YOTHA GENERAL TERMS AND CONDITION CONTRACT (YGTCC)

This Contract provides the general terms and conditions covering the relationship between Yotha.com and Members to Yotha.com Community.

1. Key Terms

"Advance Provisioning Allowance (A.P.A.)" means a deposit to be paid in advance by Charterer/Client to cover operating costs (which are those not included into the Charter Rate/Cruise Service Rate) and disbursements for the Charter/Cruise period.

"Booking Payment Confirmation" means the credit/debit card payment pre-authorization required to the Charterer/Client to lodge the booking application.

"Booking Request Period" means the period from when the booking application is lodged by the Charterer/Client and/or Charterer/Client’s Professional Agent (C.P.A.), and the Owner provides confirmation or rejection of the application.

"Carrier" means the natural or legal person who/which owns the Yacht, or any Charterer, which entered a charter-party with the purpose of operating the Yacht and providing a Cruise Service.

"Carry-on luggage" means luggage which the Client has in his cabin or is otherwise in his possession, custody or control.

"Charterer" means a natural person, or a corporate entity duly represented by a natural person, whose application to charter listed Yachts on the Platform has been confirmed, and who is the signatory and beneficiary of the Charter Agreement.

"Charterer/Client’s Professional Agent (C.P.A.)" means a broker or an agent, duly authorized by the Charterer/Client, and registered as agent on the Platform, representing and assisting their clients in locating and booking a Yacht via the Platform.

"Charterer’s Representative/ Client’s Representative (CH.R./ CL.R)" means a duly authorized natural person, such as PA, or an appointed director in case of corporate entities, acting on behalf of the Charterer/Client and assisting her/him in locating and booking a Yacht via the Platform.

"Charter Agreement" means the contract between Owner and Charterer for the Charter (hire) of the relevant Yacht.

"Charter Fee" means the price agreed between the parties and paid by the Charterer to the Owner in accordance with the relevant term of the Charter Agreement. Charter Fee includes the charter of the Yacht, tools, stores, cleaning materials and basic consumable stores for engine room, deck, galley and cabins, laundry of ship’s linen, the crew’s wages, uniforms and food, the insurance of the Yacht and crew.

"Charter Offer" means the cost of charter set by the Owner and advertised on the platform.

"Charter Price" means the total of Charter Fee, V.A.T. (if due), Delivery and Re-Delivery fee (if any), Security Deposit (if any) and Advance Provisioning Allowance.

"Client" means a natural person, or a corporate entity duly represented by a natural person, whose application to cruise listed Yachts on the Platform has been confirmed, and who is the signatory, beneficiary of the Cruise Contract and represents Passengers.

"Commission" means O.C.A./C.P.A. fees for providing their services.

"Cruise Agreement" means a Transport and Services contract between Owner and Client for the Cruise of the relevant Yacht.

"Cruise Contract Period" means the period of time between the date and time of embarkation and the date and time of disembarkation of the Passengers, such as stated under the Cruise Contract.

"Cruise Offer" means the base cost of cruise on board the Yacht set by the Owner and advertised on the platform.

"Cruise Service Fee" means the flat-rate price agreed between the parties and paid by the Client to the Owner in accordance with the relevant term of the Cruise Contract. The Cruise Service Fee includes the flat-rate price of the voyage on board the Yacht including transportation, accommodation and host services on board the Vessel; the access to the annexes and nautical and leisure equipment of the Yacht; the flat-rate fuel required to carry out the agreed itinerary of the Yacht; the costs of mobilizing the vessel from its initial port to the port of embarkation and demobilization from the port of disembarkation to the final port; Port taxes and charges and pilotage charges at the port of embarkation and the port of disembarkation within the overnight parking limit in each of those ports; excluding ports of call. In the event of a change in the itinerary involving a modification of the cost of the Services, and subject to an amendment signed by the parties, capital gains or losses are included in the flat-rate price.

The Cruise Service Fee does not include other expenses related in particular to catering on board; port fees and other taxes and pilotage charges in port or anchorages; as well as extraordinary expenses such as special requests or special equipment, shore transportation or excursions, laundry services, Security Deposit (if any), or any other expenses not specifically mentioned in the Contract. These expenses are either invoiced to the Client with the VAT of the country of departure, for incidental services carried out on board, or treated as disbursements for supplies and services purchased ashore.

These expenses are paid on board by the Client by means of the Advance Provisioning Allowance.

"Cruise Price" means the total of Cruise Service Fee, V.A.T. (if due), Security Deposit (if any) and Advance Provisioning Allowance.

"Delivery Fees" means all costs for mobilizing the Yacht from her initial port to the port of embarkation selected by the Charterer in accordance with the Charter Agreement.

"Escrow Account" means Yotha International SA dedicated bank account to Members.

"Luggage" means any article carried by the Carrier under a contract of carriage, excluding cargo and live animals, in virtue of a bill of lading.

"Navigation" means the entire nautical activity of the Yacht during the duration of the Cruise Contract Period, from the port of embarkation to the port of disembarkation. The standard number of hours of actual navigation, when the Yacht is under way at cruising speed, is specified, as well as the navigation area and possible stopovers.

"Member" means individuals, or individuals representing a corporate entities, registered on the Platform whose application has been accepted, and who are directly using Yotha.com without the intervention of a Professional Member.

"Owner" means yacht owner (individual or individual representing an Owning company) registered with the Platform who created a Yacht Charter Offer and/or a Yacht Cruise Offer via Website and/or Application.

"Owner’s Central Agent (O.C.A.)" means a broker or an agent, duly authorized by the Owner through a Central Agency Agreement and/or a specific Power of Attorney, and registered as agent on the Platform, representing and assisting their clients in listing a Yacht for charter on the Platform.

"Owner’s Net Income" means the net amount the Owner will obtain from the Charterer/Client in accordance to the Charter Agreement/Cruise Agreement terms, after deduction of Yotha Service Fee.

"Owner’s Representative (OR)" means a duly authorized natural person, such as a manager and/or a Captain, a PA, or an appointed director in case of corporate entities, assisting their clients in publishing a Yacht via the Platform.

"Passengers" means the Client or all persons on behalf of whom he signed the Contract, sleeping or cruising and carried on board by virtue of the Cruise Contract, and more generally, any person present on board the Yacht and benefiting from the Contract. One shall distinguish the Sleeping Passengers, with an accommodation on board, and the Cruising Passengers. The latter do not have berth and only take part in the day navigation. Unless specifically provided for by the Class Certification of the Yacht, the number of Passengers shall not exceed the number of 12 (twelve) units under navigation.

"Port of call" means an intermediate port where the Yacht stops over in accordance with the itinerary defined in the Cruise Contract.

"Pre-authorization" means a temporary hold of a specific amount of the available balance on a credit or debit card that is provided upon booking by a Charterer/Client. The pre-authorisation is not a charge and no funds have been debited from an account.

"Professional Member" means a broker or an agent, Corporate Entity and/or individual, registered on the Platform and duly authorized by the Charter Parties to acting on their behalf.

"Re-Delivery Fees" means all costs for demobilization of the Yacht from the port of disembarkation selected by the Charterer to her next destination in accordance with the Charter Agreement.

"Security Deposit" means a refundable deposit paid by the Charterer and/or the Client in the Escrow Account to secure the payment of possible damages to the Yacht.

"Visitors" means the persons admitted on board whilst the Vessel is securely moored in port or at anchor. Visitors are not considered as Passengers under the Cruise Contract.

"Voyage" means the navigation itinerary initially programmed with the Client including the potential stopovers.

"Website" and "Platform" mean Yotha.com online platform connecting directly yacht owners, intending to charter/cruise their yachts to prospective Charterers/Clients and/or Professional Clients.

"Yacht" means Yacht (sailing yachts and motor yachts) over 60 feet (overall length) with crew.

"Yoba" means the Yotha On Board Application.

"Yotha Service Fee" means Yotha.com fee for providing the Platform and related services.

"Yotha.com" means the online platform presenting the services provided by Yotha International S.A.

2. Terms of Use

2.1 By using the Platform, Members acknowledge and agree to comply with and be legally bound by the Yotha International S.A. General Terms and Conditions Contract. Members acknowledge and agree that, by crossing the box “I accept the Yotha.com Terms and Conditions”, they provide acceptance without reservation of these General Terms and Conditions, including Charter Agreement Specific Conditions and Cruise Agreement Specific Conditions.

2.2 Members acknowledge and agree that Yotha.com is not a party and it will not be a party to any Charter Agreement/Cruise Agreement between Owners and Charterers/Clients. Yotha.com is not and it will not be an agent or broker. The Charterers, the Clients and/or their Representatives shall agree charters/cruises directly with the Owners via the Platform.

2.3 Owner may be assisted by a broker/agent in listing the Yacht on the Platform and/or on Yoba. Prospective Charterer/Client may be assisted by a broker/agent in locating and booking a Yacht via the Platform. Any broker/agent intending to assist and represent a client on the Platform shall be registered as Professional Agent (O.C.A. or C.P.A.) with Yotha.com in accordance with clause 5 below.

2.4 Yotha.com is not responsible for Owners’/OR/O.C.A. activities associated with the listing, or any other matters related to any listing, that Owners/OR/O.C.A. provide. Members agree not to take any steps which may allow the misrepresentation that they are endorsed by, partnering with, or acting on behalf of or for the benefit of Yotha.com.

2.5 Breach of these General Terms and Conditions may cause the Yotha.com account to be closed and may expose Members to civil and criminal penalties. Membership will cease when the account is closed.

3. Modification

3.1 Yotha.com reserves the right, at its sole discretion, to modify the Website and the Yotha Application at any time and without prior notice. Date and reference (Vxx.xx) of the last publication will be available on both Website and Yotha Application.

3.2 Yotha.com reserves the right, at its sole discretion, to modify these General Terms and Conditions, and Charter Agreement Specific Conditions and Cruise Agreement Specific Conditions, at any time and without prior notice. Each updated version of these General Terms and Conditions, including Charter Agreement Specific Conditions and Cruise Agreement Specific Conditions, will be marked by an index number, indicating the date (yy.mm.dd) of the last revision. At any log-in, an automatic alerting system (pop-up) will inform Members about any possible modification.

3.3 All modifications will be effective upon their publication on the platform.

4. Eligibility

4.1 Access to Website and Yoba is available with no limitation.

4.2 However, use of Website and Yoba is intended solely for users who are 18 years old or older. Any use of the Website and Yoba by anyone under the age of 18 is expressly prohibited. By accessing or using the Website or Application, users represent and warrant that they are 18 years old or older.

5. Yotha.com Account Registration

5.1 Users of the platform, intending to become Members, shall register with Yotha.com via the Platform and open a Yotha.com account. Members cannot have more than one (1) active Yotha.com Account.

5.2 Account Registration for Members

5.2.1 Yotha.com requires applicants to provide/upload following information to complete the Account Registration process:

- valid email address

- full name

Members are solely responsible for keeping log-in details for their email inbox and their User account confidential; Yotha accepts no liability for use of the Service by anyone other than the registered Member or a person authorized by the same, with access to his/her username and password. In case of forgotten log-in details or improper use by third parties thereof, the Member agrees to inform Yotha promptly by email at contact@yotha.com.

Subsequently to the registration, Members warrant to keep the information provided accurate, current and complete.

5.2.2 Representatives

Owner may be assisted by a manager, and/or a Captain, and/or a PA in listing the Yacht on the Platform and/or on Yoba. Prospective Charterer/Client may be assisted by a PA, or an appointed director in case of corporate entities in locating and booking a Yacht via the Platform. Any individual intending to assist and/or represent an Owner or a Charterer/Client on the Platform shall be registered with Yotha.com in accordance with this clause 5.

Unless formally empowered to act so, Representatives shall not be Party of the Charter Agreement/Cruise Agreement.

5.3 Account Registration for Professional Members

5.3.1 Yotha.com requires Professional applicants to provide/upload following information to complete the Account Registration process:

- Corporate Name

- Certificate of Trade Register (indicating number and date of incorporation, address, and indication of persons with power for legally binding the Company)

- valid email address

- valid mobile telephone number

Members are solely responsible for keeping log-in details for their email inbox and their User account confidential; Yotha accepts no liability for use of the Service by anyone other than the registered Member or a person authorized by the same, with access to his/her username and password. In case of forgotten log-in details or improper use by third parties thereof, the Member agrees to inform Yotha promptly by email at contact@yotha.com.

Subsequently to the registration, Members warrant to keep the information provided accurate, current and complete.

5.4 Members acknowledge and agree that all messages, text, postings, files, photos, images or other electronic materials are posted on, published via or linked from the Platform, at Members’ sole responsibility.

Anyhow, in order to safeguard good usage of the Platform, Yotha reserves the right to review all free messages and take action, including restricting access to the content, removing the content, refusing to send the content and limiting or terminating a Member’s access to Yotha products.

Forbidden content includes but is not limited to:

Words that personally attack, humiliate or defame an individual.

Content that threatens, discriminates, harasses, menaces or causes offence including stalking.

A fake profile of an individual.

Content that is illegal, gives instructions for illegal activity or advocates terrorist activities.

Use of Yotha means to engage in parallel trade or any other business not related to the Yotha contract

Communication of personal data

5.5 The management and protection of the Website Members’ personal data are governed by the provisions of the Swiss Data Protection Act, the decisions of the competent Authority and the present terms.

All personal and sensitive data collected on the Platform, such as:

  • contact details, names, postal address, telephone number, email address;
  • financial and transaction Data, such as credit or debit card number, and bank account information; and
  • other Personal Data, such as date of birth, SSN or EIN.

will be stored in a Level 3 Data Center, and Yotha International S.A. will process any Website Member personal data that shall come to its knowledge, taking at the same time all necessary measures to safeguard the confidentiality of such information. Therefore, outside of the scope of entering into a contract with another Member, these data are never disclosed to third parties, unless required by Law and / or the competent Authorities. The processing of such data by Yotha.com shall take place for communication, statistical or historical purposes and in order to improve its services, and to that end the Member provides his/her consent, which is presumed to exist solely for the use of the Website and also applies to any processing of user data by companies associated with Yotha S.A. Unless a contrary instruction is given, Yotha S.A. is also entitled to use the personal data of Members for purposes of advertising and distance promotion of its, as well as its affiliated companies’, products and services.

5.6 Members will be able to unsubscribe without any kind of penalty from the Platform at any time other than:

(i) during an ongoing Charter Agreement/Cruise Agreement or (ii) from the moment the Booking Payment Confirmation has been accepted by the Owners.

Members will unsubscribe by sending a written notice to Yotha.com as per clause 26 below.

5.7 Yotha.com will retain 'Members' information and documentation from closed accounts in accordance with the applicable law.

6. Registration of a Yacht

Further to the information set forth at Point 5, Owners/OR and/or Owners’ Central Agent (O.C.A.) willing to register a Yacht on the Site will be requested to provide, at least, following accurate, current and complete information and documentation relating to the Yacht:

  • Certificate of registry;
  • Class Certificate;
  • Insurance Certificate;
  • Full details of the Yacht’s Captain (with valid ID/passport plus proof of address).

Not mandatory at this stage, Owners/OR. will also be allowed to provide, in advance, the same documentation provided for by Clause 9.1.2.

In the case of OR. registering the Yacht, a Power of Attorney, or any other document attesting the empowerment to act in the name of the Owner, shall be provided.

In the case of O.C.A. registering the Yacht, a Central Agency Agreement or a specific Power of Attorney, or any other document attesting the empowerment to act in the name of the Owner, shall be provided.

Members registering a Yacht, for the duration of the registration on the Site, warrant to keep the Yacht, at all times in Class, free of encumbrances, clean, fully insured, seaworthy and in compliance with her Flag/Class requirements.

By providing the enlisted information, Members warrant to have full title to act so.

Subsequently to the registration, Members warrant to keep the information and documentation provided accurate, current and complete.

6.1 Yotha.com may offer Owners/OR. and/or Owners’ Central Agent (O.C.A.) a professional photo shooting of the Yacht for use on the Platform. Should Members opt to use their own photos/photographer, they acknowledge and agree to be solely responsible for ensuring the veracity of the photos and the Yacht is accurately represented. All provided photos shall comply with the standard provided by Yotha.com and shall be approved by Yotha.com prior to their publishing.

6.2 Pictures displayed on the Site are not contractually binding.

7. Yacht Charter Offer/Yacht Cruise Offer

7.1 Once the registration is completed, Owners/OR. and/or Owners’ Central Agent (O.C.A.), by editing the boat, will set the Yacht Charter Offer and/or the Yacht Cruise Offer on the Platform.

At this stage, following information will be requested as a minimum:

  • Check, validate/integrate existing Yacht’s specifications and equipment;
  • Type of admitted Contract (Charter Agreement or Cruise Contract, or both);
  • Boat pricing per period (Charter Offer/Cruise Offer).
  • Charter/cruise calendar;
  • Home port, cruising area;
  • Maximum number of guests/passengers (at sea or at anchor);
  • Insert Specific Vessel Conditions (if any)

7.2 Charter Fee/Cruise Service Fee shall include any Professional Members commission, as defined by the Separate Professional Member Agreement. Charter Fee/Cruise Service Fee is subject to VAT (if due). The delivery and re-delivery fees (if any), the Security Deposit (if any) and the Advance Provisioning Allowance are payable extras on top of the Charter Fee. The Security Deposit (if any) and the Advance Provisioning Allowance are payable extras on top of the Charter Cruise Service Fee. The sum of these elements constitutes the Charter Price/Cruise Price.

7.3 The platform allows Owners/ OR. and/or Owners’ Central Agent (O.C.A.) to variate the amount of the Charter Offer/Cruise Offer. This is made via the Website and/or Yoba. If variation is not visible on the Platform, then Yotha.com will be entitled to charge the Service Fee on the basis of the Charter Fee/Cruise Service Fee deriving from the Charter Offer/Cruise Offer set in accordance with clause 7.1 above.

7.4 Members acknowledge and agree the Charter Fee/Cruise Service Fee set in accordance with clause 7.1 and 7.2 above cannot be increased from the moment when a booking application is lodged by the prospective Charterer/Clients or the Charterer/Client’s Professional Agent (C.P.A.)

8. Booking and selection of Contract

8.1 Booking and selection of Contract for Members

In case of first Booking, Prospective Charterer/Client will have to provide following information/documents:

  • full name, date of birth, nationality, valid address (mandatory)

Alternatively, the Prospective Charterer/Client wishing to disclose ID/passport and valid address at a later stage (not later than Confirmation as per Clause 9.2), will still be allowed to submit a Booking Application by setting up a credit/debit card pre-authorization for the payment of the Booking Payment Confirmation immediately upon lodging/uploading of their booking application. The Booking Payment Confirmation amount is fixed Eur. 250,00.

Prospective Charterer/Client already certified through the internal KYC procedure will be entitled to skip the Booking Payment Confirmation. A KYC (Know Your Client) is the process of a business identifying and verifying the identity of its clients. Yotha International SA processes the procedure once a Member is fully registered and has already disclosed all information provided for by Clause 10, in accordance with the international anti-money laundering regulations.

8.1.1 Once accomplished with what provided for by Clause 8.1 above, Charterer/Client will be allowed to select the options for the Charter/Cruise Agreement, provided that, of course, such option is feasible. The selection of the type of Contract is subject to the acceptance of the related Charter Agreement Specific Conditions and Cruise Agreement Specific Conditions.

8.1.2 If the Cruise Contract option is selected, Client or CL.R. will be requested to define the itinerary of the cruise voyage.

8.1.3 The Charterer’s/Client’s personal information collected at this stage will be kept by Yotha.com exclusively for internal and confidential purposes, and will not be disclosed to Third Parties, unless required by Law and / or the competent Authorities.

8.2 Booking and selection of Contract for Professional Members

8.2.1 Before starting a Yacht search on the Platform, Charterer/Client’s Professional Agent (C.P.A.) will have to pay the yearly membership fee, which is set to Euro 350,00. Membership fee will not be charged for the entire 2018.

8.2.2 Charterer/Client’s Professional Agent (C.P.A.), on behalf of the Charterer/Client will be requested to set a booking application for the selected yacht and period. The Charterer/Client’s Professional Agent (C.P.A.) will be allowed to select the options for the Charter/Cruise Agreement, provided that, of course, such option is feasible.

8.2.3 If the Cruise Contract option is selected, Charterer/Client’s Professional Agent (C.P.A.) will be requested to define the itinerary of the cruise voyage.

9. Estimates

The Platform is able to providing an estimate of the fuel consumptions and of the taxes applicable to the chosen Charter/Cruise Agreement, with reference to the indicated itinerary, navigation area and Charter Fee. The estimates are calculated for guidance only, in good faith and are based on the information provided by the Members. Yotha does not warrant, represent, guarantee or provide any assurance whatsoever that the said estimates are an accurate representation or calculation applicable to the Charter/Cruise Agreement.

10. Acceptance and Confirmation Procedure

10.1 Owners/O.C.A. shall provide confirmation or rejection of the booking application within 48 hours from the moment when the Booking Application is lodged in accordance with clause 8.

10.1.2 In case of confirmation of the booking application by the Owner or by the O.C.A (if formally empowered to do so):

(i) the Owner, or the O.C.A. (if formally empowered to do so), shall electronically sign the Preliminary Charter Agreement Option/Preliminary Cruise Agreement Option, listing all substantial Charter/Cruise terms and conditions agreed upon by the Parties. Final acceptance by Owner, to be formally enforced by signing the Charter Agreement/Cruise Agreement, shall not be unreasonably withheld provided that Charterer/Client has accomplished with requirements set forth by clause 10.2 and 10.3;
(ii) the Owner shall provide/upload accurate, current and exhaustive information to complete the Confirmation process:

- full bank details, including Bank name and address, IBAN code, BIC/SWIFT code.
- for individuals, valid ID/passport plus proof of address, valid email address plus any further information or documentation as the circumstance may elicit;
- for individuals acting on behalf of a corporate entities, valid ID/passport plus proof of address, current and full certified copies of certificate of incorporation, good standing certificate, list of appointments evidencing the powers of all Directors (with valid ID/passport plus proof of address), valid email address plus any further information or documentation as the circumstance may elicit. Corporate entities must disclose full details of their controlling shareholders (owning at least 25% of the shares) and/or beneficial owner (with valid ID/passport plus proof of address) by mean of a written declaration, signed by duly authorized person and dated;
Acceptable certified copies shall be issued by an official authority, a notary, or a recognized financial intermediary.
Yotha employees will verify identity and confirm compliance of original documents of the contracting Party, prior to the establishment of economical transaction.
    Members warrant to keep the information and documentation provided accurate, current and complete.

The Owner’s personal information will be kept by Yotha.com exclusively for internal and confidential purposes, and will not be disclosed to Third Parties, unless required by Law and / or the competent Authorities.

Yotha employees will verify identity and confirm compliance of original documents of the contracting Party, prior to the establishment of economical transaction.

    Members warrant to keep the information and documentation provided accurate, current and complete.

10.1.3 In case of rejection of the booking application by the Owner, the pre-authorization payment of Booking Payment Confirmation will be immediately released to the prospective Charter/Client.

10.1.4 If, upon the Owner’s confirmation by mean of submitting the Preliminary Charter Agreement Option/ Preliminary Cruise Agreement Option, Charterer/Client fails to enter into the Charter Agreement/Cruise Agreement, the pre-authorization payment of Booking Payment Confirmation shall be cashed by Yotha.com, unless the Charterer/Client will enter into a Charter Agreement/Cruise Agreement within 7 days’ time from the pre-authorization payment.

10.1.5 If the provisions set out under clause 10.1.3 shall materialize, then the already pre-authorized Booking Payment Confirmation can be used (as a bonus) by the Charterer/Client for applying for a new Charter Offer/Cruise Offer.

10.1.6 If the Charterer/Client or applies for a new Charter Offer/Cruise Offer in accordance with clause 10.1.4, the pre-authorization payment of Booking Payment Confirmation will be cashed by Yotha.com, unless the Charterer/Client, upon the Owner’s confirmation, enters into the Charter Agreement/Cruise Agreement.

10.2 Confirmation by Charterer/Client

10.2.1 Upon receipt of the acceptance confirmation by the Owner, by mean of the Preliminary Charter Agreement Option/ Preliminary Cruise Agreement Option, the Charterer/Client, within 24 hours, shall:

(i) provide/upload accurate, current and exhaustive information to complete the Confirmation process:

- for individuals, valid ID/passport plus proof of address, valid email address plus any further information or documentation as the circumstance may elicit;
- for individuals acting on behalf of a corporate entities, valid ID/passport plus proof of address, current and full certified copies of certificate of incorporation, good standing certificate, list of appointments evidencing the powers of all Directors (with valid ID/passport plus proof of address), valid email address plus any further information or documentation as the circumstance may elicit. Corporate entities must disclose full details of their controlling shareholders (owning at least 25% of the shares) and/or beneficial owner (with valid ID/passport plus proof of address) by mean of a written declaration, signed by duly authorized person and dated;
Acceptable certified copies shall be issued by an official authority, a notary, or a recognized financial intermediary.
Yotha employees will verify identity and confirm compliance of original documents of the contracting Party, prior to the establishment of economical transaction. Same activity can be performed by the Captains with regard to Charterers/Clients upon commencement of the Charter/Cruise.
    Members warrant to keep the information and documentation provided accurate, current and complete.

(ii) electronically sign the Charter Agreement/Cruise Agreement. A numbered copy of the Charter Agreement/Cruise Agreement, showing date and hour, can be downloaded from the Site.

10.2.2 If the Charterer/Client fails to provide the requested information, the Preliminary Charter Agreement Option/Preliminary Cruise Agreement Option shall be deemed null and void and of no effect.

10.3 Confirmation by Charterer/Client’s Professional Agent (C.P.A.)

10.3.1 Upon receipt of the acceptance confirmation by the Owner, by mean of the Preliminary Charter Agreement Option/ Preliminary Cruise Agreement Option, the Charterer/Client’s Professional Agent (C.P.A.), within 24 hours, shall:

(i) Disclose/provide accurate, current and exhaustive information of the Charterer/Client in order to complete the Confirmation process:

- for individuals, valid ID/passport plus proof of address valid email address plus any further information or documentation as the circumstance may elicit;
- for individuals acting on behalf of a corporate entities, valid ID/passport plus proof of address, current and full certified copies of certificate of incorporation, good standing certificate, list of appointments evidencing the powers of all Directors (with valid ID/passport plus proof of address), valid email address plus any further information or documentation as the circumstance may elicit. Corporate entities must disclose full details of their controlling shareholders (owning at least 25% of the shares) and/or beneficial owner (with valid ID/passport plus proof of address) by mean of a written declaration, signed by duly authorized person and dated;
Acceptable certified copies shall be issued by an official authority, a notary, or a recognized financial intermediary.
Yotha employees will verify identity and confirm compliance of original documents of the contracting Party, prior to the establishment of economical transaction. Same activity can be performed by the Captains with regard to Charterers/Clients upon commencement of the Charter/Cruise.
Members warrant to keep the information and documentation provided accurate, current and complete.

(ii) Collect the electronic signature of the Charterer/Client the Charter Agreement/Cruise Agreement. A numbered copy of the Charter Agreement/Cruise Agreement, showing date and hour, can be downloaded from the Site.

10.3.2 If the Charterer/Client’s Professional Agent (C.P.A.) fails to provide the requested information, the Preliminary Charter Agreement Option/Preliminary Cruise Agreement Option shall be deemed null and void and of no effect.

10.4 Final Acceptance by Owner

10.4.1 receiving copy of the signed Charter Agreement/Cruise Agreement, containing the substantial Charterer’s/Client’s information in accordance with clause 10.2 and 10.3 hereof, the Owner, within 24 hours, shall:

(i) electronically sign and execute the Charter Agreement/Cruise Agreement.
(ii) the Owner agrees to let the Yacht to the prospective Charterer on due date and port and not to enter into any other Charter Agreement for the same Yacht and for the same period.

11. Charter Agreement/Cruise Agreement

11.1 Owner and Charterer/Client can, at any time after final signature by both Parties, download from the Site a copy of the Charter Agreement/Cruise Agreement, showing date, hour, and a unique, electronically generated reference number.

11.2 In any case, a hard copy of the original Charter Agreement/Cruise Agreement shall be on board at the delivery of the Yacht and must be kept on board during the charter/cruise period. Failing to do so, it may constitute violation of applicable laws and regulations.

11.3 Members acknowledge and agree that Yotha.com is not a party and it will not be a party to any Charter Agreement/Cruise Agreement between Owners and Charterers/Clients. The Charterers/Clients and/or the Professional Clients shall agree charters’/cruises’ terms directly with the Owners via the Platform.

11.4 In the case of any discrepancy between these General Terms and Conditions and the Charter Agreement/Cruise Agreement, these General Terms and Conditions shall prevail in the relationship between Yotha.com and Members. Disputes and competent jurisdiction are regulated in accordance with the provisions set forth by Clause 27 hereof.

11.5 In the case of any discrepancy between these General Terms and Conditions and the Charter Agreement/Cruise Agreement, the Charter Agreement/Cruise Agreement, including Charter Agreement Specific Conditions and Cruise Agreement Specific Conditions, shall always prevail in the relationship between Owners and Charterers/Clients. Disputes and competent jurisdiction are regulated in accordance with the provisions respectively set forth by the Charter Agreement Specific Conditions and the Cruise Agreement Specific Conditions.

12. Professional Members Commission

12.1 Owners’ Central Agent (O.C.A.)

For the services rendered to the Owner in accordance with the mandate signed between the parties, the Owner Central Agent shall be entitled to a commission, calculated on the contractual Charter/Cruise Fee.

12.2 Charterer/Client’s Professional Agent (C.P.A.)

For the services rendered to the Charter/Client, the Charterer/Client Professional Agent shall be entitled to a commission calculated on the contractual Charter Fee. The percentage of the commission will be defined autonomously by the Professional member during the online negotiations process. Commission exceeding the percentage set forth by the Platform, shall be object of a separate agreement between the Charterer/Client’s Professional Agent and its Clients.

12.3 Unless otherwise agreed between the relevant parties via a separate Service Agreement (Yotha Pro Agreement), Yotha shall collect the Professional Agents fees, and distribute them in accordance to the provision of clause 12.4 below.

12.4 Payment of the Fees to Professional Agents

Within ten (10) working days from receipt of the first installment payable by the Charterer/Client in accordance with what provided for by clause 13.1 and 14.1 hereof, Yotha will transfer the 50% of the respective collected Professional Agents Fees to the entitled Professional Parties.

The balance of the remaining 50% will be executed by Yotha within ten (10) working days from receipt of the final balance as set forth by clause 13.2 and 14.2.

13. Payments

13.1 Payments by Charterer

Upon final acceptance by the Owner, the prospective Charterer shall immediately:

(i) pay 50% of the Charter Fee, on the Escrow Account, in accordance with the relevant terms of the Charter Agreement;
(ii) pay delivery fees (if any) on the Escrow Account in accordance with the relevant terms of the Charter Agreement.
(iii) download free Yoba application from their smartphone applications store;

13.2 The balance of the Charter Fee plus VAT, where due, plus the A.P.A., Re-delivery Fee (if any) and Security Deposit (if any) shall be paid by Charterer, in accordance with the relevant terms of the Charter Agreement, on the Escrow Account not later than 20 calendar days prior to the delivery date of the Yacht to the Charterer.

All payments must be received in full. Any Bank Fees charged will be deducted from A.P.A.

13.3 Whenever the final acceptance of the booking application by the Owner is given less than 30 calendar days prior to the delivery date of the Yacht to the Charterer, the prospective Charterer shall immediately:

(i) download free Yoba application from their smartphone applications store;
(ii) pay the full Charter Fee plus VAT, where due, on the Escrow Account, in accordance with the relevant terms of the Charter Agreement
(iii) pay the A.P.A. on the Escrow Account in accordance with the relevant terms of the Charter Agreement;
(iv) pay delivery and re-delivery fees (if any) on the Escrow Account in accordance with the relevant terms of the Charter Agreement;
(v) pay the Security Deposit (if any) on the Escrow Account in accordance with the relevant terms of the Charter Agreement.

13.4 If the prospective Charterer fails to pay the balance as per clause 11.2 above, Yotha will provide the prospective Charterer and/or CH.R. with a formal written notice, to be sent via Yoba (or via alternative feasible solutions) to the prospective Charterer and/or CH.R.

13.5 If the prospective Charterer fails to pay the balance within three (3) working days from the date on which the above notice is sent, then the charter booking shall be considered cancelled and the provisions of clause 21 below shall apply.

13.6 In the event the Charterer or CH.R., during the Charter Period, request and the Owner agree to extend the Charter Period, the Charterer shall immediately:

(i) download, sign (even electronically), scan and send/upload execute the Charter Agreement Amendment relating the additional period,
(ii) pay the additional full Charter Fee plus VAT, where due, on the Escrow Account,
(iii) pay the additional A.P.A. (if due) on the Escrow Account.

14. Payments by Client

14.1 Upon final acceptance by the Owner, the prospective Client shall immediately:

(i) pay 50% of the Cruise Service Fee, on the Escrow Account, in accordance with the relevant terms of the Cruise Agreement;
(ii) download free Yoba application from their smartphone applications store.

14.2 The balance of the Cruise Service Fee plus VAT (if any), plus A.P.A., plus the Security Deposit (if any) shall be paid by Client, in accordance with the relevant terms of the Cruise Agreement, on the Escrow Account not later than 20 calendar days prior to the delivery date of the Yacht to the Client.

14.3 Whenever the final acceptance of the booking application by the Owner is given less than 30 calendar days prior to the delivery date of the Yacht to the Client, the prospective Client shall immediately:

(i) download free Yoba application from their smartphone applications store;
(ii) pay the full Cruise Service Fee on the Escrow Account, in accordance with the relevant terms of the Cruise Agreement
(iii) pay the A.P.A. on the Escrow Account in accordance with the relevant terms of the Cruise Agreement;
(iv) pay the Security Deposit (if any), and VAT (if any) on the Escrow Account in accordance with the relevant terms of the Cruise Agreement.

14.4 If the prospective Client fails to pay the balance as per clause 14.2/14.3 above, Yotha will provide the prospective Client and/or Professional Client and/or Client Representative with a formal written notice, to be sent via Yoba (or via alternative feasible solutions) to the prospective Client and/or and/or Client Representative.

14.5 If the prospective Client fails to pay the balance within three (3) working days from the date on which the above notice is sent, then the charter booking shall be considered cancelled and the provisions of clause 21 below shall apply.

14.6 In the event the Client, during the Cruise Period, request and the Owner agree to extend the Cruise Period and/or amend the Cruise Itinerary, the Client shall immediately:

(i) download, sign (even electronically), scan and send/upload execute the Cruise Agreement Amendment relating the additional period,

(ii) pay the integration of the Cruise Price (if any) on the Escrow Account,

(iii) pay the additional A.P.A. on the Escrow Account.

15. Amendments to the Charter Agreement/Cruise Agreement

15.1 Charterer/Client can amend the Charter Agreement/Cruise Agreement and/or the Preference List (if any).  However, Charterer/Client is not allowed to request amendments (i) seven or less than seven days prior to the delivery and/or (ii) which, in the reasonable discretion of Owner and/or Captain, affects the already selected contract option (Charter Agreement or Cruise Contract).

15.2 Subject to clause 15.1, amendments to the Charter Agreement/Cruise Agreement and/or Preference List (if any) shall be requested via Yoba (or, alternatively, via the Platform) and shall be agreed and confirmed by the means of electronically signature via Yoba (or, alternatively, via the Platform).

15.3 Any additional costs relating to the amendments to the Charter Agreement/Cruise Agreement and/or Preference List (if any) shall be paid by the Charterer/Client, on the Escrow Account, in accordance with Clause 13.6 and 14.6, upon the confirmation via Yoba and they will be effective provided that such additional costs are paid on the Escrow Account.

16. Escrow Account

16.1 Members acknowledge and agree that all payments due by the Members in accordance with these General Terms and Conditions and the Charter Agreement/Cruise Agreement and irrespective of the chosen kind of method of payment, shall be made to:

- Beneficiary: Yotha International S.A.
- Iban (Euro payments):
- Iban (Usd payments):
- Swift:

Yotha International S.A. is a recognized member of ARIF, a self-regulating body approved by the Swiss Financial Market Supervisory Authority (FINMA), and, in this respect, is duly authorized to engage in the business activity of financial intermediary referred to in article 2 para. 3 AMLA.

16.2    Yotha.com allows Members to make payments via Credit/Debit Card, Pre Paid Card and wire transfer. Payments above € 50.000,00 are allowed via wire transfer only.

All payments made through this online payment facility must be made in the same currency of the Charter Agreement/Cruise Agreement. In case of payments carried out by credit/debit card, the cardholder will be liable for any currency conversion costs or other charges that may be incurred in making the payment and shall not be deductible from any fees, charges or costs due to the Owner and/or Yotha.

16.3 Members acknowledge and agree that Yotha International S.A. will hold the funds in escrow on behalf of Members. The funds will be released solely on the circumstances disciplined under these General Terms and Conditions.

16.4 Members acknowledge and agree that the Yotha International S.A. Escrow Account is a non-interest bearing account.

17. Advance Provisioning Allowance (A.P.A.)

17.1 In accordance with the terms of Charter Agreement Specific Conditions and Cruise Agreement Specific Conditions, the Charterer/Client is required to set up and fund an Advance Provisioning Allowance (A.P.A.).

17.2   A.P.A. is normally equal to 30% of the Charter Fee and 15% of the Cruise Service Fee. However, special agreements (including an all-inclusive option) may exist between Charterer/Client and Owner/OR. and, in this event, a special rate is agreed on their own responsibility.

17.3 At the time of lodging/uploading the Booking Application, the prospective Charterer/Client or the C.P.A. will be offered by the Platform the option to choose items to go on a preliminary Preference List. Prospective Charterer/Client will be requested to complete and send via Yoba (or, alternatively, via Platform) the final Preference List not later than 7 days prior to the delivery of the Yacht. The Preference List can be amended/integrated by the Charterer/Client during the Charter/Cruise period.

17.4 Charterer/Client may amend the Preference List in accordance with clause 15 and may integrate the Preference List during the Charter/Cruise period via Yoba (or, alternatively, via Platform). Extra costs/expenses will be handled in accordance with clause 15.3.

17.5 Advance Provisioning Allowance (A.P.A) will be paid to the Captain, or to the Owner/O.C.A. for onward transmission to the Captain, in accordance with clause 21.2.1 herein under.

17.6 During the Charter/Cruise Period, in accordance with the relevant terms of the Charter Agreement Specific Conditions and Cruise Agreement Specific Conditions, the Captain will keep and make available to the Charterer/Client a statement of account for the incurred and ongoing costs paid from the A.P.A. funds. If, during the period of the Charter Agreement/Cruise Agreement, the Captain, in accordance with the relevant terms of the Charter Agreement Specific Conditions and Cruise Agreement Specific Conditions, should determine that the A.P.A. funds appear to be insufficient for the continuation of the charter, he shall immediately inform the Charterer/Client, and the Charterer/Client shall immediately top up the A.P.A. funds on to the Escrow Account. Neither the Owner nor the Captain shall be under any obligation to anticipate funds on Charterer/Client’s account in the absence of sufficient funds in the A.P.A.

Any outstanding accounts will be settled with the Captain onboard in cash prior to disembarkation.

All payments must be received in full. Any Bank Fees charged will be deducted from A.P.A.

17.7 The residual A.P.A. (if any) minus bank and debit card charges will be returned to the Charterer/Client within two working days from the date of the re-delivery of the Yacht.

18. Pre-paid Debit Card

If formally requested and agreed upon by Owner and/or OR., within a reasonable period in advance respect to the date of commencement of the Charter Agreement/Cruise Agreement, the Captain of the Yacht will be provided with a Yotha International Business Pre-Paid Debit Card funded with the full A.P.A. amount (net of any Debit Card charges, which remain in any event for the account of the Charterer/Client) paid by the Charterer/Client in accordance with clauses 13 or 14.

The Business Pre-Paid Debit Card is issued in partnership with Cornercard – Corner Banca S.A., on Yotha International S.A. Advanced Provisioning Allowance (A.P.A) dedicated account. It is a Company card, emitted in the name of Yotha and, namely assigned to the appointed Captain as card user, upon collection of Captain’s personal ID document and signature on Cornercard Application Form. For each single Charter Agreement, the property of APA funds will be univocally linked to the Charterer by mean of a declaration consigned to Cornercard.

The assignment of the Yotha Pre-Paid Debit Card to the Captain will remain valid for the entire duration of the Membership on Yotha.com, with an annual cost of 70,00 Euro. The Yotha Card will be immediately cancelled upon a Member unsubscribing, in accordance with clause 5.6. In case of termination of the contractual relationship between the Owner and the appointed Captain, the Owner shall immediately inform Yotha, and the Yotha Card assigned to the same Captain will be cancelled.

19. Security Deposit

19.1 In accordance with the terms of Charter Agreement Specific Conditions and Cruise Agreement Specific Conditions, the Charterer/Client might by requested by the Owner/ OR to set and fund a refundable Security Deposit to secure any damage or liability the Charterer/Client may incur during the Charter/Cruise period.

19.2   The Security Deposit will be returned to the Charterer/Client at the following conditions:

(i) confirmation by the Captain via the Platform or via Yoba or

(ii) agreement by the Owner and the Charterer/Client via the Platform or via Yoba.

Anyhow, the Security Deposit will be returned within two working days from the date of the re-delivery of the Yacht, unless, during that period, Yotha.com will be formally notified of a notice of complaint by the Owner/ OR. and/or the Charterer/Client.

19.3 If a notice of complaint is delivered to Yotha as per clause 19.2 above, then the Security Deposit shall be retained by Yotha until Yotha will be formally notified by Owner O.C.A./Charterer/Client/C.P.A. of the notice of the resolution (by agreement or by a first instance judgment/award) of the complaint.

20. Yotha Service Fee

20.1 Yotha.com shall charge a fee for providing the Platform and related services directly to Yacht Owners, intending to charter/cruise their Yachts to perspective Charterers/Clients.

20.2   For Classic Members the Yotha Service Fee of 8%, calculated on the Net (VAT excl.) of the Charter Fees/Cruise Service Fee, will be deducted from the funds on the Escrow Account allocated to the relevant Charter Agreement/Cruise Agreement. Members acknowledge and agree that, in any event, the minimum Service Fee will be Euro 500,00.

20.2   For Professional Members the Yotha Fee of 4% of the Charter Fees/Cruise Ticket will be deducted from the funds on the Escrow Account allocated to the relevant Charter Agreement/Cruise Agreement. Members acknowledge and agree that, in any event, the minimum Service Fee will be Eur. 500,00.

20.3 In the case the duration of the Charter Agreement/Cruise Agreement should be extended in accordance with Clause 15 hereof, Yotha will be entitled to receive from the Owner an additional Service Fee on the Charter Fee/Cruise Service Fee for the extension.

20.4 Members acknowledge and agree that Yotha.com is not and it will not be an agent or broker.

21. Release of funds by Yotha.com to Owner

21.1 Funds paid by the Charterer/Client in the Escrow Account in accordance with clause 11 and/or 12 above, will be released to Owner or Owner’s Central Agent for onward transfer to Owner, fi so agreed upon between the Parties, as follows:

21.2 In case of Charter Agreement:

21.2.1 Within two (2) working days from receipt of A.P.A. funds from Charterer, and, in any case, within a reasonable period in advance prior to the commencement of the Charter Agreement, Yotha will credit the related amount to the Pre-Paid Card, or, in alternative, to the Captain, or to the Owner for onward transmission to the Captain.

21.2.2

(i) initial 50% of the Charter Fee, plus Delivery Fee (if any), minus Yotha Service Fees, within two working days from the time of the delivery of the Yacht to the Charterer. Statement of embarkation, which also represents confirmation for the release of the funds, shall be made by both Charterer and Captain through Yoba simultaneously;
(ii) the balance of the Charter Fee plus VAT, where due, plus Re-delivery fees (if any), plus additional costs/fees in relation to amendments in accordance with clause 15 (if any), within two working days from the date of the re-delivery of the Yacht. Statement of disembarkation, which also represents confirmation for the release of the funds, shall be made by both Charterer and Captain through Yoba simultaneously.

21.2.3 If the Charter Period is shorter than 3 days, Charter Fee in full plus VAT, where due, plus Delivery and Re-delivery fee (if any), minus Service Fees, will be released to Owners within two working days from the date of the delivery of the Yacht.

21.2.4 If the Charter Period is longer than 21 days, funds paid by the Charterer in the Escrow Account in accordance with clause 13 above, will be released to Owners as follows:

(i)  initial 50% of the Charter Fee, plus Delivery Fee (if any), minus Yotha Service Fees, within two working days from the time of the delivery of the Yacht to the Charterer. Statement of embarkation, which also represents confirmation for the release of the funds, shall be made by both Charterer and Captain through Yoba simultaneously,
(ii)  25% of the Charter Fee, plus additional costs/fees in relation to amendments in accordance with clause 15 (if any), after 50% of the Charter Period,
(iii) the balance of the Charter Fee plus VAT, where due, plus Re-delivery fees (if any), within two working days from the date of the re-delivery of the Yacht. Statement of disembarkation, which also represents confirmation for the release of the funds, shall be made by both Charterer and Captain through Yoba simultaneously;

21.3 In case of Cruise Contract:

21.3.1 Within two (2) working days from receipt of A.P.A. funds from Client, and, in any case, within a reasonable period in advance prior to the commencement of the Cruise Contract, Yotha will credit the related amount to the Pre-Paid Card, or, in alternative, to the Captain, or to the Owner for onward transmission to the Captain.

21.3.2 (i) initial 50% of the Cruise Service Fee, minus Yotha Service Fees, within two working days from the time of the delivery of the Yacht to the Client;

(ii) the balance of the Cruise Price, plus additional costs/fees in relation to amendments in accordance with clause 15 (if any), within two working days from the date of the re-delivery of the Yacht.

21.3.3            If the Cruise Period is shorter than 3 days, Cruise Price in full, minus Yotha Service Fees, will be released to Owners within two working days from the date of the re-delivery of the Yacht;

21.3.4 If the Cruise Period is longer than 21 days, funds paid by the Client in the Escrow Account in accordance with clause 14 above, will be released to Owners as follows:

(i)  initial 50% of the Cruise Service Fee, minus Yotha Service Fees, within two working days from the time of the delivery of the Yacht to the Client;

(ii) 25% of the Cruise Price, plus additional costs/fees in relation to amendments in accordance with clause 15 (if any), after 50% of the Charter Period;

(iii) the balance of the Cruise Price, within two working days from the date of the re-delivery of the Yacht.

22.

If Yotha, is notified of a dispute, constructed under the terms set forth in clause 30.3, between the prospective Charterer/Client and the Owner, funds, which have not been already released in accordance with clause 21, shall be retained by Yotha International SA in a designated and separate account. Yotha International SA, upon notice to depositary Bank, will not be entitled to deal with these monies without the written agreement of both Parties or in accordance with the order of the Arbitrators or their final award. In alternative, and with the agreement of both parties, pay the funds into a different Escrow Account jointly controlled by the accredited legal representatives of both parties pending the result of the Arbitration.

23. Termination

23.1 Termination by the Owner

23.1.1 Should the prospective Charterer/Client fails to perform any of the payments listed at clause 13.1 and/or 14.1, the relevant agreement will be null and void and the prospective Charterer/Client will not be entitled to the return of the Booking Payment Confirmation, subject the provisions set out under clause 8.

23.1.2 Should the Charterer/Client fails to perform any of the payments listed at clause 13.2 and/or 14.2, the relevant agreement will be null and void and the Charterer/Client will not be entitled to the return of the initial 50% of the Charter Fee/Cruise Service Fee. Conversely, the A.P.A. payment, if executed, will be returned to the Charterer/Client or Professional Client in full, net of interests, minus bank and debit card charges, and net of all expenses (if any) already incurred in by the Owner for the execution of the Charter Agreement/Cruise Agreement.

23.1.3 Should the Charter Agreement/Cruise Agreement be terminated for any other reasons in connection with the fault of the Charterer/Client, or should the Charter Agreement/Cruise Agreement be cancelled by the Charterer/Client, the Charterer/Client shall not be entitled to any refund of the Charter Fee/ Cruise Service Fee, and the Owner shall also be entitled to claim damages/losses (if any) to the Charterer/Client.

23.1.4 The unreturned initial 50% of the Charter Fee/Cruise Service Fee, deducted the Service Fee, will be released from the Escrow Account to the Owner within five working days from the notice as per clause 13.5 and 14.5 above.

23.1.5 In any event the Service Fees will be earned and retained by Yotha.com. The amount of the Service Fees set at the 8% of the full Charter Fee/Cruise Service Fee will never, under any circumstances, be reduced.

23.2 Termination by the Charterer/Client

23.2.1 Whenever the Owner delays the delivery of Yacht by more than 48 hours or one tenth (1/10th) of the Charter/Cruise period, whichever period is longer, the Charterer/Client, shall be entitled to either (i) claim pro-rata refund – net of interests and minus bank charges - for the unused charter/cruise days or

(ii) agree to extend the Charter/Cruise period by as many days as the delay or
(iii) terminate the Charter Agreement/Cruise Agreement.  In the event of termination pursuant to this clause 23.2.1 (iii), the Charterer/Client shall also be entitled to claim to the Owner liquidated damages of an amount equivalent to fifty percent (50%) of the Charter Fee/ Cruise Service Fee.

23.2.2 In the event of clause 23.2.1 (i), the pro-rata refunds – net of interests and minus bank charges - will be returned from the Escrow Account to the Charterer/Client within five working days from the time of the delivery of the Yacht to the Charterer/Client.

In the event of clause 23.2.1 (ii), the full Charter Fee/ Cruise Service Fee – net of interests and minus bank charges - will be returned from the Escrow Account to the Charterer/Client within five working days from the notice of termination.

23.2.3 Whenever the seaworthiness, safe operation, and the enjoyment of Yacht, are adversely affected or impaired by more than 48 hours or one tenth (1/10th) of the Charter/Cruise period, whichever period is longer, the Charterer/Client, shall be entitled to either

(i) claim pro-rata refund – net of interests and minus bank charges - for the unused charter/cruise days or

(ii) agree to extend the Charter/Cruise period by as many days as the non-use or

(iii) terminate the Charter Agreement/Cruise Agreement.

23.2.4            In the event of 23.2.3 (i), the pro-rata refund – net of interests and minus bank charges - will be returned from the Escrow Account to the Charterer/Client within five working days from the time of the delivery of the Yacht to the Charterer/Client. In the event of clause 23.2.3 (iii), the full Charter Fee/ Cruise Service Fee – net of interests - will be returned from the Escrow Account to the Charterer/Client within five working days from the notice of termination.

23.2.5 If, prior to the commencement of the charter/cruise period, the Owner, for any reason whatsoever, other than Force Majeure, tenders a notice of cancellation of the Charter Agreement/Cruise Agreement, the full Charter Fee/ Cruise Service Fee – net of interests and minus bank charges - will be returned from the Escrow Account to the Charterer/Client, within five working days from the time when the notice of cancellation has been brought to Yotha attention the following provisions shall apply.  In addition to that, the Charterer/Client shall also be entitled to claim to the Owner liquidated damages as follow:

  • a. thirty (30) days or more before commencement of the Charter/Cruise period, an amount equivalent to twenty-five percent (25%) of the Charter Fee/ Cruise Service Fee;
  • b. more than fourteen (14) days but less than thirty (30) days before commencement of the Charter/Cruise period, an amount equivalent to thirty-five percent (35%) of the Charter Fee/ Cruise Service Fee;
  • c. fourteen (14) days or less before commencement of the Charter/Cruise period, an amount equivalent to fifty percent (50%) of the Charter Fee/ Cruise Service Fee;

23.2.6 In all the above cases, the Yotha Service Fees will be earned and retained by Yotha.com. The amount of the Yotha Service Fees will never, under any circumstances, be reduced, however, under this clause, the Owner will be responsible to pay the Service Fee.

24. Charter/Cruise Cancellation Insurance

24.1 Upon request Charterer/Client can adhere to the dedicated Cancellation Coverage Program offered in partnership with ONLYYACHT SUPERYACHT INSURANCE.

25. Force Majeure

25.1 Provided that a due notice of Force Majeure has been given pursuant to clause 25.2 below, a Member shall not be liable for any cancellation or failure to carry out any of the duties and obligations hereof in the event that such failure is the result of a force majeure event (“Force Majeure”). Force Majeure means any cause directly attributable to acts, events, non-happenings, omissions, accidents or Acts of God beyond the reasonable control of the Owner, the Crew, or the Charterer/Client (including, but not limited to, strikes, lock-outs or other labour disputes, civil commotion, riots, acts of terrorism, blockade, invasion, war, fire, explosion, sabotage, storm, collision, grounding, fog, governmental act or regulation, contaminated fuel, major mechanical or electrical breakdown beyond the Crew’s control and not caused by lack of maintenance and/or Owner’s or Crew’s negligence). Crew changes and shipyard delays not attributable to the aforementioned causes, do not constitute force majeure.

25.2   The Member shall notify, in accordance to the provision of Clause 26, the other Member and Yotha within 12 hours of when becomes aware of the occurrence of any event of Force Majeure. The failure by the Member to give due and timely notification under this clause 25.2 shall bar the Member from claiming the Force Majeure.

26. Communications

26.1 All notices, requests, confirmations or other communications, all of which shall be in English between the parties, shall be given or sent by registered mail and e-mail to the relevant party to the physical and email address indicated in these General Terms and Conditions, or such other physical or email address as the relevant party may hereafter notify in writing to the other parties.

26.2 Notices sent by register mail are deemed to have been received eight (8) days after the date of mailing. Emails are deemed to have been received on the first business day after sending.

All notices shall be given to Yotha, by email at contact@yotha.com or by registered post or courier to following address:

Yotha International S.A
15, Rue de Rive
1204 Geneve (Suisse)

27. Taxes

27.1 Members acknowledge and agree that Tax authorities may require Yotha.com to collect appropriate tax information from Members, or to withhold taxes from pay-outs to Owners, or both.

27.2 Members acknowledge and agree that they are solely responsible for determining their applicable tax requirements and taxes to be included in the Services. Members are also solely responsible for remitting to the relevant authority any taxes arising out or connected with the Services.

27.3 Charter Fee/Cruise Service Fee and Yotha Service Fee (as well as any additional expenses relating to the Charter Agreement/Cruise Agreement) may be subject to applicable national and/or local taxes.

27.4 All taxes and expenses, present and future (including any penalties), arising from the conclusion of the Charter Agreement/Cruise Agreement shall be borne by the Members, which, therefore, are committed to provide full indemnity to Yotha.com.

28. Disclaimer

28.2 Yotha.com is a Platform for Members. Yotha.com makes no representation or warranty as to the authenticity, accuracy or completeness of the information contained on the Platform. Yotha.com is not responsible for any inaccuracy or incompleteness in the information provided by Members. Members shall release, defend, indemnify and hold Yotha.com its officers, directors, employees, agents, subsidiaries or affiliates (if any) harmless against (i) any and all liabilities, losses, damages, even direct, indirect, consequential, costs or expenses, directly or indirectly, incurred or suffered by any other Member(s) and/or any third parties as a result of the Member(s)’ breach of any provisions of these General Terms and Conditions and (ii) all actions, proceedings, claims or demands made by other Member(s) and/or third parties arising from and/or relating to the performance of these General Terms and Conditions, irrespective of whatsoever reason.

28.3 In addition to the provisions of these General Terms and Conditions, in no event Yotha.com, its officers, directors, employees, agents, subsidiaries or affiliates (if any) can be considered liable for (a) any loss (direct, indirect, incidental, consequential, special, exemplary, or punitive) or damage arising out or in connection with Member(s)’ violation of the tax regime for the Charter Agreement/Cruise Agreement; (b) any loss (direct, indirect, incidental, consequential, special, exemplary, or punitive) or damage arising out or in connection with technical issues of the Yacht for any reason whatsoever; (c) any loss (direct, indirect, incidental, consequential, special, exemplary, or punitive) or damage arising out or in connection with the use of the Website and/or Application and/or the Platform; (d) any loss (direct, indirect, incidental, consequential, special, exemplary, or punitive) or damage which may be incurred by Members as a result of any permanent or temporary cessation in the provision of the services (or any features within the services) of the Website and/or Application and/or the Platform; (e) any loss (direct, indirect, incidental, consequential, special, exemplary, or punitive) or damage which may be incurred by Members as a result of a Member(s)’ failure to provide Yotha.com with accurate account information; (f) any loss (direct, indirect, incidental, consequential, special, exemplary, or punitive) or damage arising out or in connection with the Member(s)’ failure in keep password or account details secure and confidential; (g) any loss (direct, indirect, incidental, consequential, special, exemplary, or punitive) or damage arising out or in connection with misusing (voluntarily or not) and/or fraudulent use in using the Pre-paid Debit Card mentioned at clause 16; (h) any bodily injury or death that may occur as the result of a yachting related accident, the reservation for which was facilitated using Yotha.com Platform; (i) Yotha.com shall not be held responsible whatsoever under any circumstances for any commercial or consequential damages or expenses of the Members in any way deriving from or connected with the use of the Platform.

29. Assignment

Member(s) cannot assign or transfer these General Terms and Conditions, by operation of law or otherwise, without Yotha.com prior written consent. Any attempt by Members to assign or transfer these Terms, without such consent, will be null and of no effect. Yotha.com may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the Members, their successors and permitted assigns.

30. Disputes and jurisdiction

30.1                These General Terms and Conditions, all other agreements relating thereto, and any non-Contractual obligations arising out of or in connection with these General Terms and Conditions shall be construed and interpreted according to English Law.

30.2 Any disputes arising out of or in relation to these General Terms and Conditions in the relationship between Yotha.com and Members., which cannot be resolved amicably between the parties, will be referred to the exclusive jurisdiction of the High Court of Justice in London, with the exclusion of any other courts.

30.3    Any disputes arising out of or in relation to these General Terms and Conditions and/or the Charter Agreement/Cruise Agreement in the relationship between Owners and Charterers/Clients, which cannot be resolved amicably between the parties, shall be settle in accordance to what provided for by the Charter Agreement Specific Conditions and Cruise Agreement Specific Conditions, depending from the chosen type of contract.

30.3.1 Notices are deemed to have been delivered if sent by registered mail or courier to the address stated at Clause 26.

31. Copyright, related rights and trademarks

31.1 All content, designs, text, graphics, software compilations and source codes on this Website and/or Application are the copyright of us and/or its content providers.

31.2                Reproduction of part or all of the contents of Yotha.com Website and/or Application and/or Platform in any form is prohibited other than for individual use only and may not be recopied and shared with a third party.

31.3                Yotha.com is the owner or licensee of all such proprietary material and all intellectual property rights therein, including, without limitation, copyright and trademarks.

31.4                In using the Website and/or Application, Members agree not to upload, download, distribute or reproduce in any way any such proprietary materials without obtaining Yotha.com prior written consent.

32. No Spam, Spyware or Spoofing

Yotha.com and Members do not tolerate spam. Members may not use the Website and/or Application to send spam or otherwise send content that would violate these General Terms and Conditions.

33. Links to Third-Party Websites

The Services may contain links to other Websites operated by parties other than Yotha.com ("Third-Party Websites"). Yotha.com links to such other Third-Party Websites is for informational purposes only and does not imply any endorsement of the products, services or material on such Third-Party Websites or any association with their sponsors or operators. Members access any Third-Party Websites at their own risk. Yotha.com is not responsible in any way for such Third-Party Websites or resources. Yotha.com will not have any liability as a result of Member(s)’ use of such Third-Party Websites and resources, and their use of such Websites and resources will not be governed by these Terms.

34. Availability of the Service and the Site

Yotha agrees to do its utmost to ensure that the Service and the Site are available 24 hours a day, 7 days a week, without interruption other than that which is required for the purposes of remedial or ongoing maintenance. The User is specifically reminded of the fact that the Site and the Service are, like any IT application, liable to malfunction, anomalies, errors and interruptions, particularly caused by connection problems. Accordingly, Yotha does not guarantee the User that the Site and the Service will be permanently available. The User shall not hold Yotha liable under any circumstances for any malfunctions, anomalies, errors or interruptions, even assuming that these could have caused any damage whatsoever.

35. Language

The official language of these General Terms and Conditions is English. Translation in various language will be available via the Platform. In case of conflict of interpretation, discrepancy and/or misunderstanding, English version shall always prevail.