THIS MOTELDIRECT HOSTING PARTNER SERVICES AGREEMENT (the “Agreement”) dated: September 17, 2025
BETWEEN:
MOTELDIRECT A BUSINESS UNIT OF HOSPITALITY ANALYSTS PTY LIMITED ABN 28 143 256 491 OF 309 KATOOMBA ST, KATOOMBA, NSW 2780, herein referred to as “Moteldirect”
AND
(BUSINESS NAME)
Herein referred to as the “Hosting Partner”
BACKGROUND
A. Moteldirect has developed a direct to participating motel accommodation booking service operating as moteldirect.com.au.
B. Moteldirect has developed the MoteldirectPlatinum valued guest membership program attracting prospective guests to stay in motels owned or managed by Hosting Partners.
C. Members of MoteldirectPlatinum membership are entitled to receive an offer across all Hosting Partners displayed on MotelDirect.com.au.
D. Moteldirect is seeking to invite agreeable and suitably motivated Hosting Partners to participate in the Moteldirect.com.au and MoteldirectPlatinum membership programs developed by Moteldirect as the provider of accommodation services and guest offers
E. Moteldirect is aiming to be the pre eminent booking and referral site for direct accommodation sales for Host Partner motels across New South Wales in the first instance then all states and territories across Australia.
F. Moteldirect is aiming to have MoteldirectPlatinum membership, the most desirable, value addedincentive mechanism for current and prospective guests to book their accommodation needs with the Host Partners.
IN CONSIDERATION OF the matters described above and of the mutual benefits and obligations set forth in this Agreement, the receipt and sufficiency of which consideration is hereby acknowledged, Moteldirect and the Hosting Partner (individually the “Party” and collectively the “Parties” to this Agreement) agree as follows:
SERVICES PROVIDED
1. Moteldirect hereby agrees to provide the Hosting Partner with the following services (the “Services”)
a. Commission & Booking Fee FREE reservations made on the Hosting Partners existing reservations system originating from Moteldirect website, Moteldirect.com.au
b. Commission & Booking Fee FREE bookings made on the Hosting Partners existing booking system originating from Moteldirect website, Moteldirect.com.au
c. Commission & Booking Fee FREE bookings made on the Moteldirect website, Moteldirect.com.au, where the Hosting Partner does not have an existing booking or reservations system
d. To promote the Moteldirect brand of participating Hosting Partners to generate direct bookings to the Hosting Partners accommodation facilities
e. To provide in – room and on – premise promotional material to identify and promote the Moteldirect brand to existing and prospective guests
f. To provide the Hosting Partner the opportunity to meet on quarterly basis to discuss revenue management opportunities to boost accommodation revenue
g. The website Moteldirect.com.au operated by Moteldirect provides a feedback mechanism from guests to communicate their positive and negative feedback from their stay. This communication is only between the guest and the Hosting Partner and is not made public.
h. To provide the Moteldirect programs on an exclusive basis in your town, preventing any competitor to be appointed as a Hosting Partner where less than 10 motels operate in your postcode.
i. Where 10 or more motels operate in your town, subject to the performance of the Hosting Partner to actively sell Moteldirect platinum memberships,Moteldirect reserves the right to have a maximum of 2 motels invited to be Hosting Partners.
j. To provide the Moteldirect programs on a no lock-in basis, requiring only 30 days notice to be removed from participation in the programs.
k. Moteldirect offers participating Hosting Partners on a fee for service basis, training and operational guides and manuals for the effective management and consistent service standards in your accommodation section.
TERM OF AGREEMENT
2. The term of the Agreement (the “Term”) will begin on the date of this Agreement and will remain in full force and effectivefor thirty six months (36 months), subject to earlier termination as provided in this Agreement.
RENEWAL OF AGREEMENT
3. The Hosting Partner will be offered a renewal of a services agreement, which must be acknowledged, no greater than 90 days and no less than 30 days prior to the expiry of this agreement.
4. The renewal agreement will be on the terms and conditions prevailing at the time of renewal. All negotiations must be conducted in good faith to ensure the goals of Moteldirect are achieved on an ongoing sustainable basis.
PARTICIPATION, WEBSITE ACCESS& MATERIAL SUPPLIED
5. The Parties agree to do everything necessary to ensure the terms of this Agreement take effect and are operated on a mutually co-operative basis
6. Hosting Partners enter into this agreement with the mutual understanding thatMoteldirect is developing a brand specific to promoting and facilitating accommodation in motels, owned or managed by the Hosting Partner, to secure the best possible room rate, highest occupancy rate and strong repeat guest bookings.
7. The Hosting Partner will permit Moteldirect for the term of this agreement to copy, without charge, public available codes from the Hosting Partners website, it’s booking system, it’s reservations system for the express purpose of promoting the facilities, accommodation rooms and rates of the Hosting Partner on Moteldirect.com.au
8. The Hosting Partner will permit Moteldirect for the term of this agreement to access without charge, public available codes from the Hosting Partners website for the purpose of permitting prospective guests to make a direct booking with the Hosting Partner.
9. The Hosting Partner warrants that it will use its best endeavours to promote MoteldirectPlatinum memberships to prospective and existing guests.
10. Hosting Partners must actively participate in promoting MoteldirectPlatinum memberships to remain in the Moteldirect programs
11. From time to timeMoteldirect may approach Hosting Partners to participate in targeted marketing initiatives to generate new sales or reward MoteldirectPlatinum members. The cost of such initiatives will be mutually agreed before proceeding.
12. The database of members of MoteldirectPlatinum membership is not accessible to Hosting Partners
13.Moteldirect’sprimary source of income is the sale of MoteldirectPlatinum memberships as there is NO COST to Hosting Partners or FEES payable to participate in the core activities of this agreement. The reliance on of the sale of MoteldirectPlatinum memberships makes it imperative that Hosting Partners embrace the need to promote MoteldirectPlatinum memberships.
14. The Hosting Partner acknowledges that it is acting in the capacity as a sales agent of Moteldirect products and is not liable for any actions taken against Moteldirect, except where the Hosting Partner has exceeded its authority as a sales agent.
15. Moteldirectwill make direct sales ofMoteldirectPlatinum memberships to an individual, corporation, partnership or any associated entities as well as promotional and marketing opportunities.
16. The Hosting Partner has the sole responsibility in determining the benefits they offer to prospective guests utilising the MoteldirectPlatinum membership program.
17. All material provided by Moteldirect to the Hosting Partner, remains the property of Moteldirect and it’s confidentiality is covered by this agreement.
18. When Moteldirect perform tasks at the premises of the Hosting Partner, the Hosting Partner will provide suitable accommodation as required, to ensure the tasks are completed in a timely and efficient manner.
19. Each Hosting Partner is responsible for the operation of their accommodation facilities and it is encumbent on each Hosting Partner to maintain a level of service that does not result in excessive or recurring complaints from guests.
20. Moteldirect will use it’s best endeavours to assist Hosting Partners to rectify service complaints, however, in order to protect the reputation of all Hosting Partners, this agreement may be terminated due to consistent poor levels of service, as assessed by independent guest feedback.
REPORTING BETWEEN THE PARTIES, RIGHT TO REVIEW
21. Moteldirect will seek from the Hosting Partner at the time of agreement to proceed, their offers and close out dates and we will update the schedule for a forward 12 months
22. The Hosting Partner can update the cloud based software to promote the offers they are making to MoteldirectPlatinum members at any time. Support from Moteldirect is available 7 days per week to assist in meeting this requirement.
23. The Moteldirectwill communicate with each Hosting Partner on a quarterly basis to seek input for updating future offers, which we will update on behalf of the Hosting Partner.
CURRENCY
24. Except as otherwise provided in this Agreement, all monetary amounts referred to in this Agreement are in AUD (Australian Dollars)
PAYMENT
25. In the event the Hosting Partner takes up an option to sell direct to guests Moteldirect Platinum memberships, you must pay to Moteldirecton a monthly basis on the 7th day after a month ends, all funds collected from the sale of MoteldirectPlatinum memberships less the Hosting Partners 50% commission.
26. In the event this Agreement is terminated by the Hosting Partneror by Moteldirect, prior to the completion of this agreement, the Hosting Partner will be required to complete a final monthly sales report by the 7th day of the month after termination.
27. The Payment as stated in this Agreement is inclusive of Goods and Sales Tax (GST) as required by law.
TERMINATION OF THE AGREEMENT
28. Either Party may terminate this Agreement at any time, providing 30day’s notice to terminate, to the other Party.
29. Except where the Hosting Partner has committed a serious offence, including but not limited to, fraud, the appointment of administrators, receivers or liquidators, bankruptcy, theft of intellectual property, breach of confidentiality or consistent poor service standards as assess by independent guest feedback.
30. In the event Moteldirect seeks to terminate this Agreement due to the Hosting Partner performing any of the following events, failure to disclose in a timely manner information requested and deemed critical to providing the services on Moteldirect.com.au or to MoteldirectPlatinum memberships, inhibits the ability of the Moteldirect to perform their duties under this Agreement, providing misleading or deceptive information requested by Moteldirect, disclosure of confidential information, failure to pay as scheduled, Moteldirect will allow the Hosting Partner seven (7) days from receipt of the notice to terminate to rectify the event.
31. In the event the Hosting Partner fails to rectify the event anytime after 7 days from receipt of the notice to terminate, Moteldirect will be entitled to be paid by the Hosting Partner all invoices outstanding under this Agreement.
CONFIDENTIALITY
32. All written and oral information and material disclosed or provided by the Hosting Partner to Moteldirect under this Agreement is Confidential Information regardless of whether it was provided before or after the date of this Agreement.
OWNERSHIP OF INTELLECTUAL PROPERTY
33. All intellectual property and related material, including any trade secret, moral rights, goodwill, relevant registration or application for registration and rights in any patent, copyright, trade mark, intellectual design and trade name (“Intellectual Property”) owned or attributed to the Hosting Partner, is the sole property of the Hosting Partner.
34. All Intellectual Property owned byMoteldirect, including but not limited to any, businesses processes, spreadsheets used in Room Rate Manager, trade secret, moral rights, goodwill, relevant registration or application for registration and rights in any patent, copyright, trade mark, intellectual design and trade name, is the sole property of Moteldirect.
35. The Hosting Partner may not use the Intellectual Property of Moteldirect, without the written consent ofMoteldirect.
36. The Hosting Partner will be responsible to Moteldirect for any and all damages resulting from unauthorised use by the Hosting Partner of the Intellectual Property attributed to or owned by Moteldirect.
RETURN OF PROPERTY
37. Upon the expiration or termination of the Agreement, the Hosting Partner will return toMoteldirectin a timely manner, any property, documents, records or Confidential Information which is the property of Moteldirect.
CAPACITY AS UNASSOCIATED ENTITY
38. Moteldirect and the Hosting Partner acknowledge that this agreement does not create a partnership or joint venture between them and is exclusively a contract for service.
39. The Hosting Partner acknowledges that Moteldirect is a business unit of an entity incorporated in Australia and the Hosting Partner has no interest, equitable holding, association or shareholding in Moteldirect.
NOTICE
40. All notices, demands or other communications required or permitted by the terms of this Agreement will be given in writing and delivered to the Parties at the following physical address and email address
A) founder@moteldirect.com.au
B) (Email Address)
Or to such other physical address or email address as either Party may from time to time notify the other Party.
41. Such change in physical address or email address, must be acknowledged by the receiver and communicated such acknowledgement to the sender within a timely manner.
INDEMNIFICATION
42. Except to the extent paid in settlement from any applicable insurance policies and to the extent permitted by applicable law, each Party agree to indemnify and hold harmless the other Party, it’s offices, agents, employees and permitted assigns against any and all claims, losses, damages, liabilities, penalties, punitive damage, expenses, reasonable legal fees and costs of any kind or amount whatsoever, which result from or arise out of any act or omissions of the indemnifying part, it’s offices, agents, employees and permitted assigns that occurs in connection with this Agreement.
43. This indemnification will survive the termination of this Agreement
MODIFICATION OF AGREEMENT
44. Any amendment or modification of this Agreement or additional obligations assumed by either Party in connection with this Agreement will only be binding if evidence in writing signed by each Party or an authorised representative of each Party
TIME IS OF THE ESSENCE
45. Time is of the essence in this Agreement. No extension or variation of this Agreement will operate as a waiver of this provision
46. Moteldirect undertakes to complete the setup of the Hosting Partner in a reasonable time after the Hosting Partner has provided all requested material to update the Moteldirect.com.au website and produce the sale and promotional material to facilitate the operation of the MoteldirectPlatinum membership program.
COMMISSIONS
47. From time to timeMoteldirect may pay a commercially viable commission or fee to sales agents who introduce Hosting Partners to our services. Moteldirect can disclose to the Hosting Partner upon their written request, any commission paid to 3rd parties relative to the Hosting Partner business.
ASSIGNMENT
48. Moteldirect will not voluntarily, or by operation of law, assign, or otherwise transfer it’s obligations under this Agreement, without the prior written consent of the Hosting Partner.
49. Such request for assignment will not be unreasonably withheld by the Hosting Partner.
50. The Hosting Partner is permitted to transfer or assign this agreement to a new Hosting Partner in the postcode currently operated under this agreement, upon the written consent of Moteldirect and conditional upon the new Hosting Partner entering into the current Moteldirect Hosting Partner Services Agreement.
ENTIRE AGREEMENT
51. It is agreed that there is no representation, warranty, collateral agreement or condition affecting this Agreement except as expressly provided in this Agreement
ENDUREMENT
52. This Agreement will endure to the benefit of and be binding on the Parties and their respective heirs, executors, administrators and permitted successors and assigns
TITLES AND HEADINGS
53. Headings are inserted for the convenience of the Parties only and are not to be considered when interpreting this Agreement
GENDER
54. Words in the singular mean to include the plural and vice versa. Words in the masculine mean and include feminine and all gender identifications and vice versa
GOVERNING LAW
55. This Agreement will be governed by and constructed in accordance with the laws of the State of New South Wales
SEVERABILITY
56. In the event that any of the provisions of this Agreement are held to be unenforceable in whole or in part, all other provisions will nevertheless continue to be valid and enforceable with the invalid or unenforceable part severed from the remainder of this Agreement
WAIVER
57. The waiver by either Party of a breach, default, delay or omission of any of the provisions of this Agreement by the other party will be construed as a waiver of any subsequent breach of the same or other provisions.