BPIP#3 - Define the role of Blackpool Association Category (Governance Proposal)

Author: Blackpool Association

  1. Summary

The purpose of this proposal is to confirm the list of services (“Services”) to be provided by the Blackpool Association based in Zug, c/o Sielva Management SA Gubelstrasse 11 CH - 6300 Zug (“Association”), to Blackpool DAO (“DAO”). This ensures that the DAO maintains oversight over the services provided by the Association, aligning with the DAO’s interests and governance protocols.

  1. Context

The Association has been recently established in accordance with the laws of Switzerland and shall be a key partner in the Blackpool DAO ecosystem. In line with its statutory purpose and following the approval of this Proposal, the Association shall provide the Services (as detailed below) to the DAO to assist the DAO in its continued growth and in achieving its goals.

For the provision of the Services, the Association shall receive grants from the DAO. The amount of each grant shall be set out in a grant agreement on an arm’s length basis. Each grant will require specified milestones or other detailed specifications to be listed.

The Association is free to decide upon the way to carry out the execution or fulfilment of the milestone(s) or the specific purpose set out in the respective grant agreement. The Association is free to (i) perform and execute the necessary steps itself or (ii) engage suitable third parties as auxiliary persons.

In addition, in line with its statutory purpose, the Association shall become the sole owner of any intellectual property rights in and to any kind of work products that have been created or will be created relevant to and in the context of the Blackpool DAO ecosystem (“Rights”). Following the approval of this Proposal, to the extent that (within such Rights), the DAO owns any intellectual property rights (both now and in the future, including such rights in and to work products that have been created under freelancer, service or other agreements and those that will be created in the context of grants as set forth below), the DAO shall assign and transfer all such rights to the Association. In case the DAO should decide to no longer give grants to the Association and not to consider the Association as a partner in the Blackpool DAO ecosystem, all Rights (including those rights transferred to the Association by the DAO according to this provision, regardless of who or what entity assigned or transferred such rights to the Association) shall be transferred by the Association to the entity designated by the DAO through a governance decision.

  1. Rationale

The DAO is being consulted on the list of services to be rendered by the Association to the DAO. Below is a brief (non-exhaustive) description of potential services to be provided:

Services Descriptions
Assistance in Operation and Maintenance * Ensuring the continuity of the DAO’s operations
  • Governance support|
    |Use and Management of Grants|* Using the grants received from the DAO in line with the milestones defined in the respective grant agreement;
  • Assisting the DAO in administering the grants to be distributed from and to be received by the DAO, i.e., to perform KYC checks, to ensure compliance with grant terms, etc.|
    |Research & Development|Development of new products

Improvement of existing products

Audit management

Risk management|
|Legal Support|-

  • Legal representation (entering into contractual agreements on behalf of the DAO, etc.)
  • Regulatory monitoring
  • Legal consulting
  • Intellectual Property management (****holding and managing intellectual property rights)|
    |Workforce Management|Assisting in contracting processes (if needed)|

The DAO may propose any other service currently missing on the above list and that is deemed to be essential for the further development of the DAO and the Blackpool DAO ecosystem.

  1. Grant Conditions

The Association shall use the grants received from the DAO in good faith solely for and in connection with the Blackpool DAO project and the Blackpool DAO ecosystem. Any other use without the prior consent of the DAO is prohibited. Unused funds may, at the sole discretion of the DAO and subject to acceptance by the DAO, be rolled over to another subsequent grant agreement and be spent in accordance with the new milestones or purpose set forth therein. If any part of a grant cannot be used in accordance with the Blackpool DAO project or ecosystem and according to the milestones set out in the relevant grant agreement, it shall be returned to the DAO.

The grants paid by the DAO to the Association include any Value Added Tax (“VAT”) (if applicable).

The grants may be used for the payment of income tax, capital tax, VAT and tax at source or withholding tax, and any other taxes of the Association if such taxes apply and are related to the grant or the activities mentioned above.

The Association commits to produce half-yearly reports on the spending of the grants. It will list expenses in a summarized form and inform about the ongoing initiatives for which the funds are used. The report will be published in written form on the DAO’s governance forum.

The Association shall inform the DAO of any event or change in circumstances that could reasonably affect its ability to perform any of the grant conditions listed herein.

The Association does not guarantee any success related to its activities under the grant agreements to be concluded and all liabilities except for gross negligence, wilful intent and fraud are excluded.

This Governance Proposal and all the subsequent grant agreements shall, in all respects, be governed by and construed in accordance with the substantive laws of Switzerland (to the exclusion of the Vienna Convention on the Contracts of the Sale of Goods). Any dispute arising out of or in connection with this Governance Proposal, as well as the subsequent grants and corresponding grant agreements, shall exclusively be referred to the courts competent for the city of Zug, Switzerland.

  1. Proposal Specifications

Admin(s): veBPT and sdBPT holders
Community feedback: 3 days min
Voting Duration: 7 days

Great to see this proposal is finally live after months of work between the team and legal counsels. I believe this is the fairest solution we could find to make sure we keep our fast development of the protocol, while staying censorship resistant and decentralised. Most importantly, I think this will allow us deliver true value to the token holders.

Exciting times. Would love to hear everyone’s opinion.