Field of Interest Gift Agreement
This Gift Agreement is made by and between the Donor ("Donor") and Charity Pass dba Charity Blossom, a California nonprofit public benefit corporation (“Charity Blossom”). The Donor and Charity Blossom hereby agree as follows:
Gift. The Donor hereby gives to Charity Blossom, and Charity Blossom hereby accepts, funds in the total amount indicated by the Donor on the Charity Blossom website (the “Gift”), subject to the terms and conditions set forth in this Gift Agreement.
Purpose. Pursuant to the Donor’s wishes, Charity Blossom hereby agrees that the Gift shall be held and administered to provide charitable assistance in one or more fields of interest, as such field has been described on the Charity Blossom website. If, in the opinion of Charity Blossom, it becomes impossible or impracticable to use the Gift for this restricted purpose, the Gift may be used for the general support of Charity Blossom. The Donor agrees that Charity Blossom may retain up to seven percent of the amount of the Gift for Charity Blossom’s administrative expenses and other related expenses, including without limitation expenses related to Charity Blossom’s fundraising and grantmaking activities.
Representations and Warranties of Charity Blossom. Charity Blossom represents and warrants that it is a California nonprofit public benefit corporation in good standing under the laws of the State of California. Charity Blossom is exempt from taxation under Section 501(c)(3) of the Internal Revenue Code of 1986 (“Code”) and is classified as a public charity pursuant to Section 509(a)(1) of the Code.
Representations and Warranties of the Donor. The Donor represents and warrants that s/he is not relying on any advice from Charity Blossom, its Board of Directors, its legal counsel, its accountants, or any other agent or contractor in connection with this transaction. Assignment. Charity Blossom shall have the right, without first obtaining the consent of or notifying the Donor, to assign this Agreement and the Gift (in whole or in part) to another organization exempt from taxation under Code Section 501(c)(3) and classified as a public charity pursuant to Code Section 509(a)(1) (an “Assignee Charity”); provided, however, that no such assignment shall be deemed to remove or alter any charitable trust impressed upon the Gift by law. Confidentiality. Charity Blossom shall at all times keep the Donor’s personal information confidential; provided, however, that (i) Charity Blossom may provide such information to its independent contractors from time to time to facilitate Charity Blossom’s work; (ii) Charity Blossom may disclose such information as required by law; and (iii) Charity Blossom may transfer such information to its successor or any Assignee Charity.
Governing Law. This Gift Agreement shall be governed by, and construed and interpreted in accordance with, the laws of the State of California applicable to contracts to be performed entirely within such State. The failure of Charity Blossom to exercise any of its rights under this Agreement shall not be deemed a waiver of such rights..
Jurisdiction and Venue. For the purpose of any action or proceeding arising out of or relating to this Agreement, each of the parties hereto irrevocably (a) submits to the exclusive jurisdiction of the state courts of California and to the jurisdiction of the United States District Court for the District of Northern California and (b) agrees that all claims in respect of such action or proceeding shall be heard and determined exclusively in any California state or federal court sitting in the County of San Francisco, California. THE PARTIES HEREBY WAIVE TRIAL BY JURY WITH RESPECT TO ANY DISPUTE RELATING TO OR ARISING OUT OF THIS AGREEMENT. In the event of any controversy, claim, or dispute between the parties arising out of or related to this Agreement, or the alleged breach thereof, the prevailing party shall, in addition to any other relief, be entitled to recover its reasonable attorneys’ fees and costs of sustaining its position.
Entire Agreement. This Gift Agreement contains the entire agreement of the parties and supersedes all prior negotiations, correspondence, understandings, letters of intent, and agreements between the parties regarding the subject matter hereof. Amendment. This Gift Agreement may not be amended, except in a writing signed by the parties (or their legal successors), except as expressly provided herein. Severability. The invalidity or unenforceability of any provision of this Gift Agreement shall in no way affect the validity or enforceability of any other provision.
This Agreement is dated as of the date when Donor submits to making a gift to a Field of Interest Fund on the Charity Blossom Blossom Website.