Community Fund Agreement
WHEREAS, Donor desires to donate to a field-of-interest fund in Endaoment (the “Community Foundation”);
WHEREAS, the Community Foundation is a California nonprofit public benefit corporation exempt from taxation under Internal Revenue Code (“Code”) Section 501(c)(3) and a public charity described in Section 170(b)(1)(A)(vi) of the Code; and
WHEREAS, the Community Foundation is willing and able to create a field-of-interest fund, subject to the terms and conditions hereof.
NOW THEREFORE, Donor and Community Foundation agree as follows:
1. ESTABLISHMENT OF THE FUND There is hereby established in the Community Foundation, and as a part thereof, a community field-of-interest fund (the “Fund”) to receive gifts, in whatever form of money or property, and to administer the same.
2. PURPOSE The primary purpose of the Fund shall be to provide support as directed by the Board of Directors of the Community Foundation (the “Board”) for the charitable or other tax-exempt purposes within the meaning of Code Section 170(c)(1) or 170(c)(2)(B) as specified in paragraph 14 hereof that are consistent with the tax-exempt purposes of the Community Foundation.
The Community Foundation shall determine the grant recipients (“Recipients”) appropriate to receive grants made from the Fund with the advice from the partner organization(s) selected by the Community Foundation (“Partner(s)”) or from the community group from which the initial Donor or Donors to the Fund originated, whether or not such members are also Donors No Partner shall advise on selecting itself to be a Recipient of the Fund; provided, however, that the Community Foundation may itself make a grant from the Fund to a Partner not to exceed 10% of the value of the fund.
3. GIFT Donor hereby transfers irrevocably to the Community Foundation the property donated to the Fund. Subject to the right of the Community Foundation to reject any particular gift, any person whether an individual, corporation, trust, estate or organization may make additional gifts to the Community Foundation for the purposes of the Fund by a transfer to the Community Foundation of property acceptable to the Community Foundation in whole or in part for the Fund. All gifts, bequests and devises to this Fund shall be irrevocable once accepted by the Community Foundation.
4. DISTRIBUTION Distributions from the Fund shall be committed, granted or expended in accordance with the then current spending policies of the Community Foundation, for purposes within the tax-exempt purposes of the Community Foundation. If any gifts to the Community Foundation for the purposes of the Fund are received and accepted subject to a donor's conditions or restrictions as to the use of the gift or income therefrom, said conditions or restrictions will be honored, subject, however, to the authority of the Board to vary the terms of any gift if continued adherence to any condition or restriction is in the judgment of the Board unnecessary, incapable of fulfillment or inconsistent with the charitable needs of the community served by the Community Foundation. No distribution shall be made from the Fund to any individual or entity if such distribution will in the judgment of the Community Foundation endanger the Community Foundation's Code Section 501(c)(3) status.
5. ADMINISTRATIVE PROVISIONS Notwithstanding anything herein to the contrary, the Community Foundation shall hold the Fund, and all contributions to the Fund, subject to the provisions of the applicable federal and relevant local laws and the Community Foundation's Bylaws and Articles of Incorporation. The Board shall monitor the distribution of the Fund, and shall have all powers of modification and removal specified in United States Treasury Regulation Section 1.170A- 9(f)(11)(v)(B).
This Agreement and all related proceedings shall be governed by and interpreted under the laws of the State of California. Any action with respect to this Agreement shall be brought in or venued to a court of competent jurisdiction in California.
6. CONDITIONS FOR ACCEPTANCE OF FUNDS Donor agrees and acknowledges that the establishment of the Fund herein created is made in recognition of, and subject to, the terms and conditions of the Bylaws and the Articles of Incorporation of the Community Foundation (collectively, the “Governing Documents”), as from time to time amended, and that the Fund shall at all times be subject to such terms and conditions, including but not by way of limitations, provisions for:
(a) Presumption of Donor’s intent; (b) Variance from Donor’s direction; and (c) Amendments to the Governing Documents.
Donor agrees their donation is irrevocable and under the sole discretion of Endaoment
7. CONTINUITY AND CHARITABLE PURPOSE The Fund shall continue so long as the assets in the Fund meet the minimum fund balance required by Community Foundation policy for funds of its type and the purposes in the Fund can be served by its continuation. If the Fund is terminated, the Community Foundation shall devote any remaining assets in the Fund exclusively for charitable purposes that:
(a) Are within the scope of the charitable purposes of the Community Foundation's Bylaws and Articles of Incorporation; and (b) Most nearly approximate, in the good faith opinion of the Board, the original purpose of the Fund.
All of the assets received by the Fund under the terms of this Agreement shall be devoted to the purposes of the fund’s philanthropic mission, within the tax-exempt purposes of Community Foundation. Expenditures for any attempt to lobby and influence legislation within the meaning of IRC Section 501(c)(3) shall be subject to the approval and limitations imposed by the Community Foundation. The Community Foundation shall not use any portion of the assets to participate or intervene in any political campaign on behalf of or in opposition to any candidate for public office, to induce or encourage violations of law or public policy, to cause any private inurement or improper private benefit to occur, nor to take any other action inconsistent with Code Section 501(c)(3).
8. NOT A DONOR ADVISED FUND. The Community Foundation has determined, based on the advice of legal counsel, that the Fund is not structured as a donor-advised fund within the meaning of Code Section 4966(d)(2) as presently interpreted under federal tax authorities.
9. NOT A SEPARATE TRUST The Fund shall be a component part of the Community Foundation. All money and property in the Fund shall be held as general assets of the Community Foundation and not segregated as trust property of a separate trust.
10. ACCOUNTING The receipts and disbursements of this Fund shall be accounted for separately and apart from those of other gifts to the Community Foundation.
11. INVESTMENT OF FUNDS The Community Foundation shall have all powers necessary, or in its sole discretion desirable, to carry out the purposes of the Fund, including, but not limited to, the power to retain, invest and reinvest the Fund and the power to commingle the assets of the Fund with those of other funds for investment purposes.
The Community Foundation shall not be responsible for any loss or reduction in value with respect to any assets held in the Fund unless any loss or reduction in value is due to the intentional misconduct or gross negligence of the Community Foundation or its employees or agents.
12. COSTS OF THE FUND It is understood and agreed that the Fund shall share a fair portion of the total investment and administrative costs of the Community Foundation. Those costs charged upon receipt of gifts and Distributions from the Fund shall be determined in accordance with the then current fee schedule identified by the Community Foundation as applicable to funds of this type, as such schedule may be amended by the Community Foundation from time to time. Any costs to the Community Foundation in accepting, transferring or managing property donated to the Community Foundation for the Fund shall also be paid from the Fund.
13. NAME OF THE FUND The name of the Fund shall be the title of the fund provided via the Endaoment Web Application upon creation of the Fund.
14. FIELD-OF-INTEREST The Fund shall provide support as directed by the Board for the specific charitable or other tax-exempt purposes that are within the meaning of Code Section 170(c)(1) or (2)(B) and are consistent with the tax-exempt purposes of the Community Foundation, as found on the Endaoment web-based profile page of the Fund, under “Fund Purpose.”
15. ORIGINAL AND ENTIRE AGREEMENT This Agreement may be executed in any number of counterparts, each of which shall be an original, but such counterparts shall together constitute one and the same agreement. The exchange of copies of this Agreement and of signature pages by facsimile transmission, by electronic mail in “portable document format” (“.pdf”) form, or by any other electronic means intended to preserve the original appearance of a document, or by a combination of such means, shall constitute effective execution and delivery of this Agreement. Signatures by the parties electronically transmitted shall be deemed to be original signatures for all purposes. This Agreement supersedes all other prior discussions, representations, and agreements, whether oral or written, express or implied, between the parties relating to the matters contemplated herein and constitutes the entire agreement between the parties relating to the subject matter hereof.
16. VARIANCE POWERS Regardless of stated purpose or organizational receipients outlined in the fund description, the Community Foundation retains variance powers over all Funds. All Funds are intended to be and shall be administered as a component part of the Community Foundation under Treasury Regulation Section 1.170A-9(f)(11), and are specifically subject to the powers of the Directors as the governing body of a community trust as required therein and as set forth in the Articles of Incorporation and Bylaws of the Community Foundation, as amended from time to time. Such powers include the power to unilaterally modify any restriction or condition of the Fund in the event such restriction or condition becomes, in effect, unnecessary, incapable of fulfillment, or inconsistent with the needs of the community served by the Community Foundation.
IN WITNESS WHEREOF, Donor has executed this Agreement and the Community Foundation has caused this Agreement to be approved by its Board of Directors and to be executed by a duly authorized officer, all as of the day and year of the formation of the Community Fund’s Ethereum Blockchain Contract Address creation.