Statut : BROUILLON de travail, rédigé d'après les dictées audio de Théo (2026-07-16 10:27 et 10:40). Conformément aux règles légales WikiDeal : aucune clause n'est définitive sans validation de Théo, et relecture par un conseil juridique requise avant toute signature. Les points incertains sont listés en fin de document. v0.2 (2026-07-16, audio 10:40) : unité précisée (CHF 50M de Rewards sur les futures souscriptions, contexte Roundtable 1 = CHF 1M pour Prototype 1) · nouvelle clause 3 : minimum 50% des souscriptions alloué aux Rewards combinés Roundtable 1 + early supporters (25% chacun) · nouvelle Appendix A : projection indicative sans engagement. v0.3 (2026-07-16, audio 11:02) : tous les points ouverts tranchés par Théo · préambule fonctionnel ajouté (transfert total, reconnaissance fixe et limitée, disponibilité durable, analogie fondateurs Wikimedia) · organe = délégués de la Fondation Ynternet.org (le steering committee peut changer) · rémunération en statut d'indépendant (pas de salaire) · précision résiliation : si la Fondation (ou l'association mandatée opérant WikiDeal) arrête, le Founder conserve ses Rewards · relecture prévue par Me Jacquart.
This agreement (the 'Agreement') is made and entered into as of [Date] by and between Théo Bondolfi, an individual (the 'Founder'), and the Ynternet.org Foundation, a Swiss foundation (the 'Foundation').
Over many years, the Founder has conceived, developed and refined the ideas, concepts and methods that together constitute the base recipe of the WikiDeal project (the 'Project'), which serves as the leverage to start the Project's activity.
The Foundation intends to develop the Project as described and in permanent updates on www.wikideal.net.
The parties acknowledge a fundamental joint interest: the goal of the Project is to have users acquiring subscriptions. Whatever the situation, decisions shall be taken in priority in that direction, for the good of the Project.
Functional intent. The intention of this Agreement is that the Founder transfers everything, receives a recognition that is fixed, limited and not unlimited, and remains available to support the Project. Although comparison is not reason, it can be observed that the founders and former presidents of the Wikimedia Foundation, mainly Jimmy Wales and Florence Devouard, have over time remained resource persons, solicited by the new leadership to facilitate fundraising campaigns and complex strategic decisions. The same spirit applies here, combining Swiss culture and Wikimedia culture: the founder(s) remain available on a case-by-case basis according to needs, and play the game in a spirit of common good, to the measure of their capacities and of the public's feedback when they get involved.
The Founder irrevocably assigns and transfers to the Foundation all rights, in their entirety, on the Project: all ideas, concepts, contents, methods and works produced by the Founder over the years that have led to the WikiDeal base recipe. The Founder retains no ownership, no claim and no veto right over the Project.
In exchange for the assignment under clause 1, the Foundation grants the Founder Rewards for a value of CHF 50,000,000 (fifty million Swiss francs), attributed on future subscription revenue. For context: the first Donation Roundtable ('Roundtable 1') aims at raising CHF 1,000,000 (one million) of donations for Prototype 1.
The Founder commits, in his role as project lead during the first two (2) years, to redistribute a part of these Rewards to third parties in order to include them in the Project.
The Founder is entitled to keep at least 30,000,000 (thirty million) of these Rewards. The remainder he may either keep or distribute, the guiding purpose being the good of the Project.
Rewards are community redistribution mechanisms, not contractual promises of return. Their rules (attribution, specifications, cash transfer / miles transfer) are documented on the WikiDeal site: https://wikideal.net/wiki/Gov/en/Portal:Economy/Cash-Rewards.
The Foundation commits that a minimum of 50% of the subscription revenue paid by users is allocated to the combined Rewards of:
(a) the donors of the first Donation Roundtable (Roundtable 1, CHF 1 million raised for Prototype 1), and
(b) the early supporters, including the Founder's Rewards under clause 2.
As each of these two groups holds Rewards for a value of CHF 50,000,000, this allocation represents 25% for each group: on each franc of subscription paid, 25 centimes return to the users of each group (50 centimes in total).
To fully pay out Rewards for a value of CHF 50,000,000 at this rate, a minimum of CHF 200,000,000 of subscription revenue must be collected. An illustrative, non-binding projection is given in Appendix A.
The Founder has invested, and continues to invest until sufficient donations are obtained, his own funds to pay developers, experts and other initial costs of the Project. It is the Founder's responsibility to find sufficient donations to cover the Project's needs.
In consideration of these advances, the Foundation shall reimburse the Founder a flat amount corresponding to 35% of the first CHF 200,000 collected: 35% of each franc received by the Foundation for the Project is allocated to this reimbursement, until 35% of the first CHF 200,000 is reached (CHF 70,000).
As soon as this Agreement is signed, the Founder is at the Foundation's disposal and accepts to work as a collaborator, 20 hours per week, on the missions defined by the delegates of the Ynternet.org Foundation (currently organized as a steering committee; this body may change), for a flat remuneration of CHF 4,000 per month, invoiced by the Founder as an independent contractor (the Founder holds independent status; this remuneration is not a salary).
The Founder accepts all missions assigned to him, subject to the usual reserves: missions for which he clearly does not feel sufficiently competent, or for which he is not able to be available for health reasons or because of conflicts with other important commitments.
Overall, the Founder commits to approximately 20 hours × 48 weeks, in the order of 1,000 hours per year, over three (3) years, to accompany the Project.
Among the Founder's tasks, his main mission is to obtain donations from the initial donors. Other missions may be assigned to him, or withdrawn from him, by the delegates of the Ynternet.org Foundation. At first, the missions are as described in this clause and in clause 5.
The delegates of the Ynternet.org Foundation may terminate this collaboration at any time, and no contestation is possible. If the Foundation, or the association operating WikiDeal under mandate from the Foundation, decides to end the collaboration with the Founder, the Founder keeps his Rewards.
Conversely, the Founder may not terminate this Agreement during the three (3) year period without forfeiting at least half of his Rewards.
This Agreement therefore constitutes a double commitment by the Founder: (a) to transfer the entirety of the rights on all the ideas he has produced over all these years, which have led to this base WikiDeal recipe serving as leverage to start the activity; and (b) to seek the funds of the initial donors as his main mission.
This Agreement constitutes the entire agreement between the parties on its subject matter. It shall be governed by and construed in accordance with the substantive laws of Switzerland. The courts of the seat of the Foundation shall have exclusive jurisdiction over any dispute.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.
Théo Bondolfi — Founder
Ynternet.org Foundation — By: [Authorized Signatory]
This appendix gives an order of magnitude only. It is explicitly not a commitment: it is an approximate, average projective estimate between a total success and a total failure of the Project, shown only to give an idea of the tendency.
Example trajectory of subscribing users:
With an average in the order of 5,000,000 users each paying about CHF 10 per year, subscriptions amount to about CHF 50,000,000 per year, that is in the order of CHF 200,000,000 over 4 years: the level at which Rewards for a value of CHF 50,000,000 can be fully paid out at the 25% allocation rate (clause 3).