These terms and conditions (“Terms”) constitute the agreement (the “Agreement”) between Singapore Airlines Limited (“SIA”) and each Company (the “Company”) for the purchase of discounted air travel services by the Company under the SIA Corporate Travel Programme (the “Programme”). The Company applying for the Programme shall be deemed to have read and accepted the Terms. The Company is responsible for keeping themselves informed of the latest Terms of the Programme, which are posted on Singapore Airlines' website at singaporeair.com/CTPterms from time to time. Continued participation in the Programme by the Company will be regarded as acceptance of the current Terms.
- SIA will provide up-front corporate discount (“Discounts”) to the Company, applicable to the Company's purchase of air travel from SIA. The Discounts applicable at any particular time will be advised by SIA in writing. Unless otherwise specified, the Discounts are valid for six months, commencing from either April or October of any calendar year, respectively. The Discounts are subject to change at any time by SIA at its sole and absolute discretion, which shall automatically be binding on the Company.
- The Discounts are provided to the Company for point-of-sale in Singapore only and are solely for the purpose of travel by employees of the Company on company business or for employees and their dependents on home leave, where the employee is posted to Singapore by the Company. The Company may not use the Discounts for any other purpose (unless expressly stated herein) and may not resell or otherwise offer the Discounts to any other person. The Terms are confidential to the Company and may not be disclosed to a third party without the prior written approval of SIA, which may be granted at the sole and absolute discretion of SIA. Travel Management Companies used by the Company for such purposes must be SIA-appointed travel agents available at https://www.singaporeair.com/content/dam/sia/web-assets/pdfs/global-footer/list-of-appointed-agents.pdf. Upon request by SIA, the Company will provide documentary evidence to SIA that these Terms have been complied with.
- These Terms may be extended, upon written declaration from the Company (please use the Declaration Form provided to you by SIA), and at SIA's sole and absolute discretion, to the Company's legal heirs and successors; and to any majority-owned subsidiary of the Company. A majority-owned subsidiary is a company in which the Company owns more than half the issued share capital or in which the Company controls the composition of the board or controls more than half the voting power of the board.
- SIA at its sole and absolute discretion may at any time terminate the Company's participation in the Corporate Travel Program by notice in writing, for any reason including but not limited to: (a) the Company using the Discounts for any purpose other than set out in Clauses 2 and 3; (b) the Company failing to meet any revenue targets as notified by SIA to the Company, including a minimum nett flown expenditure of SGD 50,000 per year on Singapore Airlines; (c) breach by the Company of its confidentiality obligations; or (d) breach by the Company of any representation, warranty or undertaking set forth in this Agreement. The termination shall not prejudice any rights that are available to SIA and that have been accumulated prior to such termination. In addition, the Company will pay SIA for any monetary loss incurred by SIA if the Discounts are not used by the Company as agreed upon hereunder. The right of SIA to terminate this Agreement is not exclusive to other rights and remedies it may have at law or in equity for damages or otherwise.
- If the Company is included in a global corporate scheme of SIA, these Terms will be suspended. If subsequently the Company is no longer included in such a global corporate scheme, SIA at its sole and absolute discretion may offer then prevailing Terms to the Company.
- The Company will designate SIA as a “Preferred Airline” on its approved supplier list, which list shall be communicated to the Company’s travelers. The Company shall also communicate to all its appointed travel agents that SIA has been appointed as a “Preferred Airline”. If the Company requests for SIA to load Corporate fares into the Company’s Online Booking Tool (“OBT”), the Company is required to provide full details as per the SIA OBT Application Form (provided to you by SIA). The Company also agrees for SIA to conduct a standard set of checks on the relevant systems and documentation on a regular basis to ensure the Company’s Corporate fares are correctly loaded and accurately displayed. Furthermore, SIA must be set as “Preferred Airlines” or equivalent if such features are enabled in the OBT.
- All flights are subject to the terms and conditions applicable to the tickets issued in respect of such flights, including but not limited to the relevant conditions of carriage and privacy policy of the operating carrier.
- All information or data, either oral, electronic or written disclosed by SIA to the Company relating to the Company’s participation in the Programme (including but not limited to the content and existence of this Agreement) (collectively, “Confidential Information”) are considered confidential to SIA. The Company shall not disclose the Confidential Information to third parties (other than to any of the Appointed Travel Agents on a need-to-know basis and provided that the Appointed Travel Agents enter into similar confidentiality agreements with the Company and undertake not to make further disclosure) without the prior written approval of SIA. SIA’s prior written consent must be obtained before any news release to the media, public disclosure or reference to the obligations of this Agreement is made. SIA reserves the right to require the Company to provide documentary evidence that the obligations herein have been complied with, where applicable. For the avoidance of doubt, the obligations under this Clause 8 shall survive the expiration or termination of this Agreement without limitation in point of time. SIA may disclose to its joint venture (“JV”) airline partners (a) the Company’s name, (b) the Company’s annual spend on JV routes made hereunder and (c) the Discounts granted by SIA on JV routes to the Company hereunder. The Company shall not issue any promotional materials, media release or post on social media in respect of this Agreement, its contents or SIA without the prior written consent of SIA. SIA shall be provided a draft of the media release or social media post by the Company for review and approval prior to release. The Company agrees and acknowledges that the contact information of its employees, customers, contractors or representatives shared with SIA (“Contact Information”) will be used for the purposes of this Programme and in accordance with the terms and conditions of SIA’s Privacy Policy available at http://www.singaporeair.com/en_UK/privacy-policy/. The Company also agrees that SIA may use the Contact Information to communicate with Company about products, services, promotions, events and other news and information that SIA thinks will be of interest to Company, including but not limited to the sending of marketing messages.
- SIA shall not be responsible for any delays or failures in performance resulting from force majeure, acts beyond its reasonable control and without its fault or negligence. Such causes include but are not limited to riots, rebellions, accidental explosions, floods, storms, mechanical difficulties, unusually severe weather, labor disruption, power failures, fuel shortage, computer system faults (e.g. arising from virus infection, hacking, loss of data, data corruption), acts of God and similar occurrences. Performance by SIA shall be suspended for the duration of the condition and shall resume when the condition ceases to exist. If the force majeure prevents a party from fulfilling its obligations herein for ninety (90) consecutive days, the other party may terminate this Agreement.
- Indemnity, Liability and Insurance
- The Company undertakes to be liable for and indemnify SIA, its affiliates and related companies, its directors, employees, servants and agents (collectively referred to as “the Indemnitees”) against all claims, demands, proceedings, fines, penalties, judgments, damages, losses, expenses, costs, disbursements and other liabilities (including, without limitation, any legal fees, costs and expenses) which may occur against or be suffered by SIA and/or any of the Indemnitees as a result of or in connection with (i) any act, omission, default, neglect or misconduct of the Company, its affiliates and / or related companies, agents, representatives, servants or employees, (ii) the breach by the Company of any obligation, warranty, representation or covenant of this Agreement, and (iii) the death of or injury to any person or the damage, loss or destruction of any property including but not limited to property belonging to SIA and/or any of the Indemnitees arising out of or in connection with this Agreement.
- Unless to the extent caused by SIA’s gross negligence or willful misconduct, SIA will not be liable to the Company, its affiliates, directors, employees, servants and agents, for any and all claims, damages, losses, expenses, costs, disbursements, howsoever arising.
- Unless otherwise instructed and without prejudice to the Company's obligations to indemnify SIA under this Agreement, the Company will before commencement of this Agreement take out and maintain at the company’s cost, necessary insurance policy(ies) (including, but not limited to general liability insurance or employer’s liability insurance) for the entire period of this Agreement with a reputable insurance company(ies).
- The Company shall deposit the policy documents or show evidence of such policy(ies) such as Certificates of Insurance evidencing compliance with the foregoing prior to commencement of the Agreement and at every renewal of such insurance(s) throughout the duration of this Agreement unless otherwise instructed.
- This Agreement shall be governed by and construed in accordance with the laws of the Republic of Singapore and shall be subject to the exclusive jurisdiction of the courts in Singapore.
- A person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act (Cap 53B of Singapore) to enforce or enjoy the benefit of this Agreement.
- This Agreement (including all attachments) set out in the entire agreement of the parties and supersede all prior agreements, representations, statements and understandings relating to its subject matter (whether verbal or in writing). The Company agrees that its only right and remedy in respect of any statement, representation, warranty or undertaking made or given in connection with this Agreement shall be for breach of the terms of this Agreement to the exclusion of all other rights and remedies (including those in tort or arising under statute).
- The Company expressly recognizes and acknowledges that SIA is the sole and exclusive owner of SIA’s service-marks, trademarks, domain names and logos and the Company agrees that it will not at any time make use of any of SIA’s service marks, domain names, trademarks or logos without the prior written consent from SIA, unless otherwise set out in this Agreement.
- The relationship of the parties hereunder shall be of independent contractors. Nothing in this Agreement shall constitute a partnership between the parties hereto nor constitute one party the agent of the other party and vice versa. Except as set out in this Agreement, no party shall have express or implied authority to bind or represent the other party for any purpose whatsoever without the express written agreement of the other party.
- The Company may not assign or transfer this Agreement in whole or in part or delegate its performance under this Agreement without the prior written consent of SIA. Subject to the foregoing, this Agreement will be binding on and ensure for the benefit of the successors-in-title and permitted assigns of the Company.
- Any clause of this Agreement which is or may become illegal, invalid or unenforceable in any respect under the law of any jurisdiction shall be ineffective only to the extent of such illegality, invalidity or unenforceability in that jurisdiction without affecting the legality, validity and enforceability of the remaining provisions of this Agreement in that jurisdiction or of all of the provisions of this Agreement in all other jurisdictions.
- No failure by any party hereto to exercise and no delay by any party hereto in exercising any right, power or remedy under this Agreement will operate as a waiver, nor will any single or partial exercise by any party hereto of any right, power or remedy preclude any other or further exercise of that or any other right, power or remedy by such party.
- Knowledge or acquiescence by any party of or in any breach of any of the terms or conditions contained in this Agreement shall not operate as or be deemed to be a waiver of such terms or conditions or any of them unless the waiver is given expressly in writing by such party.
- This Agreement may be executed in one or more counterparts, each of which shall be deemed an original and which together shall constitute one and the same instrument.
- Either SIA or the Company may terminate this Agreement and the Company’s participation in the Programme without cause by giving at least thirty (30) days’ prior written notice. Each party shall remain responsible for its obligations with respect to actions and events prior to the aforementioned termination.