Grant and Project Implementation Agreement

This Grant and Project Implementation Agreement (the "Agreement") sets out the rights, obligations, and conditions under which funds are provided for independent, non-profit, and community projects.

This Agreement is a core and inseparable part of the Patronito Platform Terms of Use. It is entered digitally through an electronic confirmation (a "click-wrap" agreement).

Article 1: Identification of Parties and Jurisdiction

1.1 The Provider (the "Organization"): The partner providing the grant is exclusively the organization operating in the jurisdiction where your project takes place. The determination is automatic based on your location:

• For projects in the European Union (including EEA): The partner is Nadace Patroni Česka, ID: 23301660, with its registered office at Křižíkova 661, 256 01 Benešov, Czech Republic.

• For international projects and users outside the EU: The partner is United Patrons, a non-profit organization, Ontario Corporation Number: 1001025182, Business Number (BN): 708235551TZ0001, with its registered office at 7030 Woodbine Avenue, Markham ON, Canada.

(To avoid doubt, the parties agree that these organizations are not liable for each other's obligations. A contractual relationship is formed only with one of them).

1.2 The Recipient (the "Guarantor"): The Guarantor is a Patronito platform user (an individual or legal entity) who submitted a project proposal that was approved for funding by the Organization. The Guarantor can be a registered charity or an informal group (an unregistered organization or community initiative).

Article 2: Legal Nature of Funds and Exclusion of Asset Management

2.1 Organization’s Own Property: The Organization declares, and the Guarantor acknowledges, that all grant funds are the exclusive and unrestricted property of the Organization. This is not a payment service, trust, escrow, or any form of third-party asset management.

2.2 Right of Free Decision: The Organization has the final authority to decide whether to grant, suspend, or withdraw funding. Support shown by donors (Patrons) on the platform is only advisory for the Organization. This rule ensures strict compliance with "Anti-Directed Giving Rules".

2.3 Qualified Disbursement and Restricted Gift: Under Canadian law, this grant is a "Qualifying Disbursement". Under European and Czech law, it is defined as an innominate grant agreement and a donation with a specific purpose (restricted gift), as the support is tied to a specific public benefit goal.

Article 3: Purpose, Grant Amount, and Tax Obligations

3.1 Strict Purpose: The grant must be used only for the approved purpose. The Guarantor solemnly commits to using 100% of the funds for direct, legitimate, and verifiable costs of the project as described on the Patronito platform (the "Project"). Use of funds for private needs, unrelated debts, or political/extremist activities is strictly forbidden and constitutes a major breach of this Agreement.

3.2 Grant Amount and Operating Costs: The total grant amount is shown in the Guarantor’s user interface. The Guarantor agrees that up to 10% (ten percent) has been deducted from the original donations to cover platform operations, bank fees, fraud prevention, and administration. The actual grant consists of the remaining 90%.

3.3 Taxes and Social Contributions (Gross-up): The grant is paid as a gross amount. The Organization is not an employer and does not withhold income tax or social security contributions. The Guarantor is solely responsible for reporting income and paying all taxes in their home country.

Article 4: Milestone Funding and Control Tools

4.1 Risk Management: To comply with tax authority standards for risk assessment, the Organization does not pay out medium and large grants in a single lump sum.

4.2 Progressive Release (Tranches): Project funding is paid in installments (tranches) based on a Milestone Schedule. This schedule is generated from the project plan submitted by the Guarantor. Releasing a new tranche is strictly conditioned on the Organization approving a Progress Report for the previous milestone.

4.3 Right to Withhold: The Organization reserves the right to suspend or stop any future payments if it suspects the funds are not being used for the approved purpose, or if the Guarantor fails to communicate for more than 14 days without an excuse.

Article 5: Guarantor Obligations, Reporting, and "Standard of Effort"

5.1 High Standard of Effort: Both parties recognize the risks in innovation and social projects. The Guarantor cannot guarantee a perfect result but commits to acting with due care and using their highest standard of professional effort and honesty. If the Project is delayed or fails due to objective reasons (force majeure, technical impossibility, illness), and the Guarantor proves they acted transparently and with due effort, it will not be considered a breach requiring the return of funds.

5.2 Periodic Reporting and Transparency: To maintain trust, the Guarantor agrees to:

• a) Post a public progress update on the platform at least once a month (or via email with the Organization).

• b) Keep all accounting records, contracts, and receipts proving how the funds were spent.

• c) Provide these records for audit within 7 days upon written request from the Organization.

5.3 Separate Tracking: If the grant exceeds $50,000 USD (or 1,000,000 CZK), the Guarantor must set up a separate bank account (or a clearly separated sub-account) for these funds to prevent mixing them with personal or business money.

Article 6: Breach, Remedy, and Termination

6.1 Grounds for Immediate Revocation: The Organization may terminate this Agreement immediately and demand the return of all paid funds (including via legal action) if the Guarantor:

• Uses funds for any purpose other than the approved Project.

• Falsifies or misrepresents progress reports or accounting documents.

• Intentionally stops the Project without a serious objective reason communicated in advance.

6.2 Protection of Community Will: If funds are returned or recovered, the Organization will not return them to individual Patrons. Instead, to honor the community's intent, the funds will be moved to a guarantee fund to support another successful project in a similar category.

6.3 Return of Unused Funds: If the Project is finished under budget, or ends early due to objective reasons (death, market collapse, technical failure), the Guarantor must report the remaining balance and return it to the Organization.

Article 7: Copyright, Licensing, and Privacy

7.1 Ownership of Outputs: All intellectual property rights to works, software, or products created during the Project remain the exclusive property of the Guarantor (or their authors) unless agreed otherwise.

7.2 Promotional License: The Guarantor grants the Organization a free, worldwide, and permanent license to use text, photos, and videos documenting the Project. This is only for marketing the Patronito platform and fulfilling reporting duties to tax and public authorities.

7.3 Data Protection (GDPR/PIPEDA): If the Guarantor handles personal data of Patrons, they become an independent data controller. The Guarantor must follow EU GDPR and Canadian PIPEDA laws. It is strictly forbidden to sell community data or use it for marketing unrelated to the funded Project.

Article 8: Dispute Resolution and Final Provisions

8.1 Applicable Law for EU/CZ: If the partner is Nadace Patroni Česka, the Agreement is governed by the laws of the Czech Republic. Disputes will be handled by Czech courts. Individuals acting as consumers may also use out-of-court settlement via the Czech Trade Inspection (ČOI).

8.2 Applicable Law for Canada and the World: If the partner is United Patrons, the Agreement is governed by the laws of the Province of Ontario and the federal laws of Canada.

8.3 Independence of Parties: This Agreement does not create an employment relationship, agency, or joint venture. Both parties act as independent entities.

8.4 Effectiveness and Digital Signature: This Agreement becomes effective once the Organization approves the grant and the Guarantor confirms their consent by clicking the confirmation button on the Patronito platform.