HomeMy WebLinkAboutPETSMART CHARITIES MASTER SUPPORT AGREEMENT PETSIART
CO.Nil eSe
MASTER SUPPORT AGREEMENT
THIS MASTER SUPPORT AGREEMENT including the Program Terms and Conditions attached hereto and incorporated herein
by this reference(collectively,the"Agreement"),effective upon full execution(the"Effective Date"),is entered into between PetSmart
Charities, Inc., an Arizona nonprofit corporation and Internal Revenue Code ("Code") Section 501(c)(3) tax-exempt public charity,
whose address is 19601 N. 27th Avenue, Phoenix,AZ 85027 ("Charities"), and City of Augusta, whose address is 530 Greene Street,
Augusta, GA 30901 ("Organization"). Charities and Organization are sometimes referred to herein collectively as the "Parties" and
each individually as a"Party".
GENERAL TERMS AND CONDITIONS
Section 1.1 Statements of Terms. Charities agrees to provide certain support to Organization,and Organization agrees
to the terms and conditions of such support as described in this Agreement and the Statement of Terms(and any exhibits or schedules
attached thereto)(the"Statement of Terms")attached hereto(or entered into separately)and incorporated herein by this reference.
Statements of Terms shall designate the particular type of support to be provided to Organization(the"Program")and may be added
or terminated from time to time without affecting the continued validity of this Agreement. In the event there are any inconsistent,
contrary, or conflicting terms contained in any Statement of Terms and this Agreement, this Agreement shall control. The Initial
Statement of Terms may be attached hereto as Exhibit A.
Section 1.2 Term and Termination.
(a) Term. Except as otherwise set forth in this Agreement,this Agreement shall remain in full force and effect
until terminated by either Party as set forth herein.
(b) Termination by Organization.Except as otherwise set forth in this Agreement,and unless any Statement of
Terms remains in effect, Organization may terminate this Agreement at any time, with or without cause, following ninety(90) days
advanced written notice to Charities.
(c) Termination by Charities. Charities may terminate this Agreement at any time with or without cause
following thirty(30) days written notice to Organization, without any further obligation or liability. In the event that Charities, in its
sole and absolute discretion,believes:(i)Organization has not complied with the terms and conditions of this Agreement or has taken
any action or inaction that does not uphold the spirit of this Agreement; (ii)Organization is involved in any investigation or engaged
in any action that appears to be unprofessional,uncharitable or inappropriate;(iii)Organization ceases to operate on a full-time basis,
becomes or is adjudicated insolvent or bankrupt, or if a receiver or a trustee is appointed for Organization or its property, or if
Organization petitions for reorganization or arrangement under any bankruptcy or insolvency law, or if any assignment is made for
the benefit of Organization's creditors;(iv)there is any change to the representations made by Organization in this Agreement;(v)the
results of any audit or information contained in any reports are deemed to be unacceptable by Charities;or(vi)Organization has not
complied with the requirements of any other agreement with Charities;then, in addition to such other remedies as may be available
to Charities under this Agreement,at law or in equity,Charities may,in its sole and absolute discretion:(1)immediately terminate this
Agreement; (2)withhold any pending or future payments of funds or provision of support;or(3)revoke immediately any payment of
funds not used in accordance with the Statement of Terms and require Organization to provide a full refund to Charities of all
previously provided funds.
(d) Effect of Termination. Upon termination of this Agreement for any reason,all then outstanding Statements
of Terms shall immediately terminate and all rights and obligations of the Parties shall cease, except for such rights and obligations
that otherwise survive pursuant to this Agreement.
Section 1.3 Licenses.
(a) License by Charities.
(i) If expressly permitted in the Statement of Terms,Charities hereby grants Organization,during the
term of the Statement of Terms,the limited, non-exclusive, revocable right to publish, print, transmit, display or otherwise use the
"PetSmart Charities" name,service mark,and trademark(collectively,the"Marks"),solely for the purpose set forth in the Statement
of Terms. Organization shall use appropriate designations(i.e.,SM,TM or®)with the Marks,as designated by Charities. All benefits
from the use of the Marks by Organization shall inure to Charities, and Organization shall have no rights to the Marks other than the
limited right to use them as set forth herein.Charities shall have the right to inspect Organization's use of the Marks and any related
promotional material for the purpose of controlling the quality of such material. If in Charities' sole opinion, the quality of
Organization's use of the Marks, or related promotions, is unacceptable, Charities shall inform Organization and may require
1
PetSmart Charities,Inc.—CONFIDENTIAL INORMATION
Master Support Agreement v20150227.18
Organization to immediately cease use of the Marks. Under no circumstances shall Organization use the Marks to imply that it is
affiliated with Charities(except as expressly contemplated in this Agreement or a Statement of Terms).
(ii) If use of the Marks is not expressly permitted in the Statement of Terms,Organization must obtain
Charities' advanced written consent to use the Marks, publicize any related promotions, or otherwise disclose the terms of this
Agreement.
(b) License by Organization. Unless otherwise designated in the Statement of Terms, Organization hereby
grants Charities the right to publish,print,transmit,display or otherwise use Organization's name,logo,and photographs,or any other
representation of Organization related to the Program(s),including,but not limited to,its facilities and activities,via all forms of media
now known or hereafter devised worldwide,in perpetuity,without notice,attribution or compensation to Organization,so long as the
use does not depict Organization in a negative light. Organization agrees to provide and/or obtain such written releases,assignments
or other documents for itself and/or from any third parties (for themselves and/or their pets) as may be necessary to enforce the
rights of Charities granted in this Agreement without any compensation of any kind to Organization or such third parties.
Section 1.4 Publicity. Subject to the requirements of this Agreement or unless otherwise specified in the Statement of
Terms,Organization shall provide Charities the opportunity to be acknowledged or otherwise included in all media materials prepared
by Organization related to the Program(s). Organization shall obtain prior written consent from Charities prior to granting to any third
party entity or individual any publicity or sponsorship rights in connection with Organization's activities that in any way relate to the
Program(s) or this Agreement. Organization agrees that Charities may require Organization to recognize Charities and/or certain
donors to Charities in Charities sole discretion.
Section 1.5 Confidentiality.
(a) By virtue of this Agreement, each Party may have access to information that is confidential to the other
Party. "Confidential Information" is information that, by its nature, should be treated as proprietary and confidential or that a
reasonable person should conclude is confidential, which is disclosed by one Party to the other Party orally, electronically or in a
tangible form, that is related to this Agreement, a Statement of Terms or the Parties' relationship, including without limitation
business, technical, financial data, Program information, forecasts, marketing information, employee and volunteer information,
strategies, general non-public business information, third-party confidential information that the supplying Party has a duty to
maintain as confidential and has so informed the receiving Party of that duty, and other valuable information designated by the
supplying Party as confidential information expressly or by the circumstances in which it is provided. Confidential Information of a
Party shall not include any information that: (i) is or becomes part of the public domain or which is publicly available through no act
or omission of the receiving Party and through no breach of this Agreement; (ii)the receiving Party can demonstrate was known to
the receiving Party at the time of disclosure without an obligation to keep it confidential;(iii)becomes rightfully known to the receiving
Party from another source without restriction on disclosure or use; (iv)the receiving Party can show is independently developed by
the receiving Party without the use of or any reference to Confidential Information; or (v) for which disclosure is required by law,
including open records acts or equivalent freedom of information statutes or acts. At the termination of this Agreement,completion
of the term of Statement of Terms,or upon request,the receiving Party agrees to return or destroy,at the disclosing Party's election,
any and all Confidential Information.
(b) The Parties agree that, unless otherwise set forth in this Agreement, required by law, or pursuant to the
written consent of the other,the Parties shall not make each other's Confidential Information available in any form to any third party
for any purpose,except to its own directors, managers,officers,employees,representatives,legal and financial advisors,accountants
and other agents(collectively"Representatives")having a"need to know"such Confidential Information and who have agreed to be
bound by confidentiality obligations no less restrictive than those under this Agreement. Each receiving Party agrees to be responsible
for any breach of this Agreement by any of its Representatives,and,further,the receiving Party agrees,at its sole expense,to take all
reasonable measures(including,but not limited to,court proceedings)to restrain its Representatives from prohibited or unauthorized
disclosure or use of the Confidential Information. Each Party agrees to take all reasonable steps required to ensure that Confidential
Information is secure and is not disclosed or distributed by its Representatives' subcontractors in violation of the terms of this
Agreement.
(c) Notwithstanding the foregoing, any Organization application, attachments, reports, this Agreement, any
Statement of Terms and related correspondence and the information contained therein shall become the property of Charities, and
nothing contained herein shall prohibit Charities from maintaining, using and/or disclosing such material or information as it deems
appropriate in its sole discretion. Further,Organization expressly grants permission to Charities or its designees to make inquiries and
discuss with, or request documentation from, third parties about Organization related to Organization's performance under this
Agreement,or any material obtained by Charities related to Organization.
Section 1.6 Product. If the Organization receives any one or more products, including without limitation,consumable
items and supplies("Products")as part of any Program,Organization agrees to comply with any and all federal,state and local laws,
rules, regulations, manufacturer specifications and instructions, and administrative guidance applicable to the possession, storage,
use,consumption and disposal of such Product.
2
PetSmart Charities,Inc.—CONFIDENTIAL INORMATION
Master Support Agreement v20150227.18
Section 1.7 Indemnification. Organization shall defend, indemnify and hold harmless Charities and PetSmart, Inc.
("PetSmart"), including their respective affiliates, directors, officers, managers, employees, representatives, agents, assigns and
successors,for,from and against all costs, claims, losses, liabilities, property damage, bodily injury or death,or intellectual property
infringement (including reasonable attorneys' fees and expenses), incident to or arising out of Organization's: (a) breach of this
Agreement or any Statement of Terms; (b) willful misconduct or negligent act(s) or omission(s); (c) violation of applicable law; (d)
participation, or that of any of its dogs, cats, or other animals or pets (the "Animals") in any Program; (e) possession, storage, use,
consumption and disposal of any Product; and (f) employment and/or worker compensation claim. Notwithstanding the foregoing,
this provision shall not be applicable if Organization is a governmental entity and as such, is prohibited by law from indemnifying
Charities.
Section 1.8 Organization's Representations.As of the date of this Agreement and the date of signing of any Statement
of Terms,Organization represents to Charities that(a)Organization is either(i)an organization exempt from federal income tax under
Section 501(c)(3)of the Code,(ii)a governmental entity identified in Section 170(c)(1)of the Code that will use the grant for exclusively
public purposes, or(iii) an "Indian tribal government," as defined under Section 7701(a)(40) of the Code, that is treated as a State
under Section 7871 of the Code and that will use the grant for exclusively public purposes;(b)Organization validly holds and maintains
all licenses,permits,and registrations,and has satisfied all similar requirements, necessary for its lawful operation; (c)Organization is
in compliance with all applicable local, state, tribal and federal laws, regulations and other requirements to which Organization is
subject; (d) Organization is not on any federal terrorism "watch list" and any funds provided to Organization under this Agreement
will be used in compliance with all applicable anti-terrorist financing and asset control laws, statutes and executive orders; (e)
Organization will not use any support provided under this Agreement for lobbying or political activities,or any purpose not described
in Section 501(c)(3) of the Code; and (f) all representations made by Organization in any application and ancillary material are true
and accurate in all material respects. Organization agrees to notify Charities promptly in writing of any change in the information
represented herein.
Section 1.9 Audit.Upon reasonable prior written notice and during normal business hours,at any time during the term
of a Statement of Terms and ending two(2)years thereafter,Charities or its designee may audit the books,records,and/or operations
of Organization to ascertain Organization's compliance with the terms and conditions of this Agreement. Organization acknowledges
and agrees that any such audit may include,without limitation,(i)an on-site or in person inspection,(ii)observation of Organization's
facilities and operations, and (iii) personnel interviews, including without limitation, employees and volunteers. Organization will
permit the audit no later than three(3)business days after the date of Charities'notice,provided however,that in the event Charities
has a bonafide reason to believe,in its sole discretion,that there may be issues related to the welfare of any of Organization's Animals,
Organization shall permit such audit with no notice. Charities may suspend Organization's participation in any Program and/or
withhold any funds for such period as it may be reasonable to conduct,and review the results of,any such audit.
Section 1.10 Independent Entities. Nothing in this Agreement shall be construed to create a legal partnership, joint
venture, landlord-tenant, agency, or employee-employer relationship between any of Charities or PetSmart, on the one hand, and
Organization, its employees,volunteers or agents, on the other hand.The Parties agree that Organization is an independent entity
solely responsible for itself, its employees,volunteers, agents,and any of Animals at all times. Each Party shall be solely responsible
for the acts and omissions of its respective officers,agents,servants,employees,representatives and subcontractors during and after
the term of any Statement of Terms. The doctrine of respondeat superior shall not apply as between Organization,on the one hand,
and PetSmart or Charities, or their respective officers, agents,servants, employees, representatives or subcontractors, on the other
hand.
Section 1.11 Equal Opportunity.Organization agrees that it will not discriminate by reason of race,color,creed,religion,
national original,age,sexual orientation,disability,veteran status or gender.
Section 1.12 Governing Law; Legal Fees. This Agreement and any Statement of Terms shall be governed by and
construed in accordance with the laws of the State of Arizona in the United States without regard to conflict of law provisions or
international treaties or conventions,unless prohibited by law. In the event of any dispute under this Agreement,the prevailing Party
will have the right to recover attorneys'fees,fees of expert witnesses and travel expenses.
Section 1.13 Assignment;Third-Party Beneficiaries.This Agreement shall be binding upon and inure to the benefit of
the Parties and their respective successors and permitted assigns.Organization will not assign or sublicense, in whole or in part, any
of its rights or obligations under this Agreement without the prior written consent of Charities. Nothing in this Agreement shall be
construed to give any third party any legal or equitable right, remedy or claim under or with respect to this Agreement, except that
Charities or any Party's permitted successor or assign shall be deemed a third-party beneficiary of this Agreement. Notwithstanding
anything herein to the contrary,Charities may freely assign this Agreement in connection with a transfer to a related party or due to
a merger,consolidation,or sale of substantially all of its assets.
Section 1.14 Force Majeure.The Parties shall exercise their best efforts to meet their respective duties and obligations
as set forth in this Agreement and any Statement of Terms, but shall not be held liable for any delay or omission in performance due
to force majeure or other causes beyond their reasonable control, including, but not limited to acts of God, acts of omission, fires,
3
PetSmart Charities,Inc.—CONFIDENTIAL INORMATION
Master Support Agreement v20150227.18
strikes,lockouts,national disasters,wars,riots,material or labor restrictions by any governmental authority,transportation problems,
epidemics or public health crises,declaration of a state of disaster or emergency by the federal,state, county, or city government in
accordance with applicable law,and/or any other similar causes.
Section 1.15 Waiver;Severability.The failure of either Party to insist upon the performance of any term or provision of
this Agreement or to exercise any right herein conferred shall not be construed as a waiver or relinquishment to any extent of such
Party's right to assert or rely upon any such term or right on any future occasion. If any provision of this Agreement is held to be
invalid,illegal or unenforceable,the validity,legality and enforceability of the remaining provisions shall not in any way be affected or
impaired. If one or more provisions of this Agreement are held to be unenforceable under applicable laws by a court of competent
jurisdiction, those provisions must be limited or eliminated to the minimum extent necessary and only in the applicable jurisdiction
such that the balance of this Agreement remains enforceable and in full force and effect.
Section 1.16 Survival. All representations, warranties and obligations of Organization in this Agreement shall survive
after the termination date of this Agreement.
Section 1.17 Headings; Construction. Headings and titles used in this Agreement are for reference purposes only and
shall not be deemed a part of this Agreement.This Agreement shall not be construed for or against any Party on the basis of which
Party drafted this Agreement, and each Party had the opportunity to review this Agreement with their respective legal counsel to the
Party's satisfaction.
Section 1.18 Execution;Counterparts.Charities and Organization each represent that the individuals signing below are
duly authorized to execute this Agreement on behalf of the Party for which they are signing.This Agreement may be executed in one
or more counterparts, each of which shall be deemed an enforceable original of this Agreement, but all of which together shall
constitute one and the same instrument. Facsimile and other electronic signatures shall be as effective and binding as original
signatures.
Section 1.19 Notices.Notices shall be deemed served when received by addressee or,if delivery fails by reason of some
fault or action of the addressee,when tendered for delivery. Either Party may change the notice address or recipient at any time by
providing written notice to the other Party.All notices required or permitted to be given hereunder shall be in writing,reference this
Agreement,and be delivered by hand, prepaid courier, or registered or certified mail, postage prepaid, and addressed to the Party's
address set forth in this Agreement,and in the case of Charities,to the attention of the Legal Department.
Section 1.20 Entire Agreement. This Agreement constitutes the entire agreement and understanding between the
Parties and supersedes all other prior and contemporaneous communications, discussions, understandings, negotiations,
arrangements and agreements between the Parties, whether written or oral, relating to the subject matter of this Agreement. No
entity is authorized by Charities to make any warranty, representation, or promise different than, or in addition to,the warranties,
representations or promises expressly set forth in this Agreement. This Agreement may be modified or amended only in writing,duly
executed by both Parties.
IN WITNESS WHEREOF, and in consideration of the mutual promises and covenants herein contained, the Parties have caused this
Agreement to be signed by their respective and duly authorized representatives as of the Effective Date set forth above.
"CHARITIES" "ORGANIZATION"
PETSMART CH A RITIES,INC. CITY OF AUGUSTA
o
�i
Signatur-. 1 I I Signature: (
Un�S DQa Can�arp X16/M��V
Name: "`^� 12/20/ ame: Gc✓ a e4v2/-
Title: )(al NO U Uf Title: _ /VI.4._ ger.--
Date:
rDate: 1 I I Pate: 4 /La..t/, W /
OrilAIMIRMI'
4' ;rad•dd •y�0 .r 4
o'‘ t' e 4r • gra
y �I°
t 4 +°
Alr
PetSmart Charities,Inc.—CONFIDENTIAL INORMATION 'it ,••sems•C,�0,RG1Q►,l
Master Support Agreement v20150227.18 ��� ���a.
MASTER SUPPORT AGREEMENT
PROGRAM TERMS AND CONDITIONS
The following terms and conditions are in addition to the terms and conditions set forth in the Agreement, are incorporated by
reference in the Agreement,and shall be applicable to any Program designated in any Statement of Terms.
Grants.
(a) Grant Terms. From time to time following execution of this Agreement, Charities may award Organization
a grant(each,a "Grant")on the terms and conditions set forth in this Agreement and as further specified in the applicable Statement
of Terms. With respect to each Grant,at a minimum the Statement of Terms will include(i)the amount of Grant cash or in-kind goods
or services to be awarded to Organization (the "Grant Funds"); (ii) a description of the in-kind goods or services to be awarded; (iii)
the distribution schedule for the Grant Funds;(iv)the specific purpose(s)for which the Grant Funds may be used by Organization(the
"Grant Purpose");and(v)the time period during which the Grant Funds will be used by Organization(the"Grant Period").
(b) Use of Grant Funds. Organization will utilize the Grant Funds only for the Grant Purpose and within the
Grant Period. In the event that Organization cannot use the Grant Funds for the Grant Purpose or within the Grant Period,
Organization must notify Charities immediately. In the event that Organization has previously received any form of grant from
Charities,this Agreement is contingent upon successful performance by Organization under that grant agreement.
(c) Modifications.Upon written request made by the Organization to Charities and in the sole discretion of and
upon written approval by Charities,the Statement of Terms may be amended if such amendment is limited in scope to the following
sections of the Statement of Terms: (a) the Grant Purpose may be amended to reflect adjustments in acceptable use of the Grant
Funds within the overall intended purpose of the funded project, including adjustments in areas of populations being served or
targeted,reallocation of funds across types of expenses and adjustments in acceptable performance metrics(b)the performance time
period may be extended to enable the completion of the funded project;and (c) any reporting obligations may be extended in time
and adjusted to reflect the data available.
(d) Grant Contingencies.The provisions of this Section (d)apply only to Grants which include Grant Funds for
the purposes specified below:
(i) Equipment.If any Grant includes Grant Funds,in whole or in part,for the Grant Purpose of assisting
Organization with the acquisition of any equipment (which may include, but is not limited to, funding equipment for Organization,
assisting Organization with purchasing equipment, or the in-kind grant of equipment to Organization) (in any case, the "Grant
Equipment"),the provisions of this Section(d)shall apply to such Grant. If at any time Organization ceases to use any Grant Equipment
for the Grant Purpose or is otherwise in breach of this Agreement or any Statement of Terms,then,in addition to such other remedies
as may be available to Charities under this Agreement,at law or in equity,Charities may require Organization to immediately transfer
ownership of the Grant Equipment(the"Transfer Option")to Charities or an organization designated by Charities(in either case,the
"Transferee")at no cost to Charities or the Transferee.After exercise of the Transfer Option,Organization will cooperate with Charities
and any other Transferee with respect to the transfer of such Grant Equipment to the Transferee. Organization shall be responsible
for any costs and expenses associated with or arising from Organization's violation of this Agreement, a failure to cooperate with
Charities or any other Transferee in exercising the Transfer Option,and any other costs incurred by its own volition.
(ii) Services. If the Grant includes one or more services("Services"),the receipt of such Services will
be included in the defined term "Grant Funds"as used in this Agreement and relevant Statement of Terms.Services provided under
any Statement of Terms may be provided directly by Charities or indirectly through a subsidiary, contractor, representative or agent
of Charities.In addition to any terms and conditions imposed by the Statement of Terms,Organization will participate in any program,
technical assistance,training or other Services within the guidelines, procedures and timelines defined by Charities or its authorized
representative. Ongoing or periodic receipt of the Services will be contingent upon Organization's compliance with all terms,
conditions and reporting requirements in this Agreement and Statement of Terms,as determined by Charities in its sole and absolute
discretion.
(e) In addition to the publicity requirements set forth in the Agreement, in the case of funding for or towards
Grant Equipment, capital improvements, purchases or builds, Organization agrees Charities may require naming or affixing some
object of recognition of Charities or donors to Charities to rooms, equipment, and/or permanent fixtures; creating a donor wall;etc.
Organization further agrees;that if specified in a Statement of Terms,Charities may require naming the building in which Organization
operates.Unless otherwise agreed to by the Parties,such recognition shall remain in place in perpetuity or until removal is requested
by Charities.
(f) Reporting. In addition to any reporting obligations set forth in any Statement of Terms, Charities may
request at any time during the Grant Period,and for two(2)years thereafter,(i)that Organization produce(1)a written report detailing
the Grant Funds expenditures and documentation as may be required by Charities; (2) a written report detailing Organization's
performance to date related to the Grant Purpose; and (3) any other report or response to evaluation questions or an assessment
5
PetSmart Charities,Inc.—CONFIDENTIAL INORMATION
Master Support Agreement v20150227.18
questionnaire as may reasonably be requested;and(ii)certain financial reports which may include,but shall not be limited to audited
and/or unaudited financial statements,and any forms or filings that are required by the Code or any government agency.Organization
will submit such written report to Charities no later than fifteen (15) business days after the date of Charities' written request.
Organization may also be required, if requested by Charities or as otherwise specified in any Statement of Terms, to participate in
periodic telephone or in-person conferences with Charities or its designee (which shall also be considered a "report" under this
Agreement). Charities may withhold any Grant Funds for such period as it determines may be reasonable to request and review any
report provided for in this Agreement or applicable Statement of Terms, regardless of the form of such report.Any report provided
for in this Agreement or any applicable Statement of Terms shall be provided by Organization in a form and format specified by
Charities.
Sponsorship.
(a) Sponsorship Terms. From time to time following execution of this Agreement, Charities may award a
sponsorship to Organization for a specific limited purpose(such as an event or conference)(each,a "Sponsorship")on the terms and
conditions set forth in this Agreement and as further specified in the Statement of Terms. With respect to each Sponsorship, at a
minimum the Statement of Terms will include(i)the amount of cash or in-kind goods or services to be awarded to Organization (the
"Sponsored Amount");(ii)a description of the in-kind goods or services to be awarded;(iii)the distribution schedule for the Sponsored
Amount; (iv)the name and date(s)for the applicable Sponsorship event or conference(the "Sponsored Event");and (v)any benefits
to be provided by Organization to Charities for the Sponsorship.
(b) Use of Sponsored Amount. Organization will expend the entire Sponsorship Amount granted for the
Sponsored Event within one(1)year of receipt. In the event that Organization cannot use the Sponsored Amount for the Sponsored
Event within one(1)year of receipt,Organization must notify Charities immediately.
(c) Benefits Provided by Organization. Organization shall provide to Charities any benefits that Organization
ordinarily provides to sponsors at the Sponsored Amount sponsorship level including,but not limited to,such benefits as are described
in the Statement of Terms and/or indicated in any Organization sponsorship solicitation materials,whether or not attached hereto or
thereto.
Adoption.
(a) Adoption Terms. From time to time following execution of this Agreement, the Parties may agree for
Organization to participate in Charities' adoption program (the "Adoption Program") at one or more locations specified by Charities
(the"Adoption Center")to help find homes for Animals on the terms and conditions set forth in this Agreement and as further specified
in the Statement of Terms.
(b) Adoption Center. Charities will be responsible for any construction of and necessary maintenance to the
physical facility and fixtures (such as HVAC, appliances, plumbing and electrical system) of the Adoption Center, and for paying all
utility and related costs. Organization shall not pay any rent for use of the Adoption Center. Organization shall commence using the
Adoption Center(s) on the date designated in the Statement of Terms or as otherwise agreed upon by the Parties. Organization
acknowledges and agrees that the availability of the Adoption Center may be subject to certain administrative, regulatory, and/or
contractual requirements, which may delay or prevent Charities from obtaining the location. In the event that the Adoption Center
does not become available or becomes available with modifications or restrictions that Charities determines to be undesirable,
Charities may immediately terminate this Agreement or applicable Statement of Terms with no further obligation.
(c) Adoption Policies. Charities will provide policies, procedures and/or manuals,and may provide certain on-
site training and/or training materials to Organization related to the Adoption Center and Organization's presence in PetSmart stores
(collectively the "Adoption Policies"). Charities or PetSmart may modify the Adoption Policies in their sole and absolute discretion.
Organization,its employees and volunteers will comply with all such policies, procedures,and/or manuals at all times.
(d) Adoption Center Supplies.Charities may provide,in its sole discretion,certain Products which may include
animal food and cat litter,supplies,or equipment that may be approved by Charities from time to time, in reasonable quantities for
the sole purpose of use for the benefit of pets available for adoption while they are present in the Adoption Center. No Organization
employee or volunteer will be permitted to remove any products, supplies, or equipment from the PetSmart store for use in the
Adoption Center or for any other reason.Organization will not charge Charities or PetSmart any adoption fees or other expenses.
(e) Damage to Adoption Center. Organization will be responsible for any damage to the Adoption Center or
related equipment caused by the Organization, its staff or volunteers. Organization will, at its sole expense, maintain the Adoption
Center in a clean,sanitary and orderly fashion and take preventative action to discourage the spread of communicable diseases among
Animals.Organization is responsible for ensuring that the Adoption Center is clean,fully sanitized and disinfected prior to departure.
(f) Conditions.None of Organization,its employees,volunteers or agents,may,directly or indirectly:(i)during
the term of any Statement of Terms, sell, gift or generally compete with the products and/or services sold by PetSmart (such as
grooming,pet training and veterinary services)or conduct fundraising activities while in the Adoption Center or on PetSmart premises;
6
PetSmart Charities,Inc.—CONFIDENTIAL INORMATION
Master Support Agreement v20150227.18
(ii) during the term of any Statement of Terms, interfere in any way with the conduct of the business of PetSmart, Charities or any
customer,tenant or occupant of the PetSmart store or shopping center at any time;(iii)during or after the term of any Statement of
Terms, directly solicit donations from PetSmart customers while they are present at the Adoption Center or on PetSmart premises;
provided, however, that Organization is welcome to collect donations from the public while Organization is onsite performing
adoptions at the Adoption Center if Organization provides its own donation collection canister located where adoptions are being
performed; (iv) during or after the term of any Statement of Terms, disparage (1) PetSmart, Charities, Banfield Pet Hospital, or any
customer, tenant or occupant of the PetSmart store or shopping center; (2) any PetSmart or Charities product, service, employee,
representative,volunteer or agent;or(3)the activities or reputations of any other organization participating in the Adoption Program.
Organization acknowledges and agrees that, in addition to Organization, one or more animal adoption agencies may operate in the
PetSmart store or Adoption Center.
(g) Animal Care and Transport.
(i) Organization shall be fully responsible for populating the Adoption Center with Organization's
Animals and for properly caring for such Animals at all times, including daily feeding and clean-up unless other arrangements or
schedule has been made with PetSmart for coverage of these tasks.Organization shall retain ownership of each Animal that occupies
the Adoption Center until the adoption process for such Animal is complete.
(ii) Organization must maintain control of its Animals in the Adoption Center at all times.Animals that
are outside the Adoption Center for any reason must be transferred either in a crate or on a lead with one handler to each Animal.
Display of Animals outside of the Adoption Center may be permitted under certain circumstances with prior consent from PetSmart
or Charities.In such case,all Animals shall be confined either in a crate or an exercise pen or on a lead with one handler to each Animal.
(iii) Prior to being transported to the Adoption Center or the PetSmart store, a health and behavior
assessment must be conducted on all Animals; all Animals must be deemed safe for interaction, healthy, spayed or neutered and
adoptable; all Animals must be provided age-appropriate vaccinations in accordance with the Adoption Policies and applicable law;
and Organization shall ensure that all Animals are in compliance with any applicable laws. Organization will offer only healthy,safe
and spayed/neutered Animals for adoption in the Adoption Center or designated adoption areas.Animals showing or previously having
shown any signs of aggression are strictly prohibited from the Adoption Center and PetSmart premises. Organization will isolate
Animals at the first sign of illness or aggression and remove such Animals immediately from the Adoption Center and PetSmart store.
Animals showing signs of aggression may not be brought back to the Adoption Center or PetSmart store for future placement.
(iv) Unless otherwise specified in the Adoption Policies, vaccinating, providing veterinary services or
dispensing any medication to Animals in the Adoption Center or on PetSmart premises is strictly prohibited. At all times while an
Animal is in the Adoption Center, Organization must comply with all licensing, registration and identification laws and requirements
applicable to each such Animal. Organization shall also provide all relevant information to the adopting party necessary for licensing
and registration at the time the Animal is adopted. Organization will maintain all necessary records for such license and registration,
as well as any other records related to any Animal or operation of the Adoption Center that may be required by applicable law.
Organization will provide copies of such records to Charities or PetSmart upon request.
(v) Charities or its designee may require Organization to immediately remove any Animal from the
Adoption Center as may be required in Charities' sole discretion as may be reasonably necessary to comply with Adoption Policies,
operate the Adoption Program, ensure the safety or well being of any Animal or person, or comply with any applicable law.
Organization hereby authorizes Charities and its designees to take any action with respect to any Animal reasonably necessary or
desirable to operate the Adoption Program,ensure the safety or well being of any Animal,or comply with any applicable law.
(h) Adoption Process.
(i) Subject to this Agreement,the Adoption Policies,and applicable law,Organization will use its own
adoption policies and procedures when offering Animals for adoption at the Adoption Center, and Organization will make the final
decision in the adoption of an Animal. If an adoption is denied, Organization will explain to the denied adopting party why it was
denied and offer alternatives.
(ii) Organization shall not discriminate against any individual in any way, and shall avoid the
perception of discrimination during the adoption process and with respect to adoption fees, ensuring equal opportunity and fair
treatment to all potential adopting parties.
(iii) In addition to any adoption-related document required by Organization,Organization will require,
for each adoption,an adoption release form signed by the adopting party or other documents as may be required from time to time
by Charities. Organization shall maintain all adoption applications and related information as private and confidential; provided,
however,that Charities may require, and Organization agrees to provide, access to such information and all other records related to
an Animal, adopter, or adoption process, in the event an adopting party or PetSmart customer raises an issue concerning such
adoption,and as may otherwise be necessary or appropriate in conjunction with threatened or actual legal proceedings or regulatory
investigations or inspections.
7
PetSmart Charities,Inc.—CONFIDENTIAL INORMATION
Master Support Agreement v20150227.18
(i) Additional Adoption Terms for Everyday Adoption Centers. In addition to the Adoption Program terms set
forth in this Agreement,the following shall be applicable if Organization participates in the Everyday Adoption Center Program.
(i) All Animals,prior to being transported to the Adoption Center,must be given an examination and
preliminary health assessment by a licensed veterinarian to ensure each is healthy,spayed or neutered,and adoptable;and all Animals
must be deemed behaviorally safe for adoption and public interaction by an individual trained or certified in an industry accepted
behavior assessment protocol,or another protocol if specifically approved by Charities in writing and in advance,and in Charities'sole
discretion.
(ii) Organization will provide at least one (1) vehicle to be used to transport Animals between
Organization's facilities and the Everyday Adoption Center. Organization will be responsible for all costs relating to transportation of
the Animals,including any automobile insurance as described in this Agreement.Animals shall be transported between Organization's
facility and the Everyday Adoption Center with a frequency and on a schedule as is required to ensure that at all times,the Adoption
Center is populated with Animals for adoption at a level specified in the Adoption Policies or as otherwise specified by Charities,
provided however,that Organization shall comply with all applicable laws and Adoption Policies related to containing Animals in the
Adoption Center.
(iii) Organization is expected to complete a minimum number of adoptions from the Everyday
Adoption Center as may be determined by Charities from time to time or as specified in the Adoption Policies.
(iv) Organization will ensure that the Everyday Adoption Center is appropriately staffed during hours
determined by PetSmart and Charities, and will ensure that its employees and volunteers are available to assist the public during
PetSmart store hours.In the event that the PetSmart store is closed to the public for any reason,Organization shall staff the Everyday
Adoption Center for enough time to ensure appropriate care for all Animals in the Everyday Adoption Center. Organization will be
solely responsible for hiring employees and volunteers to staff the Everyday Adoption Center. In no event shall Organization have
fewer than two(2)employees or one(1)employee and one(1)volunteer(i.e.,at least two(2)people at all times)staffing the Everyday
Adoption Center during PetSmart store hours.The Parties and PetSmart must mutually agree in writing at least twenty-four(24)hours
in advance of any changes to the schedule.
(v) If Organization desires to engage in an interstate transport program of any kind, Charities shall
maintain an annual right of first refusal to become the exclusive transport program provider for Organization, unless stipulated
otherwise in Charities'sole discretion.
(vi) Insurance Organization will maintain, at its sole cost and expense, during the term of this
Agreement and for at least five (5)years thereafter, the following insurance coverage: (a) a commercial general liability insurance
policy with limits for bodily injury,property damage and products liability/completed operations coverage of not less than$1,000,000
per occurrence, with an aggregate limit of not less than $2,000,000, such policies to include contractual liability and contain no
exclusion related to Organization's compliance status with mandatory or voluntary safety standards of the United States of America;
(b) an automobile liability insurance policy with limits not less than $1,000,000 combined single limit; (c) workers' compensation
insurance, including coverage for occupational disease,in the benefit amounts required by law,and employer's liability insurance,with a
limit of liability not less than$1,000,000 per accident; and(d) professional liability-errors and omissions insurance with limits not less
than$2,000,000 per occurrence and an aggregate limit of not less than$5,000,000.Organization will provide additional liability limits
of at least $2,000,000 per occurrence, either through an umbrella or excess policy, such policy to be excess to the underlying
commercial general liability and auto insurance policies.All insurance will be maintained with insurance companies authorized by law
to conduct business in the United States of America and Canada with the financial rating of at least A-VII status,as rated in the most
recent edition of Best's Insurance Reports.The insurance policies will include Charities and PetSmart, Inc. as additional insureds, be
provided on a primary and noncontributory basis and include a waiver of subrogation in favor of Charities and PetSmart, Inc.
Organization will provide to Charities a certificate of insurance or similar binder for each policy evidencing compliance with this
Agreement upon execution of this Agreement, on each anniversary thereafter and upon ten (10) days of written request from
Charities. Organization will send such certificates or binders to certificatesPssg.Petsmart.com. Should any of the above policies be
canceled before the expiration date thereof,notice will be delivered in accordance with the applicable policy provisions.The insurance
coverage provided for in this Agreement will not act to limit Provider's liability under this Agreement. Charities reserves the right to
adjust coverage limits depending on Organization's risks.
(j) Charities may elect to provide certain "adoption rewards" related to the Adoption Program in accordance
with Charities then-current Adoption Rewards Program, if any, which may be modified or discontinued by Charities in its sole
discretion.Organization agrees to use any such reward for the purpose of furthering an adoption program designed to find homes for
homeless pets,and such reward shall be subject to the Grant Terms and Conditions herein.
(k) Organization Employees and/or Volunteers.
(i) Organization employees must be at least 18 years old.Organization volunteers must be at least 14
years old and properly supervised by the Organization.Volunteers under the age of 18 must be accompanied by and supervised by an
8
PetSmart Charities,Inc.—CONFIDENTIAL INORMATION
Master Support Agreement v20150227.18
adult at all times. Organization and all Organization employees and volunteers must maintain a clean, neat and professional
appearance at all times,and conduct themselves in a professional and courteous manner.
(ii) No family members or personal pets of an Organization employee or volunteer may be present at
the Adoption Center during such employee's or volunteer's shift,except family members who are also formally volunteering with the
Organization for the specific event or shift.
(iii) Organization shall cause each employee and volunteer working on behalf of Organization in
conjunction with the Adoption Program to sign an agreement with Organization requiring compliance with this Agreement, and
waiving any and all claims and liability against Charities and PetSmart related to the Adoption Program.
(iv) If mutually agreed upon in writing by Organization,Charities,and PetSmart,Charities may,through
its relationship with PetSmart,facilitate use of PetSmart employees to support the Adoption Center,which may include conducting
adoptions, providing care for Animals, and maintaining the facilities. In such event, Organization hereby authorizes Charities and
PetSmart to carry out those activities specified in this Agreement and the Adoption Policies,to the extent necessary to provide such
services.Organization agrees to provide all reasonably necessary training on Organization's practices necessary to conduct adoptions,
including without limitation, Organization's adoption standards and fees. If requested by Organization, Organization will provide
access to its shelter management system or other information system,and any licenses required for such use.
(v) In the event Charities or PetSmart has any objection to any Organization employee or volunteer,
Charities or PetSmart shall have the right to require Organization to commence appropriate procedures to remedy the basis of any
such objection. Upon reasonable request, PetSmart or Charities, in its sole discretion, may require the removal of the employee or
volunteer from the Adoption Center.
(vi) Organization agrees not to solicit Charities' or PetSmart's employees, former employees,
representatives, former representatives or volunteers during the term of this Agreement and for one (1) year after the date of
termination thereof. Notwithstanding the foregoing, it shall not be deemed a violation of this provision for Organization,Charities or
PetSmart to hire an employee of the other Party who responds to a general advertisement regarding employment opportunities.
9
PetSmart Charities,Inc.—CONFIDENTIAL INORMATION
Master Support Agreement v20150227.18
MASTER SUPPORT AGREEMENT—EXHIBIT A
INITIAL STATEMENT OF TERMS
•
IndicateT pe of Pro 'rarri(s) Grant X Sponsorship Adoption
Term Start Date: Upon date of full execution End Date: Until terminated
4 z-
Or:anization City of Augusta Charities PetSmart Charities, Inc.
Address 530 Greene Street 19601 North 27th Avenue
Augusta,GA 30901 Address
Phoenix,AZ 85027
Principal
Principal
Contact, Sharon Broady Contact Johnny L.Jenkins Jr.
706-790-
Tel - 6836 Tel. (623)556-6530 IN
Amount of Grant Funds_ Cash -i $2,250.00
Amount of Grant,Funds-In Rind{Fair Market
Value) $N/A (FMv)
Total Amount of Grant Funds(cash and/or in-t;'
kind) =. $2,250.00
ascription of in-kind goods or services
provided (including equipment,services,etc.)
to Organization(if any) _:_ N/A
Distribution Schedule"of Grantfunds $2,250.00 in one single installment upon execution
The grant award recommendation totals$2,250.00 for City of Augusta,#0379 to host
a 2017 November National Adoption Weekend Event to take place on 11/10/17 thru
11/12/17 at PetSmart Store#0293 with a goal of 45 adoptions. Grant funds will be
used for:
1)Approximately$1,950.00 in marketing for the 2017 November National Adoption
Weekend Event.Marketing and advertising will include:
•
2)Approximately$300.00 for pet containment and supplies:crates,carriers,exercise
pens for on-site event housing and shelter and necessary day of event pet supplies
including bowls,leads, leashes,and collars.
3) If any grant funds remain after the expenses in items (1) and (2) above are
covered, the remaining grant funds may be used, with written permission from
PetSmart Charities, Inc. toward spay/neuter surgeries for animals to assist in
preparing them for adoption.
- Any marketing materials created by the Organization shall be approved by a
PetSmart Charities team member. For all Press Release approvals, please e-mail via
Grant Purpose PublicRelations@petsmartcharities.org. For all Marketing material approvals,please
e-mail via petsmartcharitiesmarketing@petsmartcharities.org. Please allow up to 10
business days for approvals.
Grant Per iiod
Start:Upon date of full execution End:Six months after full execution
10
PetSmart Charities,Inc.—CONFIDENTIAL INORMATION
Master Support Agreement v20150227.18
Amount of Cash Grant FUnds -- $
Amount of In Kind drant;Fun ds(F-air Market_
Value) $ (FMV)
Total Amount of Grant Funds 1cash ndJor in
kiid} $
distribution Schedule S•onsored Amount,
Name and Date,'of Everit r Conference .
Benefits Providedlby Organuzation(if any}
Location address and/or PetSmart store
number)Is the Adoption .Center an `Everyday'
Adoption Center"? Yes No
Start Date;
Charities' License_of Organization's Marks as
Identified Below Yes No X
Organization's License of;Charities'Marks as,'
Identified Below - Yes X No
Recognition of PetSmart Charities, Inc support of Organization; Promotion of
license Purpose and Duration (if different Organization's participation in PetSmart Charities, Inc. programming (ie. In-Store
from the Term) adoption programming,grants programming)
Organization's Marks
(a)
(b)
Charities'.Marks
(a) PetSmart Charities®
(b)
e.p.PETiaMART
, 1 r;""fin,,x ,-..,
In addition to any reporting requirement set forth in the Master Support Agreement
f;': and/or the In Store Adoption Partner, the Organization agrees to provide the
following reports to PetSmart Charities in connection with this event grant, on or
before the deadlines set below. PetSmart Charities reserves the right to change the
method and format of how reports are provided.
Re.orcin Ft uir"e ei is
11
PetSmart Charities,Inc.—CONFIDENTIAL INORMATION
Master Support Agreement v20150227.18
-44 Unless otherwise specified, submit all reports via
www.cybergrants.com/petsmartchariti es/reports/app. The Impact Reports are
!"..3, available at http://www.petsmartcharities.org/pro/resources/. The Final Report is
<f ,
� due by 11/12/2017 or no later than 30 days after the completion of the event,
• ' �i< whichever comes sooner.
Failure to timely submit reports as required of this grant may impact your
? y � ; • ;1 e= organization's future grant eligibility. Please note that failure to submit reports may
V b , , 5•115:rrrty , 4 lead to additional review of grant activities and expenditures by PetSmart Charities.
Additional Requirements(if any) PetSmart Charities supports established best practices for transport such as those
guidelines included in the Association of Shelter Veterinarians Guidelines for
Standards of Care in Animal Shelters. Organization must operate transport vehicles
within the Association of Shelter Veterinarians (ASV) recommended transport
guidelines.
12
PetSmart Charities,Inc.—CONFIDENTIAL INORMATION
Master Support Agreement v20150227.18
Grants checklist
t
Organization name: \ike_cbue_, 4C- . Anoct.).-- ...sokst_lv)c___,
OWNER: BRENDA Group# �-
El T-F-T-farrn-sent-ifirvtakftbir-
❑ EEt fiu'.c ,ld_ed check Bnk letter received
❑ Ve . • • - , - •
❑ Vendor number received and entered in CGeba 17
(JJ
rant payment scheduled — 919_9 1
❑ Grant payment email sent
NOTES aes/ASLCA- 40 Ajils2SLAft-- `
C11.111 -
Civs sic - 6 s dk-sa4,6&__
�c3 A �s � e
0.r f ies,
EMERGENCY RELIEF GRANT AGREEMENT
The undersigned organization ("Organization") has submitted a grant application to PetSmart Charities, Inc., an Arizona
nonprofit corporation and Internal Revenue Code("Code")Section 501(c)(3)tax-exempt public charity("PetSmart Charities"),
to request funds and/or in-kind resources for use by Organization in an emergency situation. In consideration of the mutual
promises contained herein, and for other good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the parties agree to the following terms and conditions of this Emergency Relief Grant Agreement (the
"Agreement"):
1. Grant Award. PetSmart Charities will award Organization a grant pursuant one(1)or more Grant Statement(s)(the
"Grant Statement"). The Grant Statement will set forth(a)the amount of cash and/or in-kind goods or services to be awarded
to Organization(the"Grant Award"); (b)the distribution schedule for the Grant Award; (c)the specific emergency situation
and purpose(s)for which the Grant Award may be used by Organization(the"Grant Purpose");and(d)the time period during
which the Grant Award will be used by Organization (the "Grant Period"). PetSmart Charities may, in its sole and absolute
discretion,terminate this Agreement and/or revoke any Grant Award, in whole or in part, upon any breach of the terms and
conditions of this Agreement or the Grant Statement, and in such event may require Organization to provide a full refund of
the Grant Award set forth in a Grant Statement to PetSmart Charities.
2. Use of Grant Award. The Organization will utilize the Grant Award only for the Grant Purpose and only within the
Grant Period. If the Grant Award includes tangible assets(e.g.,food,equipment,medical supplies,etc.),Organization will not
sell or transfer any such assets to any third party without the prior written consent of PetSmart Charities. If Organization cannot
use all of the Grant Award within the Grant Period,Organization must return to PetSmart Charities any unused Grant Award,
unless specifically contemplated to the contrary in Grant Statement or as may be approved in writing by PetSmart Charities.
In no event will Organization use the Grant Award for lobbying or political activities, or for any purpose not consistent with
Code Section 501(c)(3).
3. Publicity. Organization hereby grants PetSmart Charities the right to publish,print,transmit,display or otherwise use
Organization's name, logo, and photographs, or any other representation of Organization, including, but not limited to, its
facilities and activities, via all forms of media now known or hereafter devised worldwide, in perpetuity, without notice,
attribution or compensation to Organization. Organization agrees to provide and/or obtain such written releases,assignments
or other documents for itself and/or from any third parties(for themselves and/or their pets)as may be necessary to enforce the
rights of PetSmart Charities granted in this Agreement without any compensation of any kind to Organization or such third
parties. Organization will recognize PetSmart Charities(and,at the request of PetSmart Charities,certain donors to PetSmart
Charities)as the source of the Grant Award in any of Organization's media materials(e.g.,press releases,website posts,annual
reports, newsletters, invitations, etc.) relating to the emergency situation described in the Grant Statement. All such media
materials must be reviewed and approved by PetSmart Charities in advance,and may not be made publicly available until such
time as PetSmart Charities provides written consent to Organization to do so, and then only in accordance with PetSmart
Charities' written consent. Unless otherwise agreed to by PetSmart Charities, such recognition shall remain in place in
perpetuity or until removal is requested by PetSmart Charities.
4. Audit. Upon written notice and during normal business hours, at any time during the Grant Period and for two (2)
years thereafter,PetSmart Charities or its designee may audit the books,records,and/or operations of Organization,to ascertain
Organization's compliance with terms and conditions of this Agreement or any Grant Statement. Organization acknowledges
and agrees that any such audit may include, without limitation, (1) an onsite or in person inspection; and (2) observation of
Organization's facilities and operations.
5. Organization's Representations. As of the date of signing this Agreement and the date of signing of any Grant
Statement, Organization represents to PetSmart Charities that (1) it is duly organized, validly existing and in good standing
under the laws of the jurisdiction in which it is organized and is either (a) an organization exempt from federal income tax
under Code Section 501(c)(3),which is not a private foundation under Section 509(a) of the Code, (b) a governmental entity
identified in Section 170(c)(1) of the Code that will use the grant for exclusively public purposes, or (c) an "Indian tribal
government,"as defined under Section 7701(a)(40)of the Code,that is treated as a State under Section 7871 of the Code and
that will use the grant for exclusively public purposes;(2)it validly holds and maintains all licenses,permits,and registrations,
and has satisfied all similar requirements, necessary for its lawful operation; (3)it is in compliance with all applicable local,
state,tribal and federal laws, regulations and other requirements to which it is subject; (4) it is not on any federal terrorism
"watch list"and the Grant Award will be used in compliance with all��apP.plicable anti-terrorist financing and asset control laws,
statutes and executive orders; (5) all representations made by it ii(any grant application and ancillary material are true and
accurate in all material respects; and(6)it has full legal right,power and authority to enter into this Agreement and the Grant
Statement and to consummate all of the transactions contemplated hereby, and this Agreement and the Grant Statement have
;a
P IIIc " 1 r
'��'�j '' ' d f •
i •
•
CfPETSMART
t0.Lhari ies,,
EMERGENCY RELIEF GRANT STATEMENT
THIS GRANT STATEMENT is entered into and forms a part of that certain Emergency
Relief Grant Agreement dated December 12, 2017 (the "Agreement") by and between PetSmart
Charities, Inc. ("PetSmart Charities") and the "Organization" identified below. The Parties are
entering into this Grant Statement to set forth additional terms and conditions for a Grant from
PetSmart Charities to the Organization. Capitalized terms not otherwise defined herein shall have
the meanings set forth in the Agreement.
Parties and Contact Information
PetSmart PetSmart Charities, Inc. Organization Vieques Humane Society&Animal
Charities: Rescue, Inc.
Address: 19601 North 27th Ave Address: PO Box 1399
Phoenix, AZ 85027 Vieques PR 00765-1399
Principal Sima Thakkar Principal Jane Chadwick
Contact: Contact:
Notice Legal Department Notice Jane Chadwick
contact: contact:
Tel: 1-800-738-1385 Tel: 787-309-3691
Fax: 1-623-580-6561 Fax:
Grant Terms
Effective Date: Upon full execution of this Grant Statement by both parties.
Grant Funds (or cash $10,000
value estimate of
tangible assets, if
applicable):
Grant Conditions: There are no additional conditions beyond of the Agreement and The Grant
Statement.
Page 1 of 4
PetSmart Charities Emergency Relief Grant Statement(2014-01)
PetSmart Charities CONFIDENTIAL
Grant Distributions: Grant funds totaling$10,000 designated for immediate sheltering supplies,
medical needs, food and other resources needed by the Vieques Humane
Society&Animal Rescue, Inc. for emergency disaster recovery efforts.
If any grant funds remain after the expenses allocated above are covered,
the remaining grant funds may be used, with written permission from
PetSmart Charities, Inc. toward spay/neuter surgeries and medical needs
for shelter pets to assist in preparing them for adoption.
Any press materials created by the Organization shall be submitted to
PetSmart Charities to Lauren Sawyer at (sawyer@PetSmart.com for
review, prior to use, including any and all promotional or advertising
materials,press releases,written communication and/or social media posts
in which PetSmart Charities' name, trademarked material or copyrighted
material is used, at least 10 business days in advance of advertising and
print deadlines.
Grant Purpose:
Grant Period: The Grant Period will commence on the Effective Date set forth in
this Grant Statement,which in no event shall be earlier than effective
date of the Agreement and will continue for a period of 120 days after
full execution.
Reporting The Organization agrees to provide the following report to PetSmart
Obligations: Charities, in connection with the Statement of Terms, on or before the
deadlines set forth below. PetSmart Charities reserves the right to change
the method and format of how report are provided.
Final report due 120 days after execution of this Grant Statement via
www.cybergrants.com/petsmartcharities/reports/app
-provide expense report as to how grant funds were spent
-any photo or stories of the pets who were helped through the grant funds,
if available.
Additional Terms: PetSmart Charities supports established best practices for transport
such as those guidelines included in the Association of Shelter
Veterinarians Guidelines for Standards of Care in Animal Shelters.
Organization must operate transport vehicles within the Association
of Shelter Veterinarians recommended transport guidelines.
As of the date of signing this Grant Statement, the Organization
represents to PetSmart Charities that each of its representations,
warrants and covenants provided in the Agreement and this Grant
Statement are true and correct, including, but not limited to, those
set forth in Section 8 of the Agreement.
This Grant Statement shall not be binding on either Party until executed by both Parties.
Organization acknowledges and agrees that PetSmart Charities may rescind any offer contained
herein at any time until the Agreement has been executed by both Parties.
Page 2 of 4
PetSmart Charities Emergency Relief Grant Statement(2014-01)
PetSmart Charities CONFIDENTIAL
[Signature page follows]
Page 3 of 4
PetSmart Charities Emergency Relief Grant Statement(2014-01)
PetSmart Charities CONFIDENTIAL
4g i
r�
i
Qp�.
b i
}°
t