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@@ -13,9 +13,10 @@
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This document comprises the general agreement between parties receiving funding from the PascalCoin DAO.
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-### DEFINITIONS
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+#### Definitions
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- **Foundation**: PascalCoin Foundation Ltd.
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- **Contractor**: A person, business or company receiving, intending to receive or applying for Funding.
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+- **Parties**: both the Foundation and the Contractor
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- **Proposal**: An electronic document describing Works being proposed for receiving Funding.
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- **Funding**, **Proposal Amount**: The moneys to be paid to the Contractor in exchange for the Works, as specified in the Proposal.
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- **Payments**: A PASC disbursement from the Foundation to the Contractor comprising a part (or entirety) of the Funding.
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@@ -25,20 +26,42 @@ This document comprises the general agreement between parties receiving funding
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- **Contractor PASA**: the Contractors PascalCoin account used to receive Funding.
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- **Contractor Holding PASA**: an account maintained for the Contractor by the Foundation.
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- **Reserve Ratio**: the % amount of the Proposal Amount a Contractor needs to hold in order to receive Funding. Currently this is **0%** but is likely to change as FAS is developed.
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-
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+
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+#### Interpretation
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+The following rules apply unless the context requires otherwise:
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+- the singular includes the plural and conversely;
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+- a gender includes all genders;
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+- if a word or phrase is defined, its other grammatical forms have a corresponding meaning;
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+- a reference to a person, corporation, trust, Sponsorship, unincorporated body or other entity includes any of them;
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+- a reference to a clause or schedule is a reference to a clause of, or a schedule to, this Agreement;
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+- a reference to time is to Eastern Standard time;
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+- a reference to legislation or to a provision of legislation includes a modification or re-enactment of it, a legislative provision substituted for it and a regulation or statutory instrument issued under it;
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+- a reference to “writing” includes a facsimile transmission and any means of reproducing words in a tangible and permanently visible form;
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+
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## TERMS AND CONDITIONS
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### 1. PARTIES
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- 1.1 The parties ("Parties") to this Agreement are the Foundation and the Contractor.
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+ 1.1 The Parties to this Agreement are the Foundation and the Contractor.
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### 2. GENERAL
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**The Parties agree:**
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- 2.1 that the Terms and Conditions of this Agreement are superior to and override any terms and conditions of the Proposal or any other agreement, implied or otherwise, associated or connected with this Agreement
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+ **2.1** that the Terms and Conditions of this Agreement are superior to and override any terms and conditions of the Proposal or any other agreement, implied or otherwise, associated or connected with this Agreement
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+
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+ **2.2** where a dispute arises under this Agreement between the Foundation and the Contractor, the parties will attempt to resolve the dispute first by mutual negotiation. In the event that the parties are unable to reach a resolution of the dispute within three weeks the dispute shall be submitted to arbitration in accordance with, and subject to, The Institute of Arbitrators & Mediators Australia Rules for the Conduct of Commercial Arbitration.
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+
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+ **2.3** that unless the parties agree upon an arbitrator, either party may request a nomination from either the President OR the Chapter Chairman of the Chapter where the dispute arises.
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+
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+ **2.4** that at such arbitration, a duly qualified legal practitioner may represent each of the parties.
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+
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+ **2.5** that the costs of the arbitration shall be dealt with as follows:
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+
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+ **2.5.1.** the costs of each of the parties shall be borne by the party that incurred them and not by any other party; and
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+
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+ **2.5.2** the fees and expenses of the arbitrator and any costs of the arbitration shall be borne equally by the parties.
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- 2.2 _TODO: add general language/invalid provision/jurisdiction clauses_
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### 3. KYC
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@@ -60,7 +83,6 @@ This document comprises the general agreement between parties receiving funding
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4.3 that the Foundation will publish Contractor invoices for public auditing, and these publications will reference the company name and/or personal name of the Contractor as well as the Payments disbursed to the Contractor by the Foundation.
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-
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### 5. FUNDING & PAYMENTS
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**The Parties agree:**
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@@ -71,7 +93,7 @@ This document comprises the general agreement between parties receiving funding
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_Example: A payment of PASC worth 10 EUR is calculated as 10 / (PASC/BTC x BTC/USD x USD/EUR)_
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- 5.3 that the Foundation may may utilise coinmarketcap.com PASC/USD price when performing spot-price conversions.
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+ 5.3 that the Foundation may may utilise USDT in place of USD when performing spot-price conversions.
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5.3 that the Funding is ultimately determined by the DAO and not the Foundation and shall not be construed as so.
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@@ -135,7 +157,7 @@ This document comprises the general agreement between parties receiving funding
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9.5 to provide a means to review the revision history of this Agreement (e.g. GitHub revision history).
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-**END OF AGREEMENT**
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+**END OF AGREEMENT **
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# Notes
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@@ -180,4 +202,3 @@ The Foundation may intervene on a case-by-case basis, however (clause 5.8).
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* Reserve can be used by Contractors for earning income by staking it on Layer-2 sidechains, both securing Layer-2 sidechains via Proof-of-Stake and earning income from this reserved capital (can be used in Layer-2 nodes)
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* Facilitate highly-decentralised and well-capitalised Staker set securing non-federated Layer-2 sidechains (sidechains "not owned by anyone")
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* Lowers supply-side liquidity on exchanges, adding slight upward price pressure for PASC
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-
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