CoPreRis asbl

BE 810.028.390


 

Contract for the transfer of usufruct of prestigious assets, real estate and/or furniture, and/or works of art

xxxxxx/2022xxx

 

Between

 

The non-profit organisation CoPreRis, having its registered office in Belgium, in Ougrée, avenue du beau site, 99, represented by ir Jean COIGNON, managing director,

Hereinafter referred to as the Foundation,

 

And

 

……..…………………………………., 

Hereinafter referred to as the private Client,


 

It has been previously explained :

 

Preamble


The Foundation considers that Culture is an invisible but essential constituent of well-being at work, and wishes to promote the dissemination of contemporary artists in companies and institutions. The private Client shares this feeling but also wants to optimize the costs of a concrete commitment in this direction. The agreement reached is justified here.

 

Having said that, it was agreed that the following.

 

Article 1 : affiliation

The private Client, by bringing, directly or eventually, property to the Foundation, participates in the achievement of its corporate purpose and becomes an affiliate member, at its request and upon the approval of its application as provided for in the statutes, with a right, like any other affiliated member, to the financial support of the Foundation to the extent of its efforts.

Article 2 : cession

The private Client will assign the usufruct of the goods that He will bring, directly or in the long term, to the Foundation until the termination of the rental contract of said goods which will be concluded with the chosen professional Client.

Article 3 : properties

The Foundation will lease to the professional Client the properties transferred in usufruct to the Foundation. These properties will be evaluated by the Foundation, in agreement with the Experts possibly required by the private Client.

Article 4 : rent

The private Client and the Foundation will jointly determine the duration and amount of the rental to the professional Client

Article 5: delegation

The private Client, an autonomous affiliated member of the Foundation, will be entrusted with tax-free cash from the Foundation to develop it internationally via its private networks, for an amount corresponding to the financial cost of the Professional Client's commitment, and will resume, thanks to this sum, on its own account, its own project of action, within the framework of the objectives of the Foundation, but according to its own ways and means, in the strictest confidentiality.

Article 5b: prevention

The private Client will receive preventive compensation for the risks related to the exhibition of the works in public, up to a two-digit return linked to the chosen rent of the placement of his property, calculated on the value of the property ceded in usufruct.

  

Obligations of the Foundation

 

Article 6 : performance of the service

The Foundation undertakes to advise the private Client in its implementation of the purpose of this contract, in accordance with the rules of the art and in the best way.

To this end, It will constitute the team necessary for the realization of the mission and will solicit from the private Client all the elements necessary for its proper execution.

 Article 7 : extension of time

The Parties may agree an deadlines for the execution of the planned missions.

 Article 8 : nature of the obligations

For the performance of the due diligence and services provided for in Article 6 above, the Foundation undertakes to give its best care, in accordance with the rules of the art, but this obligation is, by express agreement, only pure obligation of means.

Article 9 : obligation of confidentiality

The Foundation will consider as strictly confidential, and refrains from disclosing, any information, document, data or concept, of which It may become aware on the occasion of this contract. For the application of this clause, the Foundation is responsible for its team as well as for Itself. The Foundation, however, cannot be held responsible for any disclosure if the disclosed material was in the public domain at the time of disclosure, or if It became aware of it, or obtained it from third parties through legitimate means.

 

Obligations of the private Client

 

Article 10 : obligation to cooperate

The private Client will keep at the disposal of the Foundation all the information that can contribute to the proper realization of the purpose of this contract.

 Article 11 : obligation not to solicit collaborators

The private Client is prohibited from hiring, or making work in any way, without the agreement of the Foundation, any present or future collaborator of the Foundation. This clause will apply, regardless of the specialization of the employee in question, and even in the event that the solicitation is at the initiative of the said employee. This clause will develop its effects throughout the execution of this contract, and for six months from its extinction.

 

Various

 

Article 12 : ownership of search results

By express agreement, the results of a search to allow the performance of the service according to Article 6 will be in the full control of the private Client who will be able to dispose of them as he sees fit. The Foundation, for its part, refrains from reporting the results in question and using them in any way, unless It obtains the prior authorization of the private Client.

Article 13 : guarantee

The Foundation guarantees the private Client against any claim by third parties alleged against the private Client and concerning the elements, or information, provided by the Foundation to the private Client.

 Article 14 : responsabilities

The private Client agrees that, whatever the basis of his claim, and the procedure followed to implement it, the possible liability of the Foundation for the performance of the obligations provided for in this contract will always be subject to arbitration.

In addition, the private Client waives the right to seek the responsability of the Foundation in the event of damage to the files, or to any document he has entrusted to It.

The Foundation disclaims its liability for material damage that may affect the buildings, installations, equipment, furniture of the private Client, excluding fraud.

The private Client agrees that the Foundation will not incur any liability for any loss of profits, commercial disturbance, or demands that the private Client may suffer, subject tothe guarantee set out in Article 13 above.

Article 15 : penalties

Any breach of the firm deadlines that would be stipulated according to Article 7 above will give rise to the obligation for the Foundation to compensate the private Client via arbitration.

 Article 16 : termination-sanction

Any serious breach by one of the Parties of the obligations it has in charge of will result, if the creditor of the obligation not performed, as it sees fit, the automatic termination of this contract, fifteen days after formal notice to execute by registered letter with acknowledgment of receipt remained without effect, without prejudice to any damages and interests.

 Article 17 : termination through no fault

This contract may be terminated at any time by each of the Parties, but with extinction of the only commitments not yet performed.

Article 18 : subcontracting

The Foundation may subcontract the performance of ancillary tasks to third parties who have better know-how, which the private Client acknowledges and accepts.

 Article 19 : assignment of contract

This contract is concluded in consideration of the person of the Foundation who may only assign it to a third party with the agreement of the private Client.

Article 20 : referencing

The private Client accepts that the Foundation may include among its references the work carried out under this contract, withou any derogation from the Foundation's obligations in terms of confidentiality under Article 9.

 Article 21 : interpretation of the contract

This contract contains all the commitments of the Parties, and correspondence, offers or proposals prior to the signing hereof, are considered null and void.

 Article 22 : mediation

The Parties undertake to try to resolve amicably any dispute that may arise between Them, on the occasion of this contract.

 Article 23 : jurisdiction

Any dispute that may arise between the Parties, concerning the formation, execution, or interpretation of this contract, will be the exclusive jurisdiction of the court of Liège.

 Article 24 : arbitration

Any dispute that may arise between the Parties, as to the formation, execution, or on the occasion of this contract, will first be submitted, on the initiative of the most diligent Party, to an arbitral tribunal composed of three persons. To this end, each Party shall appoint its own arbitrator. The one who will take the initiative of the procedure informing the other Party by registered letter with acknowledgment of receipt of the name of the arbitrator chosen; the other Party informing the first Party, within fifteen days of receipt of the letter, in the same form, of the name of the second arbitrator chosen. In the event of failure to appoint the second arbitrator, within the above-mentioned period, the Party which has taken the initiative of the arbitration shall request the appointment of the president of the court of Liège, ruling on simple request. The two arbitrators appointed within fifteen days of their joint referral will agree on the appointment of the third. In the absence of an agreement between the two arbitrators, the third shall be appointed by order of the president of the aforementioned court, at the request of the most diligent Party. The arbitral panel will decide, on appeal, in accordance with the provisions of the code of civil procedure.

 

Made on ………………., in duplicate,

 

The private Client :


The Foundation :


CoPreRis asbl

BE 810.028.390


 

    Rental contract for prestigious assets, real estate and/or furniture, and/or works of art

xxxxxx/2022xxx

 

Between

 

The non-profit organisation CoPreRis, having its registered office in Belgium, in Ougrée, avenue du beau site, 99, represented by ir Jean COIGNON, managing director,

Hereinafter referred to as the Foundation,

 

And

 

The economic entity xxxxxx, having its registered office in  ……..…………………………………., 

Hereinafter referred to as the professional Client,

represented by  …………………., 


 

It has been previously explained :

 

Preamble


The Foundation considers that Culture is an invisible but essential constituent of well-being at work, and wishes to promote the dissemination of contemporary artists in companies and institutions. The professional Client shares this feeling but also wants to optimize the costs of a concrete commitment in this direction. The agreement reached is justified here.

.

 

Having said that, it was agreed that the following.

 

Article 1 : will

The professional Client, by choosing, directly or in the future, goods offered by the Foundation, consciously participates in the achievement of its corporate purpose in a partly patronage framework but also to meet European requirements in terms of well-being at work.

Article 2 : renting

The professional Client will rent, for professional purposes, within the limits of the monthly rent that He will set in agreement with the Foundation, the properties he has chosen.

Article 3 : rent

The professional Client will pay the Foundation the rent fixed monthly, as soon as the contract is signed, for the expertise of the Foundation at its service in the search for the properties that will be brought to term, for the enjoyment of the properties in its facilities, and until its extinction, in agreement with the Foundation but at its sole and absolute discretion

Article 4 : proposals

The Foundation will propose properties among those It holds in usufruct.

Article 5 : sponsorship

The professional Client is aware of the fact that this rental is part of a patronage but also of European obligations which justify its amount and its use.

  

Obligations of the Foundation

 

Article 6 : performance of the service

The Foundation undertakes to advise the professional Client in its implementation of the purpose of this contract, in accordance with the rules of the art and in the best way.

To this end, It will constitute the team necessary for the realization of the mission and will solicit from the professional Client all the elements necessary for its proper execution.

 Article 7 : extension of time

The Parties may agree an deadlines for the execution of the planned missions.

 Article 8 : nature of the obligations

For the performance of the due diligence and services provided for in Article 6 above, the Foundation undertakes to give its best care, in accordance with the rules of the art, but this obligation is, by express agreement, only pure obligation of means.

Article 9 : obligation of confidentiality

The Foundation will consider as strictly confidential, and refrains from disclosing, any information, document, data or concept, of which It may become aware on the occasion of this contract. For the application of this clause, the Foundation is responsible for its team as well as for Itself. The Foundation, however, cannot be held responsible for any disclosure if the disclosed material was in the public domain at the time of disclosure, or if It became aware of it, or obtained it from third parties through legitimate means.

 

Obligations of the professional Client 

 

Article 10 : obligation to cooperate

The professional Client will keep at the disposal of the Foundation all the information that can contribute to the proper realization of the purpose of this contract.

 Article 11 : obligation not to solicit collaborators

The professional Client is prohibited from hiring, or making work in any way, without the agreement of the Foundation, any present or future collaborator of the Foundation. This clause will apply, regardless of the specialization of the employee in question, and even in the event that the solicitation is at the initiative of the said employee. This clause will develop its effects throughout the execution of this contract, and for six months from its extinction.

 

Various

 

Article 12 : ownership of search results

By express agreement, the results of a search to allow the performance of the service according to Article 6 will be in the full control of the professional Client who will be able to dispose of them as he sees fit. The Foundation, for its part, refrains from reporting the results in question and using them in any way, unless It obtains the prior authorization of the professional Client.

Article 13 : guarantee

The Foundation guarantees the professional Client against any claim by third parties alleged against the professional Client and concerning the elements, or information, provided by the Foundation to the professional Client .

 Article 14 : responsabilities

The professional Client agrees that, whatever the basis of his claim, and the procedure followed to implement it, the possible liability of the Foundation for the performance of the obligations provided for in this contract will always be subject to arbitration.

In addition, the professional Client waives the right to seek the responsability of the Foundation in the event of damage to the files, or to any document he has entrusted to It.

The Foundation disclaims its liability for material damage that may affect the buildings, installations, equipment, furniture of the professional Client, excluding fraud.

The professional Client agrees that the Foundation will not incur any liability for any loss of profits, commercial disturbance, or demands that the professional Client may suffer, subject tothe guarantee set out in Article 13 above.

Article 15 : penalties

Any breach of the firm deadlines that would be stipulated according to Article 7 above will give rise to the obligation for the Foundation to compensate the professional Client via arbitration.

 Article 16 : termination-sanction

Any serious breach by one of the Parties of the obligations it has in charge of will result, if the creditor of the obligation not performed, as it sees fit, the automatic termination of this contract, fifteen days after formal notice to execute by registered letter with acknowledgment of receipt remained without effect, without prejudice to any damages and interests.

 Article 17 : termination through no fault

This contract may be terminated at any time by each of the Parties, but with extinction of the only commitments not yet performed.

Article 18 : subcontracting

The Foundation may subcontract the performance of ancillary tasks to third parties who have better know-how, which the professional Client acknowledges and accepts.

 Article 19 : assignment of contract

This contract is concluded in consideration of the person of the Foundation who may only assign it to a third party with the agreement of the professional Client.

Article 20 : referencing

The professional Client accepts that the Foundation may include among its references the work carried out under this contract, withou any derogation from the Foundation's obligations in terms of confidentiality under Article 9.

 Article 21 : interpretation of the contract

This contract contains all the commitments of the Parties, and correspondence, offers or proposals prior to the signing hereof, are considered null and void.

 Article 22 : mediation

The Parties undertake to try to resolve amicably any dispute that may arise between Them, on the occasion of this contract.

 Article 23 : jurisdiction

Any dispute that may arise between the Parties, concerning the formation, execution, or interpretation of this contract, will be the exclusive jurisdiction of the court of Liège.

 Article 24 : arbitrage

Any dispute that may arise between the Parties, as to the formation, execution, or on the occasion of this contract, will first be submitted, on the initiative of the most diligent Party, to an arbitral tribunal composed of three persons. To this end, each Party shall appoint its own arbitrator. The one who will take the initiative of the procedure informing the other Party by registered letter with acknowledgment of receipt of the name of the arbitrator chosen; the other Party informing the first Party, within fifteen days of receipt of the letter, in the same form, of the name of the second arbitrator chosen. In the event of failure to appoint the second arbitrator, within the above-mentioned period, the Party which has taken the initiative of the arbitration shall request the appointment of the president of the court of Liège, ruling on simple request. The two arbitrators appointed within fifteen days of their joint referral will agree on the appointment of the third. In the absence of an agreement between the two arbitrators, the third shall be appointed by order of the president of the aforementioned court, at the request of the most diligent Party. The arbitral panel will decide, on appeal, in accordance with the provisions of the code of civil procedure.

 

Made on ………………., in duplicate,

 

The professional Client :


The Foundation :