TERM OF ADHESION
REGENERATIVE SCHOOLS
Before presenting our membership terms, it is important that you are aware of the following information:
Meu Pé de Árvore is responsible for all the money raised by the school during the challenge, so the school does not need to account for the transfers received for planting the trees.
Planting is our responsibility!
Your school does not need to worry about finding a planting location, purchasing seedlings, hiring a team to help with planting and monitoring the growth of the trees.
Data with transparency:
All information and proof of payments, georeferencing, photos and videos of the planting site will be made available to the school during and at the end of the challenge.
Regenerative Schools Ranking:
You must have at least 100 trees for your school to be able to participate in the general ranking.
If the minimum quantity is not reached, the school may finance the number of trees needed to meet the requirement.
We thank you for your commitment to contributing to the planting of trees in the Amazon, promoting environmental regeneration and the engagement of the school community in favor of the climate. Below, we present the Term of Adhesion to the Regenerative Schools Project.
If you have any questions, please contact our customer service channels: sac@meupedearvore.com or adm@meupedearvore.com.
Article 1 - The Parties
1. By this Term, the INSTITUTION adheres to the annual regenerative challenge, committing to engage students, teachers and parents as well as its community, to finance the planting of trees with the aim of restoring degraded areas and implementing agroforestry, primarily in indigenous territories of the legal Amazon, as defined by Complementary Law No. 124/2007.
2. The purpose of this term is to monitor and oversee diversified plantations of native tree species of the biome in which the plantation is located, with the aim of implementing economic-ecological forest restorations and/or agroforestry systems. Ao Meu Pé de Árvore (MPA) is granted priority in carrying out these services.
Article 2 - Object
1. The MPA's obligations in the execution and faithful fulfillment of the contractual provisions are:
a) Provide a link and password to access the exclusive planting counter.
b) Provide a specific link for financing trees, which will be counted in each institution's forest. This link can be incorporated into QR Codes, buttons, PDF documents, or sent directly to employees, teachers, students, parents and other interested parties. Thus, through a transparent tree financing channel, employees, students and parents will be able to mobilize their networks in favor of a sustainable future for themselves and their families.
c) Provide a media kit for dissemination and engagement, both inside and outside the institution.
d) Promote, execute, monitor and monitor the diversified planting of trees of native species of the biome in which the planting is located.
e) Identification and selection of areas to be restored or for the implementation of productive forests (agroforestry). f) Images of planting and monitoring and their geolocation.
g) Submission of the list of tree species and the areas where the trees were planted.
h) Support for preparing areas, planting, maintenance and technical assistance to the partner beneficiary who will benefit from the planting.
i) Sharing of information related to the object of the contract, provided that such sharing is not in any way contrary to the provisions of the General Data Protection Law, the privacy plans of Meu Pé de Árvore and the Institutions, or that it is not contrary to other national or foreign legislation.
j) Plantings will be announced by email, containing a summary report of the planting, with its geolocation, a link to the dedicated page and images of the planting. The dedicated page will contain all the funded plantings, their locations, as well as the number of trees planted, a map with the geolocation of each planting and the images taken before, during and after the plantings.
k) Authorize from now on the use of the MPA brand, together with the brand of the Institutions, as well as authorize the disclosure of the project developed in this contract for purposes of disclosure, marketing and advertising.
l) Other disclosures may occur in official and unofficial communications, including via email and the website https://www.meupedearvore.com.br on the Meu Pé de Árvore website, and on MPA's social networks (Instagram and Facebook).
2. The MPA shall provide services in accordance with the purpose of this contract, exempting itself from losses due to environmental damages arising from external, unforeseeable factors, or those caused by third parties, under any justification. In any case, the MPA declares that this clause does not conflict with the third clause, item 2, and that the latter shall prevail in case of doubt or legal dispute.
3. The MPA acknowledges the non-existence of any employment relationship between its employees/agents involved in the hiring process and the Institution, and, consequently, promptly and fully assumes responsibility, as well as the resulting burdens of any and all eventual labor claims that may be filed against the Institution. 4. In the event that other types of legal or extrajudicial lawsuits filed against the Institution by MPA employees/agents arise, the latter will promptly and fully assume all responsibility and resulting burdens, without limiting itself to any conviction, costs, expenses, contracted attorney fees and costs of defeat.
Clause 3 - Obligations of the Institution
1. The INSTITUTION's obligations in the execution and faithful fulfillment of the contractual provisions are:
a) Communicate in advance to the MPA whenever an event, news, disclosure, advertising piece, relevant fact, or other action related to the object of this contract is carried out.
b) Authorize the use of the INSTITUTION's brand, together with the MPA brand, to publicize the project developed in this contract for the purposes of publicity, marketing and advertising. For this purpose, the INSTITUTION must provide brand usage rules.
2. Given that the INSTITUTION will not be aware of the details of the services provided prior to the collection of signatures for this contract, the INSTITUTION shall not be liable for any negative impact that the action described in the first clause of this contract may cause. Furthermore, after the signing of this Contract, the MPA shall take all administrative and legal measures, authorizations from government agencies, management, etc., exempting the INSTITUTION from any liability for environmental damages, in the civil, criminal and administrative spheres, caused to the restoration area executed by the contractor, nor shall it be liable for economic or patrimonial losses arising from external, unforeseeable factors, or those practiced by third parties, under any justification, not even jointly and severally with the MPA. If the INSTITUTION is involved in any type of judicial or extrajudicial lawsuit filed by third parties that directly or indirectly concerns the subject matter of this Agreement, the MPA will promptly and fully assume all liability and resulting burdens, without limiting itself to any conviction, costs, expenses, contracted attorney fees and costs of defeat.
Clause 4 - Institution's Participation Modalities
1. The INSTITUTION will be evaluated and recognized based on the number of trees financed annually, through a system of seals and positioning in a ranking, as follows:
a) REGENERATIVE SCHOOL and REGENERATIVE UNIVERSITY seals: THE INSTITUTION may use the seal in its communication materials.
b) Challenge ranking: The INSTITUTION will participate in the ranking of Regenerative SCHOOLS AND UNIVERSITIES, which will be published on the Meu Pé de Árvore website, highlighting the institutions that contributed the most to financing tree planting. See ranking rules in Annex II.
2. The only way to participate and finance the activity proposed in this term is through the Regenerative Schools engagement platform provided by Meu Pé de Árvore. This platform will be the exclusive means for accounting for the financed trees, ensuring transparency and equity in the participation of all institutions involved.
3. All participants in the Regenerative Schools and Universities Challenge will receive benefits, regardless of the level of engagement achieved. The specific benefits for each level of participation are described in detail in Annex III of this Term of Adhesion. These benefits may include, but are not limited to, educational materials, workshops, technical visits and public recognition, varying according to the level of engagement of the INSTITUTION.
Clause 5 - Execution of the Subject of the Contract
1. This contract will begin on the date of its signature and will be valid for an indefinite period.
2. Due to the seasonality of planting activities, these will be carried out annually, according to the transfer and notification from the Contractor regarding the number of trees financed until the deadline of October 31 of each year, ensuring the predictability of financing until the end of the respective year.
3. Contracted trees that are not planted during the planting period of that season, for whatever reason, will be planted at the beginning of the subsequent planting period, at no additional cost to the INSTITUTION. The MPA undertakes to inform the INSTITUTION of any delays in planting and the new expected schedule.
4. Any change in the contractual conditions may be made by the MPA, without the need for an addendum, and the Contractor will be notified in advance of such changes.
5. A dashboard will be made available to monitor purchases, providing total transparency to the process.
Clause 6 - Authorization to Use Name, Image and Brand
1. By this Agreement, each Party grants the other Party (“Assignee Party”) authorization, without exclusivity, to use the name, image and brand of the other Assignor Party, with the sole and exclusive purpose of carrying out the purpose of this Agreement.
2. Each Party receives the rights of use referred to above, which they undertake not to use for any purposes other than the achievement of the purpose of this Agreement, except with prior and express authorization from the other Party.
3. Each Party acknowledges and agrees that this Agreement does not constitute any transfer and/or assignment of the name, image and/or brand of the Transferring Party to the Transferee Party, and that the Transferring Party will continue to be the sole owner of its name, image and brand.
4. The Parties understand that ethics and integrity are essential values for the continuity of the Parties’ business. In this sense, if a Party (i) is convicted, in any judicial or administrative instance, for failure to comply with socio-environmental obligations and/or related to any act considered harmful to the public administration under Law No. 12,846/2013, as amended by Decree No. 11,129/2022; or (ii) is convicted, in a judicial or administrative proceeding of any nature, and said conviction affects or may negatively affect the revenue, availability of assets, credibility or reputation of the other Party, or makes it impossible for the other Party to contract with the Government (“Potential Damage”); the innocent Party must notify the other Party, granting it a period of 5 (five) days to remedy the Potential Damage. If said period elapses without the Potential Damage being repaired, this Agreement will be immediately terminated by operation of law. If any investigation against a Party for the potential commission of crimes or criminal misdemeanors becomes public, this Agreement will be suspended until the case is resolved, although the other Party is authorized to request the immediate disassociation of its name from the name of the Party under investigation to avoid any type of damage to the Party and/or the Institutions.
Clause 7 - Confidentiality
1. Each Party undertakes to maintain complete confidentiality regarding any Confidential Information that it may receive within the scope of and as a result of this Agreement, whether owned by or in the interest of the other Party or third parties. Confidential Information may be made available to employees, agents, consultants and/or collaborators of the receiving Party, who shall be jointly and severally liable for the acts of these persons with regard to the duty of confidentiality.
1.1 “Confidential Information” means (i) all information identified by captions or other mechanisms as being private or confidential, or identified orally by the disclosing Party as private or confidential and confirmed in writing; and (ii) information defined as such by law and in contracts entered into with third parties that are duly informed to the receiving Party of their confidential nature.
1.2 Confidential Information shall not be considered as that which is (i) already available to the public without breach of this Agreement; (ii) duly received by a third party not involved in the projects subject to this Agreement without breach of any of the confidentiality obligations established herein; (iii) independently developed by persons and/or agents of one Party without access to the Confidential Information of the other; (iv) already demonstrably known to the recipient at the time of disclosure; or (v) which, by court order, must be disclosed, provided that the Party receiving the order first communicates the existence of the court order to the other Party.
Clause 8 - Conditions and Forms of Financing
1. The commercial conditions, including the unit value of the tree, payment methods, planting schedule, and other financial aspects related to this contract, are described in detail in Annex I - Commercial Conditions, which is an integral part of this Term of Adhesion.
2. Annex I may be updated periodically to reflect changes in market conditions, inflationary adjustments or other necessary changes, always by agreement between the parties.
3. Any modification to Annex I will be communicated to the INSTITUTION at least 30 (thirty) days before its entry into force, allowing sufficient time for analysis and, if necessary, negotiation between the parties.
4. The parties agree that the amounts collected will be used exclusively for the purpose of this contract, as detailed in Clause One.
5. Financing for the trees will be carried out through the Regenerative Schools engagement platform, as specified in Annex I.
6. In the event of any discrepancy between the information contained in this clause and in Annex I , the conditions set out in Annex I shall prevail, provided that they do not contradict the main purpose of this contract.
7. Signing this Term of Accession implies full acceptance of the commercial conditions described in Annex I in force on the date of signature.
8. It is expressly established that any changes made to Annex I after the signing of this Term of Adhesion will only apply to new contracts or renewals. The commercial conditions in force on the date of signing of this Term will remain valid throughout the initial term of the contract, as established in Clause Five.
9. In the event of automatic renewal of the contract, as provided for in Clause Five, the conditions of Annex I in force on the date of renewal will become applicable for the new contractual period, provided that the INSTITUTION has been duly notified of the changes and has not expressed an objection within the period stipulated in item 3 of this clause.
Clause 9 - Contract Termination and Penalty
1. In case of withdrawal of the project and MPA has started planting, the amount already paid will not be refunded and the remainder will have to be paid in accordance with this agreement.
2. This instrument may be terminated if payment is not made within the term and conditions established in clause seven.
3. Termination of this instrument does not extinguish the rights and obligations that the parties have towards each other towards third parties.
4. This instrument may be terminated at any time, by means of written notice with a minimum period of 30 (thirty) days in advance, without this excluding the possibility of the injured party requesting losses and damages, as well as partial fulfillment of obligations, justified by the costs assumed up to that point, and the fine provided for in item 5 below may also be levied.
5. Termination may also be carried out by either party in the event of non-compliance with a clause or condition in the execution of this contract, with a fine being payable by the party giving the reason under the terms of item 6 below.
6. For breach of contract and failure to comply with the terms of this contract, the party that gives cause or reason shall be held liable for the payment of a fine in the amount of 10% (ten percent) of the outstanding financial amount for the current year, in addition to monetary adjustment based on the positive variation of the National Consumer Price Index (INPC) for the period, calculated from the due date until the date of actual payment, or by any other legal index that may replace it, without excluding the hypothesis of compensation for any losses and damages of the injured party.
Clause 10 - Protection of Personal Data
1. The provisions of this clause are applicable to all procedures directly or indirectly included in the object of this contract, and which involve the processing of personal data, in national and/or foreign territory.
2. The INSTITUTION, as controller of personal data, is obliged to ensure the framework of the appropriate and legally permitted/required legal basis for the correct processing of personal data during the execution or after, depending on the case, of the contracted objects, without prejudice to indicating all necessary and lawful guidelines for the MPA to carry out the processing in accordance with its privacy policy.
3. The parties undertake to process personal data in accordance with the principles of purpose, adequacy, necessity, transparency, security and prevention provided for in the General Data Protection Law, as well as to fulfill the specific purposes and purposes set out in this contract.
4. The parties undertake to adopt technical and administrative measures capable of protecting the personal data that are demonstrably subject to processing, as a result of the execution of this contract, in order to protect them from unauthorized access and misuse.
Clause 11 - General Provisions
1. This contract shall be governed by existing Brazilian legislation appropriate to the legal nature of its object.
2. It is hereby agreed that all documents and correspondence exchanged between the parties during the term of this contract shall be in full force and produce their due and legal effects, provided that they are duly initialed and signed by the parties involved, whether physically or digitally.
3. This contract may be supplemented and/or amended by additional terms, provided that they are duly signed by the parties.
4. This contract constitutes, to date, the only document regulating the legal and contractual relationship between the parties, expressly revoking any and all contracts and/or documents previously existing between them that deal with the same subject matter specified herein.
5. Failure by either party to demand compliance with any clause or condition established in this contract shall be considered mere tolerance, not implying its novation, nor the waiver of the right to demand it in the future, and shall not affect the validity of this instrument and/or any of its conditions.
6. In the event that any of the provisions of this agreement are considered contrary to Brazilian law, by any government authority or judicial decision, the remaining unaffected provisions will remain in force and the parties must amend this Agreement to adapt it.
7. The parties may not assign, transfer or dispose of the rights or obligations arising from this contract without the prior and express authorization of the other Party.
8. The parties irrevocably and irreversibly declare to each other that their shareholders/quotaholders/partners, directors, administrators, employees, service providers, including their subcontractors and agents, are aware of and fully comply with the provisions of the laws, regulations and normative provisions that deal with the fight against corruption and bribery, whether national or foreign.
9. Events of fortuitous events and/or force majeure, such as natural causes, will be considered as excluding the liability of the parties, in accordance with article 393 of the Brazilian Civil Code, if they demonstrably do not prevent or harm the fulfillment of the obligations under this contract.
10. The Central Forum of the City and District of Porto Velho/RO is elected as the only competent forum to resolve disputes related to it, with the Parties waiving any other.
TERM OF ADHESION
Last updated on 10/01/2024
TERM OF ADHESION
ANNEX 1
Commercial Conditions
This Annex I is an integral part of the Terms of Adhesion to the Regenerative Schools and Universities Challenge and establishes the commercial conditions applicable to the partnership between Meu Pé de Árvore (MPA) and the INSTITUTION. 1. Unit Value of the Tree 1.1 The unit value per tree to be planted is R$49.90 (forty-nine reais and ninety cents). 1.2 This value may be adjusted annually, based on the variation of the National Consumer Price Index (INPC) or another index that may replace it. 1.3 Any change in the unit value will be communicated to the INSTITUTION by February 28 of each year, coming into effect in the following year. 2. Planting Start and Schedule 2.1 Tree planting will be carried out annually, with the start scheduled for December of each year, aligned with the beginning of the rainy season in most of the Amazon. 2.2 The number of trees to be planted will be determined by the total number of trees financed by October 31 of each year. 2.3 The MPA undertakes to complete the annual planting by the end of April of the following year, barring adverse weather conditions. 3. Payment Methods 3.1 The financing of the trees will be carried out through the Regenerative Schools engagement platform. 3.2 The available payment options are: a) Payment via PIX b) Credit card (payment in cash or on credit). 4. Planting Goals 4.1 There is no maximum limit on the number of trees that can be financed by the INSTITUTION. 5. Validity and Renewal 5.1 The commercial conditions established in this Annex I are valid for 12 (twelve) months from the date of signing the Term of Adhesion. 5.2 The renewal will be automatic for equal periods, unless otherwise stated by either party at least 30 (thirty) days before the end of the term. 6. Cancellation and Refund 6.1 In the event of cancellation of participation by the INSTITUTION after the start of planting, there will be no refund of the amounts already invested. This Annex I may be updated by agreement between the parties, whenever necessary to reflect changes in the commercial conditions of the partnership.
ANNEX II
Conditions of
Ranking
Ranking Conditions and Rules: 1. Ranking Categories: a) Category 1: Total Trees Engaged per School – This category ranks schools based on the total number of trees funded throughout the challenge. b) Category 2: Trees per Student – Ranks schools based on the relationship between the number of trees engaged and the total number of students in the school, promoting a proportional ranking. 2. Calculation and Update: a) The ranking will be updated monthly based on the fundraising and engagement data made available on the Meu Pé de Árvore platform. b) The total number of students in the school will be counted according to the data provided in the project membership form. Any change in the number of students must be communicated to the MPA. 3. Tiebreaker Criteria: a) In the event of a tie in Category 1 (Total Trees Engaged), the school that reached the tied number in the shortest time will occupy the highest position. b) For Category 2 (Trees per Student), in the event of a tie, the school with the largest number of trees engaged in absolute numbers will be prioritized. 4. Participation Period: a) Schools may participate in the ranking during the challenge period, which will be announced annually by Meu Pé de Árvore. b) At the end of the period, the schools ranked at the top of each category will be recognized at events and in promotional materials for the project. 5. Recognition and Awards: a) The schools ranked highest in each category will receive certificates and will be highlighted on social media, the Meu Pé de Árvore website and at official project events. b) Other awards may be offered according to the guidelines for each edition of the challenge.
ANNEX III
Benefits
Schools Challenge
Regenerative
1. EVERYONE WINS* a) Digital Regenerative Student Certificate; b) Media kit for the regenerative schools challenge for promotion; c) Educational content within the exclusive training itineraries; d) Ecopoint for the Destine Aqui Campaign*; e) A lecture by Químea on environmental education*. 2. If you plant, you win! a) Engagement of 500 trees - A teaser (short promotional video); - 30 Educational Kits (Learn more); - Online regenerative and sustainability courses; b) Engagement of 1,000 trees - All of the above; - An exclusive teaser with the school logo on the planting vest (short promotional video); - Guaranteed participation in the following year's Kangaroo Math Olympics. c) Engagement of 2,500 trees - Institutional video of up to 1 minute with the school logo on the planting vest; - Online or in-person regenerative and sustainability workshops*. *Depending on the municipality where the school is located.