Terms and Conditions
1. Audit and Inspection. Grantee agrees to maintain accurate and complete records of the expenditure of Grant funds for a period of five (5) years from the date of disbursement of this Grant and agrees that JDC may conduct an audit of such records at any time during usual business hours as reasonably requested in advance by JDC.
2. Reporting Requirements. JDC reserves the right to require Grantee to submit progress reports to JDC.Grantee agrees to comply with any such request within sixty (60) days of receipt. Unless otherwise specified in any such request, all reports should include:
A. A list and/or summary of the activities that took place in the Grant-supported program in the current reporting period;
B. An assessment of the successes and failures of the program;
C. A statement of expenses including both budgeted and actual expenses; and
D. A timetable of next steps for the Grant-supported program.
3. Grant Recognition. Grantee will recognize JDC’s participation in all publicity, including print and electronic media, concerning the Grant and Grant-supported program. All publicity concerning the specific terms of this Grant or JDC shall be subject to the prior written approval of JDC. Granteeagrees not to award any grant to any organization unless such organization agrees in writing with Grantee not to use JDC’s name, orally and on publications and promotional materials, or to disclose JDC, as the ultimate provider of grant funds, without JDC’s prior written consent.
4. Relationship. The nature of this Agreement is a funding agreement, and no employment, partnership, joint venture, or agency relationship is created, implied, or deemed to be created pursuant to this Agreement. Grantee accepts the Grant funds with the understanding that JDC is not obligated to provide Grantee or any of its affiliates any additional financial support, or other support, inconnection with the Grant, the Agreement or for any other reason.
5. Grant Termination. JDC anticipates a mutually rewarding relationship with Grantee. However, notwithstanding the Grant term provisions set forth above, JDC reserves the right to terminate the Grant and/or discontinue or reduce payments under this Grant, permanently or temporarily, on thirty (30) days prior written notice to Grantee in the event that, in the reasonable judgment of JDC:
A. The Grant is not being used satisfactorily to accomplish its intended purposes.
B. Grantee submits to JDC false, fraudulent, or intentionally misleading reports or other documents.
C. Grantee breaches any material term, condition, or procedure of thisGrant agreement.
D. Grantee’s status per Section 6(a) below is changed or revoked or Grantee is accused of fraudulent activity by any governmental agency.
E. Grantee becomes the subject of investigation related to an allegation of misconduct, including fraudulent activity, by any governmental agency.
In the event the Grant is terminated, JDC may, in its sole discretion, require that Grantee return all Grant funds. In the event that JDC requests that Grant funds be returned, Grantee agrees to return such funds to JDC within thirty (30) days.
6. Grantee Warranties. The Grantee will remain in compliance with all of the terms and conditions of this Grant throughout the Grant term and warrants that:
A. Grantee is classified as a public charity or a private operating foundation or is an equivalent registered non-governmental, not-for-profit organization (“NGO”), association, or foundation operating in good standing in the jurisdiction in which it is registered. By receiving funds pursuant to this award, Grantee warrants and represents to JDC that there has been no change in Grantee’s status or classification as a public charity or a private operating foundation or equivalent registered NGO.
B. No one employed by or rendering services to Grantee will receive any tangible benefit or privilege, including, without limitation, any fee, commission, or other compensation of any kind (other than salaries or reasonable compensation for services) from either JDC or Granteein return for this Grant.
C. Grant funds will in no way be used by the Grantee to carry out propaganda, or otherwise attempt to influence legislation, to influence the outcome of any specific public election, or to make any grant which does not comply with the terms and conditions herein.
D. Neither Grantee nor any agent of Grantee currently does, or in the future will, directly or indirectly engage in, promote, or support other organizations or individuals who engage in, promote, or support terrorist activity. If Granteemakes a grant using Grant funds it receives from JDC, Grantee will, as a condition of such grant, require the grantee to represent and warrant to Grantee that neither the grantee nor any agent of the grantee currently does, or in the future will, directly or indirectly engage in, promote, or support other organizations or individuals who engage in, promote, or support terrorist activity.
E. Grantee complies with all applicable laws and regulations including applicable bribery and anti-corruption and that it and its officers, directors, employees, agents, and other representatives acting on its behalf have not and will not pay or promise to pay, or authorize the payment of, any money, or anything of value, either directly or indirectly through any third party, to: (i) any official or employee of (A) any governmental authority, agency or instrumentality, (B) any business owned or controlled by any such government authority, agency or instrumentality, (C) any public international organization; or (ii) any political party official or candidate for political office, in each case including spouses and other family members of the foregoing — for the purpose of (1) influencing or rewarding any action or decision of that person, (2) inducing such person to use such person’s influence to affect or influence any action or decision of any such government authority, agency or instrumentality, government-owned business, public international organization, or political party, or (3) securing any improper advantage. If Grantee breaches any of these provisions, such breach shall constitute a material breach and this Agreement may be terminable in the sole discretion of JDC.
F. Grantee is not controlled directly or indirectly by JDC. For the purposes of this section, “control” will be found if JDC or any of its trustees, managers or substantial contributors (or any family members of such persons) may, by aggregation of their votes of positions of authority, require the Grantee to perform or act (or fail to perform or act) which affects its operations.
7. Release and Indemnification. Grantee (“Releasor”) hereby fully and forever releases and discharges JDC, its officers, directors, employees, and agents (individually and collectively, “Releasee”), of and from any and all claims, causes of action, rights, contracts, obligations, duties, damages, loses, and liabilities of every kind which Releasor ever had, now has or may yet have against Releasee for or by any reason of the failure or refusal by Releasee, in the exercise of its judgment, to pay any part or all of the Grant awarded to Releasor by JDC. In consideration of the receipt of each payment made by JDC, Grantee agrees to indemnify and hold harmless JDC, its officers, directors, employees, and agents from any claims, losses, and liabilities relating in any way to the Grant or Grant-supported program.