Contracts

Nonprofit organizations, as well as those for-profit businesses that pursue social purpose, routinely engage in commercial transactions which require written contracts or agreements. These encompass a broad range of matters, such as the hiring of vendors and independent contractors, the engagement of third-party software-as-a-service providers, technology purchases, documentation of collaborative relationships in a memorandum of understanding, and the licensing of intellectual property. In addition, agreements are typically drawn up for financing, grants, loans, leases, shared services, collaborations, and joint ventures.

To ensure that their business and program objectives are met, our attorneys consider the client’s unique needs and circumstances when reviewing and negotiating contracts.  Using their thorough knowledge of regulatory compliance, the attorney will insist on specific provisions to address and appropriately protect the organization’s intellectual property, data, and confidential information.  They will also include provisions to protect the organization should the contractual provisions ever be violated. 

• Consulting Agreements
• Grant Agreements
• Third Party Vendor Agreements
• Software-as-a-Service Agreements
• Fundraising and Sponsorship Agreements
• Technology Agreements
• Shared Services Agreements
• Joint Venture Agreements
• Asset Transfer Agreements

• Draft and negotiate several multimillion-dollar corporate sponsorship agreements to support a national charity’s centennial campaign.
• Draft various agreements forming the core infrastructure for online fundraising platforms, including contracts between the technology company and platform charity or beneficiary charities, Terms of Use with individual users, and Terms of Use with businesses utilizing the platform to implement customer engagement initiatives.
• Draft shared services agreement between affiliated 501(c)(3) and 501(c)(4) organizations
• Draft asset transfer agreement to transfer a charitable program from one nonprofit organization to a successor organization, including program intellectual property, physical assets, and transition of staff. 
• Negotiated an agreement involving a gift of over $100 million, which included the naming rights for a state university’s new school
• Negotiated binding pledge agreements for a charitable foundation to create permanently endowed chairs in name of the foundation at several major universities
• Advised a large national/international nonprofit in undertaking a large scale, multi-year transition from a server-based software solution to a Cloud-based solution. Work included negotiation of contract terms and conditions, hosting SLA’s, privacy and data-security issues, insurance, maintenance agreement and statements of work. 
• Negotiate hotel and event venue contracts, including exercising the right to terminate or reschedule due to force majeure or other unforeseen circumstances