DigiDonate Charity Agreement

Parties

DigiDonate: MBGGo Pty Ltd (ABN 49 654 888 712), trading as DigiDonate.

The Charity: the organisation named in Schedule 1.

Background

• A. DigiDonate runs an online service that helps Australian businesses find DGR-endorsed charities and give to them.
• B. Businesses pay their gifts directly to charities. DigiDonate never holds or handles that money.
• C. The Charity wants to be listed so that businesses can choose to give to it.
• D. This agreement sets out what DigiDonate and the Charity each do. No business is a party to it.

1. Definitions

In this agreement:

• ABN means Australian Business Number.
• ACNC means the Australian Charities and Not-for-profits Commission, which keeps the public register of charities.
• AI means artificial intelligence.
• ATO means the Australian Taxation Office.
• Business means a business that uses the Platform.
• Business Day means a day that isn’t a weekend or a public holiday in Melbourne.
• DGR means a deductible gift recipient endorsed by the Commissioner of Taxation.
• DGR Fund means a fund, authority or institution the Charity operates that is endorsed as a DGR in its own right.
• Find Your Cause means DigiDonate’s free matching service for Businesses.
• Gift means a payment of money of $2 or more that a Monthly Giving Business makes directly to the Charity, or to its DGR Fund, under a Giving Plan.
• Giving Plan means a Monthly Giving Business’s statement of what it intends to give the Charity. A Giving Plan is not a contract and creates no obligation to give.
• Monthly Giving Business means a Business on DigiDonate’s paid Monthly Giving or Enterprise Giving plan that has chosen the Charity.
• Monthly Update means the update described in clause 7.
• Platform means DigiDonate’s website, web app and related online services.
• Public Page means the Charity’s page on the Platform, which anyone can view.

2. Start and length

2.1 This agreement starts when both parties have signed it and continues until it ends under clause 14.

2.2 One agreement covers every Business that chooses the Charity. The Charity doesn’t sign anything new for each Business.

3. What DigiDonate does

3.1 DigiDonate will list the Charity on the Platform and may show it to Businesses whose choices it matches, on Find Your Cause and on its paid plans.

3.2 DigiDonate will check the Charity’s DGR endorsement on ABN Lookup, and its registration on the ACNC register, when the Charity joins and whenever it shows the Charity as a match. For each Monthly Giving Business, it will check again before each payment is due and before each Monthly Update.

3.3 DigiDonate will never receive, hold, net, route or pass on any Gift, or any other money meant for the Charity.

3.4 DigiDonate will provide the Public Page, a receipt template and the Monthly Update template at no cost to the Charity.

3.5 DigiDonate will never publish anything in the Charity’s name without the Charity’s approval.

3.6 DigiDonate will never license or give the Charity’s name or logo to any Business.

3.7 DigiDonate will tell affected Monthly Giving Businesses promptly if the Charity is paused or removed, and offer them a rematch.

3.8 DigiDonate will keep records of payment confirmations and copies of receipts, and give them to the Charity on request.

4. Fees

4.1 The Charity pays DigiDonate nothing: no sign-up fee, monthly fee, commission or share of any Gift.

4.2 DigiDonate earns its income from flat subscription fees paid by Businesses. Those fees never depend on, or change with, whether a Business gives or how much.

4.3 DigiDonate can’t introduce any fee or charge for the Charity without the Charity’s written agreement.

5. The Charity’s status

5.1 The Charity confirms that, when it signs and for as long as this agreement lasts:

• (a) it is endorsed as a DGR, or operates a DGR Fund named in Schedule 1;
• (b) it is registered with the ACNC;
• (c) it holds every fundraising registration or licence it needs; and
• (d) the person signing for it is authorised to do so.

5.2 The Charity will tell DigiDonate within 5 Business Days (or immediately on becoming aware of any loss or suspension of its DGR endorsement or ACNC registration) if any of these changes. That includes any revocation, suspension or new condition on its DGR endorsement, and any change to its name, ABN or payment details.

5.3 The Charity accepts that DigiDonate checks its status independently, and may pause its listing under clause 12 if a check fails.

6. Required: confirming payments and receipts

6.1 When a Monthly Giving Business pays the Charity under a Giving Plan, the Charity will confirm the amount and date on the Platform within 15 days of receiving it. Each confirmation is shown publicly on the Charity’s Public Page, naming the Business only if it chose “Show our name”, and “a business supporter” if it didn’t.

6.2 For each Gift, the Charity will issue a receipt for the full amount. The receipt names the DGR (and the DGR Fund, if any), shows the Charity’s ABN and states that the payment is a gift. The Charity may use its own receipting system or DigiDonate’s template. Either way, the Charity is the issuer of the receipt.

6.3 The Charity will only issue a gift receipt for a payment it accepts as a gift. If it believes a payment isn’t a gift, for example because a Business has asked for something in return, it will tell DigiDonate.

6.4 If the amount the Charity confirms differs from the amount the Business says it paid, the parties will work together to resolve it. Until it is resolved, only that Business’s line in the Monthly Update waits.

6.5 The Charity will give its payment details only through the Platform. DigiDonate will verify them by phone with the Charity’s named contact before any Business sees them, and again after any change. DigiDonate will never ask for bank details or passwords by email.

6.6 A Business on Find Your Cause that gives to the Charity outside a Giving Plan does so on its own. Clauses 6.1 and 7 don’t apply to that payment.

7. Required: the Monthly Update

7.1 For each month in which the Charity confirms a Gift, it will post a Monthly Update by the 15th of the following month. A month with no confirmed Gift needs no update.

7.2 The Monthly Update follows DigiDonate’s fixed format (Schedule 2). For each supporter, it states the amount received and what that money is funding or has funded, in the Charity’s own words. The Platform fills in a Business’s name if that Business chose “Show our name”, and “a business supporter” if it didn’t.

7.3 The Monthly Update contains no thank-you copy, no praise for any Business, no links, no Business logos and no offers.

7.4 The Charity’s statements about impact will be accurate. It will say “is helping fund” until the work is done, then “funded”, or “helped fund” if others also paid for it. It won’t credit a Gift with more than the Gift paid for.

7.5 The Charity will have any consent it needs for photos or personal information in a Monthly Update.

7.6 The Monthly Update is the Charity’s report to its supporters and the public. DigiDonate will show it on the Public Page with a “Reported on DigiDonate” label. DigiDonate may also record a cryptographic hash of the update on a public blockchain to show it hasn’t been changed. A hash can’t be deleted, but the readable update can be amended on the Platform, and each amendment is kept as a new version.

7.7 The Charity owes the obligations in clauses 6 and 7 to DigiDonate only, as a condition of being listed. No Business can demand, chase or enforce them.

8. What’s optional for the Charity

8.1 The Charity may, if it chooses:

• share its Monthly Updates on its own channels;
• use posts that DigiDonate drafts for it;
• thank or name a Business beyond the factual line in a Monthly Update; and
• connect its social media accounts to the Platform.

8.2 DigiDonate will offer the Charity a drafted post once for each Monthly Update. It won’t send reminders about it, and the Charity can skip it.

8.3 Choosing not to do any of these has no effect on the Charity’s listing, its place in matches or anything else under this agreement. DigiDonate won’t tell any Business whether the Charity has shared or thanked it.

9. What the Charity is never required to do

Nothing in this agreement requires the Charity to:

• thank, promote, endorse or advertise any Business;
• let any Business use its name or logo;
• give any Business a benefit, such as naming rights, discounts, tickets, event access or supporter data;
• post anything thanking or promoting a Business by a deadline tied to a payment (the Monthly Update in clause 7 is the only required post, and it’s an accounting record, not a thank-you); or
• enter into any agreement with a Business.

10. The Gifts

10.1 Each Business pays its Gifts directly to the Charity. The Charity owns each Gift outright from the moment it receives it, and decides how to use it within its purposes.

10.2 A Giving Plan is only a statement of intention. DigiDonate doesn’t promise that any Business will give, or give a particular amount or at a particular time.

10.3 The Charity owes no Business anything in return for a Gift. If a Business asks for a benefit in return, the Charity may decline, and it will tell DigiDonate.

11. Name, logo and content

11.1 The Charity lets DigiDonate show the Charity’s name and logo on its Public Page, in matches and inside its Monthly Updates, and name the Charity as a charity listed on the Platform. Any other use needs the Charity’s written approval.

11.2 DigiDonate can’t license, transfer or give these rights to any Business. Like anyone else, a Business may share a link to a Monthly Update, reshare it exactly as posted, or read or quote it word for word in a post or short video the Business makes and publishes itself.

11.3 DigiDonate prepares material for Monthly Giving Businesses (a reshare kit and a short video script) only from the Charity’s Monthly Update as posted, plus one factual line about the Gift. It never uses anything the Charity supplied privately, and never presents the Business as the Charity’s partner or sponsor.

11.4 The Charity keeps ownership of everything it posts. It lets DigiDonate host and display its Monthly Updates while this agreement lasts, and keep any public record entries after it ends.

11.5 The Charity confirms it has the right to post everything it posts on the Platform.

12. Missed obligations and pausing

12.1 If a Monthly Update is late, DigiDonate will send reminders before and after the due date, and record the update as overdue in its own systems. Businesses aren’t shown that an update is overdue.

12.2 If updates keep being missed, DigiDonate will call the Charity’s named contact. It may then pause the Charity from new matches, and then remove it on 14 days’ notice.

12.3 DigiDonate may pause the Charity’s listing straight away if a status check under clause 3.2 fails, or if the Charity tells it of a change under clause 5.2.

12.4 While the Charity is paused, its Public Page stays visible, and DigiDonate tells affected Monthly Giving Businesses and offers them a rematch.

13. Privacy and confidentiality

13.1 Each party will handle personal information lawfully, including under the Privacy Act 1988 (Cth) where it applies. DigiDonate handles personal information under its Privacy Policy.

13.2 DigiDonate will give the Charity a Business’s details only with that Business’s permission, and only so the Charity can confirm payments and issue receipts. The Charity will use them only for that and its own lawful supporter records.

13.3 DigiDonate will use the Charity’s data, and its supporters’ data, only to run the Platform. It will never sell or pool that data. It may publish platform-wide totals, such as the total given through the Platform, that don’t identify the Charity or any Business.

13.4 Each party will keep the other’s confidential information confidential, except where the law requires otherwise.

14. Ending this agreement

14.1 Either party may end this agreement at any time by giving the other 30 days’ written notice.

14.2 DigiDonate may end it straight away by notice if the Charity loses its DGR endorsement or ACNC registration, or if the Charity seriously breaches this agreement and doesn’t fix the breach within 14 days of being asked.

14.3 The Charity may end it straight away by notice if DigiDonate breaches clause 3.3, 3.5 or 3.6, or if DigiDonate seriously breaches this agreement and doesn’t fix the breach within 14 days of being asked.

14.4 When this agreement ends:

• the Charity’s listing is removed;
• DigiDonate tells affected Monthly Giving Businesses and offers them a rematch;
• Gifts already made and receipts already issued are unaffected; and
• the Charity posts a final Monthly Update for any Gifts it confirmed before the end.

14.5 Clauses 11.4, 13, 15, 17.5 and 18 continue after this agreement ends.

15. Liability

15.1 Each party is responsible for its own acts and omissions.

15.2 DigiDonate isn’t responsible for any Business’s decision to give or not to give, or for anything a Business publishes.

15.3 The Charity has no liability to any Business under this agreement.

15.4 Neither party is liable to the other for indirect or consequential loss. This exclusion doesn’t apply to loss arising from a party’s fraud or wilful misconduct, a breach of confidentiality, an infringement of intellectual property rights, or a party’s obligations under clause 15.6 or 15.7.

15.5 Nothing in this agreement excludes a right that can’t be excluded under the Australian Consumer Law.

15.6 The Charity indemnifies DigiDonate against any claim, loss, liability, cost or expense, including reasonable legal costs, arising from:

• (a) a breach of this agreement by the Charity, including any of its confirmations in clause 5.1 being untrue;
• (b) a receipt the Charity issues that is wrong or invalid because of the Charity’s own error;
• (c) anything the Charity posts or supplies, including any claim that it infringes someone’s rights, breaches privacy or consent obligations, or is misleading;
• (d) the Charity’s use or misuse of any Gift; or
• (e) fraud, dishonesty, negligence or a breach of the law by the Charity or its people.

15.7 DigiDonate indemnifies the Charity against any claim, loss, liability, cost or expense, including reasonable legal costs, arising from:

• (a) a breach of this agreement by DigiDonate;
• (b) negligence or wilful misconduct by DigiDonate or its people; or
• (c) misuse of the Charity’s data, or its supporters’ data, by DigiDonate or its people.

15.8 Each party’s liability under clause 15.6 or 15.7 is reduced to the extent that the other party, or its people, caused or contributed to the loss.

15.9 A party claiming under clause 15.6 or 15.7 will tell the other party promptly about the claim, take reasonable steps to reduce its loss, and not settle a third-party claim without the other party’s consent, which won’t be unreasonably withheld.

15.10 Each party will hold at least the insurance set out in Schedule 3 while this agreement lasts, and show evidence of it on request.

16. Relationship and fundraising laws

16.1 No Business is a party to this agreement, and nothing in it gives any Business a right it can enforce.

16.2 This agreement doesn’t create a partnership, joint venture, agency or employment relationship. DigiDonate isn’t the Charity’s agent. Nothing in this clause limits either party’s obligations under clause 16.3.

16.3 Each party will comply with the fundraising laws that apply to it in each state and territory where it operates, and hold any registration, licence or authority those laws require. If DigiDonate can’t obtain a registration, licence or authority it needs in a state or territory, it may suspend the Platform’s operations there by notice to the Charity, and will tell affected Businesses.

16.4 DigiDonate pays referral partners a share of its own subscription fees for introducing Businesses. Those payments never come from a Gift, and never depend on whether a Business gives or how much.

17. Changes to this agreement

17.1 DigiDonate may change this agreement by giving the Charity 30 days’ written notice. If the Charity doesn’t accept a change, it may end the agreement before the change takes effect.

17.2 No change can introduce a fee for the Charity, or require it to promote any Business, without the Charity’s written agreement.

17.3 This agreement covers listing the Charity for Gifts from Businesses only. Any new service, such as public donation campaigns, events, collecting donations through the Platform or paid services for charities, will apply to the Charity only under a separate written agreement or service schedule that both parties sign. Until then, DigiDonate has no authority to collect donations, run appeals or act for the Charity in any other way.

17.4 If a law, a regulator or an ATO ruling requires DigiDonate to change how the Platform works, DigiDonate may make that change with as much notice as is practical. If the Charity doesn’t accept the change, it may end this agreement straight away.

17.5 Each party will reasonably cooperate with any ATO ruling application or regulator inquiry about the arrangements in this agreement.

18. General

18.1 Notices go by email to each party’s named contact in Schedule 1, or to another address a party gives in writing.

18.2 If a dispute arises, the parties will first try to resolve it by talking. If that fails within 30 days, either party may refer it to mediation before starting court action.

18.3 This agreement is governed by the laws of Victoria, and the parties submit to the jurisdiction of the courts of Victoria. This doesn’t exclude any mandatory law of the Commonwealth, or of another state or territory, that applies to the parties.

18.4 This agreement is the whole agreement between the parties about its subject matter.

18.5 It may be signed electronically and in counterparts.

18.6 DigiDonate may transfer this agreement to a related company, or to a buyer of all or part of its business, by notice to the Charity. The Charity may transfer it only with DigiDonate’s written consent.

18.7 The Platform’s records of payment confirmations, Monthly Updates and notices are evidence of what they show, unless shown to be wrong.

18.8 DigiDonate uses third-party providers, such as hosting, e-signature and email services. If the Charity connects a social media account to the Platform, it authorises DigiDonate to use that connection only for the purposes the Charity selects, and it can disconnect at any time.

18.9 DigiDonate uses AI tools to draft and check content. Anything DigiDonate drafts for the Charity is a suggestion that the Charity reviews before it is used.

Schedule 1: Charity details

Payment details are entered on the Platform only, never in this agreement or by email.

Schedule 2: Monthly Update format

[Month and year] · Reported on DigiDonate

Received $[amount] from [Business name, or “a business supporter”]. It’s [helping fund / funded] [impact, in the Charity’s own words].

One line for each supporter that gave that month.

Schedule 3: Insurance

Signed