Davis, Van Der Velde, Kahn, Bader, Nakash, Gallagher v. JetSmarter Demand For Class Arbitration

AMERICAN ARBITRATION ASSOCIATION
MATTER NUMBER: __________________

______________________________________________________________________
In the Matter of Arbitration between:
FRED MICHAEL DAVIS, ANNE-MARIE

VAN DER VELDE, HOWARD KAHN,
ROBIN BADER, STEVEN M. NAKASH,
ALISON NAKASH, and SHANE GALLAGHER,
individually and on behalf of
all others similarly-situated,
Claimants,
-vs-
JETSMARTER, INC., a Delaware Corporation,
Respondent.
______________________________________________________________________
DEMAND FOR CLASS ARBITRATION
Claimants, FRED MICHAEL DAVIS, ANNE-MARIE VAN DER VELDE, HOWARD
KAHN, ROBIN BADER, STEVEN M. NAKASH, ALISON NAKASH and SHANE
GALLAGHER (“Claimants”), individually and on behalf of all others similarly-situated, by
and through their undersigned counsel and pursuant to the American Arbitration
Association (the “AAA”) Supplementary Rules for Class Arbitrations (the “AAA Class
Action Rules”), the AAA Commercial Arbitration Rules and Mediation Procedures (the
“AAA Commercial Arbitration Rules”), and applicable law, hereby file this Demand for
Arbitration and Class Action Claim, and bring this arbitration individually and on behalf of
all others similarly situated, against Respondent, JETSMARTER, INC., a Delaware
Corporation (“JetSmarter”), and hereby allege as follows:
SOLOWSKY & ALLEN, P.L.

915 CITIGROUP CENTER - 201 S. BISCAYNE BOULEVARD, MIAMI, FLORIDA 33131 TEL (305) 371-2223
MATTER NO.:
INTRODUCTION
1. JetSmarter, through its advertisements, marketing, and representatives,
claimed to offer Claimants and class members JetSmarter membership which would give
them the luxury of flying private for the cost of flying commercial and unlimited private
shuttles at no additional cost. The reality of Claimants’ and class members’ JetSmarter
memberships was far different. Despite JetSmarter’s advertisements, marketing, and
representatives, the reality was that JetSmarter at all times was under no obligation to
provide any of the promised services to Claimants and class members. In fact, during
the membership terms, JetSmarter unilaterally eliminated membership benefits and
added exorbitant fees and costs. Ultimately, membership in JetSmarter was a grand
illusion for which Claimants and class members paid tens of thousands of dollars for
memberships only to pay thousands more in fees and charges, thus making JetSmarter
far more expensive than flying commercial.
2. As set forth herein, Claimants, on behalf of the class, make demand for
arbitration upon JetSmarter for violations of the Florida Deceptive and Unfair Trade
Practices Act, Fla. Stat. § 501.201 to 501.213 (FDUTPA), and similar laws of other states
(Count I), unjust enrichment (Count II), and breach of contract (Count III).
GENERAL ALLEGATIONS
3. JetSmarter is a travel service provider that allows its members to book seats
on private planes and helicopters through its website and/or mobile application. In
exchange, JetSmarter’s members pay JetSmarter an initiation fee and an annual
membership fee.
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4. Membership in JetSmarter is an illusion. JetSmarter extracts tens of thousands
of dollars for advance payment of initiation fees and yearly membership fees based on its
false and deceptive representations that using JetSmarter’s membership service is
comparable in cost to flying commercial and that members can fly on private planes for
no additional cost. During the term of their memberships, when members tried to use
JetSmarter’s membership service, they were charged thousands of dollars in additional
fees and costs for seats on planes that JetSmarter had represented were included in the
cost of membership. Routinely and often, in the middle of the membership terms,
JetSmarter eliminated and reduced its members’ benefits, and tacked on exorbitant
additional fees and charges. JetSmarter’s unilateral, deceptive actions resulted in
devaluation of JetSmarter membership.
5. JetSmarter and Claimants entered into a Membership Agreement effective
upon Claimants’ subscription to JetSmarter membership. See, e.g., Membership
Agreement (current version) attached as Exhibit A.
6. The Membership Agreement is illusory in that JetSmarter reserves the right to
change or terminate any of the services and benefits at any time and to impose new fees
and charges for its services and benefits. See, e.g., Membership Agreement, ¶ 2
(Membership Services) (“JetSmarter reserves the right to change, suspend, or terminate
any of the Services or benefits at any time, including, without limitation, … changes to (or
imposition of new) fees or other charges for services or benefits.”) (emphasis added).
7. Further, the Membership Agreement is illusory in that, inter alia, it gives
JetSmarter sole discretion to materially limit or eliminate services at any time without prior
notice to members. See, e.g., Membership Agreement, ¶ 9 (“In its sole discretion,
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JetSmarter may impose a limit on the amount of flight credits that can be used per single
flight. The prevailing limit … can be changed from time to time without prior notice.”)
(emphasis added).
8. JetSmarter engaged in unfair and deceptive trade practices through its uniform
advertisements and marketing strategy, including but not limited to the following:
a. JetSmarter promoted that membership allowed its members to fly private at the
cost of flying on commercial airlines, and that members could book seats on
private planes for no additional fees or costs. The reality is that during
members’ membership terms, JetSmarter eliminated nearly all offerings of
seats at no additional costs and charged members thousands of dollars for
those same seats, thus causing JetSmarter’s services to cost more than flying
commercial;
b. JetSmarter’s representatives sent emails advertising that JetSmarter members
were entitled to unlimited seats on scheduled route JetShuttles included in
membership, that membership benefits also included access to 5,000 JetDeals
a month that were included in the membership fees, and that there was no limit
set on usage. The reality is that JetSmarter charged additional monies for these
seats; and
c. JetSmarter members were led to believe that for payment of a one-time
initiation fee and an annual membership fee, JetSmarter members were
entitled to fly, at no additional charge, on as many JetShuttles and JetDeals as
they wanted. This was the material benefit of the JetSmarter memberships for
which JetSmarter members paid tens of thousands of dollars; and this material
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benefit was unilaterally eliminated by JetSmarter during the membership terms
without notice.
9. Thousands of customers, enticed by JetSmarter’s deceptive trade practices,
joined, and paid for JetSmarter membership.
10. JetSmarter membership is an illusion. During the membership terms that had
already been paid for in advance by members, JetSmarter unilaterally eliminated or
reduced the material benefits of membership and tacked on significant and continuously
changing fees and charges. JetSmarter’s unilateral, deceptive actions resulted in
devaluation of JetSmarter membership. For example, JetSmarter unilaterally eliminated
or reduced the material benefits of membership, including but not limited to, the following:
a. JetSmarter charged thousands of dollars for seats on flights which had been
previously included in membership;
b. JetSmarter charged “holiday” surcharges of 30 cents per mile for seats on
flights which had been previously included in membership;
c. JetSmarter imposed “dynamic pricing” fees for seats on flights which had been
previously included in membership which often cost more than the price of a
comparable commercial airline ticket;
d. JetSmarter imposed and repeatedly increased “per leg” charges which had
been previously included in membership;
e. JetSmarter charged fees for seats on flights under three hours which had been
f. JetSmarter eliminated the token system, under which members’ tokens had
previously been able to be exchanged for free seats on JetShuttle flights;
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g. JetSmarter increased flight costs thereby decreasing the value of members’
flight credits that members had been previously able to use to purchase extra
seats on a JetSmarter flight;
h. JetSmarter marketed to members upgrades to Sophisticated Membership for
one-year or multi-year memberships and JetSmarter did so knowing that the
benefits being touted could be eliminated at any time and that JetSmarter was
intending to eliminate or severely limit the benefits; and
i. JetSmarter unilaterally and without notice, during membership terms, made
material changes, eliminations, and reductions to membership.
11. JetSmarter membership was illusory because JetSmarter had no obligation to
provide any service to its members under its Membership Agreement.
12. JetSmarter’s unilateral, material eliminations and reductions to the benefits that
were included in membership and its increases in fees and charges were always made
without notice to its members.
13. Despite JetSmarter’s uniform advertisements and marketing strategy, Sergey
Petrossov, JetSmarter’s CEO, admitted in a March 2018 interview: “[N]othing (will be free)
except some empty leg seats here and there. So no shuttles free.”1
14. As a result of JetSmarter’s deceptive actions, the cost of JetSmarter
membership fees and additional charges far exceeds the cost of flying commercial.
15. In fact, the audacity of JetSmarter’s deception knows no bounds. In or about
May 2018, despite knowing that it was eliminating the material benefits of membership,
JetSmarter continued to market to Claimants, class members, and the public, to upgrade
1 https://privatejetcardcomparisons.com/2018/03/26/exclusive-jetsmarter-is-making-major-changes-to-its-
private-jet-membership-offers/.
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to “sophisticated” membership at a cost of $50,000 per year. This deceptive act was a
blatant cash-grab in that JetSmarter was seeking to sell memberships with membership
benefits that JetSmarter knew it was or would be eliminating.
16. In response to the constant eliminations and reductions in the benefits of
JetSmarter membership, members who had their membership service materially reduced
during the term of their memberships, raised concerns to JetSmarter. JetSmarter
continued its deceptive and unfair trade practices. Members who publicly complained
were threatened with legal action by JetSmarter or had their memberships unilaterally
terminated without refund. Initiation fees and membership fees were not refunded to
JetSmarter members who cancelled. JetSmarter members were left without recourse.
17. Ultimately, JetSmarter retained for itself the sole option of fulfilling some, all, or
none of its obligations.
18. The Membership Agreement is illusory in that it provides, inter alia, that
“Member acknowledges that any reward or credit may be limited and may be subject to
expiration at JetSmarter’s sole discretion.” See, Membership Agreement, ¶ 11 (Service
Limitations).
19. The Membership Agreement is illusory in that it provides, inter alia, that “From
time to time, JetSmarter may introduce various promotions and issue gratuitous flight
credits or other flight benefits that can be used to purchase select JetSmarter products
and services. In its sole discretion, JetSmarter may impose a limit on the amount of flight
credits that can be used per single flight. The prevailing limit of flight credits that can be
used per single flight is displayed in the Application and can be changed from time to time
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without prior notice.” See, Membership Agreement, ¶ 9 (Limitation of the Number of Flight
Credits or Other Promotional Credits Available for Use per Transaction).
ALLEGATIONS SPECIFIC TO CLAIMANTS
20. Claimant, Fred Michael Davis (“Davis”), became a JetSmarter member on or
about December 25, 2015. Davis paid an initiation fee of $3,000 and a $9,000 annual
membership fee to JetSmarter. Davis renewed his membership in 2016 and 2017. Davis’
membership is set to expire on or about December 24, 2018.
21. Claimant, Anne-Marie van der Velde (“Van Der Velde”), became a JetSmarter
member on or about January 23, 2017. Van Der Velde paid a $3,000 initiation fee and a
$12,000 annual fee. On or about January 30, 2017, Van Der Velde upgraded to a
“Sophisticated Membership Plan” by paying a $10,000 initiation fee and a $40,000 annual
fee for the upgraded plan. Van Der Velde’s total payment for this upgrade was $35,270.50
as JetSmarter credited the $3,000 initiation fee and $11,729.50 of the $12,000 annual fee
paid seven days prior. On or about July 7, 2017, Van Der Velde paid an additional fee of
$53,481.75 for a three-year membership extension through July 7, 2020. As of July 2017,
Van Der Velde had paid JetSmarter a total of $100,752.25 for membership.
22. Claimant, Howard Kahn (“Kahn”), paid an initiation fee and an annual
membership fee to JetSmarter for a Sophisticated membership.
23. Claimant, Robin Bader (“Bader”), paid an initiation fee and an annual
membership fee to JetSmarter for a Smart membership.
24. Claimant, Steven M. Nakash (“Steven Nakash”), became a JetSmarter Smart
member in 2017. On November 24, 2017, Steven Nakash paid $90,922.05 to upgrade
to a Sophisticated Membership for a three-year term, through November 24, 2020. The
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payment to upgrade the membership took into consideration the balance of his Smart
membership in the amount of approximately $8,100. As of November 24, 2017, Steven
Nakash had paid JetSmarter a total of approximately $100,000 for membership.
25. Claimant, Alison Nakash (“Alison Nakash”), became a JetSmarter Smart
member on May 2, 2018 by paying $14,250 to JetSmarter for a one-year Smart
membership.
26. Claimant, Shane Gallagher (“Gallagher”), paid an initiation fee and an annual
membership fee to JetSmarter for a Smart membership.
27. In addition to their membership fees, Claimants have paid JetSmarter
additional amounts for, inter alia, flight purchases, creating flights, and purchasing extra
seats on flights, which had previously been included in membership.
28. During Claimants’ membership terms that had been paid for in advance,
JetSmarter unilaterally eliminated or reduced the material benefits of membership and
tacked on continuously changing fees and charges. For example, JetSmarter made the
following unilateral, material changes during Claimants’ membership terms:
a. JetSmarter unilaterally changed the membership terms such that an extra seat
on a JetShuttle flight from South Florida to New York that had previously cost
members $999, then cost members $1,999 for the same extra seat on the same
flight;
b. JetSmarter unilaterally imposed charges for helicopter transportation which
had been included in the membership, and then JetSmarter removed the
helicopter service altogether;
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c. JetSmarter unilaterally imposed charges such that JetShuttle flights that had
previously been included in the membership then cost members $800-$4,000;
d. JetSmarter unilaterally decreased the rebate amount it offered for members
who wished to sell back an extra seat on a flight from $2,500 to $1,300-$1,400;
and
e. JetSmarter unilaterally eliminated the JetShuttle token system.
29. JetSmarter’s unilateral, material eliminations and reductions in Claimants’
membership service and increases in fees and charges were made without notice to
Claimants.
30. JetSmarter’s deceptive acts have caused the memberships of Claimants and
class members to cost more than flying commercial.
PARTIES
31. Claimant, FRED MICHAEL DAVIS, is an individual who is a resident of the
State of New Jersey.
32. Claimant, ANNE-MARIE VAN DER VELDE, is an individual who is a resident
of the State of Florida.
33. Claimant, HOWARD KAHN, is an individual who is a resident of the State of
New York.
34. Claimant, ROBIN BADER, is an individual who is a resident of the State of New
York.
35. Claimant, STEVEN M. NAKASH, is an individual who is a resident of the State
of Florida.
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36. Claimant, ALISON NAKASH, is an individual who is a resident of the State of
Florida.
37. Claimant, SHANE GALLAGHER, is an individual who is a resident of the State
of New Jersey.
38. Respondent, JETSMARTER, INC., is a Delaware corporation, authorized to do
business in the State of Florida. JetSmarter touts itself as having a valuation of $1.5 billion
and as having over 12,000 members. JetSmarter touts itself as having celebrity investors
including Jay-Z, and as having brand ambassadors including supermodels, professional
baseball players, and other celebrities. Ultimately, JetSmarter holds itself out as offering
private jet luxury for about the cost of flying commercial airlines.
39. JetSmarter’s corporate headquarters is located in Broward County, Florida,
with an address of 500 E. Broward Blvd., Suite 1900, Fort Lauderdale, FL 33394.
40. JetSmarter has been and is doing business in the State of Florida. JetSmarter
markets and sells memberships to consumers throughout the United States, including
hundreds of customers in the State of Florida.
CLASS REPRESENTATION ALLEGATIONS
41. Claimants, FRED MICHAEL DAVIS, ANNE-MARIE VAN DER VELDE,
HOWARD KAHN, ROBIN BADER, STEVEN M. NAKASH, ALISON NAKASH, and
SHANE GALLAGHER, bring this Arbitration individually and on behalf of all similarly
situated consumers pursuant to Rule 4(a) and 4(b), AAA Class Action Rules. The class
of persons whom Claimants seek to represent is defined as:
All persons who paid money to JetSmarter to obtain and/or renew a

JetSmarter membership on or after September 5, 2014.
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42. Claimants reserve the right to broaden or narrow the Class after a reasonable
opportunity to conduct discovery.
43. Excluded from the Class is JetSmarter, any parent, subsidiary, successor, or
affiliate of JetSmarter, any entity in which JetSmarter has a controlling interest, any
affiliate, legal representative, heir or assign of JetSmarter, and the respective officers,
directors, employees, agents, legal representatives, heirs, predecessors, successors,
and assigns of such excluded persons or entities; also excluded are any federal, state or
local governmental entities, and any officer presiding over this Arbitration and the
members of his/her immediate family and staff.
44. JetSmarter has expressly waived application and enforcement of the class
action waiver provision in the Membership Agreement in this Arbitration proceeding. See,
Membership Agreement, ¶ 18 (Dispute Resolution).
45. JetSmarter has consented to this Arbitration matter proceeding as a class
arbitration.
46. Pursuant to Rule 3, AAA Class Action Rules, this Arbitration may be maintained
and should proceed as a class arbitration.
47. Claimants and Class members are so numerous that joinder of separate
arbitrations on behalf of all members is impracticable.
48. There are questions of law and fact common to the Class.
49. Claimants’ claims are typical of the claims of other Class members. The named
Claimants are members of the Class of affected consumers described herein.
50. The named Claimants are willing and prepared to serve the Arbitration and the
proposed Class in a representative capacity with all of the obligations and duties material
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thereto. Claimants will fairly and adequately protect the interests of the Class and have
no interests adverse to or which directly and irrevocably conflict with the interests of other
members of the Class.
51. The self-interests of the named Class representatives are co-extensive with,
and are not antagonistic to, those of the absent Class members. The proposed
representatives will undertake to represent and protect the interests of the absent Class
members.
52. The named Claimants have engaged the services of counsel indicated below.
Counsel are adequately experienced in arbitrations and complex class action litigation,
will effectively prosecute this Arbitration, and will assert and protect the rights of, and
otherwise will represent the named Class representatives and absent Class members.
53. This Arbitration is appropriate as a class arbitration pursuant to all sections of
Rule 4(a) and 4(b), AAA Class Action Rules.
54. This Arbitration is appropriate as a class arbitration pursuant to Rule 4(b)(1),
AAA Class Action Rules, in that individual class members filing, prosecuting, and
controlling separate arbitrations, even if theoretically possible, would create a risk of
inconsistent or varying determinations and awards with respect to individual class
members against JetSmarter and would establish incompatible standards of conduct for
JetSmarter, and individual members of the class would not have an interest in individually
controlling the prosecution of separate arbitrations.
AAA Class Action Rules, in that there are no there are no other arbitration proceedings
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concerning the controversy already commenced against JetSmarter by members of the
class.
AAA Class Action Rules, in that it is desirable to concentrate the determination of the
claims in a single arbitral forum on behalf of all members of the Class.
57. This Arbitration is appropriate as a class arbitration pursuant to Rule 4(b), AAA
Class Action Rules, in that this Arbitration involves questions of law and fact common to
Claimants and all members of the Class. The common questions predominate over any
issues affecting individual members of the Class. The common questions include but are
not limited to:
a. Whether JetSmarter engaged in unfair methods of competition;
b. Whether JetSmarter engaged in unfair and deceptive acts and practices in
promoting and advertising what was included in JetSmarter membership;
c. Whether JetSmarter’s false representation that JetSmarter’s members’ costs
for using JetSmarter were comparable in cost to flying commercial was an
unfair and deceptive trade practice;
d. Whether JetSmarter’s false representation that its membership fees included
seats on planes at no additional cost was an unfair and deceptive trade
practice;
e. Whether JetSmarter’s false representation that JetSmarter members are
entitled to unlimited seats on scheduled route JetShuttles included in
membership, was an unfair and deceptive trade practice;
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f. Whether JetSmarter’s false representation that JetSmarter membership
benefits include access to 5,000 JetDeals a month that are included in the
membership fees, and that there is no limit set on usage, was an unfair and
deceptive trade practice;
g. Whether JetSmarter’s false representation that for payment of a one-time
initiation fee and an annual membership fee, JetSmarter members are entitled
to fly, at no additional charge, on as many JetShuttles and JetDeals as they
want, was an unfair and deceptive trade practice;
h. Whether JetSmarter’s unilateral changes to the membership service during the
existing terms of membership was an unfair and deceptive trade practice;
i. Whether JetSmarter’s unilateral changes, without notice, to the membership
service during the existing terms of membership was an unfair and deceptive
trade practice;
j. Whether JetSmarter made false representations to consumers regarding what
was included in membership, when it knew that it was going to eliminate and
reduce its members benefits;
k. Whether JetSmarter has been unjustly enriched by Claimants and class
members;
l. Whether membership in JetSmarter is illusory;
m. Damages caused to Claimants and class members by JetSmarter’s deceptive
and unfair trade practices; and
n. Compensation owed to Claimants and class members due to JetSmarter’s
unjust enrichment.
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58. The Arbitration Tribunal’s determination of the common legal and factual issues
essential to this proceeding would be far more efficient and economical as a class
arbitration than in piecemeal individual, separate determinations.
59. There is no plain, speedy or adequate remedy other than by maintenance of
this Arbitration as a class arbitration because individual damages are relatively small in
comparison to the cost of initiating and prosecuting a claim individually against
JetSmarter, making it economically infeasible for Class members to pursue remedies
individually.
60. Claimants and other members of the Class have ascertainable damages and
injuries.
61. Claimants and members of the Class suffered harm as a result of JetSmarter’s
deceptive and unfair trade practices in that they paid money and did not receive what they
paid for.
62. Claimants and members of the Class altered their position to their detriment
and suffered damages due to JetSmarter’s deceptive and unfair trade practices and its
unjust enrichment.
63. Claimants and other members of the Class were damaged as a result of
JetSmarter’s breaches of the Membership Agreement and the implied covenant of good
faith and fair dealing in the Membership Agreement.
64. This Arbitration is appropriate as a class arbitration pursuant to Rule 4(b), AAA
Class Action Rules, in that this Arbitration on behalf of all of the Class members is superior
to other available methods for the fair and efficient determination of this controversy.
Members of the Class do not have an interest in pursuing or individually controlling the
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prosecution of separate claims against JetSmarter as set forth herein due to the
complexity, expense, and burden of individual prosecution of such claims. In the interests
of justice, efficiency, and economy, it would be desirable to concentrate the determination
of all Class members’ claims in a single arbitration, in a single forum. Management of
this Arbitration as a class arbitration will not present any foreseeable difficulties.
65. Determination on a class-wide basis of the facts and issues raised herein
concerning JetSmarter’s deceptive and unfair trade practices, JetSmarter’s unjust
enrichment at the expense of Claimants and class members, and JetSmarter’s breach of
contract, will cause an orderly and expeditious administration of the Class claims and
foster economies of time, effort, expense, and ensure uniformity of decisions.
JURISDICTION AND VENUE
66. The AAA has authority to preside over this Arbitration pursuant to the
agreement between Claimants and JetSmarter to submit this matter for arbitration as a
class arbitration.
67. The Membership Agreement provides for AAA arbitration. See, Membership
Agreement, ¶ 18 (Dispute Resolution).
68. Claimants seek certification of a class of all persons who paid money to
JetSmarter to obtain and/or renew a JetSmarter membership during the Class Period.
Such persons reside in the fifty states of the United States and the District of Columbia,
including Broward County, Florida.
69. JetSmarter has consented to this Arbitration. The Arbitration Tribunal has
personal jurisdiction over JetSmarter because JetSmarter has sufficient minimum
contacts with the State of Florida. JetSmarter’s headquarters is located in Broward
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County, Florida. JetSmarter intentionally avails itself of the Florida market through its
marketing and sales of its service in the State of Florida and by having such other contacts
with Florida so as to render the exercise of jurisdiction over it by the Florida AAA and this
Arbitration Tribunal consistent with traditional notions of fair play and substantial justice.
70. JetSmarter owns and maintains an interactive website, https://jetsmarter.com,
which is accessible to citizens of Broward County, Florida, and which markets
JetSmarter’s service in this jurisdiction.
71. JetSmarter owns and maintains an interactive JetSmarter app, which is
accessible to citizens of Broward County, Florida, and which markets JetSmarter’s
service in this jurisdiction.
72. Venue is proper in this Arbitration Tribunal pursuant to section 47.051, Florida
Statutes, in that an action against a foreign corporation doing business in this State may
be brought in a county where such corporation has an agent or other representative.
73. Venue is proper in the Seventeenth Circuit, in and for Broward County, Florida,
as the acts alleged, the violations of the Florida Deceptive and Unfair Trade Practices
Act, Fla. Stat. § 501.201 to 501.213 (FDUTPA), and similar laws of other states, and the
unjust enrichment, occurred in whole or in part in Broward County.
COUNT I
VIOLATIONS OF FLORIDA’S DECEPTIVE AND UNFAIR TRADE PRACTICES ACT,
SECTION 501.201, ET. SEQ., FLORIDA STATUTES, AND SIMILAR LAWS OF
OTHER STATES
74. Claimants reincorporate and re-allege the allegations of Paragraphs 1 through
73 as if fully set forth herein, and conjunctively and alternative allege as follows.
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75. This is a claim by Claimants against JetSmarter for violation of the Florida
Deceptive and Unfair Trade Practices Act, Fla. Stat. § 501.201 to 501.213 (FDUTPA),
and similar laws of other states.
76. Claimants are consumers as defined in the Act. See Fla. Stat. § 501.203
(“Consumer means an individual . . . ”).
77. JetSmarter was engaged in trade or commerce as defined in the Act. See Fla.
Stat. § 501.203 (“Trade or commerce means the advertising, soliciting, providing, offering,
or distributing . . . any good or service . . .”).
78. JetSmarter committed deceptive and unfair acts and practices while engaged
in trade or commerce, as defined in the Act.
79. For example, JetSmarter engaged in deceptive and unfair acts and practices
by eliminating and reducing members’ benefits during membership terms, including but
not limited to, the following:
a. JetSmarter charged thousands of dollars for seats on flights which had been
b. JetSmarter charged “holiday” surcharges of 30 cents per mile for seats on
flights which had been previously included in membership;
c. JetSmarter imposed “dynamic pricing” fees for seats on flights which had been
previously included in membership which often cost more than the price of a
comparable commercial airline ticket;
d. JetSmarter imposed and repeatedly increased “per leg” charges which had
been previously included in membership;
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e. JetSmarter charged fees for seats on flights under three hours which had been
f. JetSmarter eliminated the token system, under which members’ tokens had
previously been able to be exchanged for free seats on JetShuttle flights;
g. JetSmarter increased flight costs thereby decreasing the value of members’
flight credits that members had been previously able to use to purchase extra
seats on a JetSmarter flight;
h. JetSmarter marketed to members upgrades to Sophisticated Membership for
one-year or multi-year memberships and JetSmarter did so knowing that the
benefits being touted could be eliminated at any time and that JetSmarter was
intending to eliminate or severely limit the benefits;
i. JetSmarter unilaterally and without notice, during membership terms, made
material changes, eliminations, and reductions to membership; and
j. JetSmarter membership was illusory because JetSmarter had no obligation to
provide any service to its members under its Membership Agreement.
80. JetSmarter’s unilateral eliminations and reductions in Claimants’ membership
service and increases in fees and charges were made without notice to its members.
81. JetSmarter’s deceptive and unfair trade practices and acts were likely to
mislead reasonable consumers to the detriment of those consumers.
82. As a result of JetSmarter’s deceptive and unfair acts and trade practices,
Claimants and Class members have suffered actual damages.
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PRAYER FOR RELIEF
WHEREFORE, Claimants, individually and on behalf of all similarly-situated
persons, respectfully pray this Arbitration Tribunal as follows:
a. Certify this matter as a Claimant class arbitration;
b. Appoint Claimants as class representatives;
c. Appoint Claimant’s counsel as Class Counsel;
d. Award actual and compensatory damages and pre-judgment and post
judgment interest;
e. Enjoin JetSmarter’s unfair and deceptive acts and practices as violating the
Florida Deceptive and Unfair Trade Practices Act, Fla. Stat. § 501.211
(FDUTPA), and similar laws of other states;
f. Award Claimants and class members the costs of this Arbitration and their
reasonable attorneys’ fees under Section 501.2105, Florida Statutes
(FDUTPA); and
g. Award any and such other and further relief as this Arbitration Tribunal deems
just, equitable and proper.
COUNT II
UNJUST ENRICHMENT
83. Claimants incorporate by reference Paragraphs 1, 3, 4, 8-10, 12-17, 20-43, 45-
62, 64, 66, and 68-73 as if fully set forth herein, and conjunctively and alternatively allege
as follows.
84. This is a claim, in the alternative, by Claimants against JetSmarter for Unjust
Enrichment.
21
MATTER NO.:
85. Claimants and other consumers directly conferred a benefit on JetSmarter by
paying it initiation fees, membership fees, and additional charges that they otherwise
would not have paid if they would have known the true facts.
86. JetSmarter knowingly and voluntarily appreciated, accepted, and retained the
benefit conferred upon it by Claimants and other consumers.
87. Under the circumstances, it would be inequitable and would be in violation of
good conscience and fundamental principles of justice and equity for JetSmarter to retain
the benefit conferred by Claimants and other consumers without paying the value of it.
PRAYER FOR RELIEF
consumers, respectfully pray this Arbitration Tribunal as follows:
judgment interest; and
e. Award any and such other and further relief as this Arbitration Tribunal deems
COUNT III
BREACH OF CONTRACT
88. Claimants incorporate by reference Paragraphs 1 through 73 as if fully set forth
herein, and conjunctively and alternatively allege as follows.
89. This is a claim, in the alternative, by Claimants against JetSmarter for Breach
of Contract.
22
MATTER NO.:
90. JetSmarter extracts tens of thousands of dollars for advance payment of
initiation fees and yearly membership fees based on its false and deceptive
representations that using JetSmarter’s membership service is comparable in cost to
flying commercial and that members can fly on private planes for no additional cost.
During the term of their memberships, when members tried to use JetSmarter’s
membership service, they were charged thousands of dollars in additional fees and costs
for seats on planes that JetSmarter had represented were included in the cost of
membership. Routinely and often, in the middle of the membership terms, JetSmarter
eliminated and reduced its members’ benefits, and tacked on exorbitant additional fees
and charges.
91. JetSmarter’s unilateral actions during the term of the members’ memberships
constituted material breaches of the terms of the Membership Agreement.
breached the members’ expected benefits of their Membership Agreement.
breached the Membership Agreement because the members did not receive that which
they contracted for, expected to receive, and paid for.
constituted material breaches of the implied covenant of good faith and fair dealing of the
Membership Agreement.
95. JetSmarter breached its Membership Agreement by changing the terms of the
memberships during the memberships.
23
MATTER NO.:
96. JetSmarter’s unilateral eliminations and reductions in Claimants’ membership
service and increases in fees and charges were made without notice to its members.
97. Claimants and JetSmarter entered into a Membership Agreement.
98. JetSmarter breached the Membership Agreement.
99. Claimants have suffered damages as a result of JetSmarter’s breaches of the
100. Claimants and JetSmarter entered into a Membership Agreement which
contains an implied covenant of good faith and fair dealing.
101. JetSmarter breached the implied covenant of good faith and fair dealing in the
102. Claimants have suffered damages as a result of JetSmarter’s breaches of the
implied covenant of good faith and fair dealing in the Membership Agreement.
persons, respectfully pray this Arbitration Tribunal as follows:
judgment interest; and
e. Award any and such other and further relief as this Arbitration Tribunal deems
Dated this 5th day of September, 2018.
24
MATTER NO.:
Respectfully submitted,

MASON A. PERTNOY, ESQ.
Florida Bar Number: 18334
RICHARD L. ALLEN, ESQ.
Counsel for Claimants
201 S. Biscayne Boulevard
Suite 915, Citigroup Center
Miami, Florida 33131
Telephone No. (305) 371-2223
Facsimile No. (305) 373-2073
Email: mpertnoy@salawmiami.com
Email: rallen@salawmiami.com
Email: crosabal@salawmiami.com
By: /s/ Mason A. Pertnoy

MASON A. PERTNOY
MANSFIELD BRONSTEIN & STONE, LLP

Counsel for Claimants
DAVID STONE, ESQ.
GARY N. MANSFIELD, ESQ.
ARIANE WOLINSKY, ESQ.
500 E. Broward Boulevard, Suite 1450
Fort Lauderdale, Florida 33394
Phone 954-601-5600
Fax 954-961-4756
Email: dstone@davidstonelaw.com
Email: gary@mblawpa.com
Service Email Designation:
litigation@mblawpa.com
By: /s/ David Stone

DAVID STONE
25
EXHIBIT A
World's Largest Private Air Travel & Lifestyle Community | JetSmarter Page 1 of 23
Back to Legal
Membership Agreement
By subscribing to JetSmarter Inc.’s ("JetSmarter") membership, you

("Member") and JetSmarter agree to the following terms and conditions
(this "Agreement") relating to the services provided in relation to
Member’s subscription to JetSmarter’s membership program.
JetSmarter may amend or modify this Agreement from time to time.
Amendments and modifications to this Agreement will be effective upon
JetSmarter’s publication of such amendments or modifications on its
website or the JetSmarter mobile application (the “Application”).
Member’s continued access or use of the Service or the Application after
such posting constitutes Member’s consent to be bound by the amended
or modified Agreement. JetSmarter and Member are sometimes referred
to herein collectively as "parties" and each a "party".
1. JETSMARTER’S PROGRAM AND SOFTWARE
A f th b fit f th b hi J tS t
https://jetsmarter.com/legal/membership-agreement/ 8/20/2018
Member and/or Member’s guests to be provided by aircraft operators

holding an air carrier certificate authorizing them to furnish air
transportation services pursuant to Federal Aviation Regulations 14
C.F.R. Part 135 (“FAR Part 135″) (the “Program”). Member understands
that JetSmarter is not an aircraft operator and arranges private jet
charter services solely as a manager of the Program and as Member’s
agent. For clarification purposes, “Private Jet Charter,” “Aircraft
Charter,” “Private Charter,” and “Charter,” refers to using, booking,
arranging, or chartering an aircraft. Except when it is expressly stated
that a flight is operated pursuant to the Public Charter Program, all travel
arrangements are made on-demand according to customer-directed
itineraries and flight requirements under the terms and conditions,
restrictions and limitations reflected herein. JetSmarter may provide
access to its software, including applications, websites, electronic
social/commerce, marketplaces, and integrated communication tools,
which form part of the Program, and are designed to enhance the user-
experience, communications, service optimization, functionality and
logistics of the Program (“Software”). Members and their guests can
access and utilize such Program and Software only as stipulated and
limited under the terms and conditions of this Agreement.
2. MEMBERSHIP SERVICES
In exchange for a membership fee, JetSmarter provides access to

numerous services and benefits that include, but are not limited to,
concierge services that can assist with various types of reservations,
including hotel, restaurant and nightlife entertainment, yachts and cars;
customer service membership specialists; invitations to events organized
or co-sponsored by JetSmarter; sourcing aircraft for the purpose of
Aircraft Charters; acting as Member’s agent in negotiating with operators
and signing charter contracts on Member’s behalf; organizing aircraft
reservations; coordinating payment; arranging in-flight services; flight

tracking; and services as a charterer in organizing public charter flights
(collectively, the “Services”). The specific Services a Member will have
access to (and any limits on such Services) is based on the tier of
membership that a Member purchases. JetSmarter reserves the right to
change, suspend, or terminate any of the Services or benefits at any time,
including, without limitation, changes, suspension, or termination of any
routes, types of aircraft used and/or operators that perform flights, and
changes to (or imposition of new) fees or other charges for services or
benefits. JetSmarter may from time to time offer new routes, types of
aircraft and other services or benefits, all of which are subject to change,
suspension, or termination at any time and also are subject to additional
fees or charges. Membership rates are subject to periodic adjustments.
3. FEDERAL AVIATION REGULATION PART 135 OPERATIONS
All flights under this Agreement are operated by a FAR Part 135 or Part
121 air carrier (the "Operator"), who shall have exclusive direction, control
and authority over initiating, conducting, or terminating flights
(“Operational Control”). JetSmarter is not a FAR Part 135 or 121 air
carrier and does not provide air carrier services. The Operator performing
the flight will be subject to, among other things, flight time and duty time
restrictions, and airport limitations that may preclude or limit operations
to certain airports and other applicable regulations and requirements.
Member understands and agrees that the Operator shall have absolute
discretion in all matters, including, without limitation, the preparation of
the aircraft for flight and the flight itself, the load carried and its
distribution, the decision as to whether or not a flight will be performed,
what route will be flown, and all matters relating to the operation of the
aircraft. Member specifically agrees that the Operator shall have final and
complete authority to cancel any flight for any reason or condition that in
its sole and absolute judgment could compromise the safety of a flight
and may take any other action that, in its opinion, is necessitated in
consideration of safety. No such action of the Operator shall create or
support any liability for loss, injury, damage or delay to Member. In
addition, the Operator shall have the right to refuse boarding to any
person: (a) who appears to be intoxicated or under the influence of any
illicit or controlled substance; (b) who refuses to be subject to any
reasonable checks of his or her person or baggage by the Operator, a
security team contracted by JetSmarter, or by government or airport
authorities; (c) whose condition, including apparent illness or incapacity,
in the sole judgment of the Operator could involve hazard or risk to
himself, herself or others; (d) who exhibits violent, aggressive, or
otherwise inappropriate behavior towards other Members, passengers, or
flight crew; or (e) who fails to provide proper identification.
4. ACCEPTANCE OF MEMBERSHIP
Member agrees to provide all information requested by JetSmarter

through the Application, software, and forms provided online, via email or
mail in accordance with JetSmarter policies and procedures. Acceptance
of Members into the Membership Program and renewal of Member’s
Membership for an additional term is at the sole discretion of JetSmarter.
If upon application, Member is refused admission to the Membership
Program, JetSmarter will refund the Membership Fee, if any was charged,
and there shall be no further obligation owed by either party. JetSmarter
reserves the right to revoke Member’s admission to the Membership
Program at its sole discretion at any time during Member’s Membership
term by refunding prorated Member’s Membership Fee paid to
JetSmarter.
5. MEMBERSHIP FEE AND THE MEMBERSHIP ACCOUNT
Member understands and agrees that he or she is obligated to pay a one-

time initiation fee to activate his or her Membership, the amount of which
will be determined by JetSmarter from time to time and itemized on an
invoice sent to Member (the “Initiation Fee”). If a Membership is
cancelled or terminated for any reason, Member shall pay the Initiation
Fee in addition to the prevailing annual membership fee in order to re-
activate his or her Membership for any new term. The Initiation Fee or
any portion of it is non-refundable. In exchange for access to the
Membership Services, Member agrees to pay an annual membership fee
during the entire Term (defined below) of this Agreement (the
“Membership Fee”). The Membership Fee includes all applicable taxes.
The Membership Fee is due on an annual recurring basis. JetSmarter
reserves the right to increase the Membership Fee from time to time,
which increases will apply to existing Members upon renewal of
Membership for subsequent Terms. Member agrees to provide
JetSmarter a credit card and authorizes JetSmarter to automatically
charge the Membership Fee to the credit card on file. Members shall
provide new or updated credit card information promptly following
expiration of the credit card on file. The Membership Fee is an access fee
for use of the Service, is not a payment for air transportation, and is non-
refundable, except as specifically provided herein, even if Member fails to
utilize the Program or the Services. The Membership Fee is not amortized
over time and not based on Member’s ability to purchase or use the
Service.
6. TERM
Unless otherwise specified on the invoice for the Membership Fee

(“Membership Invoice”) or terms of a valid promotional membership
offer, the Membership term is for a period of twelve (12) months (the
“Term”), commencing on the day Member paid the Initiation Fee and the
Membership Fee in full and completed identification and credit card
verification process (the “Effective Date”). JetSmarter reserves the right
to terminate and cancel Member’s Membership at any time and for any
reason, including if Member breaches any terms or conditions of this
Agreement or other agreements incorporated herein by reference.
Member understands and agrees that if the Membership is cancelled due
to Member’s breach of any terms or conditions of this Agreement or
other agreements incorporated herein by reference, Member will lose all
privileges, the Initiation Fee, Membership Fee, and forfeit accrued flight
credits and any additional benefits that might be available to Member.
JetSmarter will not owe any further obligation to provide any Services,
credits or benefits to Member. Except as expressly provided herein,
Member agrees that he or she will not be entitled to a refund of the
Membership Fee, the Initiation Fee, or any portion of the Membership Fee
or Initiation Fee, and will hold JetSmarter harmless for the loss of the
Service, credits or any additional benefits. Member agrees to pay for any
and all charges or expenses incurred by their children under eighteen (18)
years of age (“Minor Child”) on the Member’s account and/or on the
Minor Child’s account, in addition to any and all charges or expenses
incurred as a result of damage or excess wear and tear caused by
Member’s service or emotional support animal.
7. RENEWAL AND TERMINATION
Unless JetSmarter determines not to renew, the Membership Term will

be conveniently renewed automatically and you agree to be charged the
applicable annual membership fee for the subsequent Membership
Term(s) unless you provide JetSmarter a written notice not to renew at
least thirty (30) days prior to the expiration of any preceding Term via
email to renewals@jetsmarter.com. If Member’s credit card is declined,
Member agrees to provide a different method of payment within three (3)

business days. If Member fails to provide a different method of payment,
and the Membership Fee is due and outstanding longer than ten (10)
business days, the Member’s Membership will be cancelled, and Member
will forfeit and lose the Initiation Fee and any other accrued benefits,
including flight credits. Any outstanding charges shall remain due until
paid in full.
8. FLIGHT RESERVATION POLICY
Prices for flight reservations are displayed in the Application or other

medium via which the flights are reserved. Prices are updated in real time
and not guaranteed until the reservation is made and confirmed. All flight
reservations are subject to availability and are offered on a first-come,
first-served basis.
9. LIMITATION OF THE NUMBER OF FLIGHT CREDITS OR OTHER

PROMOTIONAL CREDITS AVAILABLE FOR USE PER TRANSACTION
From time to time, JetSmarter may introduce various promotions and

issue gratuitous flight credits or other flight benefits that can be used to
purchase select JetSmarter products and services. In its sole discretion,
JetSmarter may impose a limit on the amount of flight credits that can be
used per single flight. The prevailing limit of flight credits that can be
used per single flight is displayed in the Application and can be changed
from time to time without prior notice. Any unused flight credits will
expire 12 months after they are credited.
10. PROMOTIONAL MEMBERSHIPS
At its sole discretion, JetSmarter may offer certain Members trial or other
promotional memberships with different features, which are subject to
the terms of this Agreement, except as otherwise stated in the

promotional offer (“Promotional Membership”). A Promotional
Membership is valid only for the period specified in the promotional offer.
If no period is specified, JetSmarter may terminate a Promotional
Membership at any time in its sole discretion.
11. SERVICE LIMITATIONS
Services are subject to JetSmarter’s Terms of Use, Copyright Policy,

Charter Terms, and Public Charter Operator-Participant Agreements
available for review at https://jetsmarter.com/legal/ and through the
Application (collectively, “Terms and Conditions”). By entering into this
Agreement, Member agrees to all Terms and Conditions and such Terms
and Conditions are incorporated by reference herein. JetSmarter may
amend or modify its Terms and Conditions from time to time.
Amendments will be effective upon JetSmarter’s publishing of such
amended or modified Terms and Conditions on its website or the
Application. Member’s continued access or use of the Service after such
posting constitutes Member’s consent to be bound by the Terms and
Conditions, as amended or modified.
Membership privileges are solely available to Member and cannot be lent,

shared, transferred, leased or sold to any third party, except as specified
in this Agreement or in a valid promotional offer. While Member can invite
guests to join them on flights they arrange and pay for, they cannot lend
their account to someone else to book flights or access the Service.
Except as specified in a valid promotional offer, all Members, except
members of the Sophisticated tier, are required to be present on board
any flight that Member arranges by using the Services of JetSmarter.
Only Member can use earned flight credits if they are earned and
awarded. Member cannot sell, transfer, or receive remuneration for flight
credits or other awarded or accrued benefits or credits. Member

acknowledges that any reward or credit may be limited and may be
subject to expiration at JetSmarter’s sole discretion. Any breach of this
section may result in Member losing privileges and membership
cancellation with no further obligation to Member or recourse by
Member.
Member acknowledges that JetSmarter is the manager of the Program

and Service, and that the success of the Program and the ability to deliver
the Service with high levels of customer satisfaction depends on a
vibrant and cooperative membership. Member’s good faith cooperation
regarding booking, cancellations, notices, departure times, itinerary
flexibility, communication, payments and documentation, and other
aspects of arranging flights and other aspects of the Service is required.
Any attempt to deliberately manipulate the Service or the Application by
repeatedly placing and cancelling bookings or requests for flights,
canceling requests and rebooking with slightly differing requirements,
failing to authorize payment or pay for the Service as provided for herein,
failing to accept the invoice for flight reservations on timely basis, failing
to maintain a valid credit card on-file that is usable for pre-
authorization/reserve and payment/capture, or failing to communicate
effectively and in a timely manner regarding all aspects of coordinating
the delivery of the Service, or other such actions which in JetSmarter’s
opinion disrupts JetSmarter’s ability to deliver the Service,
notwithstanding anything contained herein to the contrary, will result in
JetSmarter having the authority to reject Member’s trip requests without
obligation and/or suspend or cancel Membership.
12. NON-RELIANCE
EACH MEMBER ACKNOWLEDGES AND AGREES THAT, EXCEPT FOR

THE EXPRESS REPRESENTATIONS AND WARRANTIES CONTAINED IN
THIS AGREEMENT AND IN THE TERMS AND CONDITIONS, IN EACH
CASE AS AMENDED FROM TIME TO TIME: (A) NEITHER JETSMARTER
NOR ANY OTHER PERSON ON JETSMARTER'S BEHALF HAS MADE OR
MAKES ANY EXPRESS OR IMPLIED REPRESENTATION OR WARRANTY,
EITHER ORAL OR WRITTEN, WHETHER ARISING BY LAW, COURSE OF
DEALING, COURSE OF PERFORMANCE, USAGE, TRADE, OR OTHERWISE,
ALL OF WHICH ARE EXPRESSLY DISCLAIMED; AND (B) EACH MEMBER
ACKNOWLEDGES AND AGREES THAT, IN DECIDING TO PURCHASE A
MEMBERSHIP, HE, SHE, OR IT HAS NOT RELIED UPON ANY
REPRESENTATION, WARRANTY OR DISCLOSURE MADE BY
JETSMARTER OR ANY OTHER PERSON ON JETSMARTER'S BEHALF,
EXCEPT AS SPECIFICALLY PROVIDED IN THIS AGREEMENT OR IN THE
TERMS AND CONDITIONS, IN EACH CASE AS AMENDED FROM TIME TO
TIME.
13. PRIVACY OF MEMBER DATA
JetSmarter collects and utilizes Member information according to the

Privacy Policy that is incorporated in full by this reference and available at
https://jetsmarter.com/legal/privacy-policy/. JetSmarter may use
Member information to check the credit of Member in connection with its
invoice collection efforts or to check the credit of Member and perform
criminal and other background searches of Member in connection with
evaluating whether to accept or continue Member’s membership in the
Membership Program.
14. RELEASE TO USE PICTURE AND VOICE
Member authorizes JetSmarter, its subsidiaries, licensees, successors

and assigns, to use Member’s (1) picture, including photographic, motion
picture, and electronic (video) images; and (2) voice, including sound and
video recordings created while Member is utilizing the Services of
JetSmarter. Member hereby grants JetSmarter, its subsidiaries,
licensees, successors and assigns, the right to use, publish, and
reproduce, for all purposes, Member’s name, picture(s) of Member in film
or electronic (video) form, silhouettes and other reproductions of
Member’s likeness, sound and video recordings of Member’s voice, and
printed and electronic copies of the information described above in any
and all media including, without limitation, cable and broadcast television
and Internet, and for exhibition, distribution, promotion, advertising, sale,
press conferences, meetings, hearings, educational purposes, and in
brochures and other print media. This permission extends to all
languages, media, formats and markets now known or hereafter devised
whether in the United States or abroad. The permission shall continue
forever. Member acknowledges and understands that he, she, or it may
not enjoin any exploitation of the activities as described above.
Member further grants JetSmarter, its subsidiaries, licensees, successors

and assigns all right, title, and interest in all finished pictures, negatives,
reproductions, and copies of any original print, and further grants
JetSmarter, its subsidiaries, licensees, successors and assigns the right
to give, sell, transfer, and exhibit any print in copies or facsimiles thereof,
for marketing, communications, or advertising purposes, as it deems fit
in its sole discretion.
Member hereby waives the right to receive any payment for granting this
release and waives the right to receive any payment for JetSmarter’s, its
subsidiaries, licensees, successors and assigns use of any of the
material described above for any purpose authorized by this release.
Member also waives any right to inspect or approve finished

photographs, audio, video, multimedia, or advertising recordings and
copy or printed matter or computer generated scanned image and other
electronic media that may be used in conjunction therewith and further
waives any right to approve the eventual use that it might be applied.
Member acknowledges that he or she has read the foregoing and fully
understands and agrees to the contents thereof.
15. LIMITATION OF LIABILITY
JetSmarter does not own or operate any aircraft on which the flights are
performed and does not carry any aviation insurance. Furthermore, all
member benefits are provided and administered by the respective third
parties that provide the services. JetSmarter Members acknowledge that
member benefits services are provided by independent contractors and
JetSmarter has no responsibility for the performance of member benefits
services. JetSmarter neither supervises nor controls the actions of
independent member benefits services providers, nor makes any
representation either express or implied as to their suitability. Member
further understands and agrees that JetSmarter is not liable for any
injury, damage, loss, expense, special or consequential damages, or any
other irregularity caused by the defect of any aircraft or conveyance, or
the negligence of any company or person engaged in conveying the
passenger, or carrying out the arrangements for Member’s trip, or
providing any member benefits, or by accident, delay, flight schedule,
change, cancellation, sickness, weather, strikes, war, quarantine or any
similar cause. On behalf of themselves and their guests, Members
understand and agree that JetSmarter’s liability shall in any case be
limited to the Membership Fee amount paid by Member to JetSmarter for
the preceding three years of Member’s membership term.
MEMBERS, ON BEHALF OF THEMSELVES AND THEIR RESPECTIVE

GUESTS (COLLECTIVELY, “MEMBER PARTIES”), AGREE TO ACCEPT THE
PROCEEDS OF THEINSURANCE MAINTAINED BY OPERATOR OR A
THIRD PARTY PROVIDER OF GOODS OR SERVICES AS THEIR SOLE
RECOURSE AGAINST OPERATOR, JETSMARTER OR A THIRD PARTY
PROVIDER OF GOODS OR SERVICES FOR ANY LOSS OR DAMAGE
(INCLUDING, WITHOUT LIMITATION, INJURY, DEATH OR PROPERTY
DAMAGE) TO ANY MEMBER PARTIES; PROVIDED HOWEVER, THAT THE
FOREGOING LIMITATION SHALL NOT APPLY IN THE EVENT OF
OPERATOR’S PROVEN GROSS NEGLIGENCE OR WILLFUL
MISCONDUCT.
IN ALL CASES AND UNDER ALL CIRCUMSTANCES, OPERATOR OR

JETSMARTER SHALL NOT IN ANY EVENT BE LIABLE TO MEMBER
PARTIES FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL,
EXEMPLARY OR PUNITIVE DAMAGES OF ANY KIND OR NATURE
INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, USE, VALUE,
REVENUE, BUSINESS OPPORTUNITIES, AND THE LIKE, UNDER ANY
CIRCUMSTANCES OR FOR ANY REASON, INCLUDING, WITHOUT
LIMITATION, ANY DELAY OR FAILURE TO FURNISH ANY AIRCRAFT
CAUSED OR OCCASIONED BY THE PERFORMANCE OR NON-
PERFORMANCE OF ANY OBLIGATIONS OF OPERATOR (REGARDLESS
OF THE FORM OF ACTION, WHETHER BASED IN CONTRACT OR TORT
OR ANY OTHER LEGAL OR EQUITABLE THEORY), EVEN IF ANY SUCH
PARTY KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITIES OF
SUCH DAMAGES.
16. INSURANCE
It is the sole responsibility of the aircraft operator or independent provider

of goods or services to maintain liability insurance coverage. Member
understands and agrees that JetSmarter is not liable for any claims
arising out of or in connection with the services of the aircraft operator,
any of its partners and affiliates, or any third party provider of goods or
services.
17. GOVERNING LAW
This Agreement and all the rights of the parties hereunder shall be
governed by, construed and enforced in accordance with the laws of the
State of Florida without reference to the conflict of law principles of any
jurisdiction.
18. DISPUTE RESOLUTION
Any claim or dispute between the parties and/or against any agent,
employee, successor, or assign of the other, whether related to this
Agreement, any of the Terms and Conditions, or the relationship or rights
or obligations contemplated herein, including the validity of this clause,
shall be resolved exclusively by binding arbitration by the American
Arbitration Association by a sole arbitrator under the Commercial
Arbitration Rules and the Supplementary Procedures for Consumer
Related Disputes then in effect, which are deemed to be incorporated
herein by reference.. The place of arbitration shall be Broward County,
Florida. The existence and content of the arbitration proceedings and any
rulings or award shall be kept confidential except: (i) to the extent that
disclosure may be required of a party to fulfill a legal duty, protect or
pursue a legal right, or enforce or challenge an award in bona fide legal
proceedings before a state court or other judicial authority, or (ii) with the
written consent of all parties. Notwithstanding anything to the contrary,
either party may disclose matters relating to the arbitration or the
arbitration proceedings where necessary for the preparation or

presentation of a claim or defense in such arbitration.
Arbitration shall proceed solely on an individual basis without the right for
any claims to be arbitrated on a class action basis or on bases involving
claims brought in a purported representative capacity on behalf of others.
The arbitrator's authority to resolve and make written awards is limited to
claims between Member and JetSmarter alone. Claims may not be joined
or consolidated unless agreed to in writing by all parties. No arbitration
award or decision will have any preclusive effect as to issues or claims in
any dispute with anyone who is not a named party to the arbitration.
Notwithstanding any other provision in these terms and conditions and
without waiving either party's right of appeal, if any portion of this “class
action waiver and other restrictions” provision is deemed invalid or
unenforceable, then the remaining portions of the arbitration provision
shall remain in full force and effect.
19. ASSIGNMENT
This Agreement shall be binding upon and inure to the benefit of the
parties. Member may not assign or transfer his or her rights or
obligations without the prior written consent of JetSmarter, which may
be withheld at its sole discretion and for any reason.
20. CONSTRUCTION
If any provision of this Agreement is declared by an arbitrator or a court

of competent jurisdiction to be invalid, illegal, or unenforceable, such
provision shall be limited or eliminated to the minimum extent necessary
so that this Agreement shall otherwise remain in full force and effect.
21. NOTICE
JetSmarter may give notice by means of a general notice through the

Software, electronic mail to Member’s email address on record, or by
written communication sent to Member’s address on record. Such notice
shall be deemed to have been given upon the expiration of forty-eight
(48) hours after mailing (if sent by first class mail) or twelve (12) hours
after posting or sending it via email or other means of electronic
transmission. Member may give notice to JetSmarter (such notice shall
be deemed given when received by JetSmarter) at any time by any of the
following: letter delivered by nationally recognized overnight delivery
service or first class mail postage prepaid with delivery confirmation to
JetSmarter at the following address: JetSmarter Inc., 500 E. Broward
Blvd., 19th Floor, Fort Lauderdale, FL 33394 addressed to the attention of:
Chief Executive Officer, with a copy to the Legal Department.
22. MISCELLANEOUS
This Agreement together with the agreements and other documents

referenced herein and incorporated herein by reference constitute the
entire agreement between the parties concerning its subject matter and
supersedes any prior or contemporaneous agreements, understandings
or proposals. Paragraph headings are for convenience of reference only
and shall not affect or be utilized in construing or interpreting this
Agreement. No provision of, right, power or privilege under this
Agreement shall be deemed to have been waived by any act, delay,
omission, or acquiescence on the part of any party, its agents or
employees, but only by an instrument in writing signed by an authorized
representative of each party. This Agreement shall not be construed as
creating a joint venture, partnership, or other form of association or
cooperative arrangement between JetSmarter and Member. No waiver
by any party of any breach or default of any provision of this Agreement

by the other party shall be effective as to any other breach or default.
23. ELECTRONIC SIGNATURES
Each party agrees that the electronic signatures and acknowledgments,

whether digital or encrypted, of the parties to this Agreement are
intended to authenticate this writing and to have the same force and
effect as manual signatures. Electronic signature means any electronic
sound, symbol or process attached to or logically associated with a
record and executed and adopted by a party with the intent to sign such
record, including facsimile or e-mail electronic signatures. Member’s
access or use of the Service and the Application constitutes Member’s
agreement to be bound by all terms and provisions of this Agreement
(including the agreements and other documents referenced herein and
incorporated herein by reference) as amended or modified from time to
time.
24. COLORADO RESIDENTS’ RIGHTS
The following provision applies exclusively to legal residents of Colorado.

Members who are legal residents of Colorado have a right to cancel this
Membership Agreement subject to the terms and by following the
procedure outlined in this Section.
THE PURCHASER MAY CANCEL THIS CONTRACT FOR ANY REASON

AT ANY TIME PRIOR TO THE CLOSE OF BUSINESS ON THE NEXT
BUSINESS DAY FOLLOWING THE DAY THE PURCHASER SIGNS THE
MEMBERSHIP CONTRACT BY DELIVERING OR MAILING TO THE
BUYERS' CLUB WRITTEN NOTICE OF CANCELLATION. NOTICE OF
CANCELLATION, IF SENT BY MAIL, IS DEEMED TO BE GIVEN AS OF
THE DATE THE MAILED NOTICE WAS POSTMARKED. In the event
Member residing in Colorado chooses to exercise the cancellation right,

Member agrees to pay JetSmarter for any and all services that Member
utilized prior to cancellation of his or her Membership at the published
non-member rates.
25. CONNECTICUT RESIDENTS’ RIGHTS
The following provision applies exclusively to legal residents of

Connecticut. Members who are legal residents of Connecticut have a
right to cancel this Membership Agreement subject to the terms and by
following the procedure outlined in this Section. YOU, THE BUYER, MAY
CANCEL THIS TRANSACTION AT ANY TIME PRIOR TO MIDNIGHT OF
THE THIRD BUSINESS DAY AFTER THE DATE OF THIS TRANSACTION.
SEE THE NOTICE OF CANCELLATION FORM FOR AN EXPLANATION OF
THIS RIGHT BELOW.
NOTICE OF CANCELLATION
Date of Transaction is stated on your membership invoice.
YOU MAY CANCEL THIS TRANSACTION, WITHOUT ANY PENALTY OR

OBLIGATION, WITHIN THREE BUSINESS DAYS FROM THE ABOVE
DATE. IF YOU CANCEL, ANY PAYMENTS MADE BY YOU UNDER THE
CONTRACT WILL BE RETURNED WITHIN TEN BUSINESS DAYS
FOLLOWING RECEIPT BY THE BUYING CLUB OF YOUR CANCELLATION
NOTICE. TO CANCEL THIS TRANSACTION, MAIL OR DELIVER A
SIGNED AND DATED COPY OF THIS CANCELLATION NOTICE OR ANY
OTHER WRITTEN NOTICE TO JETSMARTER INC., ATTN: LEGAL
DEPARTMENT AT 500 EAST BROWARD BLVD., SUITE 1900, FORT
LAUDERDALE, FLORIDA 33394 NOT LATER THAN MIDNIGHT OFTHIRD
DAY FOLLOWING THE DATE OF TRANSACTION AS STATED ON YOUR
MEMBERSHIP INVOICE.
I HEREBY CANCEL THIS TRANSACTION.
(Date)
(Buyer's Signature)
In the event Member residing in Connecticut chooses to exercise the

cancellation right, Member agrees to pay JetSmarter for any and all
services that Member utilized prior to cancellation of his or her
Membership at the published non-member rates.
26. FLORIDA RESIDENTS’ RIGHTS
The following provision applies exclusively to legal residents of Florida.

Members who are legal residents of Florida have a right to cancel this
Membership Agreement subject to the terms and by following the
procedure outlined in this Section. YOU MAY CANCEL THIS CONTRACT
WITHOUT ANY PENALTY OR OBLIGATION WITHIN 3 BUSINESS DAYS
FROM THE DATE LISTED ON YOUR MEMBERSHIP INVOICE, AND
RECEIVE A FULL REFUND OF ALL PAYMENTS MADE TO THE SELLER.
YOU MAY ALSO CANCEL THIS CONTRACT IF UPON A DOCTOR’S
ORDER YOU CANNOT PHYSICALLY RECEIVE THE SERVICES, OR YOU
MAY CANCEL THE CONTRACT IF THE SERVICES CEASE TO BE
OFFERED AS STATED IN THE CONTRACT. IF YOU CANCEL THE
CONTRACT FOR EITHER OF THESE REASONS, THE SELLER,
JETSMARTER, MAY KEEP ONLY A PORTION OF THE CONTRACT PRICE
EQUAL TO A PRO RATA PORTION OF THE TOTAL PRICE
REPRESENTING THE PROPORTION OF SERVICES YOU USED OR
COMPLETED, PLUS THE COST TO THE SELLER OF ANY RELATED
GOODS WHICH YOU HAVE CONSUMED OR RETAINED.
To cancel this transaction, mail or deliver a signed and dated copy of this
cancellation notice to JetSmarter Inc., Attn: Legal Department at 500 East
Broward Blvd., Suite 1900, Fort Lauderdale, Florida 33394 not later than
midnight of third day following the date of transaction as stated on your
Membership Invoice. In the event Member residing in Florida chooses to
exercise the cancellation right, Member agrees to pay JetSmarter for any
and all services that Member utilized prior to cancellation of his or her
Membership at the published non-member rates.
27. MASSACHUSETTS RESIDENTS’ RIGHTS
Members who are legal residents of Massachusetts, you may cancel this
agreement if it has been signed by a party thereto at a place other than
an address of the seller, which may be his main office or branch
thereof, provided you notify the seller in writing at his main office or
branch by ordinary mail posted, by telegram sent or by delivery, not
later than midnight of the third business day following the signing of
this agreement. In the event Member residing in Massachusetts chooses
to exercise the cancellation right, Member agrees to pay JetSmarter for
any and all services that Member utilized prior to cancellation of his or
her Membership at the published non-member rates. In order to cancel
the Agreement, Member who are legal residents of Massachusetts must
mail or deliver a signed and dated copy of this cancellation notice to
JetSmarter Inc., Attn: Legal Department at 500 East Broward Blvd., Suite
1900, Fort Lauderdale, Florida 33394 not later than midnight of third day
following the date of transaction as stated on your Membership Invoice.
NOTICE OF CANCELLATION
Date of transaction is stated on your membership invoice.
You may cancel this transaction, without any penalty or obligation,

within three business days from the above date.
If you cancel, any property traded in, any payments made by you under
the agreement, and any negotiable instrument executed by you will be
returned within ten business days following receipt by the seller of your
cancellation notice, and any security interest arising out of the
transaction will be cancelled.
If you cancel, you must make available to the seller at your residence, in
substantially as good condition as when received, any goods delivered
to you under this agreement; or you may if you wish, comply with the
instructions of the seller regarding the return shipment of the goods at
the seller's expense and risk.
If you do make the goods available to the seller and the seller does not
pick them up within twenty days of the date of your notice of
cancellation, you may retain or dispose of the goods without any
further obligation. If you fail to make the goods available to the seller,
or if you agree to return the goods to the seller and fail to do so, then
you remain liable for performance of all obligations under the contract.
To cancel this transaction, mail or deliver a signed and dated copy of

this cancellation notice or any other written notice, or send a telegram
to JetSmarter at 500 East Broward Blvd, Suite 1900, Fort Lauderdale, FL
33394 not later than midnight of (date).
(Date)
(Buyer's Signature)
28. VIRGINIA RESIDENTS’ RIGHTS
Members who are legal residents of Virginia have a right to cancel this
Membership Agreement within seven days of the date stated on
Member’s membership invoice. In the event Member residing in Virginia
chooses to exercise the cancellation right, Member agrees to pay
JetSmarter for any and all services that Member utilized prior to
cancellation of his or her Membership at the published non-member
rates.
BUYER'S NONWAIVABLE RIGHT TO CANCEL:
YOU MAY CANCEL THIS TRANSACTION, WITHOUT ANY PENALTY OR

OBLIGATION, WITHIN SEVEN CALENDAR DAYS FROM YOUR
EXECUTION OF THIS CONTRACT UNLESS YOU HAVE ALREADY USED
THE TRAVEL SERVICES PROVIDED IN CONNECTION WITH THIS
TRAVEL SERVICES AGREEMENT. IF YOU HAVE ALREADY USED THE
TRAVEL SERVICES PROVIDED IN CONNECTION WITH THIS TRAVEL
SERVICES AGREEMENT, YOU MAY STILL CANCEL THIS TRANSACTION
WITHIN SEVEN CALENDAR DAYS FROM YOUR EXECUTION HEREOF,
BUT YOU ARE NOT ENTITLED TO A REFUND OF ANY PRIOR
PAYMENTS MADE FOR THE SPECIFIC TRAVEL SERVICES UTILIZED. TO
CANCEL THIS TRANSACTION, MAIL OR DELIVER A SIGNED AND
DATED COPY OF THIS CANCELLATION NOTICE OR ANY OTHER
WRITTEN NOTICE OR SEND A TELEGRAM TO: JetSmarter at 500 E
Broward Blvd, Suite 1900, Fort Lauderdale, FL 33394 NOT LATER THAN
MIDNIGHT OF THE SEVENTH CALENDAR DAY AFTER EXECUTION OF
THE CONTRACT.
(Date)
(Buyer's Signature)
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JetSmarter does not own or operate any aircraft. All flights are performed by FAA-licensed and DOT-registered air carriers. JetSmarter
offers a number of programs including private charters, for which JetSmarter acts solely as your agent in arranging the flight, and Public
Charters, for which JetSmarter acts as principal in buying and reselling the air transportation. Seats made available under the Public Charter
Program are subject to the Public Charter rules contained in 14 CFR 380. All flights are subject to availability and such other terms and
conditions available at jetsmarter.com/legal/

Davis, Van Der Velde, Kahn, Bader, Nakash, Gallagher v. JetSmarter Demand For Class Arbitration

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Davis, Van Der Velde, Kahn, Bader, Nakash, Gallagher v. JetSmarter Demand For Class Arbitration

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AMERICAN ARBITRATION ASSOCIATION

MATTER NUMBER: __________________

FRED MICHAEL DAVIS, ANNE-MARIE

JETSMARTER, INC., a Delaware Corporation,

DEMAND FOR CLASS ARBITRATION

Claimants, FRED MICHAEL DAVIS, ANNE-MARIE VAN DER VELDE, HOWARD

KAHN, ROBIN BADER, STEVEN M. NAKASH, ALISON NAKASH and SHANE

GALLAGHER (“Claimants”), individually and on behalf of all others similarly-situated, by

all others similarly situated, against Respondent, JETSMARTER, INC., a Delaware

Corporation (“JetSmarter”), and hereby allege as follows:

SOLOWSKY & ALLEN, P.L.

1. JetSmarter, through its advertisements, marketing, and representatives,

memberships was far different. Despite JetSmarter’s advertisements, marketing, and

the membership terms, JetSmarter unilaterally eliminated membership benefits and

far more expensive than flying commercial.

exchange, JetSmarter’s members pay JetSmarter an initiation fee and an annual

4. Membership in JetSmarter is an illusion. JetSmarter extracts tens of thousands

false and deceptive representations that using JetSmarter’s membership service is

JetSmarter’s membership service, they were charged thousands of dollars in additional

additional fees and charges. JetSmarter’s unilateral, deceptive actions resulted in

devaluation of JetSmarter membership.

5. JetSmarter and Claimants entered into a Membership Agreement effective

upon Claimants’ subscription to JetSmarter membership. See, e.g., Membership

Agreement (current version) attached as Exhibit A.

6. The Membership Agreement is illusory in that JetSmarter reserves the right to

(Membership Services) (“JetSmarter reserves the right to change, suspend, or terminate

7. Further, the Membership Agreement is illusory in that, inter alia, it gives

members’ membership terms, JetSmarter eliminated nearly all offerings of

seats at no additional costs and charged members thousands of dollars for

b. JetSmarter’s representatives sent emails advertising that JetSmarter members

were entitled to unlimited seats on scheduled route JetShuttles included in

membership, that membership benefits also included access to 5,000 JetDeals

c. JetSmarter members were led to believe that for payment of a one-time

initiation fee and an annual membership fee, JetSmarter members were

entitled to fly, at no additional charge, on as many JetShuttles and JetDeals as

benefit was unilaterally eliminated by JetSmarter during the membership terms

9. Thousands of customers, enticed by JetSmarter’s deceptive trade practices,

joined, and paid for JetSmarter membership.

already been paid for in advance by members, JetSmarter unilaterally eliminated or

changing fees and charges. JetSmarter’s unilateral, deceptive actions resulted in

devaluation of JetSmarter membership. For example, JetSmarter unilaterally eliminated

previously included in membership;

b. JetSmarter charged “holiday” surcharges of 30 cents per mile for seats on

flights which had been previously included in membership;

comparable commercial airline ticket;

been previously included in membership;

previously included in membership;

previously been able to be exchanged for free seats on JetShuttle flights;

g. JetSmarter increased flight costs thereby decreasing the value of members’

seats on a JetSmarter flight;

h. JetSmarter marketed to members upgrades to Sophisticated Membership for

one-year or multi-year memberships and JetSmarter did so knowing that the

intending to eliminate or severely limit the benefits; and

i. JetSmarter unilaterally and without notice, during membership terms, made

material changes, eliminations, and reductions to membership.

11. JetSmarter membership was illusory because JetSmarter had no obligation to

provide any service to its members under its Membership Agreement.

without notice to its members.

13. Despite JetSmarter’s uniform advertisements and marketing strategy, Sergey

14. As a result of JetSmarter’s deceptive actions, the cost of JetSmarter

15. In fact, the audacity of JetSmarter’s deception knows no bounds. In or about

benefits that JetSmarter knew it was or would be eliminating.

16. In response to the constant eliminations and reductions in the benefits of