The Marketing Agreement dated 10 October 2000 between A.P.V.C. Holdings Pty Ltd (the Marketer) and the Responsible Entity provides that the Marketer is to provide certain marketing services to the Responsible Entity.
The Marketer may appoint sub-contractors, experts and consultants to assist it in performing the marketing services. The Marketer is required to produce for approval by the Responsible Entity an annual draft marketing plan detailing the manner in which the Marketer is to perform the marketing services.
The Marketer licences the Responsible Entity to use certain intellectual property (IP) owned by the Marketer pursuant to the Marketing Agreement. The IP includes certain trademarks to be used by the Responsible Entity in marketing Memberships, including ‘Première Points’. The IP and any new intellectual property developed in relation to the IP remains the property of the Marketer, and may not be used by the Responsible Entity after termination of the Marketing Agreement.
Fees payable to the Marketer may at the discretion of the Marketer be paid by the Responsible Entity from Remuneration to which it is entitled under the Constitution, or, to the extent that the Marketer is an agent or delegate of the Responsible Entity, paid by the Responsible Entity from
Club Property pursuant to the Constitution. The Marketer is not entitled to reimbursement or recovery of any expenses incurred by the Marketer in performing the marketing services.
The Responsible Entity has entered into a further agreement with the Marketer called the Accommodation Supply Agreement whereby the Marketer is able to market rooms and sell room reservations in the Club at specified rates.