Privacy Policy

BLADE URBAN AIR MOBILITY, Inc. Privacy and Cookie Policy

Last Updated: DECEMBER 31, 2019

Effective: JANUARY 1, 2020

Introduction

This privacy and cookie policy (“Policy”) describes how BLADE Urban Air Mobility, Inc. (“Company,” “we,” and “our”) collects, uses and shares personal data when using this website www.flyblade.com (the “Site”) and the Blade application, (the “Application”), together (the “Services”). Please read the following information carefully to understand our views and practices regarding your personal data and how we will treat it.

Particularly Important Information

Who we are: For the purpose of applicable data protection legislation, the data controller of your personal data is BLADE Urban Air Mobility, Inc. of 31 Hudson Yards, 14th Floor, New York, NY 10001.

Must Read Sections: We draw your attention in particular to the sections entitled “International Data Transfer” and “Your Rights.”

Changes to this Policy: We will post any modifications or changes to the Policy on our Services. We reserve the right to modify the Policy at any time, so we encourage you to review it frequently. The “Last Updated” legend above indicates when this Policy was last changed. If we make any material change(s) to the Policy, we will notify you via email prior to such change(s) taking effect.

1. Purposes of Processing

What is personal data?

We collect information about you in a range of forms, including personal data. As used in this Policy, “personal data” is as defined in the General Data Protection Regulation 2018 and any successor legislation, this includes any information which, either alone or in combination with other information we hold about you, identifies you as an individual, including, for example, your name, postal address, email address and telephone number.

Why do we need your personal data?

We will only process your personal data in accordance with applicable data protection and privacy laws. We need certain personal data in order to provide you with access to the Services. If you created a profile/registered with us, you will have been asked to tick to agree to provide this information in order to access our services, purchase our products, and view our content. This consent provides us with the legal basis we require under applicable law to process your data. You maintain the right to withdraw such consent at any time. If you do not agree to our use of your personal data in line with this Policy, please do not use our Services.

2. Collecting Your Personal Data

We collect information about you in the following ways:

Information You Give Us.

This includes the personal data you provide when:

  • registering to use our Services, including your‎ name, email address, and phone number;
  • reserving a flight using our Services, including your credit card information (credit card name, number, expiration date, CVC code, and postal code);
  • purchasing a flight using our Services, including passenger names and weights;
  • participating in promotions we run on the Services;
  • completing surveys that we use for research purposes;
  • reporting a problem with our Services or when we provide you with customer support; and
  • corresponding with us by phone, email or otherwise.

Information We Get from Others.

We may also get information about you from other sources. These sources may include:

  • our partners who you have agreed to share information with;
  • someone you may have asked to book or to make an enquiry on your behalf using our Services;
  • software telling us how you engage with our Services;
  • data specialists providing us with insights about our members, based on their own aggregated data sets; and
  • government and law enforcement authorities providing us with personal identification and background information when they are involved in official inquiries.

We may add the information we receive from these sources to the information we get from our Services.

Information Automatically Collected.

We automatically log information about you and your computer or mobile device when you access our Services. For example, when visiting our Services, we and our third-party service providers receive and record information on our server logs from your browser, including your IP address, and from cookies and similar technology. We collect this information about you using cookies. Please refer to the sections on cookies, Flash Technology and Pixel Tags below.

Automated Decision Making and Profiling.

We may use automated decision making and/or profiling in regard to your personal data for some services and products, for example re-sorting the order of homepage cards based on your location and sending e-mails based on location, purchase history, or in-application browsing behavior. You can request a manual review of the accuracy of an automated decision that you are unhappy with or limit or object to such automated decision making and/or profiling by contacting us at reservations@flyblade.com.

3. COOKIES

What are cookies?

We may collect information using “cookies.” Cookies are small data files stored on the hard drive of your computer or mobile device by a website. We may use both session cookies (which expire once you close your web browser) and persistent cookies (which stay on your computer or mobile device until you delete them) to provide you with a more personal and interactive experience on Services.

We use two broad categories of cookies:

(1) first party cookies, served directly by us to your computer or mobile device, which are used only by us to recognize your computer or mobile device when it revisits Services; and

(2) third party cookies, which are served by service providers on Services, and can be used by such service providers to recognize your computer or mobile device when it visits other websites.

Cookies we use

Our Services use the following types of cookies for the purposes set out below:

Essential Cookies

These cookies are essential to provide you with services available through our Services and to enable you to use some of its features. For example, they allow you to log in to secure areas of our Services and help the content of the pages you request load quickly. Without these cookies, the services that you have asked for cannot be provided, and we only use these cookies to provide you with those services.

Functionality Cookies

These cookies allow our Services to remember choices you make when you use our Services, such as remembering your login details and remembering the changes you make to other parts of our Services which you can customize. The purpose of these cookies is to provide you with a more personal experience and to avoid you having to re-enter your preferences every time you visit our Services.

Analytics and Performance Cookies

These cookies are used to collect information about traffic to our Services and how users use our Services. The information gathered does not identify any individual visitor. It includes the number of visitors to our Services, the websites that referred them to our Services, the pages they visited on our Services, what time of day they visited our Services, whether they have visited our Services before, recordings of their sessions visiting our Site, how they use our Services, and other similar information. We use this information to help operate our Services more efficiently, to gather broad demographic information and to monitor the level of activity on our Services.

We use Google Analytics and Hotjar for this purpose. Google Analytics and Hotjar use their own cookies. They are only used to improve how our Services works. You can find out more information about Google Analytics and Hotjar cookies at the following pages: https://developers.google.com/analytics/resources/concepts/gaConceptsCookies

https://help.hotjar.com/hc/en-us/articles/115011789248

You can find out more about how Google and Hotjar protect your data here: www.google.com/analytics/learn/privacy.html

https://help.hotjar.com/hc/en-us/articles/115011639887-Data-Safety-Privacy-Security

You can prevent the use of Google Analytics relating to your use of our Services by downloading and installing the browser plugin available via this link: http://tools.google.com/dlpage/gaoptout?hl=en

You can prevent the use Hotjar relating to your use of our Services by following the instructions listed at this link:

https://www.hotjar.com/legal/compliance/opt-out

Targeted and advertising cookies

These cookies track your browsing habits to enable us to show advertising which is more likely to be of interest to you. These cookies use information about your browsing history to group you with other users who have similar interests. Based on that information, and with our permission, third party advertisers can place cookies to enable them to show adverts which we think will be relevant to your interests while you are on third party websites.

You can disable cookies which remember your browsing habits and target advertising at you by visiting http://www.youronlinechoices.com/uk/your-ad-choices. If you choose to remove targeted or advertising cookies, you will still see adverts but they may not be relevant to you. Even if you do choose to remove cookies by the companies listed at the above link, not all companies that serve online behavioral advertising are included in this list, and so you may still receive some cookies and tailored adverts from companies that are not listed.

Social Media Cookies

These cookies are used when you share information using a social media sharing button or “like” button on our Services or you link your account or engage with our content on or through a social networking website such as Facebook, Twitter or Google+. The social network will record that you have done this.

Disabling cookies

You can typically remove or reject cookies via your browser settings. In order to do this, follow the instructions provided by your browser (usually located within the “settings,” “help” “tools” or “edit” facility). Many browsers are set to accept cookies until you change your settings.

Further information about cookies, including how to see what cookies have been set on your computer or mobile device and how to manage and delete them, visit www.allaboutcookies.org

and www.youronlinechoices.com.uk.

If you do not accept our cookies, you may experience some inconvenience in your use of our Services. For example, we may not be able to recognize your computer or mobile device and you may need to log in every time you visit our Services.

4. PIXEL TAGS

We may also use pixel tags (which are also known as web beacons and clear GIFs) on our Services to track the actions of users on our Services. Unlike cookies, which are stored on the hard drive of your computer or mobile device by a website, pixel tags are embedded invisibly on webpages. Pixel tags measure the success of our marketing campaigns and compile statistics about usage of our Services, so that we can manage our content more effectively. The information we collect using pixel tags is not linked to our users’ personal data.

5. DO NOT TRACK SIGNALS

Some Internet browsers may be configured to send "Do Not Track" signals to the online services that you visit. We currently do not respond to do not track signals. To find out more about "Do Not Track," please visit http://www.allaboutdnt.com.

6. Using Your Personal Data

We may use your personal data as follows:

  • to operate, maintain, and improve our Services, products, and services;
  • to manage your account, including to communicate with you regarding your account, if you have an account on our Services;
  • to operate and administer promotions you participate in on our Services;
  • to respond to your comments and questions and to provide customer service;
  • to undertake, or invite you to participate in, market research;
  • to send passenger name and weight information to aircraft operators for weight, balance, and manifest records;
  • to send information including technical notices, updates, security alerts, and support and administrative messages;
  • with your consent, to send you marketing e-mails about upcoming promotions, and other news, including information about products and services offered by us and our affiliates. You may opt-out of receiving such information at any time: such marketing emails tell you how to “opt-out.” Please note, even if you opt out of receiving marketing emails, we may still send you non-marketing emails. Non-marketing emails include emails about your account with us (if you have one) and our business dealings with you;
  • to process payments you make via our Services and prevent fraudulent transactions;
  • to link or combine user information with other personal data;
  • as we believe necessary or appropriate (a) to comply with applicable laws; (b) to comply with lawful requests and legal process, including to respond to requests from public and government authorities; (c) to enforce our Policy; and (d) to protect our rights, privacy, safety or property, and/or that of you or others; and
  • as described in the “Sharing of your Personal Data” section below.

7. Sharing Your Personal Data

We may share your personal data as follows:

  • Third Parties Designated by You. We may share your personal data with third parties where you have provided your consent to do so.
  • Our Third Party Service Providers. We may share your personal data with our third party service providers who provide services such as payment processing, user analytics, and email marketing and delivery. These third parties are only permitted to use your personal data to the extent necessary to enable them to provide their services to us. They are required to follow our express instructions and to comply with appropriate security measures to protect your personal data.
  • Affiliates. We may share some or all of your personal data with our affiliates, in which case we will require our affiliates to comply with this Policy. In particular, you may let us share personal data with our affiliates where you wish to receive marketing communications from them.
  • Corporate Restructuring. We may share personal data when we do a business deal, or negotiate a business deal, involving the sale or transfer of all or a part of our business or assets. These deals can include any merger, financing, acquisition, or bankruptcy transaction or proceeding.
  • Other Disclosures. We may share personal data as we believe necessary or appropriate: (a) to comply with applicable laws; (b) to comply with lawful requests and legal process, including to respond to requests from public and government authorities to meet national security or law enforcement requirements; (c) to enforce our Policy; and (d) to protect our rights, privacy, safety or property, and/or that of you or others.

8. Anonymous Data

When we use the term “anonymous data,” we are referring to data and information that does not permit you to be identified or identifiable, either alone or when combined with any other information available to a third party.

We may create anonymous data from the personal data we receive about you and other individuals whose personal data we collect. Anonymous data might include analytics information and information collected by us using cookies. We make personal data into anonymous data by excluding information (such as your name) that makes the data personally identifiable to you. We use this anonymous data to analyses usage patterns in order to make improvements to our Services.

9. Third Party Sites

Our Services may contain links to our partner sites, such as Axios Media, Inc. (www.axios.com) and other partners. This Policy does not cover the privacy practices of such third parties. These third parties have their own privacy policies and we do not accept any responsibility or liability for their websites, features or policies. Please read their privacy policies before you submit any data to them.

10. International Data Transfer

Your information, including personal data that we collect from you, may be transferred to, stored at and processed by us and our affiliates and other third parties outside the country in which you reside, including, but not limited to the United States, where data protection and privacy regulations may not offer the same level of protection as in other parts of the world. By using our Services, you agree to this transfer, storing or processing. We will take all steps reasonably necessary to ensure that your data is treated securely and in accordance with this Policy.

11. Security

We seek to use reasonable organizational, technical and administrative measures to protect personal data within our organization. Unfortunately, no transmission or storage system can be guaranteed to be completely secure, and transmission of information via the internet is not completely secure. If you have reason to believe that your interaction with us is no longer secure (for example, if you feel that the security of any account you might have with us has been compromised), please immediately notify us of the problem by contacting us using the details in Section 16 below.

12. Retention

We will only retain your personal data until you close your account unless a longer retention period is required or permitted by law (for example for regulatory purposes).

13. Our Policy on Children

Our Services are not directed to children under 13. If a parent or guardian becomes aware that his or her child has provided us with information without their consent, he or she should contact us using the details in Section 18 below. We will delete such information from our files as soon as reasonably practicable.

14. Sensitive Personal Data

Subject to the following paragraph, we ask that you not send us, and you not disclose, any sensitive personal data (e.g., social security numbers, information related to racial or ethnic origin, political opinions, religion or other beliefs, health, biometrics or genetic characteristics, criminal background or trade union membership) on or through the Services or otherwise to us.

15. Your Rights

  • Opt-out. You may contact us anytime to opt-out of: (i) direct marketing communications; (ii) automated decision-making and/or profiling; (iii) our collection of sensitive personal data; (iv) any new processing of your personal data that we may carry out beyond the original purpose; or (v) the transfer of your personal data outside the EEA. Please note that your use of some of the Services may be ineffective upon opt-out.
  • Access. You may access the information we hold about you at any time via your profile or by contacting us directly.
  • Amend. You can also contact us to update or correct any inaccuracies in your personal data.
  • Move. Your personal data is portable – i.e. you to have the flexibility to move your data to other service providers as you wish.
  • Erase and forget. In certain situations, for example when the information we hold about you is no longer relevant or is incorrect, you can request that we erase your data.

If you wish to exercise any of these rights, please contact us using the details in Section 17 below. In your request, please make clear: (i) what personal data is concerned; and (ii) which of the above rights you would like to enforce. For your protection, we may only implement requests with respect to the personal data associated with the particular email address that you use to send us your request, and we may need to verify your identity before implementing your request. We will try to comply with your request as soon as reasonably practicable and in any event, within one month of your request. Please note that we may need to retain certain information for recordkeeping purposes and/or to complete any transactions that you began prior to requesting such change or deletion.

16. Complaints

We are committed to resolve any complaints about our collection or use of your personal data. If you would like to make a complaint regarding this Policy or our practices in relation to your personal data, please contact us at: reservations@flyblade.com. We will reply to your complaint as soon as we can and in any event, within 45 days. We hope to resolve any complaint brought to our attention, however if you feel that your complaint has not been adequately resolved, you reserve the right to contact your local data protection supervisory authority.

17. Contact Information

We welcome your comments or questions about this Policy. You may contact us in writing at reservations@flyblade.com or BLADE Urban Air Mobility, Inc., 31 Hudson Yards, 14th Floor, New York, NY 10001.

18. EMPLOYEE PERSONAL DATA

BLADE Urban Air Mobility, Inc. commits to cooperate with the panel established by the EU data protection authorities (DPAs) and comply with the advice given by the panel with regard to human resources data transferred from the EU in the context of the employment relationship. Please contact us to be directed to the relevant DPA contacts.

19. IMPORTANT INFORMATION FOR CALIFORNIA RESIDENTS

This section applies only to California residents. It describes how we collect, use and share Personal Information of California residents in operating our business, and their rights with respect to that Personal Information. For purposes of this section, “Personal Information” has the meaning given in the California Consumer Privacy Act of 2018 (“CCPA”) but does not include information exempted from the scope of the CCPA.

Your California privacy rights. As a California resident, you have the rights listed below. However, these rights are not absolute, and in certain cases we may decline your request as permitted by law.

  • Information. You can request the following information about how we have collected and used your Personal Information during the past 12 months:
    • The categories of Personal Information that we have collected.
    • The categories of sources from which we collected Personal Information.
    • The business or commercial purpose for collecting and/or selling Personal Information.
    • The categories of third parties with whom we share Personal Information.
    • Whether we have disclosed your Personal Information for a business purpose, and if so, the categories of Personal Information received by each category of third party recipient.
    • Whether we’ve sold your Personal Information, and if so, the categories of Personal Information received by each category of third party recipient.
  • Access. You can request a copy of the Personal Information that we have collected about you during the past 12 months.
  • Deletion. You can ask us to delete the Personal Information that we have collected from you.
  • Opt-in. If we know that you are younger than 16 years old, we will ask for your permission (or if you are younger than 13 years old, your parent’s or guardian’s permission) to sell your Personal Information before we do so.
  • Nondiscrimination. You are entitled to exercise the rights described above free from discrimination. This means that we will not penalize you for exercising your rights by taking actions such as denying you services; increasing the price/rate of services; decreasing service quality; or suggesting that we may penalize you as described above for exercising your rights.

How to exercise your rights

You may exercise your California privacy rights described above as follows:

We will need to confirm your identity and California residency to process your requests to exercise your information, access or deletion rights. We cannot process your request if you do not provide us with sufficient detail to allow us to understand and respond to it.

Personal information that we collect, use and share

The list below summarizes how we collect, use and share Personal Information (“PI”) by reference to the statutory categories specified in the CCPA (defined in the glossary below), and describes our practices during the 12 months preceding the effective date of this Privacy Policy. Categories in the chart refer to the categories described above in the general section of this Privacy Policy. We have not sold your personal information in the preceding 12 months.

  • Identifiers
    • Source of the PI
      • You
      • Public sources
      • Business partners
      • Our clients
    • Purpose for collection
      • Service delivery
      • Research & development
      • Marketing
      • Compliance & Operations
    • Categories of third parties to whom we “disclose” the PI for a business purpose
      • Affiliates
      • Advertising partners
      • Service-related third parties
      • Professional advisors
      • Authorities and others
      • Business transferees
    • What we collect
      • Contact data
      • Identity data
      • Data about others
  • Commercial Information
    • Source of the PI
      • You
      • Our clients
    • Purpose for collection
      • Service delivery
      • Research & development
      • Marketing
      • Compliance & Operations
    • Categories of third parties to whom we “disclose” the PI for a business purpose
      • Affiliates
      • Advertising partners
      • Service-related third parties
      • Professional advisors
      • Authorities and others
      • Business transferees
    • What we collect
      • Contact data
      • Identity data
      • Transaction data
      • Communications
      • Marketing data
  • Financial Information
    • Source of the PI
      • You
      • Public sources
      • Business partners
      • Our clients
    • Purpose for collection
      • Service delivery
      • Research & development
      • Marketing
      • Compliance & Operations
    • Categories of third parties to whom we “disclose” the PI for a business purpose
      • Affiliates
      • Service-related third parties
      • Professional advisors
      • Authorities and others
      • Business transferees
    • What we collect
      • Financial data
  • Online Identifiers
    • Source of the PI
      • You
      • Our clients
    • Purpose for collection
      • Service delivery
      • Research & development
      • Marketing
      • Compliance & Operations
    • Categories of third parties to whom we “disclose” the PI for a business purpose
      • Affiliates
      • Service-related third parties
      • Professional advisors
      • Authorities and others
      • Business transferees
    • What we collect
      • Device data
      • Identity data
  • Internet or Network Information
    • Source of the PI
      • You
      • Automatic collection
    • Purpose for collection
      • Service delivery
      • Research & development
      • Marketing
      • Compliance & Operations
    • Categories of third parties to whom we “disclose” the PI for a business purpose
      • Affiliates
      • Service-related third parties
      • Professional advisors
      • Authorities and others
      • Business transferees
    • What we collect
      • Device data
      • Online activity data
  • Geolocation Data
    • Source of the PI
      • You
      • Automatic collection
    • Purpose for collection
      • Service delivery
      • Research & development
      • Marketing
    • Categories of third parties to whom we “disclose” the PI for a business purpose
      • None
    • What we collect
      • Geolocation data
  • Inferences
    • Source of the PI
      • Derived from PI you provide
    • Purpose for collection
      • Service delivery
      • Research & development
      • Marketing
    • Categories of third parties to whom we “disclose” the PI for a business purpose
      • None
    • What we collect
      • May be derived from your:
        • Device data
        • Online activity data
  • Professional or Employment Information
    • Source of the PI
      • You
    • Purpose for collection
      • Service delivery
      • Marketing
    • Categories of third parties to whom we “disclose” the PI for a business purpose
      • None
    • What we collect
      • We do not intentionally collect this information but it may be revealed in communications, identity data, or other information we collect
  • Protected Classification Characteristics
    • Source of the PI
      • You
    • Purpose for collection
      • Service delivery
    • Categories of third parties to whom we “disclose” the PI for a business purpose
      • Service-related third parties
    • What we collect
      • We do not intentionally collect this information but it may be revealed in communications, identity data, or other information we collect
  • Physical Description
    • Source of the PI
      • You
    • Purpose for collection
      • Service delivery
    • Categories of third parties to whom we “disclose” the PI for a business purpose
      • Service-related third parties
    • What we collect
      • Weight
  • Medical Information
    • Source of the PI
      • You
    • Purpose for collection
      • Service delivery
    • Categories of third parties to whom we “disclose” the PI for a business purpose
      • Service-related third parties
    • What we collect
      • Allergy information

Glossary of Statutory Categories

Commercial Information

Records of personal property, products or services purchased, obtained, or considered, or other purchasing or consuming histories or tendencies.

Financial Information

Bank account number, debit or credit card numbers, insurance policy number, and other financial information.

Geolocation Data

Precise location, e.g., derived from GPS coordinates or telemetry data.

Identifiers

Real name, alias, postal address, unique personal identifier, customer number, email address, account name, social security number, driver’s license number, passport number, or other similar identifiers.

Inferences

The derivation of information, data, assumptions, or conclusions from any other category of Personal Information to create a profile about a person reflecting the person's preferences, characteristics, psychological trends, predispositions, behavior, attitudes, intelligence, abilities and aptitudes.

Internet or Network Information

Browsing history, search history, and information regarding a person’s interaction with an Internet website, application, or advertisement.

Medical Information

Personal information about an individual’s health or healthcare, including health insurance information.

Online Identifiers

An online identifier or other persistent identifier that can be used to recognize a person, family or device, over time and across different services, including but not limited to, a device identifier; an Internet Protocol address; cookies, beacons, pixel tags, mobile ad identifiers, or similar technology; customer number, unique pseudonym, or user alias; telephone numbers, or other forms of persistent or probabilistic identifiers (i.e., the identification of a person or a device to a degree of certainty of more probable than not) that can be used to identify a particular person or device.

Physical Description

An individual’s physical characteristics or description (e.g., hair color, eye color, height, weight).

Professional or Employment Information

This term is not defined in the CCPA, but likely includes any information relating to a person's current, past or prospective employment or professional experience (e.g., job history, performance evaluations).

Protected Classification Characteristics

Age (40 years or older), race, color, ancestry, national origin, citizenship, religion or creed, marital status, medical condition, physical or mental disability, sex (including gender, gender identity, gender expression, pregnancy or childbirth and related medical conditions), sexual orientation, veteran or military status, genetic information (including familial genetic information).

Terms of Service

Last Updated: APRIL 14, 2025

Welcome to Blade Urban Air Mobility. These Terms of Service (the "Terms") govern access to and use of our websites that link to these Terms (the "Websites") as well as the use of any mobile application that links to these terms (collectively, the "App" and together with the Websites, the "Blade Systems"). These Terms also govern our services for arranging and booking air and ground transportation and any other products, services, events or otherwise that we make available to you (whether or not via the Blade Systems) (such products and/or services, the "Blade Services" and together with the Blade Systems, the "Services"). In addition to these Terms, other terms, conditions and/or agreements specific to Blade Services ("Other Terms") may apply to your use and purchase of the Services from Blade, including, without limitation, the following terms, conditions and/or agreements:

These Terms, together with any Other Terms, and any other terms, conditions, agreements and/or policies that link to these Terms, are referred to herein as the "Agreement." Unless otherwise expressly superseded by the terms of any Other Terms, in the event of a conflict between the terms of any Other Terms and the terms of these Terms, these Terms will control.

The Agreement is a binding legal agreement between all visitors, users, and others who access or use the Services ("users," "you," or "your") and Blade Urban Air Mobility, Inc., located at 31 Hudson Yards, 14th Floor, New York, NY 10001 ("Blade", "we" or "us"). If you are entering into the Agreement on behalf of a company, organization, or similar entity, you are agreeing to the Agreement for that entity and representing to us that you have the authority to bind such entity to the Agreement.

IMPORTANT NOTICE: THESE TERMS CONTAIN A MANDATORY INDIVIDUAL ARBITRATION AND CLASS ACTION/JURY TRIAL WAIVER PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS. IT AFFECTS YOUR LEGAL RIGHTS AS DETAILED IN THE ARBITRATION AND CLASS ACTION WAIVER.

Except for Section 13 which provides for binding arbitration and waiver of class action rights, we reserve the right to modify the Agreement at any time in our sole discretion. Any such modification will be effective upon the posting of the modified terms of the Agreement, so we encourage you to check back here from time to time for any such modifications. If the changes include material changes that affect your rights or obligations, we will notify you of the changes by reasonable means, which could include notification through the Blade Systems or via email. Your continued use of the Services following the effective date of any changes to the Agreement constitutes acceptance of those changes. If you do not agree to the new terms of the Agreement, you may not use the Services.

  1. GENERAL.
    a. Use and Eligibility. By accessing or using the Services, you accept and agree to be bound and abide by these Terms, our Privacy Policy, and the Other Terms governing the applicable services which are incorporated herein by reference. If you do not agree to be bound by these Terms or any provisions hereof, please do not access or use the Services.

    You may only use the Services if you can form a binding contract with Blade (either on behalf of yourself or the entity you represent), and only in compliance with the Agreement and all applicable local, state, national, and international laws, rules and regulations. By accessing or using the Services, including by registering a User Account (defined below), you represent and warrant that (A) you are at least 18 years of age, (B) you will use the Services in accordance with the Agreement and all applicable local, state, national and international laws, rules and regulations, and (C) if registering on behalf of a company, organization or other entity, you are an authorized representative of the entity and have the authority to bind such entity to these Terms. The Services are not available to any users previously removed from the Services by Blade.

    b. User Account. In order to use certain parts of the Services, you may be required to register for an account ("User Account") on behalf of yourself and/or on behalf of any entity or individual for which you are registering. You are responsible for ensuring that (A) all required registration information you submit is truthful and accurate, and (B) your contact information is current. You are solely responsible for maintaining the confidentiality and security of your User Account login information. You agree not to share your login credentials or access to your User Account with anybody or to create more than one account. We are not liable for any losses incurred by you or any party as a result of unauthorized use of your User Account. You agree to notify us immediately of any unauthorized use of your User Account.

    c. Acceptable Uses when Booking Travel Through the Blade Systems. The Blade Systems are designed to facilitate the arrangement and booking of transportation for legitimate personal or business purposes. By using the Blade Systems, you agree to arrange and book transportation (i) for lawful purposes only, and (ii) only for your own use or for individuals who have authorized you to make travel arrangements on their behalf (e.g., family, friends, colleagues). You further agree that you will not arrange and book transportation in connection with any activities that are illegal, or otherwise fraudulent or malicious, such as bookings that involve fictitious, fraudulent, abusive, or duplicative transactions.

    d. Blade Credits. From time to time during the use of the Services, you may be eligible to receive credits from Blade ("Blade Credits"), including, without limitation, for refunds or change in travel plans in accordance with our Cancellation and Change Policies, for promotional or partnership purposes applicable to the booking of Blade Services, and/or for other reasons determined by Blade in Blade's sole discretion. Unless otherwise agreed to by Blade in its sole discretion or set forth in any terms, conditions, policies and/or agreements applicable to Blade Credits, Blade Credits will be maintained in your User Account and will expire twelve (12) months following the date of issuance. Blade reserves the right in its sole discretion to remove any expired Blade Credits from your User Account at any point after expiration. Blade Credits may only be redeemed to purchase future Services made available to you by Blade in accordance with their respective terms.

    e. Blade Referral Program. Blade offers a referral program (the "Blade Referral Program") in which you may share a personal referral code with new users and receive Blade Credits in exchange for such referrals. Any Blade Credits received in exchange for such referrals shall expire at the end of the calendar year in which they were added to your User Account.

  2. PAYMENTS AND AUTHORIZATION. The price applicable currency of, and available payment method for, the Blade Services you are purchasing will be set out during your booking process. You agree to pay all amounts due, including any applicable taxes, and any applicable upgrade and/or add-on fees charged (whether at the time of booking, check-in or post-travel) ("Add-Ons") in connection with any purchase or reservation you make through the Blade Systems at the time of purchase (collectively, the "Fees"). By adding your payment method to your User Account, and using such payment method to purchase Blade Services, you understand that, unless otherwise stated or agreed to, we will charge the designated payment method in your User Account for the applicable Fees, and you hereby authorize us to do so. For the avoidance of doubt, you authorize us to charge the payment method on file in your User Account for any Add-Ons purchased by any individual named on a reservation made by you. YOU HEREBY REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO AUTHORIZE US TO CHARGE YOUR PAYMENT METHOD FOR ANY FEES DUE AND PAYABLE FOR BLADE SERVICES.

  3. INTELLECTUAL PROPERTY.
    a. License. Subject to the terms and conditions herein, we grant you a limited, revocable, non-sublicensable, non-exclusive, non-transferable, non-assignable license to access and use the Services solely for the permitted uses described herein.

    b. Intellectual Property Ownership. As between you and Blade, the Services, including without limitation any content, data, graphics, sound, artwork, computer code, logos, patents, trademarks, service marks, copyrights, and all the intellectual property rights therein or relating thereto, are and shall remain the exclusive property of Blade. Nothing in these Terms shall be interpreted to provide you with any rights in the foregoing, except the limited right to use the Services expressly set forth herein.

    c. Feedback. From time to time, you may provide us with comments, suggestions, or ideas for enhancements, improvements, changes, or additions to the Services or our business in general, including ideas for new features, materials, and other content ("Feedback"). By providing us Feedback, you grant to us exclusive ownership of the Feedback and of all intellectual property rights and other rights in it, and you will provide us with reasonable cooperation in documenting this grant. Blade has no obligation to do anything with Feedback, but we will have the full, worldwide, unencumbered right to use, incorporate, and otherwise fully exercise and exploit any such Feedback via all forms of media, distribution methods, and technology now known or later developed, for any purposes, commercial or otherwise, and to transfer or license our rights in the Feedback, without notice, acknowledgement or compensation to you.

  4. PROHIBITED USES. In using the Services, you agree that you shall not, and shall not encourage, assist or enable any other third party to: (i) reproduce, duplicate, modify, copy, distribute, transmit, display, sell, transfer, publish, create derivative works from or otherwise exploit for any purpose the content, software, products, or services or data found in or on the Services; (ii) engage in any activity that could cause us to violate any applicable law, statute, ordinance, or regulation; (iii) engage in any conduct that is fraudulent, inaccurate, infringing, libelous, defamatory, abusive, offensive, obscene, or otherwise violates any law or right of Blade, its users, or any third party, including privacy rights, copyrights, or other intellectual property rights; (iv) remove or modify any copyright, trademark, or other proprietary rights notice that appears on any portion of the Services, or on any materials printed or copied from the Services; (v) copy, distribute, or disclose any part of the Services in any medium, including without limitation by any automated or non-automated "scraping"; (vi) take action that imposes, or may impose, in the discretion of Blade, an unreasonable or disproportionately large load on the Blade\'s infrastructure; (vii) collect or harvest any personally identifiable information, including account names, from the Services; (viii) resell or make any commercial use of the Services except as authorized hereunder without our prior written consent; (ix) impersonate another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity; (x) interfere with the proper working of the Services; (xi) access any content on the Services through any technology or means other than those provided or authorized by the Services; or (xii) access the Services to build a similar or competitive website, application, product, or service.

  5. MODIFICATION, SUSPENSION & TERMINATION. We reserve the right to modify or discontinue any portion, or all, of the Services, for any reason whatsoever and to restrict, suspend, and terminate any user's User Account in our sole discretion and/or as set forth in the Agreement.

  6. WARRANTY DISCLAIMER. THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. USE OF THE SERVICES IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED WITHOUT WARRANTIES AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE SERVICES, AND BLADE HEREBY DISCLAIMS, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, BLADE, ITS SUBSIDIARIES, ITS AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS; THAT THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED;.PLEASE NOTE THAT SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. IN ADDITION, YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM ONE JURISDICTION TO ANOTHER JURISDICTION.

  7. ADDITIONAL DISCLAIMERS.

    a. IN PROVIDING BLADE SERVICES THAT INCLUDE AIR TRANSPORTATION OR GROUND TRANSPORTATION ("TRANSPORTATION SERVICES"), BLADE CONTRACTS WITH THIRD PARTY PERSONS AND/OR ENTITIES THAT MANAGE, MAINTAIN, AND OPERATE AIRCRAFT AND/OR VEHICLES OPERATING AND PROVIDING THE TRANSPORTATION SERVICES ("TRANSPORTATION PROVIDERS"). BLADE OFFERS INFORMATION AND A METHOD TO OBTAIN TRANSPORTATION SERVICES PROVIDED BY THIRD PARTY TRANSPORTATION PROVIDERS, BUT DOES NOT, AND DOES NOT INTEND TO, DIRECTLY OPERATE ANY TRANSPORTATION SERVICES OR ACT IN ANY WAY AS A TRANSPORTATION PROVIDER, AND HAS NO RESPONSIBILITY OR LIABILITY FOR ANY TRANSPORTATION SERVICES PROVIDED TO YOU BY SUCH THIRD-PARTIES.

    b. BLADE MAY INTRODUCE YOU TO TRANSPORTATION PROVIDERS TO PROVIDE YOU TRANSPORTATION SERVICES, BUT BLADE DOES NOT ASSESS THE SUITABILITY, LEGALITY, OR ABILITY OF ANY TRANSPORTATION PROVIDER.

    c. YOU ACKNOWLEDGE AND UNDERSTAND THAT BLADE DOES NOT MONITOR ANY TRANSPORTATION PROVIDER'S ON-GOING COMPLIANCE WITH ANY AND ALL LICENSING AND/OR PERMITTING RULES AND REGULATIONS, AND BLADE WILL NOT BE RESPONSIBLE FOR ANY LIABILITY, CLAIMS, OR DAMAGES ARISING FROM OR IN ANY WAY RELATED TO A TRANSPORTATION PROVIDER'S FAILURE TO MAINTAIN A CURRENT LICENSE AND/OR PERMIT. BLADE DISCLAIMS ANY AND ALL RESPONSIBILITY FOR THE DECISIONS YOU MAKE REGARDING YOUR USE OF THE SERVICES.

    d. BLADE DOES NOT PROVIDE, NOR DOES IT MAINTAIN, LIABILITY INSURANCE COVERAGE, OR ANY OTHER INSURANCE THAT EXTENDS OR IS INTENDED TO PROVIDE ANY COVERAGE, PROTECTION, OR BENEFIT TO YOU BEFORE, DURING, OR AFTER ANY FLIGHT YOU MAY PURCHASE.

    e. YOU ACKNOWLEDGE AND UNDERSTAND THAT THIS LIST OF ADDITIONAL DISCLAIMERS MAY NOT BE EXHAUSTIVE AND THAT THERE MAY BE ADDITIONAL DISCLAIMERS INCLUDED IN THE OTHER TERMS APPLICABLE TO YOUR PURCHASES

  8. ASSUMPTION OF RISK, WAIVER AND RELEASE OF LIABILITY

    a. The terms and conditions of this Section 8 will be referred to as the "Release". The Release pertains to the Transportation Services arranged and/or coordinated by the Released Parties (as defined below) and the Transportation Providers thereof. Your purchase, reservation, and/or participation in the Transportation Services will indicate your acceptance of this Release by you on behalf of yourself and any other individual(s) participating in the Transportation Services ("Releasor"), and confirmation that Releasor will release the Released Parties of liability in accordance with the terms of the Release. For purposes of the Release, "Released Parties" means, collectively, Blade and its parent, subsidiary, and affiliate companies and each of their respective directors, officers, employees, members, agents, representatives, successors, and assigns. By purchasing, reserving, or otherwise participating in the Transportation Services for yourself or on behalf of a third party (e.g., your employer, your employee, your minor child, your spouse, your friend, your relative, etc. (each a "Participant")) you represent and warrant that you have the full legal authority and permission and right to contract, including the authority to accept all of the terms of the Release, for and on behalf of yourself and any Participant. You further represent and warrant that you have conveyed the terms of the Release to each such Participant. Releasor (for themselves and any Participant(s)) acknowledges that the Released Parties do not operate and will not be in operational control of the Transportation Services. The Transportation Services will be operated by Transportation Providers and the Released Parties will have no responsibility or liability for any Transportation Services operated by such Transportation Providers. Releasor (for themselves and any Participant(s)) understands that the Transportation Services will involve air transportation and/or ground transportation and carry certain inherent risks that cannot be eliminated completely, including without limitation, property damage, bodily injury, and/or death. By reserving or otherwise participating in the Transportation Services, Releasor (for themselves and any Participant(s)) acknowledges that they are aware of these risks, have conveyed these risks for Participants, and freely assumes, and each Participant assumes, any and all responsibility for any and all related damages and risks, both known and unknown, even if arising from the negligence of the Released Parties. RELEASOR ACKNOWLEDGES (FOR THEMSELVES AND ANY PARTICIPANT(S)) THAT TRANSPORTATION SERVICES ARE ENTIRELY OPTIONAL AND VOLUNTARY AND THAT RELEASOR ACKNOWLEDGES (FOR THEMSELVES AND ANY PARTICIPANT(S)) HAVE FREELY ELECTED TO PARTICIPATE NOTWITHSTANDING THE POTENTIAL RISKS INVOLVED, KNOWN AND UNKNOWN, INCLUDING SERIOUS INJURY OR DEATH.

    b. Transportation Providers shall be solely responsible for all claims and/or disputes arising out of any and all occurrences, accidents or incidents that occur on or in connection with the Transportation Services provided by Transportation Providers, including without limitation, property damage, bodily injury, and/or death. Blade will not be a party to any claims or disputes between you and any Transportation Provider; however, Blade reserves the right, but has no obligation, to monitor such claims and/or disputes. In no event will the Released Parties be liable for any damages whatsoever, whether direct, indirect, general, special, compensatory, replacement costs, consequential and/or incidental, arising out of or relating to the participation of Releasor or any Participant in the Transportation Services or otherwise in connection with the Transportation Services, including, without limitation, death, bodily injury, property damage, emotional distress and/or any other damages. Neither Releasor nor any Participant, will bring any legal action or lawsuit against the Released Parties for any claims, damages, or liabilities arising out of the purchase, reservation, and/or participation in the Transportation Services. To the fullest extent permitted by applicable law, Releasor, on behalf of themselves and each Participant and their respective heirs, assigns, representatives, next of kin, agents, executors and attorneys hereby fully and forever releases, indemnifies, holds harmless, waives and discharges the Released Parties from any and all liabilities, claims, demands, actions, causes of action, costs, and expenses of any nature whatsoever arising out of any loss, damage, disability or injury, including death, arising out of or related to Transportation Services that may be sustained by Releasor or a Participant whether caused by the negligence of a Released Party or otherwise.

  9. LIMITATION OF LIABILITY.

    a. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL BLADE, ITS AFFILIATES, AGENTS AND/OR EMPLOYEES BE RESPONSIBLE OR LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL LOSS, CLAIM, INJURY AND/OR DAMAGE ARISING OUT OF, OR IN ANY WAY CONNECTED WITH, THE AGREEMENT, YOUR USE OF THE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES OBTAINED THROUGH THE SERVICES, OR ANY FAILURE OR DELAY, OR THE PERFORMANCE OR NON-PERFORMANCE BY BLADE, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, EVEN IF BLADE HAS BEEN ADVISED OF THE POSSIBLITY OF ANY LOSS, CLAIM, INJURY AND/OR DAMAGE.

    b. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL BLADE, ITS AFFILIATES, AGENTS AND/OR EMPLOYEES BE LIABLE TO YOU FOR ANY CLAIMS, LIABILITIES OR DAMAGES HEREUNDER IN AN AMOUNT EXCEEDING THE AMOUNT PAID BY YOU TO BLADE DURING THE TWELVE (12) MONTH PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR THE DURATION OF YOUR USE OF THE SERVICE, WHICHEVER IS SHORTER.

  10. INDEMNIFICATION. You agree at your own expense, to indemnify, defend, and hold harmless Blade and its subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) incurred in, arising out of or in any way related to: (i) your breach of the Agreement; (ii) your (or any other user's use of your User Account) use of or access to the Services; (iii) any dispute between you and any Transportation Provider related to your use of the Services; or (iv) your violation of any applicable law, rule or regulation; and (v) your negligence or willful misconduct.

  11. THIRD-PARTY TERMS. The Services may contain links to third-party materials that are not owned or controlled by Blade. Blade does not endorse or assume any responsibility for any such third-party sites, information, materials, products, or services. If you access a third-party website or service from the Services or share your information or data on or through any third-party website or service, you do so at your own risk, and you understand that this Agreement and our Privacy Policy do not apply to your use of such sites. You expressly relieve Blade from any and all liability arising from your use of any third-party website, service, or content, including without limitation content, data, information and/or materials submitted by other users. Additionally, your dealings with or participation in promotions of advertisers found on the Services, including payment and delivery of goods, and any other terms (such as warranties) are solely between you and such advertisers. You agree that Blade shall not be responsible for any loss or damage of any sort relating to your dealings with such advertisers.

  12. SMS MESSAGING.
    a. Signing Up for SMS Text Messages. Blade utilizes text messages to provide confirmations, updates and other information about the Blade Services. You may sign up for SMS text messages in connection with the Blade Services. By agreeing to these Terms, you are Opting In to receiving text messages related to the Blade Services and you authorize us or our provider to use autodialer or non-autodialer technology to send text messages to the mobile phone number associated with your Opt-In. You authorize us to include marketing content in any such messages. You do not have to Opt In or agree to Opt In as a condition of any purchase. (For purposes of these SMS Terms, "Opting In," "Opt In" and "Opt-In" refer to requesting, joining, agreeing to, enrolling in, signing up for, acknowledging, or otherwise consenting to receive any text messages.)

    To opt out, you must text STOP in response to any SMS message sent from or on behalf of us. You understand and agree that any other method of opting out, including (but not limited to) texting words other than those set forth above or verbally requesting one of our employees to remove you from our list, is not a reasonable means of opting out.

    By Opting In to text messages:
    • You are signing your Opt-In to the text messages.
    • You accept these Terms. Our text message-related activities are part of the Services as defined above
    • You confirm that you are the subscriber to the relevant phone number or that you are the customary user of that number on a family or business plan and that you are authorized to Opt In.
    • You consent to the use of an electronic record to document your Opt-In. To withdraw that consent, request a free paper or email copy of the Opt-In, or to update our records with your contact information, please contact us as described at the end of our Privacy Policy. To view and retain an electronic copy of these SMS Terms or the rest of your Opt-In, you will need (i) a device (such as a computer or mobile phone) with Internet access, and (ii) and either a printer or storage space on such device. For an email copy, you'll also need an email account you can access from the device, along with a browser or other software that can display the emails. These SMS Terms still will apply if you withdraw the consent mentioned above or opt out of the text messages.

    After Opting In, in addition to the main messages the service offers, you may receive one or more welcome messages or administrative messages, such as (in some cases) a request to confirm your Opt-In.

    Message and data rates may apply to messages that we send you or that you send us. You may receive multiple, recurring messages. We may terminate our text message programs or your participation in them at any time with or without notice, including, for example, before you have received any or all messages that you otherwise would have received, but these SMS Terms still will apply. You may receive one or more confirmation messages when you opt out or when your participation in the program otherwise ends. We and mobile carriers are not liable for delayed or undelivered messages due to your opting out of text messages, including without limitation any failure to receive communications related to any Blade Services you have purchased.

    For customer service regarding our SMS programs, contact us as provided at the end of these Terms.

    b. Discontinuing or Transferring Your Phone Number. If at any time you intend to stop using the mobile telephone number that has been used to subscribe to text messaging, including canceling your service plan or selling or transferring the phone number to another party, you agree that you will complete the user opt out process set forth above prior to ending your use of the mobile telephone number. You understand and agree that your agreement to do so is a material part of these Terms. You further agree that, if you discontinue the use of your mobile telephone number without notifying us of such change, you agree that you will be responsible for all costs (including attorneys' fees) and liabilities incurred by us, or any party that assists in the delivery of the mobile messages, as a result of claims brought by individual(s) who are later assigned that mobile telephone number. This duty and agreement shall survive any cancellation or termination of your account or these Terms.

    YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD US HARMLESS FROM ANY CLAIM OR LIABILITY RESULTING FROM YOUR FAILURE TO NOTIFY US OF A CHANGE IN THE INFORMATION YOU HAVE PROVIDED, INCLUDING ANY CLAIM OR LIABILITY UNDER THE TELEPHONE CONSUMER PROTECTION ACT, 47 U.S.C. § 227, et seq., OR SIMILAR STATE AND FEDERAL LAWS, AND ANY REGULATIONS PROMULGATED THEREUNDER RESULTING FROM US ATTEMPTING TO CONTACT YOU AT THE MOBILE TELEPHONE NUMBER YOU PROVIDED.

  13. ARBITRATION, CLASS ACTION/JURY TRIAL WAIVER & GOVERNING LAW.

    READ THIS SECTION CAREFULLY, AS IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE OR PARTICIPATE IN A LAWSUIT FILED IN COURT.

    a. Informal Dispute Resolution Procedure. For any dispute with Blade, you agree to first contact us at legal@blade.com and attempt to resolve the dispute with us informally. This requires first sending a written description of the dispute to the other Party. For any dispute you initiate, you agree to send the written description of the dispute along with the email address associated with your User Account, if any, to the following email address: legal@blade.com. For any dispute that Blade initiates, we will send our written description of the dispute to the email address associated with your User Account. The written description must be on an individual basis and provide, at minimum, the following information: your name; a description of the nature or basis of the claim or dispute; and the specific relief sought. If the dispute is not resolved within sixty (60) days after receipt of the written description of the dispute, you and Blade agree to the further dispute resolution provisions below.

    The above informal dispute resolution process is required before you may commence any formal dispute resolution proceeding. The parties agree that any relevant limitations period and filing fees or other deadlines will be tolled while the parties engage in this informal dispute resolution process.

    b. Mutual Arbitration Agreement. We each agree to resolve any claim, dispute, or controversy (excluding any claims for injunctive or other equitable relief as provided below) arising out of or in connection with or relating to your access or use of the Services including without limitation (i) the content available within the Services; (ii) the Agreement (including its formation, performance, and breach); or (iii) that in any way relate to the provision or use of the Services, your relationship with Blade, or any other dispute with Blade, (collectively, "Claims"), shall be resolved exclusively through binding arbitration in accordance with this Section 13 (collectively, the "Arbitration Agreement"). This includes Claims that arose, were asserted, or involve facts occurring before the existence of this Arbitration Agreement or any prior agreement as well as Claims that may arise after the termination of this Arbitration Agreement, in accordance with the notice and opt-out provisions set forth in Section 13(i). This Arbitration Agreement is governed by the Federal Arbitration Act ("FAA") in all respects and evidences a transaction involving interstate commerce. You and Blade expressly agree that the FAA shall exclusively govern the interpretation and enforcement of this Arbitration Agreement. If for whatever reason the rules and procedures of the FAA cannot apply, the state law governing arbitration agreements in the state in which you reside shall apply.

    Except as set forth in this Section 13, the arbitrator or arbitration body, and not any federal, state or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability or formation of these Terms and this Arbitration Agreement, including, but not limited to any claim that all or any part thereof are void or voidable, whether a claim is subject to arbitration, and any dispute regarding the payment of administrative or arbitrator fees (including the timing of such payments and remedies for nonpayment). The arbitrator or arbitration body shall be empowered to grant whatever relief would be available in a court under law or in equity.

    Notwithstanding the parties\' decision to resolve all disputes through arbitration, each Party retains the right to (i) elect to have any claims resolved in small claims court on an individual basis for disputes and actions within the scope of such court's jurisdiction, regardless of what forum the filing Party initial chose; (ii) bring an action in state or federal court to protect its intellectual property right ("intellectual property rights" in this context means patents, copyrights, moral rights, trademarks, and trade secrets and other confidential or proprietary information, but not privacy or publicity rights); and (iii) seek a declaratory judgment, injunction, or other equitable relief in a court of competent jurisdiction regarding whether a Party's claims are time-barred or may be brought in small claims court. Seeking such relief shall not waive a Party's right to arbitration under this agreement, and any filed arbitrations related to any action filed pursuant to this paragraph shall automatically be stayed pending the outcome of such action.

    You and Blade agree to submit to the personal jurisdiction of any federal or state court in New York, New York in order to compel arbitration, to stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator; and in connection with any such proceeding, further agree to accept service of process by U.S. mail and hereby waive any and all jurisdictional and venue defenses otherwise available.

    Except as set forth in Section 13(c) below, if any provision of this Arbitration Agreement is found by an arbitrator or court of competent jurisdiction to be invalid, the parties nevertheless agree that the arbitrator or court should endeavor to give effect to the parties\' intentions as reflected in the provision, and the other provisions thereof remain in full force and effect.

    THE PARTIES UNDERSTAND THAT ARBITRATION MEANS THAT AN ARBITRATOR AND NOT A JUDGE OR JURY WILL DECIDE THE CLAIM, AND THAT RIGHTS TO PREHEARING EXCHANGE OF INFORMATION AND APPEALS MAY BE LIMITED IN ARBITRATION. YOU HEREBY ACKNOWLEDGE AND AGREE THAT YOU AND CAPTIONS ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY TO THE MAXIMUM EXTENT PERMITTED BY LAW

    c. Class Arbitration and Collective Relief Waiver. YOU AND BLADE ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT ALLOWED BY LAW, EXCEPT AS SET OUT OTHERWISE IN THIS SECTION 13(c), ANY ARBITRATION SHALL BE CONDUCTED IN AN INDIVIDUAL CAPACITY ONLY AND NOT AS A CLASS OR OTHER CONSOLIDATED ACTION AND THE ARBITRATOR MAY AWARD RELIEF ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO RESOLVE AN INDIVIDUAL PARTY'S CLAIM, UNLESS BLADE PROVIDES ITS CONSENT TO CONSOLIDATE IN WRITING.

    If there is a final judicial determination that this Section 13(c) is not enforceable as to a particular claim or request for relief, then the parties agree that that particular claim or request for relief may proceed in court but shall be severed and stayed pending arbitration of the remaining claims.

    d. Arbitration Rules. The arbitration will be administered by National Arbitration and Mediation ("NAM") and resolved before a single arbitrator. If NAM is not available to arbitrate, the parties will select an alternative arbitration provider, but in no event shall any arbitration be administered by the American Arbitration Association. Except as modified by the "Arbitration Agreement" provision, NAM will administer the arbitration in accordance with the NAM Comprehensive Dispute Resolution Rules and Procedures, Fees For Disputes When One of the Parties is a Consumer and the Mass Filing Dispute Resolution Rules and Procedures in effect at the time any demand for arbitration is filed with NAM, excluding any rules or procedures governing or permitting class or representative actions. The applicable NAM rules and procedures are available at www.namadr.com or by emailing National Arbitration and Mediation's Commercial Dept at commercial@namadr.com.

    e. Initiating Arbitration. Only after the parties have engaged in a good-faith effort to resolve the dispute in accordance with the Informal Dispute Resolution Procedure provision, and only if those efforts fail, then either Party may initiate binding arbitration as the sole means to resolve claims using the procedures set forth in the applicable NAM rules. If you are initiating arbitration, a copy of the demand shall also be emailed to legal@blade.com. If Blade is initiating arbitration, it will serve a copy of the demand to the email address associated with your User Account or the email that Blade has on file for you. The arbitrator has the right to impose sanctions in accordance with the NAM rules and procedures for any frivolous claims or submissions the arbitrator determines have not been filed in good faith, as well as for a Party's failure to comply with the Informal Dispute Resolution Procedure contemplated by this Arbitration Agreement.

    f. Arbitration Location and Procedure. If you are a resident of the United States the arbitration will be conducted in the county where you reside, and if you are not a resident of the United States the arbitration shall be conducted in New York, New York, United States of America, unless you and Blade otherwise agree or unless the designated arbitrator determines that such venue would be unreasonably burdensome to any Party, in which case the arbitrator shall have the discretion to select another venue. If the amount in controversy does not exceed $10,000 and you do not seek injunctive or declaratory relief, then the arbitration will be conducted solely on the basis of documents you and Blade submit to the arbitrator, unless the arbitrator determines that a hearing is necessary. If the amount in controversy exceeds $10,000 or seeks declaratory or injunctive relief, either Party may request (or the arbitrator may determine) to hold a hearing, which shall be via videoconference or telephone conference unless the parties agree otherwise.

    Subject to the applicable NAM rules and procedures, the parties agree that the arbitrator will have the discretion to allow the filing of dispositive motions if they are likely to efficiently resolve or narrow issues in dispute. Unless otherwise prohibited by law, all arbitration proceedings will be confidential and closed to the public and any parties other than you and Blade (and each of the parties' authorized representatives and agents), and all records relating thereto will be permanently sealed, except as necessary to obtain court confirmation of the arbitration award (provided that the Party seeking confirmation shall seek to file such records under seal to the extent permitted by law).

    g. Arbitrator's Decision. The arbitrator will render an award within the time frame specified in the applicable NAM rules and procedures. The arbitrator's decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator will have the authority to award monetary damages on an individual basis and to grant, on an individual basis, any non-monetary remedy or relief available to an individual to the extent available under applicable law, the arbitral forum's rules, and this Arbitration Agreement. The parties agree that the damages and/or other relief must be consistent with the terms of the "Limitation of Liability" section of these Terms as to the types and the amounts of damages or other relief for which a Party may be held liable. No arbitration award or decision will have any preclusive effect as to issues or claims in any dispute with anyone who is not a named Party to the arbitration. Attorney's fees will be available to the prevailing Party in the arbitration only if authorized under applicable substantive law governing the claims in the arbitration.

    h. Fees. You are responsible for your own attorney's fees unless the arbitration rules and/or applicable law provide otherwise. The parties agree that NAM has discretion to reduce the amount or modify the timing of any administrative or arbitration fees due under NAM's Rules where it deems appropriate, provided that such modification does not increase the costs to you, and you further agree that you waive any objection to such fee modification. The parties also agree that a good-faith challenge by either Party to the fees imposed by NAM does not constitute a default, waiver, or breach of this Arbitration Agreement while such challenge remains pending before NAM, the arbitrator, and/or a court of competent jurisdiction, and that any and all due dates for those fees shall be tolled during the pendency of such challenge.

    i. Right to Opt Out of the Arbitration Agreement. IF YOU DO NOT WISH TO BE BOUND BY THE "ARBITRATION AGREEMENT" AS SET FORTH IN THIS SECTION 13, THEN: (1) you must notify Blade in writing within thirty (30) days of the date that you first accessed or otherwise become subject to this Arbitration Agreement (or any subsequent changes to the provisions of the section titled "Arbitration and Class Action Waiver"); (2) your written notification must be mailed to Blade Urban Air Mobility, Inc., Attn: Legal Department, 31 Hudson Yards, 14th Floor, New York, NY 10001 or emailed to legal@blade.com; and (3) your written notification must include (a) your name, (b) your address, and (c) a clear statement that you wish to opt out of this Arbitration Agreement. If you do not timely opt out of this Arbitration Agreement, such action shall constitute mutual acceptance of the terms of these "Arbitration and Class Action Waiver" provisions by you and Blade.

    j. Changes to the Arbitration Agreement. Blade will provide thirty (30) days' notice of any changes affecting the substance of this Arbitration and Class Action Waiver section, including by posting the change on the Services, or providing any other notice in accordance with legal requirements. Any such changes will go into effect 30 days after Blade provides this notice and apply to all claims not yet filed. If you reject any such changes by opting out of the Arbitration Agreement, you may exercise your right to a trial by jury or judge, as permitted by applicable law, but any prior existing agreement to arbitrate disputes under a prior version of the Arbitration Agreement will not apply to claims not yet filed. If Blade changes this "Arbitration and Class Action Waiver" section after the date you first accepted this Agreement (or accepted any subsequent changes to this Agreement), you agree that your continued use of the Services 30 days after such change will be deemed acceptance of those changes. If you do not agree to such change, you may opt out by providing notice as described in Section 13(i).

    k. Venue and Governing Law. For any dispute not subject to arbitration or under the jurisdiction of a small claims court, you and Blade agree to submit to the personal and exclusive jurisdiction of any venue in the federal and state courts located in New York, New York. You further agree to accept service of process by mail and hereby waive any and all jurisdictional and venue defenses otherwise available.

    The Agreement and the relationship between you and Blade shall be governed by the laws of the State of New York without regard to conflict of law provisions. You agree that: (i) the Services shall be deemed solely based in New York; and (ii) the Services shall be deemed a passive one that does not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than New York.

    The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.

  14. MISCELLANEOUS.
    a. Entire Agreement. The Agreement constitutes the entire agreement between you and Blade, and supersede any prior and contemporaneous agreements between you and Blade on the subject matter.

    b. Force Majeure. Under no circumstances will Blade be liable for any delay or failure in performance resulting directly or indirectly from an event beyond its reasonable control.

    c. Statute of Limitations. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the use of the Services, or the Agreement, must be filed within one (1) year after such claim or cause of action arose or be forever barred.

    d. No Waiver. No waiver of any term of the Agreement shall be deemed a further or continuing waiver of such term or any other term, and Blade's failure to assert any right or provision under the Agreement shall not constitute a waiver of such right or provision.

    e. Severability. Each of the provisions of the Agreement operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining provisions will remain in full force and effect. In the event that any provision is deemed unlawful or unenforceable, the parties agree that such provision shall be modified or amended by the court or relevant authority to the extent necessary to render it enforceable, in accordance with the intent of the original provision. The modified provision shall be interpreted so as to reflect the original intent of the parties as closely as possible, while remaining compliant with applicable law.

    f. Assignment. The Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you without the prior written consent of Blade. In the event you dispose of any device on which you have installed the App, such as by sale or gift, you are responsible for deleting the App from your mobile device prior to such disposition. The Agreement may be assigned by Blade without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.

    g. Notification Procedures. Blade may give notice by any means of communication reasonably anticipated to notify you of the information provided. You agree that all notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing or be delivered in a particular manner. You agree that you have the ability to store such electronic communications such that they remain accessible to you in an unchanged form. By way of example only, such communication may be a general notice via the Services or via email to the email address listed on your User Account. It is your obligation to update your User Account information so that we may contact you as may be necessary. Such notice shall be deemed to have been given 48 hours after dispatch. If physical notice (e.g., US Mail) is used, then such notice shall be deemed to have been given 7 days after dispatch.

  15. CONTACT & SUPPORT. If you wish to contact us or have any questions or concerns related to these Terms or your use of the Services, please (1) email us at info@blade.com, or (2) contact us by U.S. Mail at Blade Urban Air Mobility, Inc., Attn: Legal Department, 31 Hudson Yards, 14th Floor, New York, NY 10001.

  16. APPLICATION PLATFORM TERMS.
    a. Apple/iOS Terms. You acknowledge and agree that (i) these Terms are binding between you and Blade only, and Apple is not a party hereto, and (ii) as between Blade and Apple, it is Blade that is responsible for the application and the content thereof. You must use the iOS version of the application only on an Apple-branded product that runs iOS. Your use of the iOS version of the application must comply with the terms of use applicable to the Apple source from which you obtain it (including the "Usage Rules" set forth in the Apple App Store Terms of Service). You acknowledge that Apple has no obligation to furnish you with any maintenance and support services with respect to the application.

    You acknowledge that Apple is not responsible for addressing any claims you have or any claims of any third party relating to the application or your possession and use of the application, including, but not limited to, (i) product warranty or liability claims; (ii) any claim that the application fails to conform to any applicable legal or regulatory requirement; (iii) claims arising under consumer protection or similar legislation; or (iv) claims that the application infringes a third party's intellectual property rights.

    In the event of any failure of the iOS version of the application to conform to any applicable warranty that has not been effectively disclaimed by these Terms, you may notify Apple, and Apple will refund the purchase price for the application (if any) to you; to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the application, and, as between Apple and Blade, any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to any warranty will be Blade's responsibility, but only to the extent provided by these Terms. Please read the entire Terms, as other sections of these Terms limit Blade's liability in this regard.

    Apple, and Apple's subsidiaries, are third-party beneficiaries of these Terms. Upon your acceptance of the Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce the Terms against you as a third-party beneficiary thereof.

    b. If our App is downloaded from any other store, platform, or marketplace, you acknowledge that you have read, understood, and agree to the customer terms of use of such stores, platforms, and marketplace. Blade is the licensor of the App and the provider of the Services, and any third party (e.g., operator of the store, platform, marketplace) is not a party to these Terms.

INDIRECT AIR CARRIER CHARTER AGREEMENT

This Indirect Air Carrier Charter Agreement (“Agreement”) between BLADE Urban Air Mobility, Inc., located at 31 Hudson Yards, 14th Floor, New York, NY 10001 ( “Blade”) and you (“Customer”) sets forth the terms and conditions in which Blade sells (i) individual seats (each, a “Seat”) or (ii)  all seats (a “Charter”) on various aircraft between the locations or Blade routes on the Blade App and Website (each, Seat and Charter may be referred to as individually or collectively, as a “Flight”).

BLADE IS NOT A DIRECT AIR CARRIER AND ALL FLIGHTS ARE OPERATED BY FAA/DOT LICENSED DIRECT AIR CARRIERS (“OPERATORS”). BLADE IS AN INDIRECT AIR CARRIER IN ACCORDANCE WITH 14 C.F.R. § 295.5(b) WHICH CONTRACTS WITH OPERATORS. FOR CHARTERS, BLADE ACTS AS CUSTOMER’S AGENT.

1. Making a Reservation.

a. Pre-existing Flights. The App and Website display available Seats on pre-existing Flights (each, a “Pre-existing Flight”).  Customer requests for Seats on a Pre-Existing Flight may be made at any time the App and Website are operational.

b. Custom Flights. If a Seat on a Pre-Existing Flight at the time and destination you desire is unavailable, Customer may request the creation of a custom flight (“Custom Flight”). Upon payment of all Seats on the Custom Flight, Customer may request that Blade, market and sell Seats on the Custom Flight to other users of Blade’s services (a “Crowdsourced Flight” where you have purchased the “Initial Seat”). For each Seat that Blades sells on the Custom Flight, Customer receives “Blade Credits” in a pre-determined amount to be used towards future Flights. Blade Credits will be maintained on Customer’s Account and expire twelve (12) months following the date of their receipt. Customer shall not receive Blade Credits for Seats unable to be sold due to aircraft weight limitations.

c. FLIGHT CONFIRMATION. FLIGHTS ARE NOT CONFIRMED UNTIL FULL PAYMENT IS RECEIVED AND CUSTOMER RECEIVES A CONFIRMATION E-MAIL FROM BLADE (“Confirmation”).

2. Fares and Payments

a. Fares. Blade reserves the right to modify the Flight fares at any time prior to receipt of payment for such Flight.

b. Additional Costs. Flight fares do not include unexpected or incidental costs, for which Customer may be responsible, including but not limited to (i) after-hour operations, (ii) extraordinary FBO fees, (iii) catering requests, (iv) ground transportation requests, and (v) excess baggage. Customer is responsible for all costs, including excessive cleaning, associated with any damage, stains, or extraordinary wear and tear caused by, or otherwise attributed to, Customer or Customer’s passengers on any Flight (“Damage Fee”).  All Damage Fees will be charged to the default form of payment listed on Customer’s account.

3. Late Passengers 

Customers must arrive fifteen (15) minutes prior to their scheduled departure time. Flights may depart up to five (5) minutes ahead of their scheduled departure time due to circumstances including, but not limited to, weather, temporary flight restrictions, airport congestion, airport curfews and pilot duty times. Neither Blade nor the Operators have an obligation to wait for late passengers. Refunds are not issued for missed Flights. Customers who are late for Charters (i) are subject to late departure fees as described within our Flight Cancellation and Change Policies, and (ii)  have no right to a refund if they are more than thirty (30) minutes late and the Operator can no longer service the Charter.

4. Flight Delay Policy.

  1. Flight Delay Notice.

Blade will use best efforts to notify Customer of delays or cancellations

  1. Rebooking and Credits. 

If a Flight (i) in excess of fifty (50) miles is delayed more than two (2) hours, or (ii) departing the Hamptons to New York City on Monday mornings (“Hampton AM Flight”) is delayed more than one (1) hour, Customer may, subject to availability, change the Flight at no additional charge or cancel and receive a refund in Blade Credits. Except for Hampton AM Flights, passengers have no right to a refund or change without additional cost for Flights delayed less than two (2) hours.

  1. Flight Reassignments.

To minimize cancellations and delays due to reasons outside of Blade’s control. Blade may reassign Customer to a different aircraft, which may include a change of airframe model. If Blade has to move a Flight to a time earlier than your scheduled departure due to reasons outside Blade’s control, and Customer is unable to make the new departure time, Blade will provide Customer a refund in the form of Blade Credits.

  1. Weather Cancellation.

Notwithstanding anything to the contrary, in the event there is a weather cancellation you will only receive BLADE credits. In order to receive a credit card refund in the event there is a weather cancellation, you must purchase the Cancellation/Weather insurance to do so.

5. Luggage Policy.

Customers are allowed one (1) carry-on per person (25 lbs maximum) per Flight. All baggage is subject to Operator’s sole discretion.  Additional baggage requires Operator’s pre-approval.  Blade nor Operators assume liable for lost, damaged, or delayed baggage.  More details on Blade’s baggage policy can be found at https://www.blade.com/p/luggage.  

6. Pets.

Pets are permitted on flights if they (i) under 20 lbs, and (ii) placed in an FAA approved carrier. Blade must be notified in advance of all travel with pets and service animals by calling Flier Relations at 844.359.2523.

 

7. Passenger Weight Limit.

Helicopters and seaplanes have a maximum weight capacity and other restrictions that govern the balance of the aircraft and help to ensure the safety of all our passengers. The maximum weight limit per passenger is 275 lbs. Passengers exceeding the weight limit will be required to purchase an additional seat. For additional information please contact our Flier Relations staff at 844.359.2523 or email us reservations@blade.com.

8. Passenger Seating. 

On all Flights, Operator reserves the right to assign specific seats to passengers.

9. Refusal to Transport.

Operators may refuse to transport or remove a passenger from an aircraft for any reason, including, but not limited to:

  1. Failure to comply with this Agreement or Operator’s instruction in general;
  2. Disorderly, disruptive, abusive, threatening, or conduct;
  3. Appearance by the passenger that he/she is intoxicated or under the influence of alcohol drugs;
  4. The appearance that a passenger is engaged in illegal activity; or
  5. Unauthorized photography in Blade lounges or on Flights.

Refunds for Flights terminated under this Section will be determined on a case-by-case basis.  If a refund is granted, such refund shall be Customer’s sole recourse against Blade.

10. LIMITED LIABILITY

BLADE DOES NOT PROVIDE TRANSPORTATION SERVICES AND IS NOT A DIRECT AIR CARRIER. BLADE OFFERS INFORMATION AND A METHOD TO OBTAIN THIRD-PARTY TRANSPORTATION SERVICES, BUT DOES NOT AND DOES NOT INTEND TO PROVIDE TRANSPORTATION SERVICES OR ACT IN ANY WAY AS A TRANSPORTATION CARRIER, AND HAS NO RESPONSIBILITY OR LIABILITY FOR ANY TRANSPORTATION SERVICES PROVIDED TO USER BY SUCH THIRD PARTIES. BLADE MAY INTRODUCE USER TO THIRD-PARTY TRANSPORTATION PROVIDERS TO PROVIDE USER TRANSPORTATION, BUT BLADE DOES NOT ASSESS THE SUITABILITY, LEGALITY, OR ABILITY OF ANY THIRD-PARTY TRANSPORTATION PROVIDER AND USER EXPRESSLY WAIVES AND RELEASES BLADE FROM ANY AND ALL LIABILITY, CLAIMS, OR DAMAGES ARISING FROM OR IN ANY WAY RELATED TO THE THIRD-PARTY TRANSPORTATION PROVIDER. USER ACKNOWLEDGES THAT BLADE DOES NOT MONITOR ANY THIRD-PARTY TRANSPORTATION PROVIDER’S ON-GOING COMPLIANCE WITH ANY AND ALL LICENSING AND/OR PERMITTING RULES AND REGULATIONS, AND BLADE WILL NOT BE RESPONSIBLE FOR ANY LIABILITY, CLAIMS, OR DAMAGES ARISING FROM OR IN ANY WAY RELATED TO A THIRD-PARTY TRANSPORTATION PROVIDER’S FAILURE TO MAINTAIN A CURRENT LICENSE AND/OR PERMIT. RESPONSIBILITY FOR THE DECISIONS USER MAKES REGARDING BLADE’S SERVICES RESTS SOLELY WITH USER. BLADE WILL NOT ASSESS THE SUITABILITY, LEGALITY, OR ABILITY OF ANY SUCH THIRD PARTIES AND USER EXPRESSLY WAIVES AND RELEASES BLADE FROM ANY AND ALL LIABILITY, CLAIMS, CAUSES OF ACTION, OR DAMAGES ARISING FROM USER’S USE OF THE SERVICE, OR IN ANY WAY RELATED TO THE THIRD PARTIES INTRODUCED TO USER BY THE SERVICE. IN NO EVENT WILL BLADE, ITS SUPPLIERS OR LICENSORS BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, CONSEQUENTIAL, AND/OR INCIDENTAL, ARISING OUT OF OR RELATING TO THE CONDUCT OF USER OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE SERVICES, INCLUDING WITHOUT LIMITATION, DEATH, BODILY INJURY, EMOTIONAL DISTRESS, AND/OR ANY OTHER DAMAGES RESULTING FROM COMMUNICATIONS OR MEETINGS WITH OTHER USERS OF THIS SERVICES, PERSONS USER MEETS THROUGH THE SERVICES OR FLIGHTS USER BOOKS THROUGH THE SERVICES.

ANY DISPUTE USER HAS WITH ANY OPERATOR, CARRIER, SERVICE PROVIDER, OR OTHER THIRD PARTY, INCLUDING, WITHOUT LIMITATION, ANY OTHER USER OF THE SERVICE, IS DIRECTLY BETWEEN USER AND SUCH THIRD PARTY AND USER IRREVOCABLY RELEASES BLADE AND ITS MEMBERS, AFFILIATES, AGENTS, SUBSIDIARIES, JOINT VENTURES AND EMPLOYEES) FROM ANY AND ALL CLAIMS, DEMANDS AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES.  BLADE WILL NOT BE A PARTY TO DISPUTES OR NEGOTIATIONS OF DISPUTES BETWEEN USER AND ANY THIRD-PARTY. THE QUALITY OF THE FLIGHTS SCHEDULED THROUGH THE SERVICES ARE ENTIRELY THE RESPONSIBILITY OF THE THIRD-PARTY PROVIDER WHO ULTIMATELY PROVIDES SUCH FLIGHTS. USER UNDERSTAND THAT BY USING THE SERVICES, USER MAY BE EXPOSED TO TRANSPORTATION THAT IS POTENTIALLY DANGEROUS, HARMFUL, OR OTHERWISE UNSAFE AND THAT USER USES THE SERVICE AT USER AT THEIR OWN RISK.

BLADE DOES NOT PROVIDE OR HAVE AIR CHARTER BROKER LIABILITY OR ANY OTHER INSURANCE THAT EXTENDS OR IS INTENDED TO PROVIDE ANY COVERAGE, PROTECTION, OR BENEFIT TO USER BEFORE, DURING, OR AFTER ANY FLIGHT.

11.  DISPUTE RESOLUTION

a. Mandatory Arbitration.  Please read this carefully. It affects your rights. YOU AND Blade AND EACH OF OUR RESPECTIVE SUBSIDIARIES, AFFILIATES, PREDECESSORS IN INTEREST, SUCCESSORS, AND PERMITTED ASSIGNS AGREE TO ARBITRATION (EXCEPT FOR MATTERS THAT MAY BE TAKEN TO SMALL CLAIMS COURT), AS THE EXCLUSIVE FORM OF DISPUTE RESOLUTION EXCEPT AS PROVIDED FOR BELOW, FOR ALL DISPUTES AND CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR YOUR USE OF THE SERVICE. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. Please visit www.adr.org for more information about arbitration.

i. Commencing Arbitration. A party who intends to seek arbitration must first send to the other, by certified mail, a written notice of intent to arbitrate (a “Notice”), or, in the absence of a mailing address provided by you to Blade, to you via any other method available to Blade, including via e-mail. The Notice to Blade should be addressed to BLADE Urban Air Mobility, Inc., 31 Hudson Yards, 14th Floor, New York, NY 10001, Attn: General Counsel (the “Arbitration Notice Address”). The Notice must (A) describe the nature and basis of the claim or dispute; and (B) set forth the specific relief sought (the “Demand”). If you and Blade do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or Blade may commence an arbitration proceeding as set forth below or file a claim in small claims court. THE ARBITRATION WILL BE ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION (“AAA”) IN ACCORDANCE WITH ITS COMMERCIAL ARBITRATION RULES AND THE SUPPLEMENTARY PROCEDURES FOR CONSUMER RELATED DISPUTES (the “Rules”), AS MODIFIED BY THIS AGREEMENT. The Rules and AAA forms are available online at www.adr.org. If you are required to pay a filing fee to commence an arbitration against Blade, then Blade will promptly reimburse you for your confirmed payment of the filing fee upon Blade’s receipt of Notice at the Arbitration Notice Address that you have commenced arbitration along with a receipt evidencing payment of the filing fee, unless your Demand is equal to or greater than $1,000 or was filed in bad faith, in which case you are solely responsible for the payment of the filing fee.

ii. Arbitration Proceeding. The arbitration will be conducted in the English language. A single independent and impartial arbitrator will be appointed pursuant to the Rules, as modified herein. You and Blade agree to comply with the following rules, which are intended to streamline the dispute resolution process and reduce the costs and burdens on the parties: (A) the arbitration will be conducted by telephone, online and/or be solely based on written submissions, the specific manner to be chosen by the party initiating the arbitration; (B) the arbitration will not require any personal appearance by the parties or witnesses unless otherwise mutually agreed in writing by the parties; and (C) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

iii. No Class Actions. YOU AND BLADE AGREE THAT YOU AND Blade MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. FURTHER, YOU AGREE THAT THE ARBITRATOR MAY NOT CONSOLIDATE PROCEEDINGS OF MORE THAN ONE PERSON’S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, AND THAT IF THIS SPECIFIC PROVISO IS FOUND TO BE UNENFORCEABLE, THEN THE ENTIRETY OF THIS MANDATORY ARBITRATION SECTION WILL BE NULL AND VOID.

iv. Decision of the Arbitrator. Barring extraordinary circumstances, the arbitrator will issue his or her decision within 120 days from the date the arbitrator is appointed. The arbitrator may extend this time limit for an additional 30 days in the interests of justice. All arbitration proceedings will be closed to the public and confidential and all records relating thereto will be permanently sealed, except as necessary to obtain court confirmation of the arbitration award. The award of the arbitrator will be in writing and will include a statement setting forth the reasons for the disposition of any claim. The arbitrator will apply the laws of the State of New York in conducting the arbitration. You acknowledge that these terms and your use of the Service evidences a transaction involving interstate commerce. The United States Federal Arbitration Act will govern the interpretation, enforcement, and proceedings pursuant to the Mandatory Arbitration clause in this Agreement.

b. Equitable Relief. The foregoing provisions of this Dispute Resolution section do not apply to any claim in which Blade seeks equitable relief of any kind. You acknowledge that, in the event of a breach of this Agreement by Blade or any third party, the damage or harm, if any, caused to you will not entitle you to seek injunctive or other equitable relief against Blade, and your only remedy will be for monetary damages, subject to the limitations of liability set forth in this Agreement.

c. Claims. You and Blade agree that, notwithstanding any other rights the party may have under law or equity, any cause of action arising out of or related to this Agreement, excluding a claim for indemnification, must commence within one year after the cause of action accrues. Otherwise, such cause of action is permanently barred.

d. Improperly Filed Claims. All claims you bring against Blade must be resolved in accordance with this Dispute Resolution section. All claims filed or brought contrary to this Dispute Resolution section will be considered improperly filed. Should you file a claim contrary to this Dispute Resolution section, Blade may recover attorneys' fees and costs up to $5,000, provided that Blade has notified you in writing of the improperly filed claim, and you have failed to promptly withdraw the claim.

e. Modifications. In the event that Blade makes any future change to the Mandatory Arbitration provision (other than a change to Blade’s Arbitration Notice Address), you may reject any such change by sending us written notice within 30 days of the change to Blade’s Arbitration Notice Address, in which case your account with Blade and your license to use the Service will terminate immediately, and this Dispute Resolution provision, as in effect immediately prior to the amendments you reject, will survive the termination of this Agreement.

f. Enforceability. If only Section 10.a.iii or the entirety of this Section 10 is found to be unenforceable, then the entirety of this Section 10 will be null and void and, in such case, the parties agree that the exclusive jurisdiction and venue described in Section 10 will govern any action arising out of or related to this Agreement.

12. Governing Law.

The laws of the State of New York, excluding its conflicts of law rules, govern this Agreement . Your use of the Service may also be subject to other local, state, national, or international laws. To the extent that any action relating to any dispute hereunder is permitted to be brought in a court of law, such action will be subject to the exclusive jurisdiction of the state and federal courts located in New York County, New York, and you hereby irrevocably submit to personal jurisdiction in such courts, and waive any defense of inconvenient forum.

13. Assignment.

You may not assign this Agreement or any of the rights or licenses granted hereunder, directly or indirectly, including by sale, merger, change of control, operation of law, or otherwise, without the prior written consent of Blade. This means that in the event you dispose of any device on which you have installed the App, such as by sale or gift, you are responsible for deleting the App from your mobile device prior to such disposition. Blade may assign this Agreement, including all its rights hereunder, without restriction.

14. Survival.

The provisions of this Agreement that are intended to survive the termination of this Agreement by their nature will survive the termination of this Agreement, including, but not limited to, Sections Titled: Limited Liability, Third Party Disputes, Dispute Resolution,  Governing Law, Assignment, Survival, Miscellaneous, and Contacting Blade.

15. Miscellaneous.

This Agreement and any other agreements expressly incorporated by reference herein, constitute the entire and exclusive understanding and agreement between you and Blade regarding your use of and access to the Service, and, except as expressly permitted above, may be amended only by a written agreement signed by authorized representatives of all parties to this Agreement. The failure to require performance of any provision will not affect our right to require performance at any time thereafter, nor will a waiver of any breach or default of this Agreement or any provision of this Agreement constitute a waiver of any subsequent breach or default or a waiver of the provision itself. Use of section headers in this Agreement is for convenience only and will not have any impact on the interpretation of particular provisions. In the event that any part of this Agreement is held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible and the remaining parts will remain in full force and effect. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Blade as a result of this Agreement or use of the Service.

16. Contacting Blade.

You can contact Blade by email at info@blade.com, or by U.S. mail at BLADE Urban Air Mobility, Inc., 31 Hudson Yards, 14th Floor, New York, NY 10001.

BLADE Operator-Participant Agreement

PUBLIC CHARTER OPERATOR-PARTICIPANT AGREEMENT

This Public Charter Operator-Participant Agreement (this "Agreement") between BLADE URBAN AIR MOBILITY, INC., LOCATED AT 31 HUDSON YARDS, 14TH FLOOR, NEW YORK, NY 10001, AS A PUBLIC CHARTER OPERATOR AS DEFINED BY 14 CFR § 380.2 ("BLADE") and the individual(s) or entity(ies) utilizing, purchasing and/or reserving Seats coordinated or arranged by Blade referencing and/or incorporating this Agreement ("Participant") sets forth the terms and conditions in which Blade sells seats ("Seats") on Public Charter flights to Participant in accordance with 14 CFR § 380 et al ("Flights"). If Participant is entering into this Agreement on behalf of a company, organization, or similar entity, Participant is agreeing to this Agreement for that entity and representing to Blade that Participant has the authority to bind such entity to this Agreement. If Participant is traveling with and paying for multiple travelers, Participant's acceptance of this Agreement will be on behalf of Participant and all members of the traveling party. Notwithstanding the foregoing, upon request, Blade will provide a copy of this Agreement to any member of the traveling party.

FLIGHT-SPECIFIC INFORMATION SUCH AS FLIGHT ITINERARIES, DATES/TIMES, ORIGINS AND DESTINATIONS, PAYMENT AMOUNTS, DIRECT AIR CARRIERS AND EQUIPMENT TO BE USED WILL BE STATED IN THE QUOTE, CONFIRMATION PAGE, WEBSITE, MOBILE APPLICATION, PURCHASE ORDER, AGREEMENT OR OTHER DOCUMENT REFERENCING THIS AGREEMENT (SUCH DOCUMENTS, THE "FLIGHT DOCUMENTS"). THE FLIGHT-SPECIFIC INFORMATION PROVIDED IN THE FLIGHT DOCUMENTS ARE A PART OF THIS AGREEMENT. FLIGHTS ARE NOT CONFIRMED UNTIL PARTICIPANT RECEIVES A CONFIRMATION E-MAIL.

  • 1. Incorporation by Reference. Blade's Terms of Service located at https://www.blade.com/terms_of_service (the "Terms of Service"), Blade's Privacy Policy located at http://www.blade.com/ppolicy (the "Privacy Policy") and Blade's General Air Transportation Terms and Conditions located at https://www.blade.com/General_Air_Transportation_Terms_and_Conditions (the "General Air Transportation Terms and Conditions" and collectively with the Terms of Service and Privacy Policy, the "General Terms") are hereby expressly incorporated by reference as if fully set forth herein (with such interpretive modifications as reasonably necessary to give effect to such incorporation). In the event of a conflict between the General Terms and these Terms and Conditions, these Terms and Conditions shall control. Blade reserves the right to modify any or all of the General Terms from time to time in its sole discretion.

  • 2. Flight Reservations, Confirmation, And Payment. Flight pricing includes all applicable taxes and fees and is viewable in the Flight Documents. Blade will not provide confirmation until receipt of full payment for the Flight. Blade will not accept payment for the Flight unless, in connection with such payment, Participant accepts this Agreement. Upon acceptance of this Agreement and delivery of Confirmation, Blade will transmit the payment for the Flight to Blade's Charter Depository (Escrow) Account at Shelby Financial Corporation, 1 North Bacton Hill Road, Suite 203, Frazer, PA 19355. Payment for Flights are further protected in part by a "Security Agreement" between Blade and ACSTAR Insurance Company ("Securer"), 30 South Road, Farmington, CT 06032. Unless Participant files a claim with Blade, or, if Blade is unavailable, with Securer within 60 days after the completion of the Flight, Securer will be released from all liability to Participant under the Security Agreement

  • 3. Direct Air Carriers and Aircraft. The Direct Air Carrier (also referred to as the "Operators") and the type and capacity of the aircraft to be used for the Flight will be displayed in the Flight Documents, and this information (including any changes) will also be shown in the Confirmation. Blade and the Operators reserve the right to substitute the Operator or aircraft based on operational or safety conditions.

  • 4. Blade Cancellations. BLADE WILL NOT CANCEL A FLIGHT LESS THAN TEN (10) DAYS BEFORE THE SCHEDULED DEPARTURE DATE, EXCEPT FOR CIRCUMSTANCES THAT MAKE IT PHYSICALLY IMPOSSIBLE TO PERFORM THE FLIGHT. If such a cancellation occurs, Blade will notify Participant as soon as possible, and Participant may (i) reschedule the Flight (subject to availability), or (ii) request a refund. Blade reserves the right to cancel a Flight for any reason, provided that, Blade will notify Participant in writing within seven (7) days of the cancellation, but in no event later than ten (10) days before the scheduled departure date.

  • 5. "Major Changes" By Blade.
    • a. If Blade makes a pre-departure Major Change, Participant may cancel and receive a full refund. For purposes of this Agreement, "Major Changes" are defined as and limited to:
      • i. a change in the departure or return date, unless the change results from a flight delay;
      • ii. a date change that Blade knows of two (2) days before the scheduled Flight date;
      • iii. a delay longer than 48 hours;
      • iv. a change in the origin or destination city, unless the change affects only the order in which cities named in a tour package are visited;
      • v. an aggregate price increase of more than ten (10) percent occurring more than (10) days before departure.
    • b. Blade will notify Participant of a Major Change within seven (7) days after first learning of the change, but in at least ten (10) days prior to the scheduled departure; provided that, if Blade learns of a Major Change less than ten (10) days before scheduled departure Blade will notify Participant as soon as possible. WITHIN SEVEN (7) DAYS OF PARTICIPANT RECEIVING A PRE-DEPARTURE MAJOR CHANGE NOTIFICATION BUT IN NO EVENT LATER THAN DEPARTURE, PARTICIPANT MAY CANCEL THE FLIGHT AND REQUEST A REFUND. IF PARTICIPANT RECEIVES A POST-DEPARTURE MAJOR CHANGE NOTIFICATION, PARTICIPANT MAY REJECT THE MAJOR CHANGE AND REQUEST A REFUND.

  • 6. Refunds. Unless stated otherwise, refunds will be made in full. Requests to cancel Flights or receive a refund must be made by calling Blade at 844-FLYBLADE (844-359-2523) and providing information reasonably requested by Blade. IF PARTICIPANT REQUESTS A REFUND DUE TO A BLADE CANCELLATION OR PRE-DEPARTURE MAJOR CHANGE, SUCH REFUND WILL BE PROCESSED WITHIN FOURTEEN (14) DAYS. IF PARTICIPANT REQUESTS A REFUND DUE TO A POST-DEPARTURE MAJOR CHANGE, SUCH REFUND WILL BE PROCESSED WITHIN FOURTEEN (14) DAYS OF THE SCHEDULED RETURN DATE. POST-DEPARTURE REFUNDS ARE LIMITED TO A REFUND OF THE PORTION OF THE FLIGHT THAT WAS REJECTED DUE TO A MAJOR CHANGE. The rights and remedies made available under this contract, including the procedure for handling Major Changes, are in addition to any other rights or remedies available under applicable law; however, acceptance of a refund furnished under this contract shall constitute a waiver of such other rights and remedies.

  • 7. Limited Liability. BLADE IS THE PRINCIPAL AND IS RESPONSIBLE TO PARTICIPANT FOR ALL SERVICE AND ACCOMMODATIONS, IF APPLICABLE, RELATED TO THE FLIGHT. HOWEVER, EXCEPT IN CASES OF BLADE'S NEGLIGENCE, BLADE IS NOT RESPONSIBLE OR LIABLE TO PARTICIPANT FOR ANY LOSS, INJURY, EXPENSE, DAMAGE TO PROPERTY OR PERSONAL SICKNESS, INJURY, OR DEATH WHICH RESULTS FROM OR DURING A FLIGHT.