TERMS OF USE

Effective Date: March 9, 2017

These Terms of Use of Voom Brazil Ltda. ("Voom") govern your (the "User") access to and use of the mobile applications, websites and other services (collectively, the "Services") developed by Voom to implement a vertical urban mobility network of helipad, heliport and helicopter operators (collectively, "Operators").

PLEASE READ THESE TERMS CAREFULLY BEFORE ACCESSING OR USING THE SERVICES. YOUR ACCESS TO AND USE OF THE SERVICES IS CONDITIONED TO YOUR AGREEMENT TO BE BOUND BY THESE TERMS, WHICH ESTABLISHES A CONTRACTUAL RELATIONSHIP BETWEEN YOU AND VOOM.

If you do not agree to these Terms, you may not access or use the Services. These Terms expressly supersede any prior agreements or arrangements between you and Voom. Voom may immediately terminate these Terms or any contractual relationship established with you, and suspend or deny you access to the Services, in whole or in part, at any time, and for any reason.

Pursuant to the Terms, you accept Voom as your commission agent for the contracting, in its own name, but aiming to preserve your interests, the "Transportation Services", encompassing (i) air transportation services, to be provided by the Operators and (where applicable) (ii) ground transportation services to be provided by ground transportation companies duly licensed (collectively, "Transport Providers").

All Transportation Services are provided by duly licensed Transport Providers whose name shall be clearly appointed to you by the time of your booking. Voom is entitled to change the Transport Provider after your booking for any reason in order to ensure the best experience possible to you. If it does so, Voom shall inform you of the identity of the new Transportation Provider and provide you the opportunity to abandon your journey.

I. The Services

The Services include a technology platform that enables Users to arrange and schedule transportation and/or logistics services with Transport Providers via mobile app or website (the "Technology Platform"). Unless otherwise agreed between Voom and you in a separate written agreement, the Technology Platform is made available solely for your personal, noncommercial use.

VOOM DOES NOT PROVIDE TRANSPORTATION OR LOGISTICS SERVICES OR FUNCTION AS A GROUND TRANSPORT OR HELICOPTER OPERATOR. The relationship between Voom and the Transport Providers is only that of independent contractors. Neither Voom nor any Transport Provider is an agent, representative, associate, employer, or employee of the other party, and no party has any right or authority to assume or create any obligations or to make any representations or warranties on behalf of any other party, whether express or implied, or to bind the other party in any respect whatsoever.

The Services (including the Technology Platform) and all right, title and interest therein, including all patent, trademark, copyright, trade secrets, and all other intellectual property rights therein are and shall remain Voom's property or the property of Voom's licensors. Neither these Terms nor your use of the Services convey or grant to you any rights: (i) in or related to the Services except for the limited license granted below; or (ii) to use or reference in any manner Voom’s company names, logos, product and service names, trademarks or services marks or those of Voom’s licensors.

II. Use of The Services

A. Restrictions

You may not: (i) remove any copyright, trademark or other proprietary notices from any portion of the Services; (ii) reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services except as expressly permitted by Voom; (iii) decompile, reverse engineer or disassemble any portion of the Platform except as may be permitted by applicable law; (iv) link to, mirror or frame any portion of the Technology Platform; (v) cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Services or unduly burdening or hindering the operation and/or functionality of any aspect of the Services; or (vi) attempt to gain unauthorized access to or impair any aspect of the Technology Platform or its related systems or networks.

B. Licenses and Consents

Subject to your compliance with these Terms, Voom grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to: (i) access and use the Technology Platform on your personal device solely in connection with your use of the Services; and (ii) access and use any content, information and related materials that may be made available through the Services, in each case solely for your personal, noncommercial use. Any rights not expressly granted herein are reserved by Voom and Voom’s licensors.

C. User Accounts

In order to use most aspects of the Services, you must register for and maintain an active personal user account ("Account"). You must be at least 18 years of age, or the age of legal majority in your jurisdiction (if greater than 18), to obtain an Account. Account registration requires you to submit to Voom certain personal information, under the terms of our Privacy Policy, such as your name, address, mobile phone number, Individual Taxpayer Registration Number – CPF, weight, passport number (or similar government ID number), and your birth year and month, as well as at least one valid payment method (either a credit card or other accepted means of payment). You agree to maintain accurate, complete, and up-to-date information in your Account. If you fail to maintain accurate, complete, and up-to-date Account information, such as if the payment method on file becomes invalid or the expiration date has passed, you may be unable to access and use the Services and Voom may terminate the contractual relationship established with you. You are responsible for any activity that occurs under your Account. You must maintain the security and secrecy of your Account username and password at all times. Unless otherwise permitted by Voom in writing, you may only possess one Account.

D. User Conduct

The Services are not available for use by persons under the age of 18. You may not authorize third parties to use your Account, and you may not allow persons under the age of 18 to use the Services. You may not assign or otherwise transfer your Account to any other person or entity. You agree to comply with all applicable laws when using the Services and the Transportation Services, using them only for lawful purposes (e.g., no transport of unlawful, dangerous, or hazardous materials), and not causing nuisance, annoyance, inconvenience, or property damage, whether to the Transport Providers or any other party. You will be required to follow all safety protocol and instructions provided by the aircraft commander and crew when using the Transportation Services.

E. Physical Security

Voom and/or the Transport Providers may engage independent, third party security personnel ("Security Partners") to help ensure your safety and security.

You may be subject to "airport style" security measures when using the Transportation Services. These measures may include being subject to a metal detector, baggage manual inspection, and other similar security measures. You may not bring dangerous items on your journey, such as firearms, knives, explosives, radioactive material, among others. You may also be subject to screening against various databases (i.e.: no-fly lists, criminal watch lists, etc.).

Each of Voom, the Security Partners and the Transport Providers, and any other third parties providing aspects of the Services, are entitled to refuse to offer you any Services, in whole or in part, for any reason, and will immediately contact appropriate authorities should you refuse.

In certain instances, you may be asked to provide proof of identity – to be done upon the presentation of an Photo ID matching exactly what was provided in your user account – to access or use the Services, and you may be denied access to or use of the Services if you refuse to provide such document.

During your journey, you may be separated from your baggage and belongings and the discretion of our Transport Providers. Items that may be "fragile" should not be brought on the Service, and, in accepting these Terms, you agree that neither Voom nor any Transport Provider assumes (and strictly waives) any responsibility for your baggage and belongings.

No animals (even in cages) are allowed during the use of the Transportation Services.

F. Privacy

Our practices with respect to the collection and use of personal information in connection with the Services are provided in Voom's Privacy Policy located at www.voom.flights/en/privacy, which is made a part of, and is included in these Terms.

To the extent that you provide any personal information to Transport Providers or other third parties, such information will be subject to the separate policies of such organizations and you agree that Voom shall have no obligation or liability with respect to such entities collection or use of such information.

G. Text Messaging

By creating an Account, you agree that the Services may send you informational text (SMS) messages as part of the normal business operation of your use of the Services. You may opt-out of receiving text (SMS) messages from Voom at any time. However, opting out of receiving text (SMS) messages may impact your use of the Services.

H. Network Access and Devices

You are responsible for obtaining and paying for the data network access necessary for you to access the Services. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Services and the Technology Platform, as well as any updates thereto. Voom does not guarantee that the Services, or any portion thereof, will function on any particular hardware or devices. In addition, the Services may be subject to malfunctions and delays inherent in the use of the Internet and electronic communications.

I. Fees

You understand that the use of the Services may result in charges to you for the services or goods you receive from the Transport Providers ("Charges"). After you have received services or goods obtained through your use of the Services, you will pay Voom, that has been acting as your commissionaire acquiring the Transportation Services and that, in its turn, shall forward the corresponding amount to applicable Transport Provider on your behalf. Payment of the Charges in such manner shall be considered the same as payment made directly by you Transport Providers. Charges will be inclusive of applicable taxes if applicable by law. Charges paid by you are final and non-refundable, unless otherwise determined by Voom. All Charges are due immediately and payment will be facilitated by Voom using the preferred payment method designated in your Account, after which Voom will send you a receipt by email encompassing details of what has been hired and, if applicable, Voom shall issue an invoice relating to the commission for the hired service – commission shall already be included in the receipt. If your primary Account payment method is determined to be expired, invalid or otherwise not able to be charged, Voom may use a secondary payment method in your Account, if available.

As between you and Voom, Voom reserves the right to establish, remove and/or revise Charges for any or all services or goods obtained through the use of the Services at any time in Voom's sole discretion. Charges applicable in certain geographical areas may increase substantially during times of high demand. Voom will use reasonable efforts to inform you of Charges that may apply, provided that you will be responsible for Charges incurred under your Account regardless of your awareness of such Charges or their amount.

Voom may from time to time provide certain users with promotional offers and discounts, obtained by means of negotiations with Transport Providers, that may result in different amounts charged for the same or similar services or goods obtained through the use of the Services. Such promotional offers and discounts, unless also made available to you, shall have no bearing on your use of the Services or the Charges applied to you.

You may elect to cancel your request for Services at any time prior to the final confirmation of your journey. Once you have proceeded to final confirmation, the cancellation may lead to the collection of a portion or the entirety of the quoted Charges.

All purchases made through a payment card (e.g. credit card, debit card, cash value card, gift card) are processed by a third party. We are not responsible for any error or other incident caused by or attributed to this payment card processor.

J. Repair or Cleaning Fees

You will be responsible for the cost of repair for damage to, or necessary cleaning of, equipment and property resulting from use of the Services under your Account in excess of normal "wear and tear" damages and necessary cleaning ("Repair or Cleaning"). In the event that an Operator or Partner reports the need for Repair or Cleaning, and such Repair or Cleaning request is verified by Voom, in Voom's reasonable discretion, Voom reserves the right to facilitate payment for the reasonable cost of such Repair or Cleaning on behalf of the Transport Partner using the payment method designated in your Account. Such amounts will be transferred by Voom to the applicable Transport Partner and they are non-refundable.

III. Disclaimers; Limitation of Liability; Indemnity

A. DISCLAIMER

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." VOOM DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, NOT EXPRESSLY SET OUT IN THESE TERMS, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. VOOM MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, OR AVAILABILITY OF THE SERVICES, TRANSPORTATION SERVICES OR ANY SERVICES OR GOODS REQUESTED THROUGH THE USE OF THE SERVICES, OR THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. VOOM DOES NOT GUARANTEE THE QUALITY, SUITABILITY, SAFETY OR ABILITY OF ANY TRANSPORT PROVIDERS THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE SERVICES, AND ANY SERVICE OR GOOD REQUESTED IN CONNECTION THEREWITH, REMAINS SOLELY WITH YOU, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW.

VOOM IS NOT RESPONSIBLE FOR INTRINSIC ISSUES RELATED TO THE PROVISION OF THE TRANSPORTATION SERVICES, AND AS SUCH SHOULD NOT BE HELD RESPONSIBLE, FOR EXAMPLE, FOR THE CANCELLATION OR DELAY – CAUSED BY THE TRANSPORT PROVIDERS – A RESULT OF CLIMATE CONDITIONS THAT PREVENT AND/OR DERIVE THE TRANSPORTATION SERVICES.

YOU EXPRESSLY ACKNOWLEDGE THAT VOOM IS NOT AND WILL NOT BE RESPONSIBLE FOR THE PRACTICES AND POLICIES ADOPTED BY TRANSPORT PROVIDERS, INCLUDING WITH RESPECT TO SAFETY.

VOOM ONLY ALLOWS TRANSPORT PROVIDERS THAT ARE DULY AUTHORIZED AND LICENSED COMPANIES – AS APPLICABLE – TO PROVIDE SERVICES. NEVERTHELESS, VOOM IS NOT RESPONSIBLE FOR THE PRACTICES, LICENSES AND POLICIES OF TRANSPORT PROVIDERS AND USERS AGREE THAT THEY ARE RESPONSIBLE FOR THEIR OWN DECISION TO TAKE A JOURNEY WITH ANY TRANSPORT PROVIDERS LOCATED ON THE TECHNOLOGY PLATFORM.

B. LIMITATION OF LIABILITY

VOOM SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST DATA, PERSONAL INJURY, OR PROPERTY DAMAGE RELATED TO, CONNECTED WITH, OR OTHERWISE RESULTING FROM ANY USE OF THE SERVICES, EVEN IF VOOM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

VOOM SHALL NOT BE LIABLE FOR ANY DAMAGES, LIABILITY OR LOSSES ARISING OUT OF: (I) YOUR USE OF OR RELIANCE ON THE SERVICES AND TRANSPORTATION SERVICES OR YOUR INABILITY TO ACCESS OR USE THE SERVICES; OR (II) ANY TRANSACTION OR RELATIONSHIP BETWEEN YOU AND ANY OPERATOR AND PARTNER, EVEN IF VOOM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. VOOM SHALL NOT BE LIABLE FOR DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND VOOM'S REASONABLE CONTROL.

IN NO EVENT SHALL VOOM’S TOTAL LIABILITY TO YOU IN CONNECTION WITH THE SERVICES FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION EXCEED FIVE HUNDRED REAIS (R$500.00).

THE LIMITATIONS AND DISCLAIMER IN THIS SECTION 5 DO NOT PURPORT TO LIMIT LIABILITY OR ALTER YOUR RIGHTS AS A CONSUMER THAT CANNOT BE EXCLUDED, CHANGED OR MITIGATED UNDER APPLICABLE LAW.

C. INDEMNITY

You agree to indemnify and hold Voom and its officers, directors, employees, and agents harmless from any and all liability relating to claims, demands, losses, liabilities, and expenses (including attorneys' fees), arising out of or in connection with: (i) your use of the Services, Transportation Services or from goods or obtained through your use of the Services; (ii) your breach or violation of any of these Terms; and (iii) your violation of the rights of any third party, including Transport Providers.

D. Dispute Resolution – Arbitration

Any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services (collectively, "Disputes") will be settled by binding arbitration between you and Voom, without prejudice to the parties’ right to seek in court any interim or interlocutory relief in aid of arbitration and/or to protect its rights before the constitution of the Arbitral Tribunal, including the remedies against threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents or other intellectual property rights. You acknowledge and agree that you and Voom are each waiving the right to a trial by jury or to participate as a plaintiff or class in any purported class action or representative proceeding. Further, unless both you and Voom otherwise agree in writing, the Arbitral Tribunal may not consolidate more than one person's claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this "Dispute Resolution" section will be deemed void. Except as provided in the preceding sentence, this "Dispute Resolution" section will survive any termination of these Terms.

Arbitration Rules and Governing Law

The arbitration will be administered by the American Arbitration Association ("AAA") in accordance with the Consumer Arbitration Rules (the "AAA Rules") then in effect, except as modified by this "Dispute Resolution" Section. The AAA Rules are available at www.adr.org/arb_med or by calling the AAA at 1-800-778-7879. The Federal Arbitration Act will govern the interpretation and enforcement of this Section.

Arbitration Process

A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. (The AAA provides a form Demand for Arbitration at www.adr.org/aaa/ShowPDF?doc=ADRSTG_004175 and a separate form for California residents at www.adr.org/aaa/ShowPDF?doc=ADRSTG_015822.)

The arbitration shall be conducted by one arbitrator, who will be either a retired judge or an attorney licensed to practice law. If the parties are unable to agree upon an arbitrator within 7 days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules. The parties agree to jointly waive the applicability of the AAA Rules’ provisions that limit their choice of arbitrator to the AAA’s roster of arbitrators. Any and all controversies related to the nomination of the arbitrator shall be settled by the AAA.

Arbitration Location and Procedure

Unless you and Voom otherwise agree, the arbitration will be conducted in English in the country where you reside, where the arbitral award shall be deemed rendered. If your claim does not exceed US$10,000.00 then the arbitration will be conducted solely on the basis of documents you and Voom submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds US$10,000.00 your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.

Arbitrator's Decision

The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator's decision will include the essential findings and conclusions upon which the arbitrator based the award. The arbitrator shall decide the merits of the Dispute in accordance to the applicable law and shall not act as amiable compositeurs or decide the merits of the Dispute ex aequo et bono. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator's award damages must be consistent with the terms of the "Limitation of Liability" section above as to the types and the amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant's individual claim. If you prevail in arbitration you will be entitled to an award of attorneys' fees and expenses, to the extent provided under applicable law. Voom will not seek, and hereby waives all rights Voom may have under applicable law to recover, attorneys' fees and expenses if Voom prevail in arbitration.

IV. Other Provisions

A. Choice of Law

These Terms, with the exception of Section 6 (Dispute Resolution), are governed by and construed in accordance with the laws of Brazil, without giving effect to any conflict of law principles, except as may be otherwise provided in supplemental terms applicable to your region.

B. Notices

Voom may give notice by means of a general notice on the Services, electronic mail to your email address in your Account, or by written communication sent by first class mail or pre-paid post to your address in your Account. Such notice shall be deemed to have been received upon the expiration of 48 hours after mailing or posting (if sent by first class mail or pre-paid post) or 12 hours after sending (if sent by email). You may give notice to Voom, with such notice deemed given when received by Voom, at any time by first class mail or pre-paid post to our company address listed on voom.flights.

C. Assignment

You may not assign these Terms without Voom's prior written approval. Voom may assign these Terms without your consent to: (i) a subsidiary or affiliate; (ii) an acquirer of Voom's equity, business or assets; or (iii) a successor by merger. Any purported assignment in violation of this section shall be void. No joint venture, partnership, employment, or agency relationship exists between you, Voom or any Operator or Partner arising from the contractual relationship established between you and Voom, your consent to this Terms or your use of the Services. If any provision of these Terms is held to be illegal, invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law. Voom's failure to enforce any right or provision in these Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Voom in writing.

D. Amendments

Voom may amend these Terms from time to time in accordance with applicable law. Amendments will be effective upon Voom's posting of such updated Terms at this location, when the Last Updated Date at the top of this page will be changed, or the amended policies or supplemental terms on the Services. Your continued access or use of the Services after such the update Terms become in effect constitutes your consent to be bound by the Terms, as amended. You understand and accepts that it is your responsibility to review this page for any updates to the Terms.

Contact us

If you have any questions about these Terms, please contact us at [email protected].