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Greece Investor Permanent Residence Programme

Cooperation Agreement

Protocol Number: GR Protocol number


In Hong Kong, on

Party A: Partner’s Name

Address: Partner’s Address

Country of the Company: Partner’s Country of Incorporation

Telephone Number: Partner’s Telephone Number

Fax Number: Partner’s Fax Number

Legal Representative: Title Partner's Legal Representative

Party B: HONGKONG DELSK BUSINESS CO., LTD.

Address: FLAT/RM 09-10, 5F, Lippo Centre Tower Two, No. 89


Queensway, Admiralty, Hong Kong

Country of the Company: Hong Kong Special Administrative Region of the People’s
Republic of China

Telephone Number: (+852) 2557 0099

Fax Number: (+852) 2557 0890

Legal Representative: Mr. Jing WANG


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Add:FLAT/RM 09-10, 5F, Lippo Centre Tower Two, No. 89 Queensway, Admiralty, Hong Kong
Main line: (+852) 2557 0099 Fax: (+852) 2557 0890
WHEREAS,
i. Partner’s Name, (hereinafter referred to as: “Party A”), is a legal entity, registered under the
laws of Partner’s Country of Incorporation and possesses all the qualifications to sign and/or seal
and perform its obligations under this Agreement.
ii. HONGKONG DELSK BUSINESS CO. LTD., (hereinafter referred to as: “Party B”), is a
Limited Liability Company based in Hong Kong and possesses all the qualifications to sign and/or
seal and perform its obligations under this Agreement.
iii. The Parties are interested in collaborating with each other in order to pursue their best interests.
iv. The Parties have sufficient authority and capabilities to enter into this agreement.
v. After all negotiations between the Parties are completed, they have agreed to enter into a
collaboration agreement expressed in the below terms and conditions.
vi. The Parties hereby freely, and in good faith, enter into the present Cooperation Agreement
(hereinafter, the “Agreement”).

NOW THIS AGREEMENT WITNESSETH as follows:

1. PARTIES:
1.1 As the Legal Representative of Party A, Title Partner's Legal Representative, with

Type of ID No. ID Number, of legal age, acting in the name and on behalf of the company

Partner’s Name, with Type of Registration No. Type of Registration Number, and registered

office at Partner’s Address; and,


1.2 As the Legal Representative of Party B, Mr. Jing WANG, of legal age, acting in the name and
on behalf of HONGKONG DELSK BUSINESS CO. LTD., legal entity No: 1811386, Certificate
No: 60472415-000-10-18-0, and registered office at FLAT/RM 09-10, 5F, Lippo Centre Tower
Two, No. 89 Queensway, Admiralty, Hong Kong.
1.3 Both Parties, as they take part, mutually recognize full legal capacity to execute the present
Agreement, whereby they declare the following:

2. DEFINITIONS:
All the definitions in this agreement are as stated below:
 Hong Kong: Hong Kong Special Administrative Region of the People's Republic of China.
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 Currency: Unless otherwise specified, this Agreement uses EUR as currency unit.
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Add:FLAT/RM 09-10, 5F, Lippo Centre Tower Two, No. 89 Queensway, Admiralty, Hong Kong
Main line: (+852) 2557 0099 Fax: (+852) 2557 0890
 Client: individual (family as a unit) that intends to file application for Greece Investor
Permanent Residence Progamme. The Client should sign and/or seal a service agreement
with Party A, and this service agreement should not contradict the terms set in the present
Agreement in any way.
 Greece Investor Permanent Residence Programme: The government of Greece introduced a
procedure to obtain residence permits, which can be renewed every five (5) years, for
owners of real estate by third-country citizens, the value of which include or exceeds two
hundred and fifty thousand euros (€ 250,000.00 EUR).
 Permanent residence permit: any official documentation issued by the Greek authorities
after the application of the Greece Investor Permanent Residence Programme process is
successful. The citizen is given the right to reside legally within Greek territory, in
accordance with the provisions of the European Union (Regulation 1030/02 as applicable).
Such permit is renewable every five (5) years.
 Legal fees: fees charged by the local solicitor who provides relevant legal services for the
Client according to the legal service agreement signed and/or sealed between the Client and
the solicitor. The legal fees are charged using the local currency.
 Visiting fee: fees occurred during the Client’s standard visiting itinerary (six days, four
nights/five nights) in Greece, will be limited to accommodation fee (four star hotels), local
transportation fees, standard food subsidy, and accompanying translator fee. Details of the
itinerary are subject to change. Unless otherwise specified, all the fees mentioned in the
present Agreement will be calculated in EUR.
 Service fee: fee paid in Euros by Party B to Party A once the Client has successfully
purchased the Real estate property recommended by Party B, paid the related fees, and
received the public deed, thus satisfying the Greece Investor Permanent Residence
Programme requirements.
 Real estate property: Commercial and/or residential real estate properties located in Greece
that are developed and sold by Party B or its affiliates.
 Purchase Agreement: an agreement signed between the Client and the developer of the
purchased Real estate property after full payment has been made to the developer’s
designated account.
 Territory: the promotion and marketing of the Party A’s activities related to the Programme
will take place in Territory .

3. OBJECT:
3.1 By virtue of this Agreement, Party A refers Clients wishing to invest in the Real estate property
recommended by Party B. In particular, those who wish to obtain permanent residence permits as
established in the Greece Investor Permanent Residence Progamme.
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Add:FLAT/RM 09-10, 5F, Lippo Centre Tower Two, No. 89 Queensway, Admiralty, Hong Kong
Main line: (+852) 2557 0099 Fax: (+852) 2557 0890
3.2 In exchange, Party B shall pay a service fee to Party A for the marketing and promotion services
rendered by Party A, as mentioned in Article 7 of the present Agreement.

4. TERM:
4.1 This Agreement will have an initial term of two (2) years, starting from the date of signature
first mentioned above, and will be deemed as extended for periods of equal duration if neither
Parties provide a written prior notice to the other of its desire to terminate the agreement at least one
(1) month prior to its expiration or that of the corresponding extension.

5. COLLABORATION AND SERVICES:


5.1 Party A, refers potential Clients to Party B for the purposes mentioned in Article 3.1 of the
present Agreement. Among the services, Party A, shall:
5.1.1 Be responsible for the promotion and publicity of the activities related to the afore mentioned
Programme and all related costs resulting from such activities in the Territory;
5.1.2 Be responsible for the development of marketing materials for advertising, under the approval
of Party B;
5.1.3 Be responsible for introducing the Programme to potential Clients in an accurate, clear, and
coherent manner, and to answer questions about the Programme and all relevant issues;
5.1.4 Assist Clients to sign and/or seal all the legal documents related to the Programme. Such legal
documents should include the service agreement between the Clients and Party A, and any other
documents required in order to comply with the Programme;
5.1.5 Collect all related fees to complete the Greece Investor Permanent Residence Programme;
5.1.6 Pay Party B all the related fees prior to the services rendered by Party B, including the visiting
fee, in accordance to the amount and manner as agreed in the present Agreement;
5.1.7 Supervise and ensure that the Client has purchased overseas insurance. If the Client suffers
any accidents overseas Party B shall not be liable;
5.1.8 Be responsible to assist the Client to provide all necessary documents, notarial documents, and
supplementary documents that may be required by the Greek authorities to complete the investment
in the Programme and the application process to obtain the permanent residence permit, and any
other relevant information related to its application;
5.1.9 Send the Client’s documents and information to Party B;
5.1.10 Be responsible to notify the Client of the progress of the Greece Investor Permanent
Residence Programme application process and any other relevant information related to its
application;
5.1.11 Provide all the necessary documents translated in English to Party B. Party B shall not be
responsible for the accuracy of such translation;
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Add:FLAT/RM 09-10, 5F, Lippo Centre Tower Two, No. 89 Queensway, Admiralty, Hong Kong
Main line: (+852) 2557 0099 Fax: (+852) 2557 0890
5.1.12 After the Client pays the full price of the Real estate property and the Purchase Agreement
has been signed, Party A shall provide an invoice or receipt note from an effective and valid bank
account confirmed by Party A’s company seal.
5.2 Party B shall cooperate with Party A for the success of the services rendered. In this sense, Party
B shall:
5.2.1 Provide information in regard to the Programme and/or Real estate property for the marketing
materials;
5.2.2 Approve the marketing materials and any other promotion materials, as soon as practicably
possible;
5.2.3 Provide Party A with the latest policies and policy change information of the Greece Investor
Permanent Residence Programme in a timely manner;
5.2.4 Provide Party A with the Client’s application forms in the process of Greece Investor
Permanent Residence Programme application;
5.2.5 Assist the Clients going to Greece to purchase Real Estate Properties under and to complete
the application procedure;
5.2.6 Accompany the Client to the relevant Greek authorities to complete the Greece Investor
Permanent Residence Programme application procedures;
5.2.7 Assist the Client in opening a bank account in Greece;
5.2.8 When Party B receives from the lawyer a hard copy or soft copy of the Client’s Greece
Temporary Residence Permit, also known as the Blue Paper (please refer to the official document
name issued by the Greek authorities) and subsequently receive the client’s first 5-year Permanent
residence permit, then Party B shall respectively deliver such documents to Party A in a timely
manner.
5.2.9 Review the Client’s documents for application according to the requirements of the relevant
Greek authorities;
5.2.10 Provide the Clients with two free shuttle services (two round trips) between the airport and a
hotel or determined temporary residence, on their first and second visit to Greece (via an airport in
Greece). The purpose of these visits is limited to the inspection or settlement of the purchased Real
estate property, and/or to process any matters related to such purchase or the application for the
Greece Investor Permanent Residence Programme;

6. COOPERATION PROCEDURES:
6.1 After the service contract is signed and/or sealed between the Client and Party A, a visit to
Greece will be arranged for the Clients, where Party B is responsible for receiving them.
6.2 Party B will charge Party A one thousand two hundred euros (€ 1,200.00 EUR) per Client as a
visiting fee, six hundred euros (€ 600.00 EUR) for any additional person staying in the same room,
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and one thousand two hundred euros (€ 1,200.00 EUR) for any additional person staying in a
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separate room.

Add:FLAT/RM 09-10, 5F, Lippo Centre Tower Two, No. 89 Queensway, Admiralty, Hong Kong
Main line: (+852) 2557 0099 Fax: (+852) 2557 0890
6.3 Any Client accompanied by Party B, who purchases the Real estate property and applies for the
Greece Investor Permanent Residence Programme, will have their application process guided by the
appointed solicitor.
6.4 The Client is responsible for payments of legal services rendered. The time of payment and
payment method are in accordance with the legal service agreement signed and/or sealed by the
Client and the solicitor in Greece.

7. FINANCIAL PROVISIONS:
7.1 If the Client purchases Real estate property from property developers who cooperate with Party
B, and after full payment has been received by the developer and the Purchase Agreement has been
signed, Party B will reward Party A with 10% of the property net price as a service fee. The
property net price is calculated using the real estate price stated in the Purchase Agreement
subtracting the value-added tax (VAT), if applicable, costs relating to furniture, electrical
appliances, and other necessities purchased by the developer in the name of the Client.
7.2 Upon receipt of the invoice or receipt note mentioned in Article 5.1.12, Party B shall pay the
fees to the following bank account (fill in English):
Bank: Bank's Name
Bank address: Bank's Address or Branch
Account number: Bank Account Number
Account name: Beneficiary's Name on the Account
Swift code: Swift Code
7.3 Party A shall pay to Party B the visiting fee mentioned in Article 6.2 before the commencement
of the visit, to the following bank account (fill in English):
Bank: HANG SENG BANK LIMITED
Account Number: 364 265959 883
Account Name: HONGKONG DELSK BUSINESS CO., LIMITED
Bank Address: 83 Des Voeux Road, Central, Hong Kong
Swift Code: HASEHKHH
However, Party A agrees that it may be required to transfer the aforementioned visiting fee to the
bank account of the Party B’s affiliate and as communicated and instructed in writing by Party B.
Such delegation of payment shall not cause Party B’s affiliate to acquire any rights or obligations
under this Agreement and Party B shall remain liable for all its obligations.
7.4 The Parties agree that the service fee date is every 15 th and 30th of every month, and 15th and 28th
for February. Party A shall provide an invoice or receipt note from an effective and valid bank
account, confirmed by Party A’s company seal.
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Add:FLAT/RM 09-10, 5F, Lippo Centre Tower Two, No. 89 Queensway, Admiralty, Hong Kong
Main line: (+852) 2557 0099 Fax: (+852) 2557 0890
7.5 If the Client’s Greece Investor Permanent Residence Programme application is eventually
denied due to reasons other than his/her own, and consequently files a request for sale or refund of
the purchased Real estate property, Party A shall return the service fee mentioned in the Article 7.1
and Article 7.2 of the present Agreement to Party B within 10 business days starting from the
Client’s request.
8. LIABILITY
8.1 If one Party breaches the terms of this Agreement, the observant party has the right to request
that the breaching Party continue to perform its obligations and compensate the observant Party for
its losses, caused by the breaching Party.
8.2  If the Client fails to provide all of the application materials for the application according to the
requirements of the Greek authorities within half year after the Client signing the reservation
agreement for property purchase, thus resulting in the inability to apply for the Greece Investor
Permanent Residence Programme, it will be regarded as a withdrawal of the application of the
Greece Investor Permanent Residence Programme by the Client.
8.3 If the Client’s application of the Greece Investor Permanent Residence Programme was
unsuccessful for reasons solely related to Party B, Party A can request Party B to assist in the sale of
the Client’s Real estate property. Party A shall return the service fee of the Real estate property to
Party B within 15 days, and on return of the service fee, Party B shall assist the Client with the sale
of the Real estate property. The relevant fees generated in processing the application of the Greece
Investor Permanent Residence Programme and Real estate property purchase are settled as follow:
 The Greece Investor Permanent Residence Programme application fees cannot be refunded;
 Insurance premiums cannot be refunded;
 Legal fees related to the Real estate property purchase cannot be refunded;
 Relevant taxes generated during the purchasing process cannot be refunded;
 Other related fees arising from the application of residence status (translation, notary fees,
certification, etc.) cannot be refunded.
8.4 Party A shall pay in accordance with the terms and conditions stipulated in the present
Agreement. When payments are overdue, Party A shall settle all payments and pay an additional fee
of 0.02% per day overdue, as penalty.
8.5 The Client will be solely liable if he/she has not entered Greece within the required time period,
thus resulting in the failure to complete the Greece Investor Permanent Residence Programme
application.

9. TERMINATION:
9.1 This Agreement may be terminated by mutual consent, or unilaterally in case of breach of any
of its terms. To terminate this Agreement, the observant Party should give notice to the breaching
Party in writing. This Agreement is considered to be terminated upon the breaching Party receiving
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notice from the observant Party.

Add:FLAT/RM 09-10, 5F, Lippo Centre Tower Two, No. 89 Queensway, Admiralty, Hong Kong
Main line: (+852) 2557 0099 Fax: (+852) 2557 0890
9.2 Termination of the Agreement means cancellation of all obligations between the Parties, except
the duties mentioned in Articles 14 and 17 below.
9.3 The Parties have the right to terminate this Agreement in accordance to applicable laws or
administrative regulations.

10. FORCE MAJEURE:


10.1 Partial or total exemption from liability will apply when an inability to perform the present
Agreement is due to force majeure reasons, except when provided by the law. Force majeure that
occurred due to either Party’s delay cannot be exempted from liability. Force majeure in this
contract refers to unforeseeable, unavoidable, insurmountable events, such as, natural disasters,
plagues, wars, riots, etc.
10.2 If unable to fulfill the contract due to force majeure reasons, each Party has the obligation to
notify the other party immediately, to indicate the date of the occurrence, the nature of the event, the
expected duration and the impact to the Party to perform the Agreement. They should provide proof
from a competent authority or neutral third party within ten days from the occurrence of the force
majeure.
10.3 Both Parties should negotiate and discuss possible actions to provide a solution for the force
majeure. In this case, the Party who cannot fulfill the contract must take actions to mitigate the
damages that may be caused to the other Party, or should otherwise deal with growing loss liability.

11. MUTUAL COOPERATION STANDARDS:


11.1 The Parties shall exercise all reasonable skill, care, and diligence in the performance of the
services and shall carry out all of its obligations in accordance with generally accepted and
recognized professional standards.

12. CODES OF CONDUCT:


12.1 The Parties shall not engage or enter into, either directly or indirectly, any fraudulent behavior,
corrupt practices, illegal actions or any other activity that does not comply with the proper provision
of services assigned to Party A under this Agreement. Both Parties shall also prevent its personnel,
as well its contractors, from entering into these activities.

13. RELATIONSHIP BETWEEN THE PARTIES:


13.1 Nothing contained in this Agreement shall be deemed to create any association, partnership,
joint venture, or relationship of principal and agent, or employer and employee, between the Parties
hereto.
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14. CONFIDENTIALITY:

Add:FLAT/RM 09-10, 5F, Lippo Centre Tower Two, No. 89 Queensway, Admiralty, Hong Kong
Main line: (+852) 2557 0099 Fax: (+852) 2557 0890
14.1. Party A and Party B shall not, during or after the termination of this Agreement, disclose to
any persons, any information relating to the business affairs or trade secrets of each party which
have, or shall become, known to either Party.
14.2. Information which may be required by any state authority shall not be disclosed without prior
written notification to the affected Party and giving the latter the possibility to limit disclosure.
14.3. Each of the Parties is responsible for the disclosure of the information to any third party, and
is obliged to indemnify for damages caused by such wrongful disclosure to the other Party.

15. LANGUAGE:
15.1 The language of the Agreement shall be English, and shall be the binding and controlling
language for all matters relating to the meaning or interpretation of this Agreement.

16. SEVERABILITY
16.1 If any of the provisions of this Agreement is found to be void or unenforceable by a court of
competent jurisdiction, then that provision shall be deemed to be deleted from this Agreement and
the remaining provisions shall continue in full force and effect.

17. EFFECTIVENESS OF THE AGREEMENT:


17.1 The Agreement comes into effect upon signature and/or seal by the Parties.
17.2 Any rights and obligations of either of Party, which have arisen on or before expiration or
termination hereof, including the right to claim damages for a breach of this Agreement, shall
remain unaffected.

18. APPLICABLE LAW:


18.1 The applicable law governing this Agreement, and the Agreements attached hereto, its
meaning and interpretation, and the relation between the Parties shall be the laws of Hong Kong.

19. DISPUTE RESOLUTION:


19.1 Any dispute, controversy, difference or claim arising out of, relating to this Agreement,
including the existence, validity, interpretation, performance, breach or termination thereof, or any
dispute regarding non-contractual obligations arising out of, or relating to, shall be referred to and
finally resolved by arbitration administered by the Hong Kong International Arbitration Centre
(HKIAC) under the HKIAC Administered Arbitration Rules in force when the Notice of Arbitration
is submitted.
19.2 The law of this arbitration clause shall be Hong Kong law.
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19.3 The seat of arbitration shall be Hong Kong.

Add:FLAT/RM 09-10, 5F, Lippo Centre Tower Two, No. 89 Queensway, Admiralty, Hong Kong
Main line: (+852) 2557 0099 Fax: (+852) 2557 0890
19.4 The number of arbitrators shall be three. The arbitration proceedings shall be conducted in
English.
20. AUTHORIZED REPRESENTATIVES:
20.1 The Parties represent and warrant that they possess all the rights and capacities to sign and/or
seal and perform under this Agreement and are capable to bear any legal responsibility.
20.2 The Parties represent and warrant that this Agreement has been signed and/or sealed
voluntarily and all the representations made by the Parties under the Agreement are true.
20.3 The Parties hold adequate and effective authorizations and approvals to sign and/or seal, and
perform under this Agreement.

21. WAIVER:
21.1 The waiver to any rights arising from this Agreement by any of the Parties must be executed in
writing. The lack by any of the Parties of requesting from the other Party the strict fulfillment of the
obligations established hereunder in one or more occasions may not be considered in any event as a
waiver to the corresponding right, nor deprive such Party from its right to subsequently request the
strict fulfillment of the contractual obligations.

22. INFORMATION & COMMUNICATIONS:


22.1 The Parties promote close collaboration and exchange information on the provision of the
services mentioned in the present Agreement.
22.2 Both Parties should establish a negotiation mechanism that can handle major and/or
unexpected issues in a timely manner. Both Parties should provide signatures and/or seals to
confirm the handling of suggestions about major issues or unexpected events.
22.3 All notices between the parties relating to this agreement must be done in writing, either by
mail, fax, and electronic mail, delivered by hand, or sent by recorded delivery to the other Party to
the address specified below, or other address as notified by the Parties.
PARTY A: Partner’s Name
Contact persons: Contact’s Name
Telephone: Contact’s Telephone Number
E-mail: Contact’s E-mail
Address: Contact’s Address
PARTY B: HONGKONG DELSK BUSINESS CO., LTD.
Contact persons: Party B's Contact’s Name
Telephone: (+852) 2557 0099
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Add:FLAT/RM 09-10, 5F, Lippo Centre Tower Two, No. 89 Queensway, Admiralty, Hong Kong
Main line: (+852) 2557 0099 Fax: (+852) 2557 0890
E-mail: Party B's Contact E-mail

Address: FLAT/RM 09-10, 5F, Lippo Centre Tower Two, No. 89 Queensway, Admiralty, Hong
Kong
22.4 In the event of any change to the aforementioned data, a notice in writing hereof should be
given to the other Party immediately. All communications and notices made to the addresses
indicated herein, prior to the notice of the change, will be valid.

23. MISCELLANEOUS PROVISIONS:


23.1 The Parties confirm that signing and/or sealing and executing this Agreement does not violate
any of the followings:
a) Any applicable laws,
b) Any license, permit and/or authorizations,
c) Any contract, agreement or arrangement which the Parties have entered into,
d) Any terms or conditions in any Shareholders’ Agreement, Ventures Agreement, Articles of
Association of the Company, or any other relevant agreements.
23.2 For matters not settled in this agreement, both Parties should negotiate and sign and/or seal a
supplementary agreement in writing; if there is inconsistency between the supplementary agreement
and the present Agreement, the supplementary agreement shall prevail.
23.3 Neither Party has the authority to subcontract its rights and obligations or assign this
Agreement to any other person without agreement in writing of the other Party, except as expressly
mentioned in this Agreement and except where Party B executes its obligations through its affiliates
without extra costs to Party A.
23.4 Any certificate, documentation or presentation offered by both Parties is regarded to be true,
legal, precise, and integrate. The Parties represent and warrant that there is no impediment capable
of affecting the performance of this Agreement other than the ones already disclosed in writing
before the signing and/or sealing of this Agreement.
23.5 This Agreement sets forth the entire understanding between the Parties and supersedes and
cancels all prior agreements or statements (written or oral) of intent.
23.6 The headings contained in the Agreement are made for the convenience of reference only and
shall not affect in any way the meaning or interpretation of the Agreement
23.7 In this Agreement, unless the context shall otherwise indicate or require, words importing the
masculine gender shall also include the feminine gender and vice versa, and words importing the
singular number shall include the plural and words in the plural number shall include the singular.
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Add:FLAT/RM 09-10, 5F, Lippo Centre Tower Two, No. 89 Queensway, Admiralty, Hong Kong
Main line: (+852) 2557 0099 Fax: (+852) 2557 0890
[SIGNATURE PAGE FOLLOWS]

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Add:FLAT/RM 09-10, 5F, Lippo Centre Tower Two, No. 89 Queensway, Admiralty, Hong Kong
Main line: (+852) 2557 0099 Fax: (+852) 2557 0890
This Agreement is executed in two identical copies in English of equal legal value, one copy
for each Party.

IN WITNESS WHEREOF, the Parties have caused this Agreement to be duly executed and
signed and/or sealed on the date here below,

Hong Kong,

______________________________.
Title Partner's Legal Representative

Partner’s Name
Party A

______________________________.
Mr. Jing WANG
HONGKONG DELSK BUSINESS CO., LTD.
Party B

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Add:FLAT/RM 09-10, 5F, Lippo Centre Tower Two, No. 89 Queensway, Admiralty, Hong Kong
Main line: (+852) 2557 0099 Fax: (+852) 2557 0890

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