Donation Agreement - Template, Sample Form to Complete Pro · US-law

CHARITABLE DONATION AGREEMENT

Legal Name of Donor: ________

Address of Donor:

________

Donor Organization Information (if applicable):

________

Donor Taxpayer Identification Number (if applicable): ________

Legal Name of Receiver: ________

Address of Receiver:

________

Receiver Employer Identification Number (EIN): ________

This Charitable Donation Agreement (this “Agreement”), made between the Donor identified above (the “Donor”) and the Receiver identified above (the “Receiver”), is effective as of ________ (the “Effective Date”). The parties may be referred to individually as a “Party” and collectively as the “Parties.”

RECITALS

WHEREAS, the Receiver is the following type of charitable entity, organized and existing under the laws of the State of ________, and recognized as exempt from federal income taxation under Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the “Code”):

________

WHEREAS, the Donor desires to make a charitable contribution to the Receiver in accordance with the laws of the United States, the applicable laws of the State identified in Article 7, and the applicable provisions of the Code;

NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

ARTICLE 1 — THE DONATION

1.1 Nature of Donation. The Donor hereby pledges and conveys to the Receiver a charitable gift in the form of the following (the “Donation”):

________

1.2 Value of Donation. The Parties acknowledge the approximate fair market value of the Donation as of the Effective Date to be ________, provided that the Receiver makes no representation or warranty as to such value for tax or other purposes.

1.3 Support. The Donation is given in support of the following:

________

1.4 Unconditional Gift. The Donation is made as an unconditional charitable gift, and the Donor does not retain any reversionary interest, control, or benefit therein except as expressly set forth in this Agreement.

ARTICLE 2 — DELIVERY AND WARRANTIES

2.1 Delivery. The Donation shall be delivered and completed on or in conjunction with the Effective Date of this Agreement, or on such other date as the Parties may agree in writing: ________.

2.2 Title and Authority. The Donor warrants that the Donor is the lawful owner of the Donation, that the Donation is free of any and all liens, claims, security interests, and encumbrances, and that the Donor has full legal right, power, and authority to make the Donation.

2.3 Proof of Transfer. Official proof of this transaction shall be evidenced and, where applicable, attached to this Agreement in the following form:

________

ARTICLE 3 — PURPOSE OF DONATION

3.1 Restricted Purpose. The Donation is made for the following specific purpose, and no other use of the Donation shall be permitted without the prior written consent of the Donor:

________

3.2 Permitted Use. Notwithstanding Section 3.1, in all events the Donation shall be used solely for charitable, educational, religious, literary, or scientific purposes permitted to an organization described in Section 501(c)(3) of the Code.

3.3 Alternative Use. If, in the reasonable judgment of the Receiver’s governing board, it becomes unnecessary, impossible, or impractical to use the Donation for the purpose specified in Section 3.1, the Receiver may apply the Donation to a purpose as nearly as possible consistent with the Donor’s original intent, subject to applicable law.

ARTICLE 4 — IRREVOCABILITY

Upon delivery and acceptance, the Donation is irrevocable, and the Donor may not revoke, rescind, or reclaim the Donation. All covenants and promises made within this Agreement are final and binding.

ARTICLE 5 — EXPENSES

Any and all expenses associated with the execution of this Agreement, including but not limited to expenses incurred during the transfer of the Donation, shall be the sole and exclusive responsibility of the Donor, unless otherwise agreed in writing.

ARTICLE 6 — TAX MATTERS, RECEIPT, AND ACKNOWLEDGMENT

6.1 Receiver’s Status. The Receiver warrants that it is an organization described in, and exempt from federal income taxation under, Section 501(c)(3) of the Code, that its tax-exempt status has not been revoked, suspended, or modified, and that contributions to it are deductible under Section 170 of the Code.

6.2 Written Acknowledgment. The Receiver acknowledges receipt of the Donation and agrees to furnish the Donor with a contemporaneous written acknowledgment that complies with the substantiation requirements of Sections 170(f)(8) and 170(f)(17) of the Code and applicable Treasury Regulations.

6.3 Goods or Services. The Receiver represents that no goods or services were provided to the Donor in consideration for the Donation, except as follows: ________.

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ARTICLE 7 — GENERAL PROVISIONS

A) GOVERNING LAW; VENUE: This Agreement shall be governed by and construed in accordance with the laws of the State of ________, without regard to its conflict-of-laws principles, and any applicable federal law. The Parties consent to the exclusive jurisdiction and venue of the state and federal courts located in ________. The Parties agree that this choice of law, venue, and jurisdiction provision is mandatory and not permissive.

B) LANGUAGE: All communications made or notices given pursuant to this Agreement shall be in the English language.

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D) ASSIGNMENT: This Agreement, and the rights granted hereunder, may not be assigned, sold, leased, or otherwise transferred in whole or in part by either Party without the prior written consent of the other Party.

E) AMENDMENTS: This Agreement may only be amended by a writing signed by both Parties.

F) PUBLIC ANNOUNCEMENT: Neither Party shall make any public announcement or disclosure regarding the existence of this Agreement or any of its terms without the prior written approval of the other Party, except as required by law.

G) SEVERABILITY: If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect, and the invalid provision shall be modified to the minimum extent necessary to render it valid and enforceable.

H) WAIVER: No waiver of any term or condition of this Agreement shall be deemed a continuing waiver or a waiver of any other term or condition.

I) ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between the Parties and supersedes any prior or contemporaneous understandings, whether written or oral.

J) HEADINGS: Headings in this Agreement are for convenience only and shall not be construed to limit or otherwise affect the terms of this Agreement.

K) COUNTERPARTS; ELECTRONIC SIGNATURES: This Agreement may be executed in counterparts, including by electronic signature, each of which shall be deemed an original and all of which together shall constitute one and the same instrument.

EXECUTION

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.

DONOR

________________________________________

Donor's Name: ________

________________________________________

Donor's Representative Name: ________

Title: ________

________________________________________

Donor's Representative Signature

Date: ________

RECEIVER

________________________________________

Receiver's Name: ________

________________________________________

Receiver's Representative Name: ________

Title: ________

________________________________________

Receiver's Representative Signature

Date: ________