pursuant to Act No. 89/2012 Coll., the Civil Code, as amended (“OZ”)
between
the company ………. ID No.: …………… registered office ……………….. registered in …………………..
(“LISREC”)
and
[IDENTIFICATION DETAILS OF THE PARTNER AS PROVIDED IN THE PROPOSAL FOR THE CONCLUSION OF THE AGREEMENT ON THE LISREC E-SHOP] [BANK ACCOUNT OF THE PARTNER AS PROVIDED IN THE PROPOSAL FOR THE CONCLUSION OF THE AGREEMENT ON THE LISREC E-SHOP]
(“Partner”)
LISREC and the Partner are hereinafter jointly referred to as the “Contracting Parties” and individually as the “Contracting Party.”
Preamble
WHEREAS:
- LISREC is the creator and an integral part of the international Lisrec community, whose goal is “focused on quality of life and ecology, support for housing and food self-sufficiency, acquisition and utilization of clean energy, sustainability, recycling, and reuse of materials,” with possible connections to research and innovation, the creation of new jobs or services, and the sharing of ideas supporting a better life on the planet (“LISREC Project”);
- As part of financing LISREC Projects, LISREC issues virtual collectible editions—non-fungible building blocks of Lisrec (hereinafter referred to as “blocks”), the total issuance of blocks for each LISREC Project is limited and final (“block”);
- The Partner (a natural or legal person) is interested, beyond the ownership of the block, in cooperating on the development of the LISREC Project, particularly in its promotion and spreading of the good name and mission of the LISREC Project;
- NOW, THEREFORE, the Contracting Parties have agreed to conclude this Cooperation Agreement (“Agreement”):
1. Subject and Purpose of the Agreement
1.1 The subject of this Agreement is the determination of the rights and obligations of the Contracting Parties during their cooperation under this Agreement.
1.2 The purpose of this Agreement is the promotional support of the LISREC Project carried out by the Partner.
1.3 For the purpose of eliminating any doubts, the Contracting Parties mutually state that the subject of performance under this Agreement is neither a commercial nor other business activity and that all promotional activities carried out by the Partner based on this Agreement have the character of a civic (voluntary) initiative within the LISREC Project and do not constitute business activity within the meaning of Section 420 OZ.
2. Rights and Obligations of the Partner
2.1 The Partner is obligated to engage in promotional activities within the scope of their abilities and in a suitable manner at their discretion, aiming to promote the good name of the LISREC Project, its objectives, and its methods of operation.
2.2 The Partner is required, to a reasonable extent, to present the LISREC Project when asked about it by anyone and also, when appropriate, to mention and promote the LISREC Project in informal conversations, particularly, but not exclusively, with individuals who might be interested in participating in the LISREC Project.
2.3 The promotion of the LISREC Project may also include the promotion of the financing of the LISREC Project and other forms of participation in the LISREC Project.
2.4 The Partner is entitled to continuous support from LISREC in the form of promotional materials that help explain the mission and qualities of the LISREC Project. LISREC will make these materials available to the Partner online.
2.5 The Partner is entitled to financial compensation for their activities under the conditions set forth in this Agreement.
2.6 By virtue of this Agreement, or by virtue of ownership of blocks, no ownership rights, profit-sharing rights, or intellectual property rights of LISREC, the Lisrec Foundation, or any other natural or legal person associated with the LISREC Project are transferred to the Partner.
2.7 The Partner undertakes to maintain confidentiality regarding everything contained in this Agreement, cooperation under this Agreement, as well as other activities of the LISREC Project that are clearly of a non-public nature and whose disclosure could cause harm to the LISREC Project or any natural or legal person associated with the LISREC Project.
3. Rights and Obligations of LISREC
3.1 LISREC has the right to have the LISREC Project promoted by the Partner under the conditions of the Agreement.
3.2 LISREC is obligated to provide the Partner with reasonable support by making promotional materials available, helping to explain the mission and qualities of the LISREC Project, as per Article 2.4 of the Agreement.
3.3 LISREC will provide the Partner with compensation for their activities under the conditions set forth in this Agreement.
4. Rights and Obligations of the Contracting Parties
4.1 In the event of any ambiguities, the Contracting Party that has doubts is obliged to contact the other Contracting Party to resolve such doubts.
4.2 The Contracting Parties undertake to provide each other promptly with all information and documents necessary for the proper and timely fulfillment of obligations arising from this Agreement.
4.3 The Contracting Parties are obligated to provide all reasonable cooperation necessary to achieve the purpose of the Agreement.
4.4 Responsibility for performance rests with the party that has provided the performance to the other Contracting Party for use in accordance with this Agreement or has provided it to a third party in accordance with this Agreement.
4.5 The Contracting Parties are required to cooperate in a manner that does not threaten or damage the name and reputation of the other Contracting Party, in particular, they must fulfill all promises and obligations given within the framework of cooperation under this Agreement.
5. Partner’s Compensation and Payment Terms
5.1 The Partner is entitled to compensation for their performance under this Agreement (“Compensation”) only under the conditions set forth in this Agreement, and not automatically solely by virtue of this Agreement.
5.2 The right to Compensation arises only upon the cumulative fulfillment of the following conditions:
5.2.1 LISREC’s economic results for the current fiscal year indicate a net accounting profit;
5.2.2 The LISREC General Meeting, held annually during Q4, decides on the payment of Compensation to LISREC partners under concluded cooperation agreements at the same meeting where it approves the financial results for Q1-Q3, comparing them to the previous fiscal year’s results.
5.3 The amount of Compensation is determined by the procedure specified in Article 5.2.2, calculated per one Lisrec unit of all blocks sold and issued for the given project (“Basic Compensation”). If Compensation is to be paid under Article 5.2, the Partner will receive Compensation equal to the product of Basic Compensation and the number of blocks of the given project that they own at the time defined in Article 5.2.2.
5.4 If a decision is made under Article 5.2.2 to pay Compensation, it will be paid once per year in CZK (or another currency) by bank transfer to the Partner’s account, as specified in the LISREC system agreement proposal, no later than the end of Q4 or within 30 days from the General Meeting date as per Article 5.2.2. If the bank account changes, the Compensation will be paid to the updated account in the Partner’s profile on the date of the Compensation decision.
5.5 LISREC or any other natural or legal person associated with the LISREC Project bears no obligation or responsibility for the taxation of the Partner’s remuneration. The Partner is responsible for the taxation of the remuneration according to the applicable tax laws of the country in which the Partner has tax obligations.
5.6 A monetary obligation is deemed fulfilled at the moment the respective amount is credited to the bank account of the entitled Contracting Party.
5.7 Unless otherwise stipulated in this Agreement, each Contracting Party shall bear the costs incurred in connection with the implementation of cooperation under this Agreement to the extent to which they have arisen.
6. Contact Information, Means of Communication, and Delivery of Documents
6.1 For the purpose of implementing cooperation under this Agreement, the Contracting Parties agree that their contact details shall be as follows:
6.1.1 LISREC Email: cooperation@lisrec.com
6.1.2 Partner [PARTNER’S CONTACT DETAILS AS PROVIDED IN THE CONTRACT PROPOSAL ON THE LISREC E-SHOP]
6.2 All materials, documents, or other files related to the cooperation under this Agreement must be delivered via email. The Contracting Parties declare that, for the purposes of cooperation and the execution of this Agreement, an email communication shall be considered delivered only upon explicit confirmation of receipt, to the addresses specified in Article 6.1 of this Agreement. In the case of the Partner, delivery may also be made personally, by email, courier, or post to the addresses specified in Article 6.1. This does not apply to amendments to this Agreement, which may only be made in the form of written appendices signed by both Contracting Parties, nor to promotional materials within the meaning of Article 2.4 of this Agreement. Unless otherwise stated, all materials and communication shall be provided in Czech and English, with Czech taking precedence in the event of any interpretative uncertainty.
6.3 Any notice or document shall be deemed delivered:
If sent by email—upon explicit confirmation of receipt by the recipient in response to the email (excluding automatically sent delivery or read receipts and absence notifications).
7. Term of the Agreement
7.1 This Agreement enters into force and effect on the date of its signing by both Contracting Parties.
7.2 This Agreement is concluded for an indefinite period.
7.3 Either Contracting Party may terminate this Agreement in writing without stating a reason.
7.4 If LISREC issues the termination notice, the notice period shall be 60 calendar days, commencing on the day following the delivery of the termination notice.
7.5 If the Partner issues the termination notice, the notice period shall be 60 calendar days, commencing on the day following the delivery of the termination notice.
7.6 The termination of this Agreement shall not affect the obligation to fulfill commitments arising from it that have not yet been fulfilled.
7.7 If this Agreement is terminated before the date of the general meeting referred to in Article 5.2.2 of this Agreement, the proportional part of the remuneration under Article 5.2.2 shall be calculated based on the elapsed number of days up to the termination date.
7.8 If this Agreement is terminated before the date of the general meeting referred to in Article 5.2.2 of this Agreement due to the death of the Partner (or the owner of a legal entity – the Partner), the proportional part of the remuneration under Article 5.2.2 shall be calculated based on the elapsed number of days up to the termination date and shall be paid out based on inheritance proceedings.
8. Manner of Contract Conclusion and Business Terms
8.1 This Agreement is concluded remotely via the e-shop on LISREC’s website, or the LISREC Project website. If the Partner is a consumer, this constitutes a distance contract within the meaning of Section 1820 et seq. of the Civil Code.
8.2 The Agreement enters into force and effect at the moment the Partner confirms their intent to conclude the Agreement by clicking the “Conclude the Agreement” button on the e-shop on LISREC’s website, or the LISREC Project website.
8.3 The Agreement incorporates the general terms and conditions, which further detail the contract conclusion process as well as the rights and obligations arising therefrom.
9. Final Provisions
9.1 Any amendments or supplements to this Agreement shall only be possible in the form of a written and numbered appendix signed by both Contracting Parties.
9.2 If any provision of this Agreement becomes invalid, ineffective, or unlawful, the validity and effectiveness of the remaining provisions of the Agreement shall not be affected, unless it follows from the nature of the matter, the content of the affected provision, or the circumstances that the given part cannot be separated from the other parts of the Agreement. The Contracting Parties undertake to replace the affected provision with a new provision that most closely corresponds to the purpose and meaning of the invalid, ineffective, or unlawful provision. The same applies to gaps in the Agreement.
9.3 All disputes that may arise in the interpretation and performance of this Agreement shall be decided by the Municipal Court in Prague, Slezská 2000/9, 12000 Prague 2 – Vinohrady, Czech Republic.
9.4 The Contracting Parties expressly declare at the conclusion of this Agreement that they enter into it of their own free will and that they are not aware of any circumstances preventing them from concluding this Agreement.Začátek formuláře
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