The Amlyn - SaffronStays Management Contract

You might also like

Download as pdf or txt
Download as pdf or txt
You are on page 1of 16

Terms of Service for a Management Contract

This Agreement Is made between Saffron Studios Private Limited, having registered office at 1805 , Sky
Flama, Dosti Flamingos, Tokersi Jivraj Marg, Sewri (W), Mumbai 400015 and their successors and
permitted assigns (hereafter referred to as "SaffronStays", "we", "us", or "our") on one hand and Mrs
Hurmat, residing at ____________________________ (hereafter referred to as "Home Owner" or “you” or
“your”) on the other hand, hereinafter collectively referred to as the Parties and individually as a Party on
05 March, 2022 at Mumbai.

DC Approval ID : ______ , Dated : _________/1


2

1. KEY TERMS
1.1 “Booking Sites” refers to any website, including but not limited to SaffronStays website, their
contact centers, or their mobile applications used for the purpose of marketing, generating
bookings and reviews
1.2 "Content" means text, graphics, images, music, software (excluding the Application), audio, video,
information or other materials.
1.3 “Gross Revenue” refers to the amount due and payable by a Guest solely for use of the Home
Owner’s Leisure Home, and shall include both accommodation charges and food and beverage
charges.
1.4 "Guest" means a customer who requests a booking of a Listing via any of the Booking Sites, or
who stays at a Listing/ Leisure Home.
1.5 "Home Owner" means the Leisure Home Owner who is a member of the Leisure Home Network
and avails SaffronStays services through it.
1.6 “Key Personnel” means the Chef, Manager or Executive Supervisor appointed/deputed by
SaffonStays specifically to the Leisure Home
1.7 “Leisure Home” means property, the details whereof are mentioned in Annexure I hereto, that is
listed by a Home Owner or by SaffronStays on behalf of the Home Owner on any Booking Site for
the purpose of availing of the services of SaffronStays.
1.8 “Leisure Home Network'' means a network created by SaffronStays of Leisure Home Owners who
have agreed to be part of such a network to avail SaffronStays services.
1.9 “Net Revenues” means Gross Revenues collected from the Guest on behalf of the Home Owner,
minus all Taxes, fees of Booking Sites other than SaffronStays, fees of Travel Agents and other
distributors, discounts to Guests (if any), redemption of points by Loyalty Program Members, and
Payment Gateway charges (including taxes).
1.10 “SaffronStays Share” means share in the Net Revenues generated from the Leisure Home, payable
to SaffronStays for its services to the Home Owner and is calculated as a percentage of the Net
Revenues.
1.11 “Tax or taxes" mean any sales taxes, service taxes, additional cess or surcharge, service tax, value
added taxes (VAT), goods and services taxes (GST) and other similar municipal, state and federal,
central indirect or other withholding taxes.

Appointment & Authorisation

1. The Home Owner hereby appoints and authorizes SaffronStays to solely and exclusively brand,
manage, staff (Key Personnel), train, market and accept/ reject/ manage bookings through
Booking Sites, collecting payments by Guests, on behalf of the Home Owner, and respond to
subsequent reviews and ratings given by the Guests.
2. The Home Owner agrees that payment made by a Guest to SaffronStays shall be considered the
same as a payment made directly to the Home Owner and the Home Owner will make the Leisure
Home available to Guest in the agreed upon manner.
3. The Home Owner agrees that, SaffronStays may, in accordance with the cancellation policy
selected at the discretion of SaffronStays and reflected in the relevant listing, (i) permit the Guest
to cancel/reschedule the booking and (ii) refund to the Guest that portion of the Accommodation
Fees specified in the applicable cancellation policy.
4. In accepting appointment as the limited authorized agent of the Home Owner, SaffronStays
assumes no liability for any acts or omissions of the Home Owner.
3

5. Home Owner also agrees that SaffronStays may determine the appropriate tariff/ Accommodation
fee, security deposit, appropriate cancellation policy and at its sole discretion, decide a special
pricing for a specific booking (including giving the place for free for an average of no more than 1
night in a month), or dates or season or weekdays/weekends.
6. SaffronStays would have the discretion to reject a particular booking request if in its opinion, such
a booking or such guests may be inappropriate.
7. The Home Owner agrees that the Key Personnel/Area Cluster Team will, in consultation with and
advice from SaffronStays, supervise, direct and control the operations of the Leisure Home at a
level of service and quality in accordance with SaffronStays’ standards.

Services provided by SaffronStays & Home Owner responsibilities


SaffronStays agrees to provide the services specifically captured in charter of services in Annexure II Part A
and the Home Owner agrees to the responsibilities set out in Annexure II Part B hereto.

Cross-promotions & Co-branding


Home Owner agrees to allow SaffronStays to place promotional material(s) about any other Leisure Homes
in the Network, in the property. Likewise, SaffronStays shall place promotional material, about the Leisure
Home, in any other Leisure Home in the Network. The unique branding, created by SaffronStays, cannot be
used further by either Party, in case these Agreements are terminated.

Public Relations
As part of SaffronStays PR & Marketing efforts the information of the Leisure home may be shared and
distributed by SaffronStays to editorial publications for eventual PR coverage for the mutual benefits of the
brand and Leisure home. The information of the Leisure home shared by SaffronStays will be the same as
mentioned in SaffronStays website. The editorial publications that receives the Leisure home information
shall reserve the right to determine the content featured in the final coverage.

Tenure
This Agreement is valid for 5 years from the date of first booking of this Agreement with a lock-in period of
5 years for both parties. The Agreement shall be automatically renewed for 5 years thereafter.

Termination and SaffronStays Account Cancellation


Post the lock-in period, Either parties may terminate this Agreement by way of a written notice of 3
months.

In case the Home Owner decides to sell his Leisure Home, the Home Owner shall give a notice of 3 months
to SaffronStays of such an intention. Furthermore, the Home Owner shall ensure that the rights of
SaffronStays as per this Agreement remain unchanged and SaffronStays role as per this Agreement shall
remain undisturbed. In the event this is not possible and the Home Owner wishes to terminate the
Agreement, the Home Owner is liable to pay SaffronStays a sum of Rs. 7,50,000 (Indian Rupees Seven Lakh
Fifty Thousand Only) as compensation in order to compensate fairly for the efforts put in by SaffronStays.
Provided further that the Home Owner undertakes to honour any confirmed bookings in this period.

Upon termination, SaffronStays shall promptly pay the Home Owner any amounts that SaffronStays may
reasonably determine as owed to the Home Owner after deducting any amount that may be recoverable
from the Home Owner under this Agreement. In the event that the Home Owner owes SaffronStays any
amount after such adjustments against Home Owner’s share, then Home Owner shall forthwith pay
SaffronStays such amounts due to SaffronStays.
4

In the event that the Home Owner, at any stage during the Tenure, lists the Leisure Home at any other
website and/ or accepts any bookings directly from any other source, and / or create social media handles
for the home, SaffronStays has the right to terminate the agreement and the Home Owner is liable to pay
SaffronStays a sum of Rs. 7,50,000 (Indian Rupees Seven Lakh Fifty Thousand Only) as compensation in
order to compensate fairly for the efforts put in by SaffronStays.

Personal Use by Home Owner


Home Owner would inform SaffronStays if they would like to stay at the Leisure Home. Upon such notice,
SaffronStays shall keep the Home blocked. Provided that if there is a booking already for the requested
dates, in which case, the Home Owner shall provide alternative dates and shall not ask SaffronStays to
cancel such confirmed booking.

Cancellation of Booking
If the Home Owner cancels a confirmed booking causing a refund to be made to the concerned Guest, the
Home Owner is liable to pay 25% of the Booking Fee collected to SaffronStays as compensation. This
amount shall be deducted from the payout of the following month.

Ownership
The ownership of the Leisure Home will at all times rest with the Home Owner and by no means is
transferred to SaffronStays under these Agreements. SaffronStays is merely providing a service relating to
this Leisure Home as detailed in these Agreements and the Annexures thereto. Further, these Agreements
shall not create any tenancy or similar rights in favour of SaffronStays or any guest or any other person
referred to herein in respect of the Leisure Home.

Financial Terms
As specified in Annexure IV of this Agreement.

SaffronStays Share
The SaffronStays Share as set out in Annexure IV of Home Owner Agreement signed between Home
Owner and SaffronStays, would be deducted from the Net Revenues before remitting the Home Owner’s
Share to the Home Owner. Where applicable, Taxes may also be charged in addition to the SaffronStays
Share. Payout to the Home Owner would be remitted by SaffronStays via cheque, direct deposit or other
payment methods, in Indian Rupees ("INR"), periodically as specified in the said Annexure IV.

Use by SaffronStays
The Home Owner agrees to extend a discount of upto 15% to bookings done by SaffronStays’ founders,
members, employees, other home owners and investors. Additionally there will be 2 free nights used by
SaffronStays solely for the purpose of a beta test in the first 30 days from the launch. Likewise, the Home
Owner is entitled to a 15% discount across SaffronStays Leisure Home Network.

Non- Solicitation
The Home Owner agrees not to hire or attempt to hire any employees from SaffronStays at any time
during their tenure or upto six months immediately post his/her termination or resignation from
SaffronStays.
5

Controlling Law and Jurisdiction


These Terms will be interpreted in accordance with the laws of India. Courts in Mumbai shall have
exclusive jurisdiction over any disputes arising from these Agreements.

General
Each party shall comply with all the applicable laws. Each of the parties warrants its power to enter into
these Agreements and has obtained all necessary approvals to do so.

Force Majeure
A party shall not be liable for any failure of or delay in the performance of this Agreement for the period
that such failure or delay is due to causes beyond its reasonable control, including but not limited to acts
of God, war, strikes or labor disputes, embargoes, government orders or any other force majeure event.

Non-Disparagement or Protection of Reputation


Neither Party shall partake in any action that negatively impacts the other party, as an organization, its
reputation, products, services, management, investors, founders, or employees (past or present) at any
time.

Indemnification
Each party shall indemnify the other party from any and all claims, causes of action, suits, damages or
demands whatsoever, arising out of any breach of this agreement by the indemnifying party.

Liability
The Home Owner understands and agrees that SaffronStays is not a real estate broker, agent or insurer.
SaffronStays has no control over the conduct of guests and other users of the Booking Sites and disclaims
all liability in this regard.

Signed and Delivered by Signed and Delivered by

____________________ __________________________

Saffron Studios Private Limited


Place: Mumbai
6

Annexure I - Address of the Leisure Home

Address
7

Annexure II - Charter of Roles and Responsibilities


Part A
SaffronStays Responsibilities
Onboarding & Launch

● A temporary Listing is created along with FAQs, House rules and menus
● Naming the Home (co-owned IP between SaffronStays and Home Owner, with neither party being
able to re-use after the end of agreement)
● Detailed discussion with Home Owner to understand the story behind the Home
● Capture the same in the description of the Home to highlight the unique facets of the Home.
● Creating the listing of the Home for SaffronStays website and other OTA platforms
● Curating customer experiences that fit the character of the Home.
● Share and finalize the pre-launch sheet (PLS) with the Home Owner and assist (where required)
towards carrying out the upgrades highlighted in the same.
● Introducing the operations team in charge of the region/ Leisure Home to the Home Owner.
● Appointing the Key Personnel for the Leisure Home - In Charge to look after the Property and
manage the Guest experience.
● Assist with in-home staff recruitment (if required). Timelines for recruiting to be determined
mutually with the Home Owner.
● Carry out on-site staff training for the in-home care team by the Key Personnel/Area Cluster Team/
Corporate SaffronStays team, as required.
● Professional photoshoot for SaffronStays site, OTA platforms and social media marketing.
● Craft special instructions to be placed inside the Home, house rules as well as in-home and out of
home signages and cross promotions for other Homes in the Network.
● Introducing the Account Manager to the Home Owner who is the one point contact for the Home
Owner
● Pricing discussion to be had between the Account Manager and Home Owner and approval matrix
to be setup
● Introducing the sales process, calendar, booking data, monthly payout process, feedback, review and
ratings, GST, etc to the Home Owner.

90- day Success Program

● Conduct a beta test of the Home for a full dry run of the hospitality training, fix any issues and
updating content where necessary
● Launch the Home on the website and OTAs where applicable
● Introduce the Home Owner to the social media plan to be carried out across the 90 day program,
and beyond, for the Leisure Home
● Run paid ads on social media, email campaigns and share content introducing the Home to our
strong network of guests and travel trade partners.
● Engage influencers to conduct PR activities including but not limited to popular travel writers/
bloggers/ photographers to stay at the property and write about their experience on their social
media profiles/ publications. The cost of accommodation and meals will be borne by the Home
Owner.
● Prepare PR press releases for the Leisure Home (may be an individual or collective piece)
8

● Plan and execute a video/drone shoot for the Leisure Home (if agreed, timelines to be mutually
determined within the 90 day period)
● Carry out a monthly ‘Home Performance Review’ which covers a 360 degree review approach on the
operational, marketing and sales efforts being carried out for the Leisure Home
● Carry out the monthly operational audit to ensure that the property is maintained as per the brand
standards of SaffronStays.
● Carry out operational service reviews and required training through the Key Personnel/ Area Cluster
Team/ Corporate SaffronStays team as required

Ongoing - Post 90 Days Success Program Completion

● Account Managers would update Home Owners from time to time on the pricing decisions based on
peak and non peak seasons
● Reviews and ratings are shared with Home Owner and Key Personnel on real time basis. Where
possible, Operations will support to do the rectifications, if required.
● Include the Leisure Home in úmbrella campaigns’ which are region based marketing efforts across
multiple channels.
● Work on occupancy and revenue maximization by adjusting pricing dynamically
● Engage influencers to conduct PR activities including but not limited to popular travel writers/
bloggers/ photographers to stay at the property and write about their experience on their social
media profiles/ publications. The cost of accommodation and meals will be borne by the Home
Owner.
● Manage the received reviews and responses from stays on the Home Owner’s behalf
● Have a seamless method of communication and coordination between SaffronStays and Home
Owners
● Carry out the monthly operational audit to ensure that the property is maintained as per the brand
standards of SaffronStays.
● Carry out operational service reviews and required training through the Key Personnel/ Area Cluster
Team/ Corporate SaffronStays team as required

Food and Beverage Services

● F&B training to be provided on a regular (quarterly) basis, as well as, on Home Owner request
(chargeable to Home Owner) on an adhoc basis
● Curate the F&B experience through the creation of menus, culinary training and overseeing the
kitchen setup
● To coordinate with the guests on meal preferences and communicating the same with the service
staff at the Leisure Home
● To collect payment from the guests for all meals
9

Part B
Host Obligations
● To apply for the B&B License before commencement of operations.
● To acquire any other approvals, permissions and registrations as may be required in accordance
with the law, municipal regulations and society rules.
● Provide SaffronStays with complete, accurate and timely information;
● Incur costs of upkeep and upgrade of the property as well as actual operational expenses.
● Carry out any obligations which are the Host’s responsibility as a home-owner; eg, municipal
charges, property taxes, caretaker salaries, insurance costs;
● Cooperate fully with SaffronStays in the provision of the Services;
● Incur cost of Salary of a full time Manager/Chef - In Charge deployed by Saffronstays;
● Reimburse SaffronStays for any costs incurred on behalf of the Home Owner subject to prior
approval.
● All upgrades as identified through an audit by SaffronStays including but not limited to linens, soft
furnishings, bathroom fixtures and fittings, kitchen ware, pool fencing, visual privacy etc.
10

Annexure III - Charter of Services

Scope of Work Work carried out by Expense Borne by


Launch Expenses, including delivery charges
Initial Audit SaffronStays SaffronStays
Kitchen Audit SaffronStays SaffronStays
MEP Audit - Launch SaffronStays SaffronStays
Upgrades Home Owner Home Owner
Cutlery & Crockery SaffronStays Home Owner
Kitchen equipment SaffronStays Home Owner
CCTV Home Owner Home Owner
Pre Launch Procurement SaffronStays Home Owner
Toiletries & dispensers SaffronStays Home Owner
Linen SaffronStays Home Owner
SS Towels SaffronStays Home Owner
SS Cleaning agents SaffronStays Home Owner
In-home Signages, and SaffronStays Home Owner
Out-of-home Signages, including
Name Plates, Direction Boards, etc
Uniforms SaffronStays Home Owner
Chef coats SaffronStays Home Owner
Coasters / coffee table book SaffronStays Home Owner
B&B and FSSAI License Assistance SaffronStays Home Owner
Experience Curation SaffronStays Home Owner
Service Design & Recruitment SaffronStays Home Owner
(Agency Fees, if any)
Photoshoot and Drone Shoots, SaffronStays Home Owner
including any repeat shoots for any
reason
Trainings SaffronStays SaffronStays
Beta Test SaffronStays Home Owner
Staff Salaries
Key Personnel SaffronStays to appoint/ depute Home Owner,
Dedicated Trained Chef at the Leisure Home Rs.25000-35,000 per month +
- Stays on site (Actual payments made by 18% GST (indicative cost range)
- Also handles team and the property Home Owner)
11

like a manager

OR

Dedicated Manager/ Executive


Supervisor
- Stays on site
- Handles the property like a GM

PF, ESIS, Insurance and allied staff


employee benefits
Staff salary incl cook SaffronStays to help Recruit Home Owner,
(Actual payments made by As per Actuals
PF, ESIS, Insurance and allied staff Home Owner)
employee benefits
Salary costs of region heads, SaffronStays Included in SaffronStays
customer care, sales staff, marketing Share.
teams, and other region and Free to Home Owner.
corporate costs, etc
On-going, during tenure
Audit - Monthly (Mandatory) Key Personnel/Area Cluster Not Applicable - Only travel
Team and related costs, if any

Training- Ops. Quarterly (central SaffronStays Home Owner - Only Travel


location/ LMS/ Zoom call) and Related Costs, if any
Training - Ad Hoc (intervention SaffronStays or even outsourced Home Owner - Only Travel
based) agency and Related Costs, if any
Training - Specialized (snake training, SaffronStays (Outsourced Home Owner,
fire safety, emergency first -aid) Agency) As per Actuals, including
outsourced travel expenses.
F & B training - Quarterly (central SaffronStays Home Owner - Only Travel
location/ LMS/ Zoom call) and Related Costs, and
Groceries and required
materials, if any
F & B training - Ad hoc (intervention SaffronStays or even outsourced Home Owner - Only Travel
based) agency and Related Costs, and
Groceries and required
materials, if any
F & B training- specialized (cuisines- SaffronStays (Outsourced Home Owner - Training cost ,
outsourced) Agency) Travel Costs, and Groceries
and required materials, if any
MEP audit - Quarterly SaffronStays Home Owner ,
Rs.3000+GST (18%)
12

MEP Visits SaffronStays Home Owner ,


Rs.750+GST (18%)
Plus Travel
+ Material
Emergency visits/ Night visits by SaffronStays Home Owner,
SaffronStays staff Rs.1500+GST (18%)
Plus Travel
Expenses (including delivery and other charges)
Laundry Key Personnel/ Staff Home Owner ,
(Actual payments made by As per Actuals
Home Owner)

Electricity Key Personnel/ Staff Home Owner ,


(Actual payments made by As per Actuals
Home Owner)
Minor repair equipment, electricals, Key Personnel/ Staff Home Owner ,
etc (Actual payments made by As per Actuals
Home Owner)

Maintenance- AMC, pest control, Key Personnel/ Staff Home Owner


pool, garden, genset, etc (Actual payments made by
Home Owner)
Diesel Key Personnel/ Staff Home Owner
(Actual payments made by
Home Owner)
Food costs, groceries, provisions, Key Personnel/ Staff Home Owner
gas, etc (Actual payments made by
Home Owner)
Consumables Key Personnel/ Staff Home Owner
(Actual payments made by
Home Owner)
Water Key Personnel/ Staff Home Owner
(Actual payments made by
Home Owner)
Repairs Key Personnel/ Staff Home Owner
(Actual payments made by
Home Owner)
WiFi/ Cable Key Personnel/ Staff Home Owner
(Actual payments made by
Home Owner)
Insuring the Home against theft, fire, Home Owner Home Owner
earthquake and such other
calamities, and E&OE.
13

Municipal taxes, charges, including Home Owner Home Owner


water charges, property taxes and
charges for upkeep of the common
areas.
Specialized Insurance SaffronStays Home Owner
Rs.250 per month
Replenishments, including delivery charges (Indicative list, could be more)
Toiletries & dispensers SaffronStays Home Owner

Linen SaffronStays Home Owner

Towels SaffronStays Home Owner

Cleaning agents SaffronStays Home Owner

Uniforms SaffronStays Home Owner

Marketing
SaffronStays 4% of Net Revenues
Unique home branding and story Home Owner
creation efforts

OTA and TA distribution marketing


efforts.

Marketing Strategy (SEM, SEO,


persona driven marketing)

Central Efforts (Call centers, area


care team, website and app
marketing efforts)

Consideration and Nudges (social


media, blogs, articles, PR, email and
other correspondence engagements)

Loyalty program access and


maintenance (focus on loyalty and
advocacy)

Awareness Drive (Influencer efforts,


PR and Media, alliance efforts with
elite brands)

Influencer Marketing SaffronStays Home Owner, as per actuals


14

Technology, Sales & distribution

Access to proprietary Channel SaffronStays Home Owner


Manager (SYNC) Rs 950+GST(18%) per room,
per month
One stop home performance data
access – financial, reviews, ratings,
audits, etc

360° Online tech support across


tenure
Revenue intelligence data
OTA and Travel Agent commission SaffronStays Deducted from Gross
Revenues, while calculating
Net Revenues
PG fees, where applicable SaffronStays 2.5% of Gross Revenues
Deducted from Gross
Revenues, while calculating
Net revenues

The above indicated charges are for the calendar Year 2022, it will thereafter be adjusted to inflation based on the
Consumer Price index (as per CPI)
15

Annexure IV - Financial Terms

Revenue Sharing Arrangements:


Net Revenues earned at the Leisure Home shall be shared between SaffronStays and the Home Owner in
the following ratio:

Home Owners Share in Net Revenues 80%

SaffronStays Share (Operating fee) in Net Revenues 16%

SaffronStays Share (Marketing charge) in Net Revenues 4%

Home Owner’s Share shall be remitted to the Home Owner before the 10th of the following month with a
quarterly reconciliation of accounts. TDS shall be deducted, if required by law.

Other Fees/charges
In the event that SaffronStays curates the decor of the Home, on behalf of the Home Owner, a 15% service
charge shall be levied on the total project cost.
SaffronStays in consultation with the Home Owner, may engage an appropriate HR agency to recruit the
required staff for hospitality operations at the Home, if deemed necessary. The cost of recruitment,
commission or fees to the agency and salary of the hired will be borne by Home Owner.
SaffronStays in consultation with the Home Owner, may also engage a professional consultant to set up
the kitchen or curate the F&B experience, if deemed necessary. The cost of this exercise will be borne by
the Home Owner. For all expenses incurred and upgrades overseen by SaffronStays, SaffronStays shall
charge a service charge of 10% (GST as applicable).
16

Annexure V – Authorisation to Saffron Studios Pvt Ltd for Distribution to OTAs

I/We the owner(s) of property, The Amlyn located at Manali hereby inform all online and offline travel
agent partners, that I/we have appointed and authorized Saffron Studios Pvt Ltd to exclusively manage the
distribution of our inventory, rates and property information using online and offline sales channels.
Further, Saffron Studios is authorized to enter into commercial agreements with OTAs and other
distribution channels for the said property for the purpose of accepting bookings from vacation-seekers for
short term vacation rentals.

All bookings, confirmations, reconfirmations, updating property information, receiving and settlement of
payments, cancellations and refunds will be managed by Saffron Studios Pvt Ltd.

We shall inform the OTA partner with formal written notification on OTA partner registered email or
mailing address, if in future we wish to discontinue our management contract with Saffron Studios Pvt Ltd
for online and offline sales via various distribution channels.

Name of the Property The Amlyn

Location Manali

Authorized Party for Exclusive Marketing across Saffron Studios Pvt Ltd
all online and offline channels

For Saffron Studios Pvt Ltd Home Owner

_____________________ _____________________

Date: Date:
Place: Place:

You might also like