller to the Buyer. Any claim by the Buyer must (whether or not delivery is refused by the Buyer) be notified to the Seller within 30 days from the date of delivery, or (where the defect or failure was not apparent on reasonable inspection) be notified to the Seller within a reasonable time after discovery of the defect or failure.
10.3 If the Buyer does not notify the Seller in accordance with clause 10.2 the Buyer shall not be entitled to reject the Goods and the Seller shall have no liability for such defect or failure, and the Buyer shall be bound to pay the Price as if the Goods had been delivered in accordance with the Contract.
10.4 Neither party shall be liable to the other for any loss of profit, business, contracts, revenues or anticipated savings or for any special, indirect or consequential loss or damage whatsoever. Nothing in these Conditions shall restrict or exclude liability for death or personal injury caused by the negligence of the Seller. The entire liability of the Seller under or in connection with the Contract shall not exceed the Price.
10.5 The Seller shall not be liable for any delay or failure in performance of any of its obligations under the Contract where this is due to matters beyond its reasonable control including but not limited to Act of God; war; difficulties in obtaining materials, labour, fuel or machinery; import or export regulations; industrial action or trade disputes; failure of sub-contractors; power failure or breakdown in machinery.
10.6 Whilst on the Seller’s premises the Buyer shall behave properly and agrees to indemnify the Seller against any loss or damage suffered by the Seller as a result of the Buyer’s act or omission whilst on the Seller’s premises.
The Buyer shall be responsible at its own cost for insuring the Aircraft against all risks customarily insurable in respect of loss of or damage to such an Aircraft, its engines, components and any spare parts, whether or not belonging to the Buyer, while such property shall be on the Seller’s premises or in the Seller’s possession.
12.1 Any notice required or permitted to be given by either party to the other under these Conditions shall be in writing addressed to that other party at its registered office or principal place of business or such other address as may at the relevant time have been notified pursuant to this provision to the party giving the notice.
12.2 The Seller may sub-contract the provision of any of the Services.
12.3 No waiver by the Seller of any breach of the Contract by the Buyer shall be considered as a waiver of any subsequent breach of the same or any other provision.
12.4 If any provision of these Conditions is held by any component authority to be invalid or unenforceable in whole or in part the validity of the other provisions of these Conditions and the remainder of the provision in question shall not be affected.
12.5 The Buyer shall not without the prior written consent of the Seller assign the Contract or any part of it.
12.6 A person who is not a party to the Contract has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract under that Act.
12.7 These Conditions shall in all respects be governed by and construed in accordance with English law and shall be deemed to have been made in England and the parties hereby agree to submit to the exclusive jurisdiction of the English courts.
13. TERMS AND CONDITIONS OF WEBSITE USE
13.1 Use of this site is provided by Ziegler Aerospace. Whilst Ziegler Aerospace have endeavoured to ensure that all information on this site is correct, the contents of this site are provided to you “as is” without representation or warranty of any kind (express or implied) including, without limitation, any implied warranties of merchantability, fitness for a particular purpose or non-infringement.
13.2 Ziegler Aerospace accept no liability for any statement, inaccuracy or omission on this site.
13.3 Ziegler Aerospace accept no liability for any direct, special, indirect or consequential loss or damages of any kind resulting from the use of any information obtained directly or indirectly from this site or for any viruses that may infect your computer equipment or other property on account of your access to, use of, downloading of or browsing in this site. All such liability is excluded to the fullest extent permitted by law. The information on this site is subject to change and may be amended or withdrawn at any time without notice. These Conditions of Use may be changed at any time without notice.
13.4 Copyright licence (‘licence’): Visitors to this site may read, view, print and download one hard copy of the material for their personal, non-commercial use only. Visitors may not copy, distribute, sell, publish, display, transmit, reproduce or decompile any part of the material by any means (electronic or not) or for any purpose include it in any derivative works.
13.5 Trademarks and Intellectual Property: Trademarks, service marks and logos displayed on this site belong to Ziegler Aerospace. Nothing contained on this site should be construed as granting any licence to use any trademark, service mark or logo displayed on this site without the express written permission of Ziegler Aerospace. These terms and conditions and anything in this site shall be governed by English Law and all matters in connection with them shall be determined by the English Courts.