234-22 Grant Agreement - TD.pdf

2 | P a g e products and completed operations coverage, with limits of $1,000,000 per occurrence. Awardee shall also maintain workers compensation insurance with the statutory limits for the state in which the work is performed as well as employers' liability with policy limits of $500,000 each accident. Certificates of insurance together with copies of the endorsements naming ADF as an additional insured shall be delivered to ADF prior to Awardee's commencement of the Project and from time to time upon request of ADF. Any such policy maintained by Awardee will provide that it may not be terminated nor may coverage be reduced except after thirty (30) days' prior written notice to ADF. Awardee agrees to use ADF’s template photo, video, intellectual property, and liability waiver and provide scanned copies post-event of all signed releases. Copy of waiver subject to change due to liability requirements designated by ADF. Awardee agrees to comply with all applicable requirements of the USA Patriot Act and Executive Order 13224, and all subsequently enacted legislation, executive orders, or regulations, designed to prevent any Award funds from being used in support of terrorism or a terrorist organization. The undersigned declares that Awardee operates in accordance with ADF’s nondiscrimination policy and does not discriminate against any person or group on the basis of age, political affiliation, race, national origin, ethnicity, disability, sexual orientation, or religious belief. Significant changes to the funded Project generally will not be approved. If minor changes become necessary, they must be requested in advance and receive approval from ADF. Awardee will notify ADF immediately in the event that any of the following occur: • The Awardee is unable to use any portion of the Award funds for the intended purposes • The Awardee is unable to comply with any of the terms of this Agreement • Any Award funds are used in a manner inconsistent with the terms of this Agreement ADF reserves the right, in its sole discretion: • To withhold any payments provided for under this Award, to recover from the Awardee any unexpended Award funds, and, if the terms of this Agreement are violated by Awardee, to require restitution by the Awardee of any previously expended Award funds • To require the Awardee to take reasonable precautions to prevent any diversion of Award

greement are violated by Awardee, to require restitution by the Awardee of any previously expended Award funds • To require the Awardee to take reasonable precautions to prevent any diversion of Award funds • To withhold any applicable taxes from any Award payments This Agreement shall bind and inure to the benefit of the parties and their successors, but otherwise shall not be assignable by any party or transferable by operation of law or otherwise. Awardee shall indemnify, defend and hold harmless ADF and TD Bank, as well as their respective trustees, directors, officers, employees, agents, successors and assigns (collectively, "Indemnified Parties"), from and against any and all claims, liabilities, losses, judgments, damages or expenses and charges of any kind or nature including interest, reasonable attorneys' fees and other costs, expenses and charges which any of the Indemnified Parties may at any time incur, sustain, or become subject toDocuSign Envelope ID: 5B24BA2A-013A-452D-9136-E5C7DA847D8A