Dragonpass for Business Travel Terms & Conditions

PARTIES

These Terms & Conditions are entered into between Dragonpass International Limited, a company with limited liability duly incorporated under the laws of England and Wales with registration number 08643888 and registered address situated at 4th Floor, Charter House, 2 Woodlands Road, Altrincham, WA14 1HF, United Kingdom (“Dragonpass”) and the company set out under Section 1 of the Order Form (the “Customer”).

Dragonpass and the Customer shall collectively be referred to as the “Parties” and individually as a “Party”.

DEFINITIONS

“Agreement” means these Terms & Conditions, together with the Order Form attached hereto.

“DPID” or “Code” means the unique identifier and code used to register a Membership in the Dragonpass App.

“Dragonpass App” means the standard mobile application of Dragonpass, available on both iOS and Android.

“Dragonpass Participating Outlet” means the participating third-party airport lounges, fast track, dining, retail, fitness, limousine, and eSIM service providers forming part of the Dragonpass network, and which provide the benefits under the various Plans, as may be amended from time to time.

“Employee” means an individual employee nominated by the Customer to receive the Membership at their discretion.

“Membership” means a Dragonpass for Business Travel membership issued to the Customer for use by its Employees, in accordance with the selected Plan.

“Membership Terms” means the standard Terms and Conditions, Terms of Use, and Privacy Policy of Dragonpass applicable to all Dragonpass members when enjoying the benefits provided under the various Plans, as may be amended from time to time by Dragonpass in its sole discretion without notice, and as available at www.dragonpass.com.

“Order Form” means the order form attached to these Terms & Conditions which sets out the details of the Customer and the Order.

“Pass” means one entitlement under a Plan, redeemable for one of the benefits available under that Plan.

“Plan” means the plan(s) selected and purchased for the Customer’s Employees, being either Occasional Traveller, Regular Traveller, or Frequent Traveller, as further described under Clause 7.1 below.

“Price” means the price payable for the various Memberships under the Order Form, inclusive of VAT.

“Validity Period” means the period for which each Membership is valid and redeemable, namely 12 (twelve) months from the date of activation thereof in the Dragonpass App.

SCOPE AND ORDER OF PRECEDENCE

This Agreement governs the Customer’s purchase of Memberships from Dragonpass for its Employees. The Employees’ use of the Dragonpass App, and the benefits provided under the various Plans, are at all times subject to and governed by the Membership Terms, as may be amended from time to time by Dragonpass in its sole discretion without notice. By activating the Membership and enjoying the benefits thereunder, an Employee will be deemed to have accepted the Membership Terms.

In the event of a conflict or inconsistency, the following order of precedence will be applicable: the Order Form, these Terms & Conditions, the Membership Terms.

No additional documents or terms will have any effect unless agreed between the Parties in writing.

By signing the Order Form, the Customer is deemed to have accepted all terms and conditions forming part of this Agreement.

Each Order Form constitutes a separate agreement subject to these Terms & Conditions.

ORDERS, PRICING AND PAYMENT

An order is considered accepted once an Order Form has been signed by both Parties and once confirmed by Dragonpass in writing.

Each Order Form sets out the number of Memberships purchased under each Plan, the Price per Membership, and the total Price payable for such Memberships.

The Customer is required to purchase a minimum of 10 (ten) Memberships per Plan, unless otherwise agreed between the Parties in writing.

The Price payable by the Customer to Dragonpass is based on the total number of Memberships purchased under each Plan.

The Price payable is inclusive of VAT at the prevailing rate.

The Price is payable in full prior to delivery of the Memberships. Once an order has been accepted and confirmed, Dragonpass will issue its invoice to the Customer. Payment is due within 30 (thirty) days of the invoice date.

Dragonpass will issue the purchased Codes to the Customer within 5 (five) business days after payment has been cleared and reflects in Dragonpass’s bank account.

The Price is non-refundable once the Codes have been issued to the Customer, save as required by applicable law or in accordance with Clause 15 below.

If the Customer fails to make payment of an invoice by the payment due date, Dragonpass shall be entitled to charge interest in accordance with applicable law and to withhold the Codes from the Customer until payment has been received.

VALIDITY PERIOD AND RENEWAL

Each Membership has a Validity Period of 12 (twelve) months from the date of its activation in the Dragonpass App. Each Code must be activated within 12 (twelve) months from the date of signature of the Order Form under which it was purchased. Codes not activated within the above period shall automatically lapse, and no refund shall be payable therefor.

Memberships do not automatically renew. In order for a Membership to be renewed, the Customer will need to place a new order prior to expiry of that Membership’s Validity Period. New Codes are issued for each renewal.

Additional Memberships purchased in accordance with Clause 8.4 below follow the same rules as above, with the Validity Period being counted from the date of signature of their respective Order Form.[LP1]

ISSUE AND ACTIVATION

Dragonpass will email a password-protected document to the Customer’s Programme Contact (as specified in the Order Form) containing 1 (one) Code per purchased Membership within 5 (five) business days from receipt of payment. The password to the document will be sent separately.

Dragonpass is responsible for delivering the purchased Codes to the Customer in accordance with the Order Form. Once the Customer receives the Codes from Dragonpass, it is solely responsible for distributing the Codes to its Employees as it deems fit, and for keeping the Codes safe and secure until distributed. Dragonpass will not be liable for any losses, damages, claims and/or liabilities (collectively, “Claims”) arising out of or in connection with this Agreement once the Codes have been delivered to the Customer, and the Customer agrees to indemnify and hold Dragonpass harmless for any such Claims.

Only 1 (one) Code may be issued to each Employee.

Each Employee is required to register their Membership in the Dragonpass App. Once a Membership has been registered, that Membership will be tied to the Employee that registered it, and the Employee will be deemed to have accepted the Membership Terms.

Dragonpass shall not be liable or responsible for any Codes that have been lost, shared, or misused once they have been delivered to the Customer, or for any Codes that may lapse in accordance with Clause 5.1 above.

No technical integration is required to use the Codes. The Customer is responsible for ensuring that its Employees have a compatible smartphone to use the Dragonpass App to redeem the benefits.

PLANS, PASSES AND GUESTS

Plan Details:

*List Prices are in GBP (Pounds Sterling), including VAT. The Price listed on the Order Form takes precedence in the event of any conflict or inconsistency. Volume tiers are based on the total number of Memberships purchased across all Plans in an order.

Each Membership includes the number of Passes and benefits available under its respective Plan.

1 (one) Pass is redeemable for 1 (one) lounge visit, 1 (one) fast track use, or 1 (one) dining credit, as applicable under the respective Plan.

Passes must be used by the Employee to which the Membership is linked, except where guests are allowed in accordance with Clause 7.6 below.

Unused Passes and benefits expire at the end of the Validity Period and cannot be carried over, refunded, or exchanged for cash or cash equivalent.

Guest allowance per Plan:

Guests must at all times accompany the Employee to which the Membership is linked and are required to comply with the Membership Terms as well as the terms and conditions of the Dragonpass Participating Outlet in question.

ADDITIONAL PASSES AND PURCHASES

Employees can purchase additional Passes at any time in the Dragonpass App at the per-Pass Price set out in the table under Clause 7.1.

Additional Passes, lounge pre-booking, additional eSIM data, and other pay-as-you-go purchases are paid for by the Employee in their personal capacity at the point of purchase, and the receipt is sent to the Employee directly.

Dragonpass will not invoice the Customer for any additional purchases that Employees make in the Dragonpass App in their personal capacity.

The Customer can purchase additional Memberships at any time at the Price determined by its appropriate volume tier, provided the Customer purchases a minimum of 10 (ten) Memberships for each Plan purchased, by contacting its Dragonpass Account Contact (as specified in the Order Form).

Employees can purchase airport transfers in the Dragonpass App on a pay-as-you-go basis in accordance with Clause 8.2 above. Airport transfers are not funded under any Plan and do not consume Passes.

Dragonpass may make certain promotional offers available to Employees from time to time, including but not limited to pay-as-you-go products. Each offer is governed by its own published terms and conditions, which will regulate eligibility, duration, and usage limits. Offers made under this Clause 8.6 do not form part of this Agreement and may be changed or withdrawn at any time by Dragonpass in accordance with their respective terms and conditions.

TRANSFERS, CHANGES AND CANCELLATION

Memberships are non-transferable. Once registered, a Membership is linked to an Employee and cannot be reassigned to another Employee, irrespective of whether the registered Employee has since left the Customer’s employ.

If an Employee leaves the Customer’s employ, their Membership will continue until the end of its Validity Period unless the Customer specifically requests Dragonpass to deactivate it. Deactivation does not entitle the Customer to a refund or replacement Membership.

If an Employee leaves the Customer’s employ prior to registering their Membership, the Customer may give the Code to a different Employee on the same Plan.

Membership cannot be upgraded, downgraded, or cancelled during its Validity Period.

USING THE BENEFITS

Benefits are provided by Dragonpass Participating Outlets, which are independent third parties. These Dragonpass Participating Outlets are not agents or subcontractors of Dragonpass and set their own rules in relation to (inter alia) entry, opening hours, capacity, dress code, age limits, length of stay, and conduct. As such, Dragonpass will not be liable for any Claims that may arise in relation to the benefits provided by Dragonpass Participating Outlets, and any such Claims must be raised directly with the Dragonpass Participating Outlet in question.

Access to and use of the benefits is at all times subject to availability and compliance with the Dragonpass Participating Outlets’ terms and conditions, in addition to the Membership Terms. In the event that an Employee is refused access to a benefit by a Dragonpass Participating Outlet, no Pass will be redeemed.

Some lounges offer pre-booking for an additional fee, which fee is payable by the Employee in accordance with Clause 8.2 and shall be subject to the Dragonpass Participating Outlet’s cancellation rules.

The list of available Dragonpass Participating Outlets may be amended by Dragonpass from time to time in its sole discretion without notice. The most up-to-date list is at all times available in the Dragonpass App. Dragonpass cannot guarantee that any particular Dragonpass Participating Outlet, airport, or terminal will be available during the Validity Period.

Any problems related to the Dragonpass App, Passes, or access should be raised with Dragonpass’s Customer Support team at support@dragonpass.com.

CUSTOMER RESPONSIBILITIES

The Customer will:

Nominate a Programme Contact for receiving Codes, and a Billing Contact for receiving invoices, and inform Dragonpass timeously in the event of any change to such contacts;

Distribute Memberships to its own Employees only, all of whom must be 18 (eighteen) or older;

Inform Employees that their use of the Dragonpass App and benefits thereunder are governed by the Membership Terms;

Not resell or commercially distribute the Memberships or Codes; and

Make timeous payment of all amounts due under this Agreement.

The Customer is responsible for ensuring its Employees’ compliance with the Membership Terms and the terms and conditions of the Dragonpass Participating Outlets, and will indemnify and hold Dragonpass harmless for any Claims arising from the misuse of Memberships issued under this Agreement, or conduct which may constitute a violation of the Membership Terms or terms and conditions of a Dragonpass Participating Outlet.

DATA PROTECTION

Each Party will at all times comply with applicable data protection law, including the UK General Data Protection Regulation (“UK GDPR”) and the Data Protection Act, 2018.

Any Employee details provided to Dragonpass pursuant to this Agreement shall be used only to the extent necessary to manage the order and Memberships issued thereunder. Any personal data provided by Employees when registering and using the Dragonpass App shall be processed by Dragonpass as an independent controller in accordance with Dragonpass’s Privacy Policy, available at www.dragonpass.com.

LIABILITY

Nothing in this Agreement limits either Party’s liability for death or personal injury caused by negligence or wilful misconduct, for fraud or fraudulent misrepresentation, or for anything else that cannot be legally limited by law.

Dragonpass shall not be liable for the acts or omissions of Dragonpass Participating Outlets, or for any refusal of entry, closures, delays, or changes made in relation thereto.

Neither Party shall be liable for loss of profit, revenue, business, or goodwill, or for any indirect or consequential loss.

Subject to Clause 13.1, Dragonpass’s total liability under this Agreement shall be limited to the Price paid by the Customer in the 12 (twelve) months prior to the event giving rise to such Claim.

Neither Party shall be liable for any delay or failure caused by events beyond its reasonable control including (but not limited to) airport closures, industrial action, extreme weather, pandemics, outages of third-party systems, or other force majeure.

AMENDMENTS

Dragonpass may amend the list of Dragonpass Participating Outlets, the Membership Terms, and the Dragonpass App, from time to time in its sole discretion without notice.

Dragonpass will not reduce the number of Passes or remove a benefit category from a Plan during its Validity Period for Memberships already purchased.

Any amendments to these Terms & Conditions apply only to new orders and renewals, unless otherwise agreed between the Parties in writing.

TERMINATION

Either Party may terminate this Agreement at any time by written notice if the other materially breaches it and fails to remedy such breach within 30 (thirty) days of being requested to do so in writing, or in the event of insolvency of the other Party.

Dragonpass may terminate this Agreement without notice should it fail to receive payment of an invoice by the applicable payment due date.

Dragonpass may deactivate a Membership in the event that it is used fraudulently or in breach of the Membership Terms. No refund will be due for any such deactivated Membership.

GENERAL

This Agreement constitutes the entire agreement between the Parties in respect of its subject matter.

No amendments to this Agreement shall be of any effect unless agreed between the Parties in writing.

The Customer may not assign this Agreement without Dragonpass’s prior written consent. Dragonpass may assign this Agreement to a member of the Dragonpass group upon prior written notice.

All notices to be provided under this Agreement must be in writing and sent to the appropriate contact person specified in the Order Form. The Parties consent to notice by way of email with proof of delivery.

No party other than the Parties specified in this Agreement will have any right to enforce this Agreement.

For avoidance of doubt, none of the intellectual property rights of Dragonpass shall in any way be transferred or assigned to the Customer by virtue of this Agreement.

This Agreement is governed by the laws of England and Wales, whose courts will have exclusive jurisdiction to adjudicate on any disputes arising hereunder.