Partner Agreement

Version 2.0. Last updated: October 3, 2026

This Heliflights Partner Program Agreement ("Agreement") is a binding contract between Heliflights, the operator of heliflights.us ("Heliflights", "we", "us", "our"), and the individual or business entity that applies to and is accepted into the Heliflights Partner Program ("Partner", "you", "your"). Please read it carefully. Section 19 contains a waiver of jury trial.

1. Definitions

"Program" means the Heliflights Partner Program described in this Agreement.
"Site" means heliflights.us and its pages and checkout.
"Partner Link" means the unique tracking link and any partner code we assign to you.
"Dashboard" means the online partner account where you can see your referred sales, commissions and promotional materials.
"Qualified Sale" means an order for an Eligible Product that (a) is placed and fully paid by a customer on the Site, (b) is attributed to your Partner Link by our tracking system under Section 4, and (c) is not excluded under Sections 8 or 9.
"Eligible Products" means the flights and gift cards listed in Section 7.
"Chargeback" means a payment dispute, reversal or claim initiated by a customer or card issuer.
"Brand Assets" means the Heliflights name, logos, trademarks, domain names, photos, videos, texts and any other Heliflights content.

2. Acceptance and electronic signature

You accept this Agreement by checking the acceptance box on the partner application form and submitting it. You agree that this act is your electronic signature and has the same legal effect as a handwritten signature under the federal Electronic Signatures in Global and National Commerce Act (E-SIGN Act) and the New Jersey Uniform Electronic Transactions Act. We keep a record of your acceptance, including the date and the version of this Agreement. The Agreement takes effect on the date we notify you by email that your application was approved ("Effective Date"). If you accept on behalf of a business, you confirm that you are authorized to bind that business.

3. Enrollment

We may approve or decline any application at our sole discretion, without giving a reason. You must provide true, complete and current information and keep it updated. You must be at least 18 years old. Participation is personal and may not be transferred.

4. Partner Link and attribution

A sale is attributed to you only if the customer reaches the Site through your Partner Link or uses your partner code at checkout, and completes payment within the attribution window shown in the Dashboard.
If more than one partner referred the same customer, the sale is attributed to the last Partner Link the customer clicked before purchasing, unless a partner code was used at checkout, in which case the code prevails.
Our tracking system and records are the final and binding basis for attribution and commission calculation, except in the case of manifest error. Sales not recorded by the tracking system, including sales where the customer blocked or deleted tracking cookies, are not commissionable.
Orders placed by you, your employees, your relatives or anyone on your behalf for their own use are not Qualified Sales.

5. Limited license and use of the Heliflights brand

During the term of this Agreement, we grant you a limited, revocable, non-exclusive, non-transferable and non-sublicensable license to use your Partner Link and the promotional materials we make available in the Dashboard, without modification, solely to promote Eligible Products in accordance with this Agreement. All Brand Assets remain the exclusive property of Heliflights. No other right is granted. You may not:

use, copy, edit or create any material containing the Brand Assets other than the materials we provide;
register or use any domain name, social media account, username, page, profile, app or email address that contains "Heliflights" or any confusingly similar term;
bid on, purchase or use "Heliflights", its misspellings or similar terms as keywords, ad text or display URLs in Google Ads, Microsoft Ads, Meta, TikTok or any other advertising platform;
state or imply that you are Heliflights, its employee, agent or official representative, or that Heliflights endorses you.

6. Prices, offers and sales only on heliflights.us

All prices, routes, flight durations, age and weight limits, the airport fee and booking conditions are those published on the Site at the time of booking. You may not change, lower, raise, quote differently, bundle or add fees to them, or create your own discounts or promotions.
Every booking and payment must be completed by the customer directly on the Site. You may not collect any payment from customers, accept reservations on our behalf, resell flights or gift cards, or offer Heliflights products on any other website, marketplace, app or platform.
You may not publish discount or coupon codes that we did not provide to you specifically, or publish any code on coupon, deal or cashback websites.

7. Commission rates

Eligible Product	Commission
Liberty Sky View	5%
Lady Liberty View	5%
360 of Freedom	8%
The Manhattan VIP	10%
The Manhattan Doors Off	10%
Gift card Liberty Sky View	5%
Gift card 360 of Freedom	8%
Gift card The Manhattan VIP	10%
Gift card The Manhattan Doors Off	10%

Commission is calculated on the product price actually paid by the customer, excluding the airport fee, taxes, tips, add-ons, discounts and any refunded amount.
Gift card commission is earned on the purchase of the gift card. A flight later paid in whole or in part with a Heliflights gift card does not earn an additional commission.
Vows in the Clouds, Viral View, Framed in Flight, add-ons and any other product not listed above earn commission only if we agree to it in writing (email is sufficient).
We may change commission rates with notice under Section 18. Changes apply only to sales made after the change takes effect.

8. Approval and payment of commissions

A commission on a flight is approved after the flight has taken place. A commission on a gift card is approved 30 days after its purchase.
Commissions approved during a calendar month are paid on the 10th day of the following month. If the 10th is a Saturday, Sunday or US federal holiday, payment is made on the next business day.
Payment is made in US dollars by bank transfer (ACH), Zelle or PayPal, to the account you register with us. You are responsible for providing correct payment details. We are not responsible for payments sent to the details you provided, or for fees charged by your bank or payment provider.
Before receiving any payment, Partners who are US persons must provide a completed IRS Form W-9, and non-US persons must provide the applicable IRS Form W-8. We may withhold payment until we receive it. We may issue IRS Form 1099 as required by law. You are solely responsible for all taxes on amounts you receive.
Any dispute about a commission must be sent to us in writing within 60 days after the payment date of the month in question. After that period, the payment is considered final and accepted.

9. Cancellations, refunds, chargebacks and fraud

No commission is due on any order that is cancelled, refunded in whole or in part (to the extent of the refund), subject to a Chargeback, or that we reasonably determine to be fraudulent, including flights cancelled for weather, air traffic control or safety reasons and not rescheduled.
If a commission has already been paid on an order that is later refunded, cancelled or subject to a Chargeback, the amount of that commission will be deducted from your future commissions. If the deduction exceeds the commissions due in a month, the remaining balance is carried forward and deducted from following months.
If this Agreement ends while you owe us a balance under this Section, you agree to repay it within 30 days after our written request.
We may withhold commissions on any order under review, dispute or Chargeback until it is resolved.

10. Prohibited practices

In addition to the restrictions in Sections 5 and 6, you may not:

use cookie stuffing, forced clicks, hidden frames, pop-ups, browser extensions, bots or any method that sets tracking without a real click by the customer;
place or encourage orders for your own benefit, or offer customers cash, rebates or gifts to use your Partner Link without our written approval;
send unsolicited emails, text messages, direct messages or calls, or buy contact lists;
publish fake reviews or ask customers to write reviews in exchange for anything of value;
make false, misleading or exaggerated statements about Heliflights, our flights, safety, pilots, aircraft, routes, schedules or availability, or promise anything not published on the Site;
promote Heliflights on websites or content that are illegal, sexually explicit, violent, hateful, discriminatory, or that infringe the rights of others.

11. Compliance with law

You must clearly and conspicuously disclose your commission relationship with Heliflights in every recommendation, as required by the Federal Trade Commission's Guides Concerning the Use of Endorsements and Testimonials in Advertising (16 CFR Part 255), for example with "#ad" or "Paid partner of Heliflights" placed where viewers will see it before the link.
You must comply with all applicable laws and regulations, including the CAN-SPAM Act, the Telephone Consumer Protection Act, consumer protection laws and privacy and data protection laws.
You must hold any licenses or registrations required for your business, including as a seller of travel where applicable.

12. Customer data and confidentiality

All customer data generated by bookings on the Site belongs to Heliflights. You may not collect, store or use customer payment information, and you may use customer personal information only as permitted by law and by the customer.
Any non-public information you receive from us, including commission terms other than those published, sales data, Dashboard data and business plans, is confidential. You may not disclose it to anyone or use it for any purpose other than the Program, during the term and for 2 years after it ends.

13. Relationship of the parties

You are an independent contractor. Nothing in this Agreement creates an employment, partnership, joint venture, agency, franchise or fiduciary relationship. You have no authority to make any promise or commitment on behalf of Heliflights. You are responsible for your own costs, equipment, staff and taxes. This Agreement is non-exclusive: you may promote other companies, and we may work with other partners in any territory.

14. Your representations

You represent and warrant that (a) all information you provided is true and complete, (b) you have full right and authority to enter into this Agreement, (c) your promotional content and activities do not infringe any third party's rights or violate any law, and (d) you will perform this Agreement in good faith.

15. Indemnification

You agree to defend, indemnify and hold harmless Heliflights, its owners, officers, employees, pilots and contractors from and against any claims, damages, losses, fines, penalties, costs and expenses, including reasonable attorneys' fees, arising out of or related to (a) your breach of this Agreement, (b) your promotional content or activities, (c) any statement you made to a customer that is not published on the Site, or (d) your violation of any law or third-party right.

16. Disclaimers

The Program, the Site, the tracking system and the Dashboard are provided "as is" and "as available". We do not guarantee that they will be uninterrupted or error-free, and we make no guarantee of any level of sales or earnings. All flights are subject to weather, air traffic control, Federal Aviation Administration rules, safety decisions of the pilot in command and aircraft availability, and may be delayed, rerouted, rescheduled or cancelled.

17. Limitation of liability

To the maximum extent permitted by law, Heliflights will not be liable for any indirect, incidental, special, consequential, exemplary or punitive damages, or for any lost profits, lost revenue or lost business opportunities, arising out of this Agreement or the Program, even if advised of their possibility. Our total liability arising out of or related to this Agreement will not exceed the total commissions paid to you in the 12 months before the event giving rise to the claim.

18. Term, changes and termination

This Agreement starts on the Effective Date and continues until ended by either party.
Either party may end this Agreement at any time, for any reason, by email notice to the other.
We may suspend your Partner Link or end this Agreement immediately if you breach it, engage in fraud, or harm the reputation of Heliflights. In that case, commissions on orders related to the breach or fraud are forfeited.
We may update this Agreement, including commission rates, by notifying you by email at least 15 days before the changes take effect. If you do not agree, you may end this Agreement before that date. Continuing in the Program after that date means you accept the changes.
When this Agreement ends, you must immediately stop using your Partner Link and all Brand Assets and remove them from your content. Commissions properly earned on Qualified Sales made before the end date, less any amounts owed under Section 9, will be paid on the regular payment dates.
Sections 5 (ownership of Brand Assets), 8 (taxes), 9, 12, 13, 15, 16, 17, 19 and 20 survive the end of this Agreement.

19. Governing law, venue and jury waiver

This Agreement is governed by the laws of the State of New Jersey, without regard to its conflict of law rules. Any dispute arising out of or relating to this Agreement will be brought exclusively in the state or federal courts located in the State of New Jersey, and both parties consent to the personal jurisdiction of those courts. To the extent permitted by law, each party knowingly and voluntarily waives its right to a trial by jury in any dispute arising out of or relating to this Agreement. Before filing any claim, the parties will first try in good faith to resolve the dispute by written notice and discussion for 30 days.

20. General terms

Entire agreement. This Agreement, together with any written commission terms we send you, is the entire agreement between the parties about the Program and replaces any prior discussions.
Severability. If any provision is found unenforceable, it will be limited to the minimum extent necessary, and the rest of the Agreement remains in effect.
No waiver. Our failure to enforce any provision is not a waiver of our right to enforce it later.
Assignment. You may not assign or transfer this Agreement without our written consent. We may assign it in connection with a merger, sale or reorganization of our business.
Notices. Notices may be sent by email to the address you provided in your application and, to us, to the store email listed on the Site.
Force majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control, including weather, acts of government, airspace restrictions, natural disasters, epidemics or failures of internet or payment systems.
Language. This Agreement is written in English. If it is translated, the English version controls.
Headings. Headings are for convenience only and do not affect interpretation.

Contact

Questions about the Program: WhatsApp +1 (908) 525-6444.