PUBLIC OFFER AGREEMENT
ON MAKING A CHARITABLE DONATION
1. GENERAL PROVISIONS
1.1. This public offer for a charitable donation (hereinafter – the "Offer") is a proposal by the Charitable Organisation "Caridad-Dnipro Charitable Foundation", legal entity identification code 45219518, located at: Ukraine, Kamianske, 13 Panas Myrny Street (hereinafter – the "Foundation"), represented by its Director Norayr Vaginakovich Avanesyan, addressed to an indefinite circle of legally capable individuals and private legal entities who voluntarily engage in charitable activities (hereinafter each such person – the "Donor"), to enter into an agreement on making a charitable donation (hereinafter – the "Agreement") on the terms described in this Offer, with each Donor who applies.
1.2. This Offer comes into force from the moment it is published on the Foundation's website at: https://caridad-dnipro.org/ (hereinafter – the "Website"). This Offer is indefinite and may be amended or revoked by the Foundation at any time (prior to its acceptance by the Donor) by posting the relevant information on the Website.
1.3. The Foundation may enter into charitable donation agreements in a different manner and/or on different terms than those set out in this Offer. The Donor may separately contact the Foundation to conclude such an Agreement.
2. SUBJECT MATTER OF THE AGREEMENT
2.1. Under this Agreement, the Donor gratuitously and irrevocably transfers, as a voluntary charitable donation, monetary funds to the ownership of the Foundation for the purpose of supporting the Foundation's statutory activities and covering its administrative expenses, and the Foundation accepts such charitable donation and undertakes to use it for its own charitable activities in accordance with the Foundation's Charter and the legislation of Ukraine.
2.2. The transfer of funds by the Donor under this Agreement is recognised as a charitable donation in accordance with Article 6 of the Law of Ukraine "On Charitable Activities and Charitable Organisations".
2.3. The Donor independently determines the amount of the charitable donation. The Donor has the right to request from the Foundation and receive information about the nature and extent of charitable assistance needed for specific purposes of the Foundation's activities, as well as under the Foundation's charitable programmes, in order to determine how the donation will be used prior to making it.
2.4. If the Donor specifies (selects) a purpose in the payment description that corresponds to a public fundraising announcement for a specific goal (implementation of charitable programmes or a project, assistance to a specific beneficiary) published on the Website, the Foundation undertakes to use the donation for the purposes indicated by the Donor. In the event that the charitable donation cannot be used for the stated purpose due to objective reasons (such as sufficient funds already having been collected, the need for assistance having ceased, etc.), the Donor agrees, and the Foundation has the right and undertakes, to use the Donor's charitable donation for other purposes within the Foundation's statutory activities.
2.5. The conclusion and performance of this Agreement is not intended to and does not provide for the receipt of profit by either party.
3. ACTIVITIES OF THE FOUNDATION
3.1. Assistance to persons with disabilities, internally displaced persons, pensioners, large families, and other vulnerable groups in the form of medications, food products, solid fuel for heating (firewood, pellets), drinking water, clothing, and other items as needed, both within Ukraine and abroad.
The Foundation carries out charitable activities to assist the Ukrainian people and Ukraine during the war with the Russian Federation, to promote the restoration of rights and freedoms and the rehabilitation of Ukrainian citizens and their family members affected by the war on the territory of Ukraine, to implement actions aimed at the further reconstruction of Ukraine, and to take other actions aimed at creating a happy and safe future for Ukraine and its citizens.
3.2. The Foundation's activities are not aimed at making a profit.
3.3. The Foundation's Charter, information about its work, and activity reports are published on the Website.
4. MAKING A DONATION AND ACCEPTANCE OF THE OFFER
4.1. The Donor independently determines the amount of the charitable donation and makes it by transferring funds using the payment forms and methods available on the Website, or by transferring funds to the Foundation's account through banking institutions. Charitable donations are open-ended, and there is no time limit on their use by the Foundation.
4.2. In accordance with this Offer and Agreement, charitable donations are made by Donors and used by the Foundation to carry out and support its charitable activities (implementation of the directions, goals of charitable activities and charitable programmes) in accordance with the Charter and the legislation of Ukraine. The Donor agrees to this intended use of their donation.
4.3. The Donor also has the right to designate a specific purpose for their donation within the goals, directions, and charitable programmes of the Foundation by entering into a separate charitable donation agreement with the Foundation, in accordance with clauses 1.3 and 2.3 of this Offer.
4.4. When making a donation, for proper identification of the payer, the Donor provides their contact information: first and last name, name of the legal entity, email address and/or phone number, and other data enabling identification of the Donor.
4.5. Acceptance of the Offer is deemed to be its full and unconditional acceptance by the Donor through the act of transferring charitable donation funds to the Foundation by one of the methods specified in clause 4.1 above (hereinafter – "Acceptance"). Furthermore, by accepting the Offer, the Donor fully understands and agrees to the subject matter of the Agreement, the purposes and goals of the public fundraising, and confirms the Foundation's right to use a portion of the charitable donation for the Foundation's administrative expenses in an amount no greater than that provided for by the Law of Ukraine "On Charitable Activities and Charitable Organisations", namely no more than 20%.
4.6. The parties agree that from the moment of Acceptance of the Offer, this Agreement is deemed concluded in written form in accordance with Articles 207, 639, 641 and 642 of the Civil Code of Ukraine and Articles 6 and 7 of the Law of Ukraine "On Charitable Activities and Charitable Organisations". The parties further agree that following Acceptance of the Offer, the failure to execute this Agreement as a separate document (e.g. on paper, etc.) does not render this Agreement invalid.
4.7. The Offer is deemed accepted and the Agreement concluded as of the date the funds are credited to the Foundation's account.
4.8. Within 48 hours of the funds being credited to the Foundation's account, the Donor may contact the Foundation regarding a refund of the charitable donation in connection with an erroneous transfer or other reasons. After this period has elapsed, the charitable donation is considered irrevocable and will not be refunded by the Foundation, except in cases required by the legislation of Ukraine or otherwise provided for in this Offer. If a charitable donation was transferred to the Foundation's account without payer identification and the Foundation is unable to identify the Donor, such donation will not be refunded.
4.9. Costs associated with making charitable donations (transfer commissions, taxes, fees, etc.) are borne by the Donor if charged to the Donor, and by the Foundation if charged to the Foundation. The Donor acknowledges and agrees that a portion of their charitable donation may be used by the Foundation to cover costs associated with processing charitable donations, where such costs are charged by third parties by default and cannot be avoided (e.g. payment system acquiring commissions, bank fees, etc.).
5. RIGHTS AND OBLIGATIONS OF THE PARTIES
5.1. The Foundation undertakes to use the Donor's charitable donation funds in strict accordance with the legislation of Ukraine and exclusively within the scope of its statutory activities.
5.2. The Foundation has the right to independently determine the allocation of charitable donations in accordance with its statutory activities and the legislation of Ukraine, except in cases where the Donor has designated a specific purpose for their donation under a separate agreement with the Foundation. Accordingly, if the Donor has not specified a particular purpose for the donation, it is deemed to have been made for the Foundation's statutory activities in general.
5.3. The Donor agrees that, in accordance with the Law of Ukraine "On Charitable Activities and Charitable Organisations", the Foundation may use a portion of the funds received from Donors to finance its administrative expenses in an amount no greater than that provided for by the said Law (namely no more than 20%).
5.4. The Donor has the right to receive information on how their charitable donation has been used. To this end, the Foundation publishes financial reports on the Website, which include information on the amounts of donations received by the Foundation during the reporting period and the Foundation's expenditures during the reporting period. Upon the Donor's request, the Foundation may also confirm the intended use of the charitable donation with additional documents.
5.5. By making a charitable donation, the Donor unconditionally affirms their legal capacity, the voluntary nature of the transaction, that the subject of the charitable donation is not subject to any prohibition, arrest, pledge, or any other encumbrance by third parties, and that it was not acquired in violation of the Law of Ukraine "On Prevention and Counteraction to Legalisation (Laundering) of Proceeds from Crime, Financing of Terrorism and Financing of Proliferation of Weapons of Mass Destruction". The Donor confirms that neither the Donor nor their ultimate beneficial owners are subject to restrictive measures (sanctions) imposed by Ukraine, foreign states, international bodies or institutions recognised by Ukraine. In the event that the Foundation has reasonable grounds to doubt these representations, the Foundation has the right to request, and the Donor undertakes to provide, relevant supporting evidence.
6. LOCATION OF PUBLIC CHARITABLE FUNDRAISING
6.1. Public charitable fundraising is carried out in the territory of any country in the world, with the exception of the Russian Federation, the Republic of Belarus, and the Islamic Republic of Iran. The direct activities of the Foundation related to achieving the goals set out in its Charter are carried out in accordance with the Charter.
7. DURATION OF PUBLIC CHARITABLE FUNDRAISING
7.1. Public charitable fundraising under this Agreement is conducted throughout the entire period of the Foundation's operation until its dissolution, unless otherwise determined by a decision of the Foundation's competent governing bodies. In cases provided for in clause 2.4 of this Agreement, public charitable fundraising is conducted within the timeframes specified in the relevant announcement of a public fundraising campaign for a specific purpose.
8. LIABILITY OF THE FOUNDATION
8.1. The Foundation shall be liable for any breach of the terms of this Agreement or for improper use of charitable donations on the grounds, to the extent, and in the manner determined by the requirements of the applicable legislation of Ukraine.
9. FINAL PROVISIONS
9.1. By accepting the Offer, the Donor grants the Foundation consent to process their personal data disclosed by the Donor when making a charitable donation, for the purpose of performing the terms of the Agreement. Such personal data may include: full name, address, place of residence, email address, phone number, and (when transferring funds to the Foundation's current account through banking institutions) banking details. Permitted types of personal data processing include collection, registration, accumulation, storage, adaptation, modification, updating, use and dissemination (distribution, transfer), anonymisation, and destruction. The Foundation undertakes not to disclose the Donor's personal data to third parties without the Donor's consent, except where such disclosure is required by government authorities or otherwise required under the legislation of Ukraine. The Donor confirms that they have been informed of the rights established by the Law of Ukraine "On Personal Data Protection". The scope of the Donor's rights as a personal data subject under the Law of Ukraine "On Personal Data Protection" is known and understood by the Donor.
9.2. The Donor agrees that after providing their personal information when making a charitable donation or registering on the Website, the Foundation may send letters and notifications, including electronic ones, to the Donor's email address or phone number. Furthermore, if the Donor has not expressed a wish to remain anonymous when making a charitable donation, the Foundation has the right, without the Donor's consent, to publish the Donor's full name or the name of the legal entity as a benefactor of the Foundation in its own reporting, on the Website, or in any media outlet. At the same time, the Foundation undertakes not to transfer the Donor's email address or other information to third parties, except as provided for in this Agreement and the applicable legislation of Ukraine.
9.3. In the event of disputes between the parties to this Agreement, they shall be resolved through negotiations in a pre-trial manner. If a negotiated resolution is not possible, disputes shall be considered by the courts in accordance with the procedure established by the legislation of Ukraine.
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