These Grant Terms (“Terms”) are made by Amateur Radio Digital Communications, a California nonprofit public benefit corporation (“ARDC”), and apply to all parties who have accepted a Grant from ARDC (“Grantees”) that:
- are based in the United States;
- are a charitable, scientific, and/or educational entity exempt under IRC section 501(c)(3), or a governmental entity; and
- have accepted a grant valued at $50,000 USD or less on or after January 1, 2021.
These Terms are effective as of [date of execution of these Terms] and apply to Grantees during the Grant Period, which begins as of the Grant Start Date and ends on the Grant End Date. These Dates are specified in the Grant Letter and Grant Terms Overview (“Grant Letter”) accompanying the Grant funds. A sample Grant Letter follows these terms as Exhibit A.
1. Grant Purpose. This Grant is made to further the charitable, educational, and/or scientific purposes as set forth in Grantee’s governing documents, and it is restricted to fulfilling the activities related to the Grant Project as outlined in the Grant Proposal accepted by ARDC.
2. Grant Period. The Grant is to be expended in full by Grantee between the Grant Start Date and the Grant End Date as specified in the Grant Letter.
3. Use of Grant Funds. Grantee shall use the Grant funds only for the Grant Purpose as outlined in the Proposal referenced in the Grant Letter, shall treat the Grant as restricted for the Grant Purpose, and shall repay to ARDC any part of the Grant that is used for any purpose other than the Grant Purpose, unless ARDC provides prior written consent for such use. Grantee is solely responsible for: (i) all activities supported by the Grant, (ii) the content of any product or service created with the Grant, and (iii) the manner in which such products or services may be disseminated.
4. Reporting. Grantee shall make written reports to ARDC which shall be submitted every 12 months following the Grant Start Date and within 60 days of the completion of the Grant or the Grant End Date, whichever is sooner. Should Grantee wish to request an extension of time to submit the report, Grantee will speak with ARDC regarding such request before the specified due date. Grantee shall maintain a complete and accurate record of the Grant received and expenses incurred pursuant to these Terms, and shall retain such books and records for at least four (4) years after the end of the Grant Period.
5. No Earmarking for Lobbying. This Grant is not earmarked for carrying on propaganda or otherwise attempting to influence legislation within the meaning of Internal Revenue Code (“IRC”) Section 4945(d)(1) (“Lobbying”). ARDC and Grantee acknowledge and agree that (i) there is no agreement, oral or written, that obligates Grantee to use Grant funds for Lobbying, and (ii) any use of Grant funds by Grantee for Lobbying constitutes a decision of Grantee that is controlled by Grantee and made completely independently of ARDC.
6. Prohibited Uses. Notwithstanding anything to the contrary of these Terms or any other documents relating to the Grant, Grantee shall not use any portion of the Grant for any of the following purposes: (i) to influence the outcome of any specific election for candidates to public office, or to carry on, directly or indirectly, any voter registration drive, within the meaning of IRC Section 4945(d)(2); or (ii) to undertake any activity for any purpose other than a charitable, scientific, religious, literary, or educational purpose within the meaning of IRC Section 170(c)(2)(B).
7. Termination. If ARDC determines, in its reasonable discretion, that Grantee has failed to comply with or otherwise breached any term or condition of these Terms or that the Grant Purpose has been jeopardized, ARDC may, upon written notice to Grantee, withhold further Grant payments to Grantee and/or terminate the Grant. Upon any termination of the Grant, ARDC may demand the return of all or part of the Grant funds remaining in Grantee’s possession or control and/or the Grant funds spent in violation of these Terms. In the event of such demand, Grantee shall immediately repay the requested funds to ARDC. ARDC shall have no liability to Grantee as a result of termination of these Terms in accordance with this Section. The rights and obligations of the parties pursuant to Sections 3, 6, 8, 12, 13, and 14 shall survive the termination, rescission, or expiration of these Terms.
8. Grantee Representations, Warranties, and Covenants. Grantee represents and warrants that it is an organization exempt from federal income tax under IRC Section 501(c)(3), and that it is classified as a public charity for federal income tax purposes.Grantee further represents and warrants that it possesses, or will possess, all governmental franchises, licenses, certificates, permits, authorizations, and approvals necessary for it to perform its obligations under these Terms. Grantee agrees to comply with all applicable laws, ordinances, and regulations during the Grant Period.
9. Notice of Changes. Grantee will notify ARDC immediately of any change in (i) Grantee’s legal or tax status; (ii) the name, address, phone number, or email of Grantee and/or Grantee’s primary contact person; and (iii) circumstances that may significantly affect or impact the operation of the project or the carrying out of the Grant Purpose.
10. Publications and Public Rights. All publications, studies, research, performance, art, software, web pages, or other final product funded by this Grant shall be made available to the public using a license approved by the Open Source Initiative or a Creative Commons CC-BY or CC-BY-SA license or the CC0 dedication. Any patent applied for or issued based on the activities funded by this Grant shall be licensed to the public at no cost and with no restrictions. All such publications and public rights disclosures shall include the following acknowledgment: “Supported by a grant from Amateur Radio Digital Communications.”
11. Publicity. Grantee may refer to ARDC’s name when identifying its donors and supporters in public forums and when publicizing this Grant and is not required to obtain ARDC’s prior consent in doing so. Grantee acknowledges that ARDC shall have the right to use the name and logo of Grantee in relation to this Grant and to refer or link to Grantee, its website, and the Grant in its reasonable discretion in any press release, website, or other public document or announcement, including without limitation, in a general list of ARDC’s supported organizations, in ARDC’s Form 990-PF, and as otherwise required by law. Any right granted to ARDC or Grantee to use the other party’s logo or any other trademark shall be revocable, non-exclusive, and non-transferable, and such party agrees to use such logo or trademark only in accordance with any trademark usage guidelines that the other party may provide from time to time. Each party agrees, upon request, to provide samples of such party’s usage of the other party’s logo or trademarks, and each party agrees to terminate usage of any such logo or trademark if such usage fails to meet the other party’s trademark usage guidelines, if any, or otherwise upon the other party’s reasonable request.
12. Relationship of the Parties. These Terms shall not be construed as creating an agency, partnership, joint venture, or any other form of association, for tax purposes or otherwise, between the parties, and Grantee shall make no such representation to anyone.
13. Governing Law; Venue. These Terms shall be governed by and construed in accordance with the laws of the State of California, without reference to its conflict of laws provisions. The parties agree that San Francisco, California shall be the venue for any action or proceeding that may be brought under, or arise out of, in connection with, or by reason of, these Terms. In the case of any such action or proceeding, each party shall bear its own respective related costs, expenses, and attorneys’ fees.
14. Entire Agreement. These Terms (including any Exhibits attached hereto which are hereby incorporated by reference) constitute the entire agreement with respect to the subject matter hereof, and shall supersede any prior or contemporaneous oral or written agreements, understandings, or communications between ARDC and Grantee with respect to the subject matter hereof. These Terms may not be amended or modified, except in writing signed by duly authorized representatives of both ARDC and the Grantee.
Exhibit A: Sample Grant Letter & Grant Terms Overview
Click on the image to view a PDF version.