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TOUR PARTICIPANT AGREEMENT / ACUERDO DE PARTICIPACIÓN DE TURISMO

Based on US operations / Basado en operaciones en Estados Unidos

GENERAL: This Operator-Participant Agreement (herein, “Agreement”) sets forth the terms and conditions under which NEBA A CHARTER COMPANY LLC. NEBA A CHARTER COMPANY LLC. of 5600 N.W. 36th Street, Suite 513, Miami, FL 33122 in return for payment of the amount indicated as the total charter price, agrees to provide to each participant (the "Participant", "Passenger", or “Customer”) participation in a charter flight (the "Charter Flight") operated by or through NEBA A CHARTER COMPANY LLC.. The US Department of Transportation requires all passengers to agree/accept/sign the terms of the Operator Participant Agreement prior to departure.

1: RESPONSIBILITY: NEBA A CHARTER COMPANY LLC., as the principal, is responsible to the Participant for arranging and providing public charter air transportation (charter flights). Neither NEBA A CHARTER COMPANY LLC. NEBA A CHARTER COMPANY LLC., nor its agents, servants, employees, or your travel agent assumes responsibility for, and the Participant agrees to release, relieve and hold harmless NEBA A CHARTER COMPANY LLC. NEBA A CHARTER COMPANY LLC. from any claim, action, cause of action, injury, losses or damages arising from: the actions or omissions of third-party contractors supplying services; missed connections; missed ground transportation or

car rental expenses; lost or stolen items or baggage, damage, delay of baggage or other property; costs or expenses arising out of injury, accident or death; quarantine; disturbances; governmental restrictions or regulations; inconveniences; loss of enjoyments; loss of pay; disappointment; mechanical breakdowns; airport closure; air traffic control restrictions; government action; strike or lockouts; war, terrorism; weather, acts of God, force majeure, or other factors or causes beyond our control.

2: RESERVATIONS AND PAYMENT: Charter Reservations may be made directly by calling your Travel Agent or your all inclusive Tour Operator in Puerto Rico or online at our website at www.holidayair.netcom. Full payment is due at time of booking of the flight. Passengers have a right to a copy of this Agreement prior to making payment.

For bookings made via the Internet, NEBA A CHARTER COMPANY LLC. accepts American Express, MasterCard and Visa. Participants waive any chargeback rights associated with claims resulting from factors that are not under the control or responsibility of NEBA A CHARTER COMPANY LLC.; however participants may cancel the reservation prior to scheduled departure and pay the specific extra charges for administrative fee per person. the change of reservations.

All payments are payable and/or deposited to a charter escrow account at National City Bank, 755 West Big Beaver Rd, Suite 1400, Troy, MI 48084. Your payments are protected by a surety bond issued by Universal Insurance Company, San Juan, Puerto Rico (the “Securer”). Unless you file a claim with NEBA A CHARTER COMPANY LLC., or if NEBA A CHARTER COMPANY LLC., is unavailable, with the Securer, within 60 days of completion of the charter (or, in the case of cancellation, the intended date of your scheduled return Charter), the Securer will be released from all liability to you under the security agreement. If there is no return flight in your itinerary, completion means the date or intended date of departure of the last flight in your itinerary.

3: CHARTER PRICE: Air Only - The quoted charter price only includes the charter air transportation for the domestic or international Charter Flight booked with NEBA A CHARTER COMPANY LLC. through the web site. Domestic airfares do not include the 7.5% Federal Excise Tax. Fares do not include Federal Flight Segment Fees of $3.60 per person per flight segment, Passenger Facility Charges (PFC) of up to $4.50 per person per flight segment at applicable airports and Security Charges and September 11th Security Fees of $2.50 per person per flight segment . A flight segment is defined as one take-off and one landing; International airfares do not include the International US taxes which are as follows: US Immigration Fee of $7.00 per person, APHIS Agriculture Fee $5.00 per person, TSA Security Fee $2.50 per person, Passenger Facility Charge (PFC) $4.50 per person, San Juan Airport Authority Fee $8.00 per person; nor does include the following Dominican Republic Taxes which are: Airport Departure Tax $20.00 per person, Port Authority Arrival Fee $15.00 per person, Port Authority Departure Fee $15 per person, Airport Infrastructure Arrival Fee $15.05 and Airport Infrastructure Departure Fee $15.05.

The Passenger is responsible for all incidental expenses during the Charter Flight. Infants under two (2) years of age may occupy the same seat as a full fare-paying passenger at 10% of the adult fare. NEBA A CHARTER COMPANY LLC. accepts one infant per full fare paying passenger on each Charter Flight. Except for major changes as described below, no refund will be made for services included in the Charter Flight price which are not used. Excess baggage, and change of reservations fees are not included in the Charter Flight price. Please contact ds or your travel agent in Puerto Rico for these charges and to arrange the services.

4: CANCELLATIONS, CHANGES OF DATES AND REFUNDS: The price of tickets or transportation vouchers for Charter Flights is non-refundable. Reservations may be changed or cancelled prior to departure for a fee of $50per Passenger.

The right to a refund if a Charter Flight, if changed, is limited but includes the following rights: a) Participants who pay by a credit card may receive a full refund until an operator-participant contract is signed. b) All full refunds for valid reasons will carry a $25 administrative fee. NEBA A CHARTER COMPANY LLC. reserves the right to accept or decline a Passenger as a Participant of a Charter Flight or to change or withdraw a Charter Flight, subject to the provisions in this Agreement regarding major changes or cancellations by the flight operator. Refunds will be made within 14 days after cancellation. This applies to NEBA A CHARTER COMPANY LLC. giving refunds within 14 days if NEBA A CHARTER COMPANY LLC. cancels.

5: BAGGAGE: NEBA A CHARTER COMPANY LLC. will transport a maximum of three (2) bags for each ticketed passenger (one checked bags and one carry-on): any additional bag will be charged as excess baggage, checked in bags cannot exceed 50 pounds, the dimensions of checked items are not to exceed 62 inches in overall length, width and height. 2) One (1) carry on bag not to exceed overall dimensions of 42 inches (17” long by 15” height by 10” width), plus a personal item such as a purse, laptop, backpack, diaper bag or camera case.

January 5, 2010

Extra Baggage Charge: $25.00 will be charged at the airport for each extra bag, each way. Overweight baggage shall be assessed the following charges (also payable at the ticket counter upon check-in): A $25.00 fee will be assessed to each

luggage items weighing over 50 lbs. NEBA A CHARTER COMPANY LLC. will not except any luggage item weighing over 70 lbs. or oversized items.

Additional items presented for check-in beyond the one-item limit shall be accepted solely at the discretion of station management, and are not guaranteed to be transported. All baggage fees are nonrefundable. Carry-on bags will be

accepted without fee provided that such baggage may be safely stowed either in the overhead bin or under the seat directly in front of the ticketed passenger. NEBA A CHARTER COMPANY LLC. reserves the right to require an item to be stowed in the checked luggage compartment, subject to Overweight/Over limit Fees if it cannot be safely stowed in the overhead bin or under the seat directly in front of the ticketed passenger. Special items such as surfboards and bicycles are not included with customers' free baggage allowance and are subject to an extra charge of $25.00 per item. Strollers and car seats will not count toward the passengers one bag allotment. NEBA A CHARTER COMPANY LLC. shall accept one golf bag per ticketed passenger, this shall count towards the ticketed passenger's allotment of one checked item. Overweight and Excess Baggage Fees may also apply. It is recommended that golf equipment be stored in a hard-sided case for added protection. All bags must have a cover that prevents spillage of contents. Excess baggage will be accepted on a space available basis only, as determined by NEBA A CHARTER COMPANY LLC. in its sole determination. All bags must have outside identification. Small dogs or cats may be accepted on a space-available basis in an FAA-approved carrier that must fit and must be stowed under the seat directly in front of the passenger as a

ticketed Passenger's carry-on luggage for a service fee of $15.00 per pet per flight segment. In accordance with Federal Regulations, air carrier liability for lost, stolen, pilfered, or damaged bags in the carriage of passenger baggage in a domestic flight is limited to provable damage not exceeding $500.00 per bag (provided the Passenger provides NEBA A CHARTER COMPANY LLC. with the baggage service report and suitable evidence of the value of the bag and it contents); for international transportation the limit will not exceed $450.00 per bag (provided the Passenger provides NEBA A CHARTER COMPANY LLC. with the baggage service report and suitable evidence of the value of the bag and it contents) . NEBA A CHARTER COMPANY LLC. personnel reserves the right to refuse carriage/transport of any item presented for checked luggage. Under no circumstances shall NEBA A CHARTER COMPANY LLC. accept items for carriage that do not accompany a ticketed passenger.

Unacceptable Baggage. NEBA A CHARTER COMPANY LLC. or the aircraft operator may refuse to accept the following articles for transportation unless advance written arrangements have been made: All restricted items specified in the rules and regulations of the TSA (i) Assembled firearms or ammunition could be acceptable only by previous arrangements and authorizations. (ii) Any other articles which cause annoyance to passengers or which cannot be carried in the baggage or cargo compartments of the aircraft are generally not acceptable. (iii) Any liquids, as baggage or otherwise or any other articles not suitably packed for transportation in the aircraft are generally not acceptable. (iv) Any article listed in the Official Air Transport Restricted Articles Tariff and revisions thereto or reissues thereof issued by Airline Tariff & Publishing Company, Agent, and such article will be accepted on conformity with the above named tariff. (v) PERISHABLE OR FRAGILE ITEMS (including electronic, musical, ornamental, artistic, photographic, recreational, sporting and mechanical items, items made of or bottled in glass, items made of paper and liquids) will be accepted if they are appropriately packaged in an original factory sealed carton, cardboard mailing tube or container or case designed for shipping such items or packed with protective internal material.

6: LIABILITY: NEBA A CHARTER COMPANY LLC. assumes NO LIABILITY for any items left by a passenger in the passenger compartment of the aircraft. NEBA A CHARTER COMPANY LLC. is not liable under any circumstances for loss or damage to money, jewelry, collector's items, silverware, furs, negotiable papers or securities, business documents, eyeglasses, cameras, electronic or computer equipment, photographic equipment, medications; damage to inadequately packaged/overstuffed checked items, and loss or damage of any items packed in such containers or bags; all electronic hardware, software and peripherals; medications and medical equipment in checked luggage (please note that NEBA A CHARTER COMPANY LLC. assumes NO LIABILITY for medical complications and expenses due to medications and medical equipment being unavailable as a result of being checked while in-flight, or as a result of unavailability of medications, medical equipment and prescriptions packed in checked luggage due to delay, loss of or damage to such checked luggage), commercial effects, one-of-a-kind items, works of art, artistic items and statuary, glass items and containers, musical instruments, paper materials, perishables, precision items, recreational and sporting goods, toys, infant seats and strollers or other similar valuable items included in a Customer's checked or unchecked baggage with or without knowledge of the carrier. NEBA A CHARTER COMPANY LLC. is not responsible for damage that does not impair the ability of such luggage to protect the contents inside, and specifically is not liable for superficial damage to luggage arising from normal wear and tear of ordinary handling, including scratches, scuffs, puncture, stains and marks. When NEBA A CHARTER COMPANY LLC. has exercised its ordinary standard of care, it shall not be liable for spoilage resulting from delay in delivery of perishables, or for damage to or caused by fragile items, liquids or perishables which are unsuitably packed, and which are included in a passenger's checked baggage with or without NEBA A CHARTER COMPANY LLC.'s knowledge. NEBA A CHARTER COMPANY LLC. assumes no liability for damage to luggage protrusions (including wheels, zippers and zipper pull tabs, handles, straps, feet, hanger hooks, locks, flaps, pockets, pouches and items secured to such luggage by means of straps, cords, tape and other external means). NEBA A CHARTER COMPANY LLC.WAYS, CORP NEBA A CHARTER COMPANY LLC. assumes no responsibility for property damage or loss resulting from passenger security screening or loss incurred in passenger waiting areas or concourses, or for property not checked solely into NEBA A CHARTER COMPANY LLC.'s custody NEBA A CHARTER COMPANY LLC. assumes no liability for damage to locks or luggage, or loss of or damage to contents as a result of search by the TSA or any other government or law enforcement agency NEBA A CHARTER COMPANY LLC. shall assume no liability for damage to checked luggage not designed to withstand the customary rigors of air travel. All claims are subject to proof of value, loss and are subject to depreciation. Any baggage problems and/or claims in the case of lost, stolen, damaged or delayed

January 5, 2010

baggage must be reported to a NEBA A CHARTER COMPANY LLC. airport agent or representative, and written proof of claim must be filed with said agent or representative prior to leaving the airport terminal on the date of arrival, or are to be waived by the passenger.

7: CHECK-IN: Check-in is available two and a half (2 1/2) hours prior to flight time. All Passengers must check-in no less than one and a half hour prior to the scheduled departure time of a Charter Flight. Passengers must be at the boarding gate in possession of boarding passes no later than 30 minutes prior to departure. NEBA A CHARTER COMPANY LLC. reserves the right to resell any seat or deny boarding to any passenger not checked in 30 minutes prior to departure, and the Passenger will have no claim against NEBA A CHARTER COMPANY LLC. for such canceled reservation. Participants will not receive refunds for missed flights or connections. All passengers 18 years of age or older must have valid government issued photo identification, such as a

driver's license, state non-operator's ID, active-duty military ID or passport. Any Passenger that exhibits disruptive behavior will not be allowed to board, or will be removed from the aircraft.

8: AIR TRANSPORTATION: NEBA A CHARTER COMPANY LLC. flights are Public Charters operated by Sun Country Airlines and USA Jet Airlines. Flights are operated on Boeing 737-800 series jet aircraft and with McDonnell Douglas DC9-30 series jet aircraft. NEBA A CHARTER COMPANY LLC. reserves the right to substitute aircrafts or scheduled air service when necessary at no additional cost and at comparable times if possible, and does not guarantee aircraft type or capacity. NEBA A CHARTER COMPANY LLC. will make every diligent and reasonable effort to notify all Participants in the event of a schedule change. No refunds or compensation will be given for changes in aircraft type or for substitution of service to a scheduled air carrier.

9: MAJOR CHANGES: If NEBA A CHARTER COMPANY LLC. makes major changes prior to departure, the Participant shall have the right to cancel the reservation on the Charter Flight and receive a full refund. The following are major changes: (1) a change in the origin or destination city of a Charter Flight, unless the change is only the order in which cities the cities are flown; (2) a change in the departure or return date of a Charter Flight unless the change results from a flight delay experienced by NEBA A CHARTER COMPANY LLC. of greater than 48 hours; or (3) a Charter Flight price increase of more than 15% occurring ten or more days before departure of the Charter Flight. In no event may NEBA A CHARTER COMPANY LLC. change the Charter Flight price less than ten days prior to departure of the Charter Flight. If a major change must be made in a Charter Flight, NEBA A CHARTER COMPANY LLC. will exercise all reasonable commercial diligence to notify the Passenger within seven days after first of such major change, but in any event at least ten days before schedule departure of the Charter Flight. If a major change occurs less then ten days before the scheduled departure of a Charter Flight, NEBA A CHARTER COMPANY LLC. will notify the Passenger as soon as possible. Within seven days after receiving notification of a major change, but in no event later than departure, the Passenger may cancel such Passenger's reservation with NEBA A CHARTER COMPANY LLC. and will receive a full refund within 14 days after such cancellation. When a major change occurs after departure of the Charter Flight which the Passenger is unwilling to accept, NEBA A CHARTER COMPANY LLC. will refund to the Passenger, within 14 days after the scheduled return date of the Charter Flight, that portion of the price for such Charter Flight that applies to the services not accepted. NEBA A CHARTER COMPANY LLC. has no right to cancel a Charter Flight less than 10 days before the scheduled departure date, except for circumstances that make it physically impossible to perform the Charter Flight or causes beyond its control. If NEBA A CHARTER COMPANY LLC. must cancel the Charter Flight ten or more days before departure, NEBA A CHARTER COMPANY LLC. will notify within seven days of cancellation, but in any event at least 10 days before the scheduled departure date of the Charter Flight. If NEBA A CHARTER COMPANY LLC. must cancel the charter less than ten days before the scheduled departure (i.e. for circumstances that make it physically impossible to perform the charter trip or for causes beyond its control), NEBA A CHARTER COMPANY LLC. shall notify the Passenger as soon as possible and a refund will be made to the participant within fourteen days of such notification. If a Charter flight is cancelled and alternative travel dates are offered and subsequently accepted by the Passenger, NEBA A CHARTER COMPANY LLC. will re-accommodate that passenger on a future available NEBA A CHARTER COMPANY LLC. flight.

10: MISCELLANEOUS: The rights and remedies made available under this Agreement are in addition to any of the rights and remedies available under Florida law. The acceptance by a Participant of a refund, or alternative travel arrangements, as provided in this Agreement shall constitute a full and final settlement and release of all other claims or remedies against NEBA A CHARTER COMPANY LLC.. By executing this Agreement, the Participant specifically acknowledges and consents to all conditions set forth herein. This Agreement contains the entire agreement between the parties and completely supersedes any prior agreements or representations by NEBA A CHARTER COMPANY LLC. verbal or in writing. This Agreement can be amended only in writing in a document signed by both parties. Any oral representation or modifications shall have no force or effect. Florida law shall govern this Agreement. Except for baggage claims as outlined above, any claim against NEBA A CHARTER COMPANY LLC. must be presented in writing within thirty days of the date of the return flight of a Charter Flight, and NEBA A CHARTER COMPANY LLC. shall have no obligations or liabilities for any claims presented after said thirty-day period.