TERMS OF USE

§ 1
GENERAL PROVISIONS

These Regulations define the rules of using the Website, available at: www.CrowdDragons.com, run by Crowd Dragons Sp. z o.o. registered office in Warsaw at ul. Górskiego 6/24, 00-033 Warsaw, entered into the Register of Entrepreneurs kept by the District Court for the capital city of Warsaw in Warsaw, XII Commercial Division of the National Court Register under KRS number 0000719214, REGON 369507865, NIP 5252740041. Contact details: address: at ul. Górskiego 6/24, 00-033 Warsaw, e-mail: dragons@CrowdDragons.com. These Regulations are made available free of charge via the Website, in a form enabling its acquisition, reproduction, recording and printing.

Regulations define in particular:
     1) the types and scope of services provided,
     2) the terms of service provision, including:
     a) technical requirements necessary to cooperate with the ICT system used by the service provider,
     b) prohibition of providing illegal content by Users;
     3) conditions for concluding and terminating contracts for the provision of electronic services;
     4) complaint procedure.

 

§ 2
DEFINITIONS

Terms used in the Regulations have the following meaning:

1. Operator - Crowd Dragons Sp. z o.o.  with headquarters in Warsaw at ul. Górskiego 6/24, 00-033 Warsaw, entered in the Register of Entrepreneurs kept by the District Court for the capital city of Warsaw in Warsaw, XII Commercial Division of the National Court Register under KRS number 0000719214, REGON 369507865, NIP 5252740041,

2. Parties - Operator, Investor (or persons on whose behalf it operates) and the Originator (or persons on whose behalf it operates),

3. User - a natural person with full legal capacity, acting on its own behalf, a legal person or an organizational unit without legal personality, the specific legal provisions of which provide for legal capacity, registered on the Website and directly benefiting from its functionality. The user can be, among others Investor or Originator,

4. Account - means a separate space within the Website available to the User, to which he voluntarily introduces data and manages them on the terms set out in these Regulations, containing information about his activities on the Website,

5. Investment Agreement - an agreement between an Investor (or an entity on behalf of which it acts) and an Originator (or an entity on behalf of which it operates), in a manner and on principles described in the Regulations, detailing the mutual obligations of the said entities regarding Project financing. The Operator Agreement or another entity may also be a Party to the Investment Agreement, if the contract so provides,

6. Agreement - an agreement concluded between the Operator and the User, or an entity on behalf of which the User operates, the subject of which is the use of the Website and the provision of services by the Operator on the terms described in these Regulations,

7. Service - the service is available at: www.crowddragons.com, through which the Operator provides services, enabling the financing of Projects as part of Equity Crowdfunding, Traditional Crowdfunding and Revenue Crowdfunding,

8. Traditional Crowdfunding - means the method of obtaining financing by the Originator for the implementation of the Project, under which the Operator initiates the Campaign at the initiative of the Originator, through which the Originator submits to the Investors an offer to finance the Project in exchange for the Prizes,

9. Equity Crowdfunding - means the method of obtaining financing by the Originator for the implementation of the Project, under which the Operator, at the initiative of the Originator, launches the Campaign through which the Investor submits to the Investors an offer to finance the Project in exchange for shares in the Company,

10. Revenue Crowdfunding - means the method of obtaining financing by the Originator for the implementation of the Project, under which the Operator initiates the Campaign at the initiative of the Originator, through which the Investor submits to the Investors an offer to finance the Project in exchange for participation in the income obtained as part of the Project,

11. Investor - means a User acting on his own behalf or on behalf of and for a legal person or an organizational unit that is not a legal person, the specific legal provisions of which are interested in financing the Project under Equity Crowdfunding, Traditional Crowdfunding or Revenue Crowdfunding,
12. Project - activities aimed at achieving a specific goal, which the Investor applies for as part of the Campaign. The project may be implemented directly by the Originator or by entities on behalf of and for the benefit of which acts, entities related to them or cooperating on the basis of separate agreements, for whose actions or omissions the Investor or entity is fully responsible for and on behalf of which it operates,

13. Campaign - a set of activities performed by the Operator at the initiative of the Originator or by the Originator itself, aimed at obtaining financing for the Project,

14. Originator - means a User acting on his own behalf or on behalf of and for a legal person or organizational unit that is not a legal person, the specific legal provisions of which are interested in obtaining financing for the Project implementation under Equity Crowdfunding, Traditional Crowdfunding or Revenue Crowdfunding. On the basis of separate arrangements made with the Operator, the Originator may also be an entity or a person not registered in the System, interested in implementing a specific Project (so-called Publisher),

15. Prize - mutual offer offered to investors by the Originator in connection with their financial support for a given Project as part of traditional Crowdfunding,

16. Bank account - an account indicated by the Originator, which will be used only for the purpose of project implementation and settlement as part of the Revenue Crowdfunding,

17. Regulations - means this document regulating, in particular, the terms and conditions of using and functioning of the Website, as well as the rights and obligations of the Parties,

18. The Company - a limited liability company whose shares are offered to Investors as part of the Participatory Crowdfunding in exchange for financing the Project and whose essential subject of activity will be the implementation of the Project,

19. Payment operator - an entity providing services in the field of making quick transfers, including through which Investors can transfer funds regarding support for a specific Project. The payment operator through which payments are made is eCard Spółka Akcyjna with its registered office in Warsaw (00-043), at Tadeusz Czacki 7/9/11 (National Court Register No. 0000042304),
20.Price list - list of fees for services offered on the Website, posted at www.CrowdDragons.com.

§ 3
  REGISTRATION

1.Access to the content posted on the Website is possible in principle after conducting the registration procedure and creating an Account by the User. Persons who do not have an Account on the Website have the right to browse for free its public content, in particular the description of the Campaign and the originator's documents posted by the Originators, unless the Originator or the Operator has decided otherwise.

2.The User, in order to create an Account, is required to complete the registration form, available on the Website.

3. In order to create an Account, a User acting on his own behalf is obliged to provide at least the following data:
    1) name and surname,
    2) e-mail address,
    3) password, consisting of at least 6 (six) characters,
    4) information on your European Union citizenship,
    5) statement on acceptance of the content of the Regulations.

4.In order to create an Account, a User acting on behalf of a legal person or an organizational unit without legal personality, the legal regulations of which provide for legal capacity is obliged to provide, in addition to the data indicated in paragraph. 3, in addition:
    1) the name of the entity on behalf of which the User acts, his address, entry number in the National Court Register (or in another register, with its specification), NIP number,
    2) a statement of entitlement to act on behalf of the entity referred to in point 1 above, including holding appropriate authorizations or authorizations, if necessary.
5. The registration and activation of the Account takes place in stages, and the User should proceed in accordance with the information displayed directly on the Website and sent to the e-mail address provided in paragraph. 3 point 2.

6. An account can be created only by adult citizens of the European Union. Account creation takes place after pressing the "Create Account" icon in the registration form and after clicking the activation link, sent with a welcome email to the e-mail address provided by the User.

7. After completing the registration procedure, the User can access the Account assigned to him and use the Website's functionality through a login which is the e-mail address provided during registration and the indicated password.

8. The contract between the Operator and the User, or an entity on behalf of which the User operates, is concluded at the moment of creating the Account. The Account allows the User to use the Website.

9. After creating the Account and activating it, the User can complete or edit the previously transferred data.

10. By entering into a contract for the provision of electronic services, the user declares that:

    1) read the Regulations and fully accept its content;
    2) is aware of the investment risk referred to in the Regulations;
    3) data provided by him are truthful and do not violate the rights of third parties;
    4) agrees to enter into an Agreement electronically;
    5) consents to the processing of personal data on the terms specified in the Act on the Protection of Personal Data;

    6) agrees to receive system information to the e-mail address provided by them, i.e. notifications, messages as part of the Website's operation.

11. By accepting these Regulations, the User undertakes to:
    1) confidentiality of all information, opinions, documents regarding Projects available to Users, with which they read through the Website, unless they are available without the need to open an Account;
    2) update the data provided during the Registration in case of change.

12. A User who has an Account can delete them at any time. Account cancellation is tantamount to deleting content from the User from the Website. However, information and documents regarding the concluded Agreement, the Investment Agreement and other provisions relating to the rights and obligations of the User shall not be deleted until the expiration of such rights and obligations.

 

§ 4
SYSTEM

 

1.At the conclusion of the Agreement, the User obtains the right to use the Website's functionality, create a campaign profile, view the Campaigns currently being run and support the Projects.
 

2.The Operator has the right to grant the third party authorization to perform on his behalf part of the obligations arising from these Regulations, including those concerning the implementation of the Project, undertaking verification activities indicated in paragraph 5 below and contacts with the Originator, in particular if the third party mentioned is obliged on the basis of separate agreements to carry out marketing and sales activities on which the success of the Project may depend (so-called Publisher).

3.Through the System, the Operator may apply for funding for the Project. In the situation of such obligation, the Originator described in these Regulations towards Investors is directly carried out by the Operator, and the provisions of these Regulations shall apply accordingly.
 

4. The Campaign is launched by creating, at the initiative of the Originator, the Campaign profile and initial verification of the content and materials that constitute the basis for creating the Campaign, in which a detailed description of the Project is submitted, the Investor is seeking funding, the content of the Investment Agreement, as well as other information they will be considered by the Originator to be transferred for funding, or the transfer of which is required in accordance with these Regulations.

5.The Operator verifies each Campaign, before it starts, in terms of meeting the requirements regarding the information and documents provided. The Operator is entitled to refuse to place the Campaign on the Website without giving a reason.

6. The Operator performs initial verification of information, opinions, plans and financial data provided by the Originator in terms of their compliance with the actual and legal status, but allowing the Campaign to publish on the Website is not certain that the Campaign is correct in the above-mentioned respects, which the Investor should be aware of.

 

§ 5
TRADITIONAL CROWDFUNDING


1.The initiator, submitting a request to the Operator for the creation of a Campaign under Traditional Crowdfunding, is required to determine the amount of funding applied for by the Originator, a detailed description of the Prizes and the date of its submission, and a detailed description of the Project (including the timing of its duration and deadlines for individual works) to be financed, as well as the start and end dates of the duration of the Campaign, while the duration of the Campaign can not be shorter than 30 days. At the Operator's request, the Originator is obliged to prepare and submit to the Operator a business plan specifying the assumptions of the Project, the activities envisaged, the manner of using the funds and the expected revenue. The amount of financing applied for by the Originator can be determined by indicating its minimum and maximum size (the so-called "spreads").

2. Before launching the Campaign, the Originator, at the request of the Operator, is obliged to submit a power of attorney to act on behalf of persons or entities for whom it acts, and to provide security in a manner specified by the Operator, in particular by issuing a blank promissory note along with a bill of exchange guarantee, which the corresponding bill of exchange declaration will be prepared. Establishment of the collateral will guarantee the return of funds to the Investors in the event that the Campaign does not succeed, i.e. the obtained amount of financing will be lower than the minimum amount indicated by the Originator, as well as a guarantee that the Investors will be presented to the Investors in a situation where the Campaign will be successful.

3.An investor, in order to finance a given Project, transfers a given amount of money to the Originator within a given Campaign. The amount that may be transferred by the Investor to the implementation of the Project may not be higher than the maximum amount of funding determined by the Originator less the payments made by other Investors.

4.In the event that the Campaign is not successful and the Originator does not obtain the minimum funding for which he / she applied or the Campaign is terminated for any reason before the end of its term, the funds paid by Investors will be returned to them in full. If the funds mentioned above have been transferred directly to the Originator or have been used in any way in connection with the running of the Campaign, he commits to the Investors to return such funds, however not later than within 7 days from the end of the Campaign. If these funds are at the disposal of the Operator, he undertakes to return them to the Investors, no later than within 14 days from the end of the Campaign.

5. The originator incurs all costs related to the implementation of the Campaign, including costs related to the services provided by the Payment Operator and return to the Investors the funds deposited by them, in accordance with paragraph 4 above.

6. The originator may extend the duration of the Campaign by postponing the end date of its duration. Extending the duration of the Campaign requires the consent of the Operator, an appropriate application, in this case, should be submitted at least one day before the expiry of the duration of the Campaign. After obtaining the consent of the Operator referred to in the previous sentence, the Originator should publish relevant information on the Campaign profile. The originator, after obtaining the Operator's prior consent, may at any time terminate the campaign. A refusal of consent by the Operator may take place only for important reasons.    

7. The Operator may at any time suspend or terminate the campaign by the Campaign User without providing a reason. In particular, but not exclusively, it may block access to information about the intention of the Originator to obtain funding under Crowdfunding through the Website.

8. The originator waives all claims against the Operator for the suspension or termination of running the Campaign.  

9.  At the request of the Originator and after consulting the Investors, the Operator may agree to the Project despite the failure to achieve the minimum amount of funding under the Campaign, in particular if the amount accumulated so far is lower by no more than 10% from the minimum amount of funding applied for Originator.

10. Before expressing the consent of the Operator to implement the Project in the situation referred to in paragraph 9, the Operator shall undertake verification activities, aimed in particular at determining whether the amount gained so far as part of the Campaign is sufficient to implement the Project. It may also request the Originator to issue, by entities on behalf of which it acts or their partners, a blank promissory note with a bill of exchange guarantee, to which an appropriate promissory note declaration will be prepared, in order to secure the possible implementation of the Project.

§ 6
EQUITY CROWDFUNDING

 

1.The initiator, submitting a request to the Operator to create a Campaign as part of an equity Crowdfunding, is required to determine the amount of funding applied for by the Originator, the price of one offered share of the Company, the number of shares offered to investors in return for their support, as well as detailed a description of the Project (including the definition of the timeframe of its duration and deadlines for individual works) to be financed, and the start and end dates of the duration of the Campaign, with the duration of Campaign not less than 30 days. At the request of the Operator, the Originator is obliged to prepare and submit to the Operator a business plan specifying the assumptions of the Project, the activities envisaged, the manner of using the funds and the expected revenue.

 2.The amount of financing applied for by the Originator can be determined by indicating its minimum and maximum size (the so-called "spreads"). In this case, the number of shares offered to investors in return for support should be set at the minimum and maximum levels.

 3. In addition, the originator is obliged to provide the Operator with the Company's agreement, as well as information on the Company's financial situation, including its financial statements for the last financial year (unless the first financial year has not ended), the business plan and any other documents requested by the Operator. The Operator verifies the documents and information provided by the Originator, and the Originator should provide comprehensive and truthful explanations regarding their content at every request of the Operator.

4. Before launching the Campaign, the Originator, at the request of the Operator, is obliged to submit a power of attorney to act on behalf of persons or entities for whom it acts, and to provide security in a manner specified by the Operator, in particular by issuing a blank promissory note along with a bill of exchange guarantee, which the corresponding bill of exchange declaration will be prepared. Establishment of the collateral will guarantee the return of funds to the Investors in the event that the Campaign is not successful, i.e. the obtained amount of financing will be lower than the minimum amount indicated by the Originator, as well as a guarantee of transferring shares to investors in accordance with the Investment Agreement in a situation where The campaign will be a success.

5. An investor wishing to finance a given Project transfers to the Originator a given monetary amount, however not less than PLN 1,000.00 (in words: one thousand zlotys), constituting a multiple of the price of one offered share of the Company. The originator may set a different amount of the minimum payment (it must always be an integer and a multiple of the value of one share of the Company).

6. The amount that may be transferred by the Investor to the implementation of the Project may not be higher than the maximum amount of funding determined by the Originator less the payments made by other Investors.

7. The number of shares to be acquired by the Investor in exchange for the transfer of funds in accordance with paragraph 5, corresponds to the quotient of the amount paid by him and the price of one offered share of the Company, rounded down to the whole number.
8. In the event that the Campaign is not successful and the Originator does not obtain the minimum funding for which he / she applied or the Campaign is terminated for any reason before the end of its term, the funds paid by Investors will be returned to them in full. If the funds mentioned above have been transferred directly to the Originator or have been used in any way in connection with the running of the Campaign, he commits to the Investors to return such funds, however not later than within 7 days from the end of the Campaign. If these funds are at the disposal of the Operator, he undertakes to return them (or return them to the Operator for payment) to the Investors, no later than within 14 days from the end of the Campaign.

9. The originator bears all costs related to the implementation of the Campaign, including the costs of preparing the documents referred to in para. 3, as well as costs related to the services provided by the Payment Operator and refund to the Investors of funds paid by them, in accordance with para. 8 above.

10. The originator may extend the duration of the Campaign by postponing the end date of the Campaign, but no longer than by 30 days. Extending the duration of the Campaign requires the consent of the Operator, an appropriate application, in this case, should be submitted at least one day before the expiry of the duration of the Campaign. After obtaining the consent of the Operator referred to in the previous sentence, the Originator should publish relevant information on the Campaign profile.

11. The originator, after obtaining the Operator's prior consent, may at any time terminate the campaign. A refusal of consent by the Operator may take place only for important reasons.

12. The Operator may at any time suspend or terminate the lead through the Campaign Originator without stating reasons. In particular, but not exclusively, it may block access to information about the intention to obtain financing by the Company as part of the Participation Crowdfunding through the Website.

13. The originator waives all claims against the Operator for the suspension or termination of running the Campaign.

14. At the request of the Originator and after consulting with the Investors, the Operator may agree to the Project despite the failure to obtain a minimum amount of funding under the Campaign, in particular if the amount accumulated so far is lower by no more than 10% from the minimum amount of funding applied for Originator.

15. Before expressing the consent of the Operator to implement the Project in the situation referred to in paragraph 14, the Operator will undertake verification activities, aimed in particular at determining whether the amount gained so far within the framework of the Campaign is sufficient to implement the Project. It may also request the Originator to issue, by entities on behalf of which it acts or their partners, a blank promissory note with a bill of exchange guarantee, to which an appropriate promissory note declaration will be prepared, in order to secure the possible implementation of the Project.

16. Equity crowdfunding concerns only the acquisition of financing of entities operating in the form of a limited liability company. The operator may, however, take action to obtain financing by an entity conducting business in a different legal form. In such a case, the rights and obligations of the Parties are set out in a separate agreement.

 

§7
REVENUE CROWDFUNDING

 

1.The initiator, submitting a request to the Operator for the creation of a Campaign carried out as part of the Revenue Crowdfunding, is required to determine the amount of funding applied for by the Investor in exchange for financing provided by the Investors, percentage share in the Project revenue, submitting a detailed description of the Project (including timeframe of its duration and deadlines for individual works) to be financed, as well as the start and end dates of the duration of the Campaign, while the duration of the Campaign can’t be shorter than 30 days. Project description should also contain information whether the Originator or entity on behalf of and for the benefit of which it will implement the Project directly, or in whole or in part through third parties, on the basis of separate agreements concluded with them, for whose actions or omissions the Originator ( or the entity on behalf of which it acts) bears full responsibility as well as information on the manner of transfer of funds by the Operator to the Originator (once or as part of periodic tranches) and the amount of funds previously used to implement the Project. At the request of the Operator, the Originator is obliged to prepare and submit to the Operator a business plan specifying the assumptions of the Project, if its preparation will be necessary to verify the assumptions of the Campaign, anticipated activities and their deadlines, method of use and expected revenue.

2. The amount of financing applied for by the Originator can be determined by indicating its minimum and maximum size (the so-called "spreads").

3. Furthermore, the originator is obliged to provide the Company's contract (if applicable) to the Operator upon request, as well as information on the financial situation of the Originator or the entity on behalf of which it operates, including, inter alia, of the financial statements for the last financial year (if applicable) or an extract from the revenue and expense ledger for the last financial year (if applicable) and any other documents requested by the Operator. The Operator verifies the documents and information provided by the Originator, and the Originator should provide comprehensive and truthful explanations regarding their content at every request of the Operator.

4. Prior to the Campaign initiation, the Originator, at the request of the Operator, is obliged to delegate the power of acting on behalf of persons or entities for whom it acts, the content of contracts concluded with entities that implement or implement the Project in whole or in part, and provide the security in the manner specified by the Operator, in particular by issuing a blank promissory note together with a bill of exchange guarantee, to which the appropriate promissory note declaration will be prepared. The establishment of collateral will guarantee the return of funds to the Investors in the event that the Campaign does not succeed, i.e. the obtained amount of financing will be lower than the minimum amount indicated by the Originator, as well as a guarantee that the Investors will be provided with funds in accordance with the Investment Agreement in a situation where which campaign will be successful.

5. An investor, wishing to finance a given Project, transfers solely to the Operator, the entity designated by the Operator or the Operator, within the given Campaign, a specific monetary amount, however not less than PLN 1,000.00 (in words: one thousand zlotys). The originator can set a different amount of the minimum payment.

6. The amount that may be transferred by the Investor to the implementation of the Project may not be higher than the maximum amount of funding determined by the Originator less the payments made by other Investors.

7. In the event that the Campaign is not successful and the Originator does not obtain the minimum funding for which he / she applied or the Campaign is terminated for any reason before the end of its term, the funds paid by Investors will be returned to them in full. The Operator should refund such funds (or return them by the Operator) to the Investors, no later than within 14 days from the date of completion (including termination) of the Campaign. If any funds have been used in connection with running the Campaign, the Investor, who is obliged to return them to Investors, is the Investor who undertakes such action through the Operator, not later than within 7 days from the date of completion (including interruption) of the Campaign.

8. The originator bears all costs related to the implementation of the Campaign, including the costs of preparing the documents referred to in para. 1 and par. 3, as well as costs related to the services provided by the Payment Operator and the possible return of funds paid by them to the Investors.

9. The originator may extend the duration of the Campaign by postponing the end date of the Campaign, but no longer than by 30 days. Extending the duration of the Campaign requires the consent of the Operator, an appropriate application, in this case, should be submitted at least one day before the expiry of the duration of the Campaign. The operator, after giving the consent referred to in the previous sentence, publishes relevant information on the Campaign profile.

10. The originator, after obtaining the Operator's prior consent, may at any time terminate the campaign. A refusal of consent by the Operator may take place only for important reasons.

11. The Operator may at any time suspend or terminate the lead through the Campaign Originator without stating reasons. In particular, but not exclusively, it may block access to information about the intention of the Originator to obtain financing as part of the revenue Crowdfunding through the Website.

12. The originator waives all claims against the Operator for the suspension or termination of running the Campaign.

13. At the request of the Originator and after consulting with the Investors, the Operator may agree to the Project despite the failure to obtain a minimum amount of funding under the Campaign, in particular if the amount accumulated so far is lower by no more than 10% from the minimum amount of funding applied for Originator.

14. Before expressing the consent of the Operator to implement the Project in the situation referred to in paragraph 13, the Operator will undertake verification activities, aimed in particular at determining whether the amount gained so far as part of the Campaign is sufficient to implement the Project. It may also request the Originator to issue, by entities on behalf of which it acts or their partners, a blank promissory note with a bill of exchange guarantee, to which an appropriate promissory note declaration will be prepared, in order to secure the possible implementation of the Project.

 

§ 8
IMPLEMENTATION OF THE PROJECT UNDER THE REVENUE CROWDFUNDING

 

1.Funds received from Investors are paid by the Operator, Payment Operator or other entity authorized by the Operator to make such settlements for the Originator (or the entity on behalf of which it operates) on a one-off basis or in tranches, in accordance with the information contained in the Investment Agreement, into the Bank Account indicated by the Originator. In the event that funds received from Investors are paid in tranches, each transfer thereof depends on the progress in the implementation of the Project. In the event that the implementation of the Project is delayed in relation to the original assumptions, the Operator is entitled to suspend the transfer of funds to the Originator or entity on behalf of which the Originator operates.

2. The initiator is obliged to inform the Operator on an ongoing basis, as well as other entities indicated by the Operator, about the progress of the Project, as well as about circumstances that may have an impact on possible delays or problems in its implementation. At least once a month, the Originator is obliged to prepare and provide the Operator (or an entity indicated by him) with a report describing the progress of the Project and possible delays and their cause. The reports referred to in the previous sentence shall be submitted by the Operator to the Investors.

3. All financial settlements under the Project (including the transfer by the Originator of any receivables from the purchase of goods or services) should be carried out via a Bank Account. The Originator is obliged to provide the Operator (or an entity indicated by him) with a power of attorney or access to the aforementioned Bank Account in such a way that the Operator can control the use of funds transferred for the Project on an ongoing basis. At the request of the Operator, the Originator shall submit to the appropriate bank branch running the Bank Account a request for transfer, in periods not longer than monthly, of bank account statements to the e-mail address provided by the Operator.

4. During the implementation of the Project, the Operator may delegate to the Originator an expert indicated by him, in order to control the quality and method of conducting all or individual works covered by the Project. The originator can himself turn to the Operator for the posting of the mentioned expert. The costs related to the services of an expert shall be borne entirely by the Originator. The manner and period of the expert's performance shall be determined by the Operator, after consultation with the Originator, taking into account the interests of the Investors and the Project's good.

5. In the shortest possible time, however, no more than 7 days, the originator should provide the expert referred to in paragraph 4, all information, data and explanations in the desired scope, and make available and present the results of the work carried out, as well as ensure the possibility of their control and take cooperation with the expert in a different, necessary scope. In the case where the Project is implemented in whole or in part by a third party on the basis of a separate agreement concluded with the Originator, the Originator should allow the expert to directly contact such third entity and oblige that entity to provide the expert with any materials, information or clarifications requested by him. regarding the Project. The initiator is obliged to remove the irregularities detected by the expert and to introduce changes in the manner of conducting the whole or individual works covered by the Project, on a date agreed between the Operator and the Originator.

6. The initiator, or entity on behalf of which acts, should pay within not more than 14 days from the date of commencement of the Campaign, remuneration due to the Operator for actions taken by him to start the Campaign, based on a VAT invoice issued by the Operator. The Operator is entitled to deduct the remuneration due to him referred to in this paragraph from the funds transferred for the Project by the Investors, which does not exclude the need for the Originator to return all funds provided by Investors in the cases specified in these Regulations.
7. After the expiry of the period in which the Project was to be implemented (i.e. when the product referred to in the Project was executed) and on dates in which revenue from the Project implementation was to be settled and submitted to Investors in accordance with the wording of the Investment Agreement, the Originator should settle it , as a rule, in the following manner (unless the Investment Agreement provides otherwise):

 1) in the first place funds obtained under the Project are transferred to the Investors, up to the amount of their contributions and the Originator, up to the amount of funds used to implement the Project before the start of the Campaign. Funds between Investors and Idea,

 2) after making the settlement in accordance with point 1, the remaining income obtained as part of the Project is transferred to the division between Investors and the Originator (possibly other entities indicated in the Investment Agreement), in accordance with the content of the Investment Agreement, 10% of the amount attributable to the Originator is the Operative as remuneration for the activities carried out by him,

3) the division between Investors takes place in proportion to the amount of funding provided by each of them, rounded down to the full zloty.

8. Revenues from the Project implemented as part of the Revenue Crowdfunding are settled on the principles described in these Regulations and the Investment Agreement for a period of at least two years from the date of completion of the works covered by the Project (from the date of transfer of the product purchase offer made under the Project to the first purchaser) . After the expiry of the period referred to in the previous sentence, the Project will be settled for the time during which the revenues will be generated, but no longer than until the 10th day of the month following the three subsequent months in which the total net proceeds from the Project it did not exceed PLN 5,000.00 (in words: five thousand zlotys) net.

9. In the event that, within the dates indicated by the Originator in the application for the creation of the Campaign and any work determined in the course of its implementation, work on which the Project's success depends or works are carried out improperly, the Operator will call the Originator to perform such works or omissions violations, setting a 60-day deadline for this purpose.

10. If, within the time limit referred to in paragraph 9, the relevant works indicated in the tender offer will not be executed or the violations described in the tender offer will not be abandoned, the Originator (or persons acting on behalf of the Initiator) is obliged to protect the essential interests of Investors and limit their possible losses at the request of the Operator and according to his choice, to:

1) transfer to the Operator of proprietary copyrights, or other intellectual property rights (or transfer of such rights to the Operator by the persons they are entitled to) to any works created as part of the Project, in particular to software, documentation, notes and know-how how, along with carriers and any movable property used to implement the Project, in the fields of operation indicated by the Operator, for a price not higher than PLN 10.00 (in words: ten zlotys),

2) transfer to the Operator (or transfer to the Operator by the relevant entity), in addition to the rights indicated in point 1, the enterprise or organized part of the enterprise, if it was used solely or mainly to implement the Project, for a price not higher than 10.00 PLN (in words: ten zlotys),

3) selling to the Operator all shares (stocks) in the company's share capital or transferring other rights related to the participation in the relevant company, which in principle operated solely to implement the Project, for a price not higher than PLN 100.00 (in words: One hundred zlotys).

11. In the case referred to in paragraph. 10 The Operator will make separate arrangements with the Investors regarding further actions that should be taken to protect their interests. In particular, the Operator may dispose of the rights and items transferred to him in accordance with paragraph 10 and make an appropriate settlement of costs incurred by him and payments made by investors, or attempt to complete the Project in place of the Originator.

12. During the Project's implementation and its settlement, in accordance with the provisions of this paragraph, the Originator (or the entity in whose name it acts) undertakes without the consent of the Operator:

1) not transfer to any third party proprietary copyrights (possibly other intellectual property rights) to any works created as part of the Project, in particular to software, documentation, notes and know how, along with carriers and any movable property used to implement the Project,

2) not transfer to any third party enterprise or organized part of the enterprise, if it was used in particular to implement the Project,

3) not to sell shares (stocks) in the share capital of the company being run or transfer other rights related to participation in the relevant company that carried out activities to implement the Project.

13. The originator is obliged to include in contracts with third parties who, in whole or in part, will implement the Project, entries analogous to those set out in para. 12, as well as any other entries that will be necessary for the Originator to fulfill the obligations described in this paragraph.

 

§9
INVESTMENT AGREEMENT

1. By creating the campaign profile on the Website by the Operator at the request of the Originator, the Originator submits to the other Website Users an offer to conclude an Investment Agreement, the content of which is also included in the profile mentioned. The offer is valid during the campaign period.

2. Conclusion of the Investment Agreement takes place by accepting the offer to conclude it. The investor accepts the offer by giving the Originator an amount in accordance with § 5 para. 3, § 6 para. 5 or § 7 para. 5 above and submitting a statement on getting acquainted with the content of the Investment Agreement and its acceptance. The order of accepting the offer by individual Investors is decided by the priority of the payments made, the date of payment being credited to the bank account indicated by the Originator or the payment of the payment by the Operator or the Payment Operator.

3. The Investor will be notified via e-mail sent to the address provided on the Investor's Account about the conclusion of the Investment Agreement, the amount transferred, the amount of share in revenues or shares to be acquired in exchange for providing support or information about the Prize.
4. Before signing the Investment Agreement and transferring funds to the Originator, the Investor is obliged to provide the following data to the Operator, in particular by supplementing the Investor's data on his Account (unless they have been placed on the Account at an earlier stage of using the Website):

1) in the case of natural persons not conducting business activity: address of residence (town, street, house number, apartment number), correspondence address (if different from home address), PESEL number (if it has been given), identity card number, possibly a passport number;
2) in the case of natural persons running a business activity: address of residence (town, street, house number, apartment number), correspondence address (if different from home address), tax identification number, REGON number,

3) data on natural persons on behalf of which the Investor acts (if applicable), to the extent indicated above, or data on legal persons on behalf of which the Investor acts (if applicable), in particular address, NIP number and KRS number,

4) the bank account number that will be used to make financial settlements between the Parties,

5) the bank account number used for settlements with the Originator (or the entity on behalf of which it operates), in the case of revenue Crowdfunding,

5. The operator is not in principle a party to the Investment Agreement. The obligations arising therefrom bind only the Originator, the Investor or persons in whose name these Users are acting. The 6. Operator is not responsible for actions or omissions of the parties to the Investment Agreement. The investment agreement may regulate the participation of the Operator in the Investment Agreement in a different way.
The originator undertakes to thoroughly comply with the Investment Agreement, in accordance with its content, good customs and principles of social coexistence.
7. In the event of successful completion of the Campaign conducted as part of the Revenue Crowdfunding, the Originator undertakes, in particular, to provide the Investor with an appropriate share in the revenue generated as part of the Project, in accordance with the wording of the Investment Agreement.

8. In the event of successful completion of the Campaign conducted as part of the participatory Crowdfunding, the Originator undertakes in particular to:

1) transfer of shares in the Company to the Investor by him or by persons on behalf of which he acts, in accordance with the content of the Investment Agreement, while complying with all requirements stipulated by the generally applicable provisions of law,

2) appearing at the right place and time by the persons on behalf of whom the Originator operates, in order to conclude an agreement on the basis of which shares are to be transferred to the Investor,

3) submitting relevant statements of knowledge and will, including also by partners of the Company or other persons on behalf of which it acts,

4) take any other actions that are or will prove necessary to transfer shares in the Company to the Investor, including obtaining approvals and corporate permits that prove necessary to perform the Investment Agreement.

5) In the event of the successful completion of the Traditional Crowdfunding campaign successfully, the Originator undertakes, in particular, to provide the Investor with the Prize, on a date previously indicated on the Campaign profile and in accordance with the wording of the Investment Agreement.

6) The investor undertakes to comply with the Investment Agreement in accordance with its content, good customs and principles of social co-existence.

7) If the Campaign conducted as part of the Crowdfunding is successfully completed, the Investor undertakes in particular to:

8) submitting all declarations that will prove necessary for the acquisition of shares in the Company, including granting appropriate powers of attorney with the content and form previously agreed in the wording of the Investment Agreement,

9) appearing in a suitable place and time in order to conclude an agreement on the basis of which shares in the Company are to be transferred,

10) submitting appropriate statements of knowledge and will, in particular about taking up shares in the share capital of the Company.

9. The investment agreement may provide for the Investor (or the entity on behalf of which he acts) or the Originator (or the entity on behalf of which he acts) to pay contractual penalties, in particular in the event that for reasons attributable to either of them, no payment will be made. the acquisition of shares in the share capital of the Company, or in which the Investor or the Originator (or entities on behalf of which they operate) will evade submitting relevant declarations within the prescribed time limits. In such a situation, the Investor or the Originator will be obliged to pay accrued contractual penalties, and the Originator or Investor will not make any claims in this respect towards the Operator.

10. The originator without the consent of the Operator and the majority of Investors can’t transfer the rights and obligations under the Investment Agreement to any third party. An investor, financing the Project as part of the Revenue Crowdfunding, has the right to transfer the rights and obligations under the Investment Agreement to a third party, and immediately after concluding the relevant agreement with the third party is obliged to inform the Operator and the Originator.

 

§10
COPYRIGHT

 

1.The Operator hereby grants to Users authorization to use the Website, in the scope of all functionalities available to individual Users via the Account they have set up.
 2. The Operator is the owner of copyrights, other intellectual property rights, know-how and other rights to the Website, all components used by the Website and necessary for its operation, or has appropriate authorizations (licenses) for their use. For the avoidance of doubt, the Parties declare that under the Agreement, the User does not gain any rights and licenses relating to the Website other than those indicated in paragraph. 1.

3. The authorization granted to the User does not include the authorization to:


    1) modify the Website in any scope and for any purpose,
    2) delete or modify the Operator's trademarks, or any other,
    3) copy any content posted on the Website, as well as their further transmission to any third person or entity.

 4. The right to use the Website expires upon termination / termination / expiration / withdrawal from the Agreement.

5. The User does not have the right to grant further authorizations, lease, or establishing any property rights pertaining to the Website, nor is he entitled to delegate the authorization to use it to third parties.

6. By creating and activating an Account, the User grants to the Operator to use the Website and ensure the correctness of its non-exclusive, unpaid, territorially and temporarily non-exclusive operation, with the right to sublicense content, materials, trademarks, trade descriptions, design descriptions, documentation related to the Campania , comments, entries, posted on the Website by the User, to the extent necessary to carry out the Campaign, performance of the Agreement, Investment Agreement and the Project.

7. The license referred to in paragraph 6 is granted in the following fields of exploitation:
    1) use, display, transfer and storage regardless of format, system or standard,
    2) permanent or temporary recording and reproduction in whole or in part, by any means and in any form, regardless of format, system or standard, including inserting into the computer's memory and permanent or temporary recording or reproduction of such records, including making copies thereof and any use of these copies,

    3) creating new versions and adaptations (translation, adaptation, layout change or any other changes),
    4) public dissemination, in particular making available in such a way that everyone can have access to it in a place and time chosen by them, in particular in the System,

    5)distribution on the Internet or in closed networks,
    6) reproduction in any number, by any technique and in any form.

8. The license referred to in paragraph 6 expires with the termination of the contract for the provision of electronic services or when the User ends using the Website.

 

§ 12
PERSONAL DATA AND THEIR USE


1.The operator of the Users' personal data is the Operator.

2. The Administrator processes Users' personal data in accordance with the Personal Data Protection Act, executive acts to the aforementioned Act and other generally applicable laws, for purposes related to using the Website, running the Campaign, implementing the Agreement and the Investment Agreement and carrying out the Project.

3. Providing personal data by Users is voluntary, but necessary to create an Account and use the Website.

 4. Each User has the right to access their personal data, supplement, update or rectify it.

 5. The operator uses technical and organizational measures to ensure the protection of personal data processed, appropriate to the threats and categories of data protected, and in particular, protects data against unauthorized disclosure, removal by an unauthorized person, processing in violation of the Act referred to in paragraph 1 and change, loss, damage or destruction.

6. The Operator may be required to disclose information about the User to third parties in the event that their disclosure is required by law, in particular at the request of relevant state authorities.

7. In the event of termination of the Agreement, withdrawal from it, refusal to accept amendments to the Regulations, personal data of the User may be processed by the Operator only and exclusively to the extent specified by law.

8.The Website uses cookies, that is, short information that is stored on the disk of the computer equipment used by the User and that may be necessary for the proper functioning of the Website, including logging in. Cookies can also be used to match the content of the Website to the needs of the User and to create statistics of the use of its functionality.

9.The condition of cookies is their acceptance in the browser and not removing them. If you do not accept cookies or delete them, you may not be able to use some of the Website's functionalities.

 

§13
PAYMENT


 

1. The Operator does not collect any remuneration for registering and creating an Account. The Operator shall only be remunerated for the services described in these Regulations or in the Price List located directly on the website www.CrowdDragons.com.

 2. In any case, if the User is obliged to pay any fees to the Operator or another entity to use the functionality of the System, the Operator will provide the User with information about the price (unit and total) together with taxes, information on the main features of the service for which the payment is made the amount due, the method and date of payment as well as the method of gaining access to the Website functionality, for which a fee is charged. The information referred to in the previous sentence shall be displayed directly in the System or transferred in another way, including via the e-mail address indicated by the User.

3. The method of delivery of Website functionalities or services for which the User has paid a fee is to make them available directly on the Website via the Account.
4. Payments made by the Investor to finance the Project as part of the Campaign may be transferred to the Operator (or entity by the Operator indicated) via the Payment Operator or in the case of participating and traditional Crowdfunding directly to the bank account indicated by the Originator through the Payment Operator. The Investor may apply to the Operator for transferring the payment to finance the Project as part of the Revenue Crowdfunding, bypassing the Payment Operator. In such a situation, the Operator may consent to the Investor making a payment directly to the bank account indicated by the Operator.

5. Payments made through the Payment Operator are made in the manner and on the terms specified in separate regulations, made available directly by the said Payment Operator. For payment via the Payment Operator, this operator may charge additional fees, but in each case the User will be notified.

6. Detailed instructions on how to make payments by the Investor will be provided to Users in the form of messages displayed in the System or on the platform provided by the Payment Operator, in the most accessible and understandable way. The user should follow the instructions given to him on a regular basis.

7. The payment operator transfers the funds received from the Investors as part of the Participation Crowdfunding and Traditional Crowdfunding to the Originator immediately after the Campaign is successfully completed.

8.In the event of completion of the Campaign conducted as part of the Crowdfunding, Traditional Crowdfunding or Crowdfunding with success and obtaining the Project financing by the Originator, the Originator is obliged to transfer to the Operator remuneration in the amount of 8% of the amount of financing obtained from the Investors, plus the tax on goods and services according to the applicable rate.

9. The payment of remuneration referred to in para. 8 shall take place on the basis of a VAT invoice issued after the end of the Campaign, within 14 days from the date of receipt by the Originator of a VAT invoice issued by the Operator.

10. After the end of the period in which the Project as part of the Revenue Crowdfunding was to be implemented (i.e. when the product referred to in the Project was executed) and on dates in which revenue from the implementation of such a Project was to be settled and submitted to Investors in accordance with the wording of the Investment Agreement, The originator should settle it, in principle in the following way (unless the Investment Agreement provides otherwise):
1) in the first place funds obtained under the Project are transferred to the Investors, up to the amount of their contributions and the Originator, up to the amount of funds used to implement the Project before the start of the Campaign. Funds between Investors and the Originator are distributed proportionally to the amount of total payments made by Investors and funds used to implement the Project before the start of the Campaign,

2) after making the settlement in accordance with point 1, the remaining income obtained as part of the Project is transferred to the division between Investors and the Originator (possibly other entities indicated in the Investment Agreement), in accordance with the content of the Investment Agreement, 10% of the amount attributable to the Originator is the Operative as remuneration for the activities carried out by him,

3) the division between Investors takes place in proportion to the amount of funding provided by each of them, rounded down to the full zloty.

11. The initiator (or the entity in whose name he acts) undertakes to transfer the remuneration referred to in para. 10 to the Operator (or lead to its transfer by a third party), within 14 days from the date of receipt of the VAT invoice from the Operator, issued on the Project settlement dates. The remuneration should be increased by a tax on goods and services at the applicable rate.
 

§ 14
RESPONSIBILITY


 

1. The Operator is responsible for non-performance or improper performance of the services described in the Agreement.

2.The Operator is not responsible for the content posted by Users on the Website. However, if the content posted by the User is offensive, debatable, racist or otherwise contrary to the principles of social coexistence or decency, the Operator will be entitled to remove such content from the Website, and in the event that such content (or similar) will be again posted by the User on the Website, the Operator may limit or block access to the Website for such User, regardless of payments made by him. Limitation or blocking of access to the Website may also occur when using the Website, the User will use the software, performing certain actions in his / her place (so-called bots), and also when he tries to introduce viruses, Trojans or similar software to the System.

3.The operator is also not responsible for:
    1) the content and method of implementation of the Investment Agreement,
    2) the manner of use by Users or third parties from the Website and damages resulting from this on the part of Users or third parties;
    3) content posted by Website Users on the Account and damages resulting from it;
    4) information, opinions, plans, financial data presented by the Originator in terms of their compliance with the actual and legal status, mathematical correctness, coherence and legitimacy as well as completeness;
    5) failure of the User to achieve the planned benefits from the Project;
    6) damages arising as a result of the Users infringing the rights of third parties through the use of the Website, in particular by violating the personal or proprietary rights of property of third parties;
    7) events resulting from the User's provision of the Account data to a third party or as a result of the entry into possession of such data by a third party without the User's knowledge or will;
    8) loss of any data placed by the User on the Website.

4. The Operator declares that the Website should enable Users to receive services of the highest quality. However, if the level of the service is considered unsatisfactory by the User, he may file a complaint in writing to the following address: ul. Górskiego 6/24, 00-033 Warsaw, or via email, to the e-mail address: dragons@crowddragons.com

5. The complaint should contain: name, surname, e-mail address of the person lodging the complaint and description of the event, which is the reason for the complaint.

6. Information about the outcome of the complaint procedure will be forwarded to the User via e-mail to the e-mail address provided by him, within 14 days from the date of delivery of the notification to the Operator.

7. In a situation when the complaint will require an explanatory procedure, the Operator reserves the right to extend the time for considering the complaint, about which the User submitting the complaint will be immediately informed.

8. The Operator does not provide a guarantee for the use of the Website.

 

§ 15
WARNING BEFORE RISK

 

 1.The risk warning explains the effects of investing in Projects and Companies in the early stages of development.

2.Each potential investor should independently verify the assumptions of a given Project and the legal and financial status of the Company in which it intends to invest, for example by seeking a wider opinion on available online forums.

3. The potential investor before the investment should take into account, among others:
    1) The Company or the entity implementing the Project may be in the initial stage of development, and the plans and objectives presented in the description of the Project may be too ambitious, unrealistic or impossible to perform;

    2) assurances relating to the development of the Company or the Project, plans for the future are based on the current intentions of the Company, the Originator or entities on behalf of which it operates, formulated as of the date of publication of the Project on the Website. The effects of actual actions in the future may differ from the claims made, therefore reliance by the Investor only on the assurances made by the Investors is subject to high risk;
    3) The project and all information contained on it in the description of the Project or the Campaign together with the accompanying documents have been prepared and developed by the Originator,
    4) all information, opinions, documents contained in the description of the Project or the Campaign are confidential and have been made available only to Users having full access to the Website, who at the same time agree to keep them confidential. None of the above information, opinions or documents may not be copied, published, disclosed, reproduced or distributed without the prior written consent of the Originator, and may not be used for purposes other than making investments in the Project.

4. Website Users make an independent and independent decision regarding the assessment of information presented in the description of the Project and documents.

5. The originator is responsible for the content of information contained in the description of the Project or other documents made available during the Campaign. The originator confirms that he has demonstrated due diligence to ensure that the above information is consistent with the actual and legal status and that no other actions or omissions affect the validity and correctness of the information presented on the Website.

 

§ 16
DURATION OF THE CONTRACT

 


1.Unless otherwise specified, the Contract between the Operator and the User is concluded for an indefinite period and may be terminated by each of the Parties.

2. The User may terminate the Agreement at any time, providing the Operator with a relevant declaration, which may be sent to the following address: ul. Górskiego 6/24, 00-033 Warsaw, or via e-mail, to the email address: dragons@CrowdDragons.com.

3. The Operator may terminate the Contract with immediate effect if the User violates the provisions of § 11 para. 4, § 14 para. 2, in the case of providing false data that was used to create an Account, as well as in the event of the Account's liquidation. With the exception of the previous sentence, the Operator may terminate the Agreement with a one-month notice. Termination of the Agreement by the Operator takes place by providing the User with an appropriate statement to the e-mail address provided by him.

 4. If the User is a consumer, the User has the right to withdraw from the Agreement within 14 days of its conclusion without giving any reason.

5.After the deadline specified in paragraph 4 above, the right to withdraw from the Agreement expires.
6. In order to exercise the right to withdraw from the Agreement, the User is obliged to notify the Operator about the withdrawal by way of an unambiguous statement, which may be sent to the following address: ul. Górskiego 6/24, 00-033 Warsaw, or via email, to the e-mail address: dragons@CrowdDragons.com

7. In order to keep the deadline for withdrawing from the Agreement, it is sufficient for the User to provide a statement of withdrawal before the deadline specified in paragraph 4.

8. In the event of withdrawal from the Agreement, the Parties shall return to each other what they have so far provided.

9. Termination of the Agreement or withdrawal from it results in the liquidation of the Account and the User's loss of access to the Website.

 

§ 17
FINAL PROVISIONS


 

1.The User may plead in dispute with the Operator on the provisions of these Regulations, as well as on all generally applicable provisions of Polish law.

2. Disputes between the parties will be settled first of all in an amicable way. In the event of a failure to reach an amicable agreement, the Parties submit a dispute under the jurisdiction of the court competent under the generally applicable law, but the court established in the Republic of Poland shall always be competent to decide.

3. These Regulations may change. The Users shall be informed by the Operator about any change in the Regulations by providing a message forwarded via the e-mail address provided by the User, as well as by publishing a new Regulations on the Website. The new version of the Regulations shall be binding for the Parties, provided that within 14 days from the date of its receipt by the User he does not submit a statement on the non-acceptance of the new Regulations. Submission by the User of the statement referred to in the previous sentence is tantamount to termination of the Agreement.

4. The statement on the lack of acceptance of the new Regulations may be submitted in writing to the following address: ul. Górskiego 6/24, 00-033 Warsaw, or via email, to the e-mail address: dragons@CrowdDragons.com

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Klauzula informacyjna

Crowd Dragons Sp. z o.o. posiadającą siedzibę w Warszawie, przy ul. Wilczej 28/10, jako administrator danych osobowych, znformują Panią/ Pana, iż:

  • podanie danych jest dobrowolne ale niezbędne w celu współpracy biznesowej oraz uzyskania informacji marketingowej;
  • posiada Pani/Pan prawo dostępu do treści swoich danych i ich sprostowania, usunięcia, ograniczenia przetwarzania, prawo do przenoszenia danych, prawo do cofnięcia zgody w dowolnym momencie bez wpływu na zgodność z prawem przetwarzania;
  • podane dane będą przetwarzane na podstawie art. 6 ust. 1 pkt a) i zgodnie z treścią ogólnego rozporządzenia o ochronie danych.;
  • dane osobowe będą przechowywane przez okres niezbędny do zakończenia współpracy biznesowej;
  • ma Pani/Pan prawo wniesienia skargi, gdy uzna Pani/Pan, iż przetwarzanie danych osobowych Pani/Pana dotyczących narusza przepisy ogólnego rozporządzenia o ochronie danych osobowych z dnia 27 kwietnia 2016 r.;
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