PUBLIC OFFER AGREEMENT
1. GENERAL CONDITIONS
1.1. This public offer for a charitable donation (hereinafter referred to as the Offer) is aimed at an indefinite number of legally capable individuals and legal entities under private law that voluntarily engage in charitable activities (each hereinafter referred to as the Benefactor) and constitutes an official public offer of CHARITABLE ORGANIZATION “CHARITABLE FOUNDATION “DroneUA”, identification code 44749776, represented by YAKOVENKO Valerii (hereinafter referred to as the Foundation), to enter into a public offer agreement for a charitable donation (hereinafter referred to as the Agreement) under the below terms, with each seeking Benefactor.
1.2. This Offer is a contract proposal pursuant to Article 641 of the Civil Code of Ukraine.
1.3. This Offer takes effect as of its publishing on the website of the Foundation at https://www.charity.drone.ua/ (hereinafter referred as to the Website).
1.4. This Offer is termless and may be amended or withdrawn by the Foundation at any time (before its acceptance by the Benefactor) by publishing the relevant information on the Website.
1.5. The Foundation may make charitable donation agreements in another manner and/or under other terms than provided herein. The Benefactor may approach the Foundation separately to make such an agreement.
2. SUBJECT MATTER OF THE AGREEMENT
2.1. Pursuant to this Agreement the Benefactor gratuitously and voluntarily transfers funds or virtual assets into the ownership of the Foundation and the Foundation accepts such a Charitable Donation and undertakes to use it for charitable activities under the Statutes and the applicable laws of Ukraine.
2.2. The transfer of funds and/or virtual assets hereunder shall be recognized as a donation according to Article 6 of the Law of Ukraine “On Charity and Charitable Organizations”.
2.3. The Benefactor independently decides the scope of a charitable donation. The Foundation independently decides the areas of use of the charitable donation within its statutory activities, unless otherwise specified by the Benefactor as provided herein.
2.4. The Benefactor may seek from the Foundation and receive information about the nature and scope of needed charitable aid for specific operation goals of the Foundation in order to establish the areas of use of a charitable donation before donating. If preferred, the Benefactor may specify the intended use of a charitable donation from among the programs (projects), goals announced by the Foundation. The Benefactor agrees that amounts of unused donations made by the Benefactor for specific goals, programs or projects of the Foundation will be distributed by the Foundation to other areas within its statutory activities.
2.5. Making and implementing this Agreement is aimed at and implies no profit-making by any of the parties.
2.6. The Statutes of the Foundation, information about its operation, and performance statements of the Foundation shall be published on the Website.
3. GOALS AND AREAS OF CHARITABLE ACTIVITIES
3.1. The Foundation undertakes charitable activities under its Statutes and approved programs, projects, and measures aimed at the restoration of human capital in the fields of healthcare, education, humanitarian aid.
4. MAKING A DONATION AND OFFER ACCEPTANCE
4.1. The Benefactor shall be free to independently determine the amount of a charitable donation and make it by (i) transferring funds or virtual assets with the use of the payment forms and means available on the Website or (ii) transferring funds to the current account of the Foundation via banking institutions.
4.2. Charitable donations shall be termless and the term of their use by the Foundation shall not be limited.
4.3. The charitable donation is voluntary and is not subject to its further return to the Benefactor.
4.4. According to this Offer and this Agreement charitable donations shall be made by the Benefactors and used by the Foundation to undertake and ensure charitable activities (implementation of areas, goals of charitable activities and charitable programs) of the Foundation under the Statutes and laws of Ukraine. The Benefactor agrees to such an intended purpose of their donation.
4.5. The Benefactor may specify a concrete goal of their donation within the goals and operation areas or charitable programs of the Foundation by making a separate agreement for a charitable donation with the Foundation pursuant to clauses 1.5 and 2.4 of this Offer.
4.6. The Benefactor agrees to the redistribution and use of their targeted donation for other areas of statutory activities of the Foundation or other charitable projects should their donation be unused for some reasons (e.g. closure of a specific project or fundraising being closed or irrelevant).
4.7. If, at the moment of donating, the Benefactor specified its concrete goal without prior approval of the Foundation, the Foundation may return such a donation to the Benefactor.
4.8. Charitable donations received by the Foundation may be returned to the Benefactor as provided by the law of Ukraine.
4.9. The acceptance of the Offer shall be considered as the full and unconditional acceptance thereof through the actions of the Benefactor to transfer the funds of the charitable donation in one of the ways specified in clause 4.1 above. The Offer shall be considered accepted and the Agreement made as of the date when the funds/assets are credited to the current account of the Foundation.
4.10. By the Offer acceptance the Benefactor confirms that they agree to all the terms and conditions of the Offer, fully understand and agree to the subject matter of the Agreement, the goals of the public fundraising, and confirm the right of the Foundation to use a part of the charitable donation made by the Benefactor to cover administrative expenses of the Foundation in the amount not exceeding the one provided in the Law of Ukraine "On Charity and Charitable Organizations”.
4.11. The Benefactor also realizes and agrees that a part of their charitable donation may be used by the Foundation to cover the expenses related to the making of charitable donations should such expenses be charged by any third parties by default and be unavoidable (e.g., acquirer fees of payment systems, bank commissions, etc.).
4.12. The Parties agree that this Agreement takes effect as of the Offer acceptance in accordance with Articles 633, 641, 642 of the Civil Code of Ukraine and the terms and conditions hereof shall be the same for all Benefactors.
5. RIGHTS AND OBLIGATIONS OF THE PARTIES
5.1. The Foundation has the right to:
5.1.1. Receive charitable donations and use them in accordance with the terms and conditions of this Offer and the Statutes of the Foundation.
5.1.2. Change the areas of use of a charitable donation within the statutory activities of the Foundation.
5.1.3. Use a part of a charitable donation to cover administrative expenses of the Foundation, without the approval of the Benefactor, in the amount not exceeding the laws of Ukraine.
5.2. The Foundation is obliged to:
5.2.1. Create conditions needed by the Benefactor to make a charitable donation in accordance with the terms and conditions of the Offer.
5.2.2. Use the received charitable donations to achieve the goals provided in the Statutes of the Foundation.
5.2.3. Keep confidential information (including personal data) received from the Benefactor, abstain from conveying it to any third parties without the consent of the Benefactor, except in cases provided in the Offer and the applicable laws of Ukraine.
5.3. The Benefactor has the right to:
5.3.1. Transfer a voluntary charitable donation to the Foundation in the way provided in the Agreement.
5.3.2. Request from the Foundation a report on its use of charitable donations.
5.4. The Benefactor is obliged to:
5.4.1. read all the rules and conditions of the Offer in detail and carefully, and accept them at the time of making a charitable donation payment, as well as all the additional rules regulating the relations between the Parties under the Offer.
6. PLACE OF CHARITABLE FUNDRAISING
6.1. The public fundraising of charitable donations shall take place in the territory of any country of the world. The immediate activities of the Foundation related to public fundraising under the Agreement shall be carried out in accordance with its Statutes.
7. TERM OF PUBLIC FUNDRAISING OF CHARITABLE DONATIONS
7.1. The public fundraising of charitable donations under this Agreement shall take place throughout the operation of the Foundation until the termination thereof, unless otherwise determined by a decision of competent governing bodies of the Foundation. In case of targeted charitable projects, the public fundraising of charitable donations shall be carried out within the terms indicated in the relevant announcement of the public fundraising of charitable donations for a concrete purpose.
8. LIABILITY OF THE FOUNDATION
8.1 The Foundation shall be liable for the violation of this Agreement or the manner of use of charitable donations in the amount and manner prescribed by the applicable laws of Ukraine.
8.2. The Foundation shall bear no liability in case of actions / omissions of third parties resulting in the inability of the Foundation to perform its obligations under the Offer.
9. REPORTS ON THE USE CHARITABLE DONATION
9.1. Access to reports on the use of charitable donations shall be provided to the Benefactor upon their written request. Other information shall be provided by the Foundation as and when prescribed by the applicable laws of Ukraine. The Foundation may publish the reports on the use of charitable donations on the
Website.
10. TERM OF THE AGREEMENT
10.1. This Agreement shall take effect as of the execution hereof, i.e. as of the acceptance of the Agreement by the Benefactor. The Agreement shall remain in effect until the Parties fully perform their obligations hereunder.
10.2. This Agreement shall be equal in its legal effect to an agreement made in a regular written form.
11. AGREEMENT AMENDMENT AND TERMINATION PROCEDURE
11.1. The Foundation reserves the right to amend the terms and conditions of this Agreement from time to time and without prior notice by publishing a revised version of the Agreement on the Website and/or a link thereto. In this case the new terms and conditions of making a charitable donation shall be mandatory for the Benefactor as of the publication of the revised version of this Agreement, unless another effective date is additionally specified at the time of publication.
12. FINAL PROVISIONS
12.1. By accepting the Offer the Benefactor grants the Foundation their consent to the processing of their personal data disclosed by the Benefactor when a charitable donation is made for the purpose of this Agreement. Such personal data may include a name, a surname and a patronymic, an address, a place of residence, an email, a phone number, and (in case of transferring funds to the current account of the Foundation via banking institutions) bank details. The authorized types of personal data processing shall include collection, registration, accumulation, storage, adaptation, modification, recovery, use and dissemination (distribution, disposal, transfer), anonymization, and destruction. The Foundation undertakes not to disclose the personal data of the
Benefactor to any third parties without the consent of the Benefactor, unless such disclosure is required by state authorities or otherwise required under the laws of Ukraine. The Benefactor confirms that they have been informed of the rights set forth in the Law of Ukraine “On Personal Data Protection”. The scope of the rights of the Benefactor as a personal data subject shall be in accordance with the Law of Ukraine “On Personal Data Protection”.
12.2. The Benefactor gives consent that their contact information may be used by the Foundation to send letters and messages, including electronic, to the Benefactor. Meanwhile, the Foundation undertakes not to provide contact data information of the Benefactor to any third parties, unless expressly required by the laws of Ukraine.
12.3. In case of any disputes between the parties to this Agreement such disputes shall be settled through negotiations. If a negotiation solution cannot be found, disputes shall be tried in court in the manner prescribed by the procedural laws of Ukraine.
LOCATION AND DETAILS OF THE PARTIES
FOUNDATION:
CHARITABLE ORGANIZATION “CHARITABLE FOUNDATION “DroneUA”
Registration address: Kyiv, 2A, Zaliznychne Shose
Current account: UA863005280000026002000028673 in OTP BANK JSC
SWIFT code: OTPVUAUK
USREOU code 44749776
Tel.: 0 800 33 57 57
Director
_______________________ Valerii YAKOVENKO (signature)