This Agreement is entered into between Black Jet Mobility Pty Ltd (ACN 656 996 244) (we, us or our) and the referrer (you or your), together the Parties and each a Party.

This Agreement was last updated on 28 January 2025

1. Acceptance

1. You accept this Agreement by the earlier of: 

1. signing and returning this Agreement to us;  
2. confirming that you accept this Agreement via the platforms or applications through which we provide this Agreement to you, including our website; or
3. providing a Referral to us in accordance with the Referral Process.

1. You acknowledge and agree that you must be at least 18 years old to enter into this Agreement.

2. Referrals

1. The Referral Benefit is only available to Black Jet Unlimited Membership members and Black Jet Elite Membership members.
2. During the Term, you agree to:

1. use your best efforts to introduce Referrals to us in accordance with the Referral Process;
2. comply with this Agreement, all applicable Laws, and our reasonable requests; and
3. not make any false or misleading representations about our business.

1. You will provide Referrals to us by following the process set out on our website or by any other process that we notify you of in writing (Referral Process). We will accept or reject a Referral in our sole discretion.
2. We may reject any Referral that already has an existing contractual relationship with us.
3. We may ban or prohibit you from participating in any Referral Process or receiving a Referral Benefit where we suspect you have multiple accounts or otherwise engage in fraud or misconduct in relation to the Referral Process (at our sole discretion).
4. If you become aware of any actual or potential conflict of interest between this Agreement and any other work you are undertaking, you agree to inform us in writing and take reasonable steps to resolve the conflict.
5. You have no authority or right to enter into any contracts, instruments or commitments in our name, or on our behalf, or to bind us to any legal arrangement with a Referral.
6. Nothing in this Agreement creates an exclusive relationship between the Parties, and either Party may during the Term enter into a referral arrangement with any other third party.

3. Referral Benefit

1. You will be eligible for the Referral Benefit where you refer a Referral who enters into a Commercial Transaction with us.
2. You and the Referral will each access the Referral Benefit once you and the Referral have each activated your respective membership in accordance with the process set out in the Black Jet Terms of Use, available on our website https://blackjet.au/legal.

4. Intellectual Property

1. Each Party will maintain ownership of any intellectual property they independently create during the Term. There will be no transfer of intellectual property rights between the Parties, except as explicitly outlined in this Agreement.
2. This clause 4 will survive termination or expiry of this Agreement.

5. Confidential Information

1. Subject to clause 5.2, each Party must (and must ensure that its Personnel do) keep confidential, and not use or permit any unauthorised use of, confidential information provided by the other Party.
2. Clause 5.1 does not apply where the disclosure is required by Law or the disclosure is to a professional adviser in order to obtain advice in relation to matters arising in connection with this Agreement and provided that the disclosing Party ensures the adviser complies with the terms of clause 5.1.
3. This clause 5 will survive the termination of this Agreement.

6. Liability

1. A Party’s liability for any Liability under this Agreement will be reduced proportionately to the extent the relevant Liability was caused or contributed to by the acts or omissions of the other Party (or any of its Personnel), including any failure by that other Party to mitigate its loss.
2. This clause 6 will survive the termination or expiry of this Agreement.

7. Term and Termination

1. This Agreement will commence when you accept the Agreement as set out in clause 1.1 and will continue until either Party terminates this Agreement by providing 7 days’ written notice to other Party.
2. Either Party may immediately terminate this Agreement if the other Party breaches a material term of this Agreement and that breach has not been remedied within 10 Business Days of the defaulting Party being notified of the breach by the non-defaulting Party.

8. General

1. Amendment: We may amend this Agreement at any time, by providing written notice to you. By clicking “I accept” or continuing to provide Referrals to us in accordance with the Referral Process (whichever happens earlier), you agree to the amended Agreement.
2. Disputes: A Party may not commence court proceedings relating to any dispute arising from, or in connection with, this Agreement (Dispute) without first meeting a representative of the other Party within 10 Business Days of notifying that other Party of the Dispute. If the Parties cannot resolve the Dispute at that meeting, either Party may refer the Dispute to mediation administered by the Australian Disputes Centre.
3. Force Majeure: Neither Party will be liable for any delay or failure to perform their respective obligations under this Agreement if such delay or failure is caused or contributed to by a Force Majeure Event.
4. Governing Law: This Agreement is governed by the laws of New South Wales. Each Party irrevocably and unconditionally submits to the exclusive jurisdiction of the courts operating in New South Wales and any courts entitled to hear appeals from those courts and waives any right to object to proceedings being brought in those courts.  
5. Notices: Any notice given under this Agreement must be in writing addressed to the addresses set out in this Agreement, or the relevant address last notified by the recipient to the Parties in accordance with this clause. Any notice may be sent by standard post or email, and will be deemed to have been served on the expiry of 48 hours in the case of post, or at the time of transmission in the case of transmission by email.
6. Privacy: Each Party agrees to comply with the legal requirements of the Australian Privacy Principles as set out in the Privacy Act 1988 (Cth) (as if it were an “APP entity” as defined in the Privacy Act 1988 (Cth)), and any other applicable Law relating to the privacy of information. Each Party further agrees to only use information about Referrals it obtains from the other Party solely for the purpose for which it was disclosed, and to keep such information secure and protect it from unauthorised use or disclosure.
7. Relationship of Parties: This Agreement is not intended to create a partnership, joint venture, employment or agency relationship between the Parties.

9. Definitions

In this Agreement, unless the context otherwise requires, capitalised terms have the meanings given to them in the Schedule, and:

Agreement means these terms and conditions and any documents attached to, or referred to in, each of them.

Business Day means a day on which banks are open for general banking business in Sydney, New South Wales, excluding Saturdays, Sundays and public holidays.

Commencement Date means the date this Agreement is signed by the last of the Parties.

Commercial Transaction means a Referral signing up for a Black Jet Unlimited Membership or a Black Jet Unlimited Elite Membership with us.

Force Majeure Event means any event or circumstance which is beyond a Party’s reasonable control including but not limited to, acts of God including fire, hurricane, typhoon, earthquake, landslide, tsunami, mudslide or other catastrophic natural disaster, civil riot, civil rebellion, revolution, terrorism, insurrection, militarily usurped power, act of sabotage, act of a public enemy, war (whether declared or not) or other like hostilities, ionising radiation, contamination by radioactivity, nuclear, chemical or biological contamination, any widespread illness, quarantine or government sanctioned ordinance or shutdown, pandemic (including COVID-19 and any variations or mutations to this disease or illness) or epidemic.

Guest Pass means a single-use, complementary pass issued by us to you which entitles you to designate one (1) guest to receive one (1) complementary ticket for air travel on the same itinerary as you.

Law means all applicable laws, regulations, codes, guidelines, policies, protocols, consents, approvals, permits and licences, and any requirements or directions given by any government or similar authority with the power to bind or impose obligations on the relevant Party in connection with this Agreement.

Liability means any expense, cost, liability, loss, damage, claim, notice, entitlement, investigation, demand, proceeding or judgment (whether under statute, contract, equity, tort (including negligence), indemnity or otherwise), howsoever arising, whether direct or indirect and/or whether present, unascertained, future or contingent and whether involving a third party or a Party to this Agreement or otherwise.

Personnel means, in respect of a Party, any of its employees, consultants, suppliers, subcontractors or agents, but does not include the other Party.

Referral means a person referred by you to us for the purpose of that person entering into a Commercial Transaction with us.

Referral Benefit means one (1) Guest Pass.

Referral Process has the meaning in clause 2.3