MARICOPA COUNTY ADOPTION PREP GRANT AGREEMENT.PDF

PETSMART

Charities

Grant Agreement

This Grant Agreement (this “Grant Agreement”) is entered into between PetSmart Charities Inc., an
Arizona nonprofit corporation and tax-exempt public charity under Section 501(c)(3) of the Internal
Revenue Code (“Code”), whose address is 19601 N. 27th Avenue, Phoenix, AZ 85027 (“Charities”), and
MARICOPA COUNTY, whose address is 2500 S. 27th Avenue , Phoenix, AZ 85009 (“Grantee”).

Grant Purpose and Terms:

Grant Funds

Grant Purpose

Distribution
Schedule of Grant
Funds

Grant Period

$15,000.00

The grant funds in the amount of $15,000 over 12 months will be used to support
activities related to preparing animals for adoption through the PetSmart Charities
adoption program. Grant funds to be used for expenses related to but not limited
to veterinary care, staffing, sheltering, supplies, marketing and technology. A
minimum of 200 total pets to be adopted in store during between February 1,
2026 — January 31, 2027.

Single payment

Upon execution through 01/31/2027

Page 1 of 7

Grant Conditions

Impact Report(s)

PETSMART

Charities

Statement of Terms must be executed within 30 days of receipt. If the
Organization wishes to request an extension or amendment to utilize anticipated
unspent grant funds, the request must be submitted in writing via email to the
grant’s PetSmart Charities Relationship Manager for approval a minimum of 30
days prior to end of the grant term. The request must outline progress to date
including rationale for extension, funds expended and remaining, potential usage
and timeline for use. Only one extension per grant may be approved and
PetSmart Charities reserves the right to consider organizations ineligible for
additional grant funding during an extension. However, organizations that are
PetSmart Charites Adoption Partners may continue to accrue Adoption Rewards.
The grantee acknowledges that future operational funding for this organization
and its programs is not guaranteed beyond the date of the grant terms.

Organization agrees to provide written notification of changes to leadership
including CEO/ED within 30 days to be sent via email to the grant manager as well
as updating the contacts in Smart Simple.

Organization agrees to participate in at least one in-store event during each
National Adoption Week. Failure to do so may cause ineligibility for future grant
funding.

The organization agrees to provide the following reports to PetSmart Charities in
connection with this grant, on or before the deadlines set forth below. PetSmart
Charities reserves the right to change the method and format of how of how
reports are provided.

The Interim Impact Report will become available 90 days prior to the deadline and
due by 8/26/2026

The Final Impact Report will become available 90 days prior to the deadline and
due by 2/26/2027

The first Storyelling Report will become available 90 days prior to the deadline and
due by 8/26/2026

The second Storytelling Report will become available 90 days prior to the deadline
and due by 2/26/2027

The Interim and Final Impact Reports will include a description of participation in

National Adoption Week Events including number of days attending, number of
animals brought, and number of animals adopted.

Page 2 of 7

ETSMART

Charities

For grants of up to $20,000, PetSmart Charities will provide the following
materials to leverage in your local community:

e A template press release with a quote from a PetSmart Charites
spokesperson announcing the recent grant and its purpose. You may
distribute the release to local media outlets and on your organization’s web
site. Please e-mail PublicRelations@petsmartcharities.org for approval.

e A PetSmart Charities digital badge to publish on your organization's donor
page, linking back to www.petsmartcharities.org.

e Should you require assistance or to confirm completion of these recognition
requests, please email: petsmartcharitiesmarketing@petsmartcharities.org

e Please use the PetSmart Charities logo on any collateral promoting the
PetSmart Charities-funded event, initiative or program. All logo use must be
approved by PetSmart Charities via email to
petsmartcharitiesmarketing@petsmartcharities.org

e Share announcement news and impact stories about your grant on social
media using the sample social posts provided as a guide and tag the
appropriate PetSmart Charities channels so we can engage with your posts.

e All grantees are encouraged to share stories and visual assets
(photos/video) showing the impact of your grant with the marketing and PR
teams at PetSmart Charities by sending them to
petsmartcharitiesmarketing@petsmartcharities.org

Grant
Acknowledgement

Link to templated materials, including a press release, digital badge, door cling
and social media templates: https://petsmartcharities.org/pro/resources/marketing-
support

All press releases and marketing materials that incorporate PetSmart Charities’
logo need to be approved via email by a PetSmart Charities team member. For all
press release or media alert approvals, please e-mail
PublicRelations@petsmartcharities.org. For all Marketing approvals, including but
not limited to signage, please e-mail
petsmartcharitiesmarketing@petsmartcharities.org. Please allow 5-10 business days
for approvals.

Terms and Conditions
A. Use of Grant. Grantee will utilize the Grant Funds only for the Grant Purpose, subject to the Grant

Conditions, and during the Grant Period, and will not use the Grant Funds for any lobbying or
political activities or any purpose not permitted in Section 501(c)(3) of the Code). Grantee agrees to

Page 3 of 7

ETSMART

Charities

provide Charities the Impact Report(s) along with any other information reasonable requested. If
the Grant Funds include any in-kind product, Grantee may be required to execute the Charities’
Donated Goods Addendum. Grantee will immediately notify Charities if it is unable to comply with
the terms of this Grant Agreement.

B. Grantee's Representations and Warranties. Grantee represents to Charities, as of the date of this
Grant Agreement and at all times during the Grant Period, that:

1. Grantee is either: (i) an organization exempt from federal income tax under Section 501(c)(3)
of the Code, (ii) a governmental entity under Section 170(c)(1) of the Code that will use the
Grant Funds for exclusively public purposes, or (iii) an “Indian tribal government,” under
Section 7701(a)(40) of the Code, that is treated as a State that will use the Grant Funds
exclusively for public purposes.

2. Grantee holds and will maintain any and all licenses, permits and registrations necessary or
appropriate for its lawful operation and fulfillment of Grantee’s obligations under this Grant
Agreement.

3. Grantee is in compliance (and will comply) with all applicable federal, state, local and tribal
laws, regulations and other requirements.

4. Grantee is not on any United States federal terrorism “watch list” and Grant Funds will be
used in compliance with all applicable anti-terrorist financing and asset control laws, statutes
and executive orders.

5. Grantee agrees that all representations or statements made by Grantee in any application or
any related communications from or on behalf of Grantee are true and accurate in all material
respects. Grantee will notify Charities promptly in writing of any changes in such
representations or statements.

C. Audit. Grantee agrees to maintain adequate books, records, and other financial documents related
to this Grant Agreement, including records that readily show the Grant Funds were used exclusively
for the Grant Purpose. During the term of the Grant Agreement and for two (2) years afterwards,
Charities (or its designee) may audit or review Grantee’s books and records to confirm Grantee’s
compliance with the terms of the Grant Agreement. Any such request will be made with at least ten
(10) business days prior notice and during normal business hours. Following any such request,
Grantee will provide Charities (or its designee) with the requested records and will fully cooperate
with Charities (or its designee). During any such audit or review, Charities may, in its sole discretion,
withhold any Grant Funds pending the outcome of the audit or review. Grantee expressly grants
permission to Charities or its designee to discuss with, or request documentation from, third parties
about Grantee related to performance under this Grant Agreement. Grantee agrees to cooperate
with Charities in supplying additional information required for Charities to comply with
governmental requests related to this Grant Agreement.

D. Non-Disparagement. Grantee will not make, directly or indirectly, any negative statements, whether
written or oral (including in any digital electronic format) about Charities, PetSmart LLC. or their
respective activities, affiliates, owners, officers, managers, members, directors, or employees. This
includes any statement intended, or that could be reasonably expected given its content or context,
to harm or that would lead to unwanted or unfavorable publicity.

Page 4 of 7

ETSMART

Charities

. Independent Entities. Nothing in this Grant Agreement is intended or will be construed to create any
type of partnership, joint venture, employment, franchise or other similar relationship between the
parties. Charities and Grantee are each independent entities and each will be solely responsible for
the acts and omissions of its respective officers, agents, employees, and representatives during
and after the term of the Grant Agreement. The parties agree there is no explicit or implicit oral or
written agreement or understanding that any Charities’ director, officer or other representative will
receive compensation or material benefit in connection the Grant Funds.

. Indemnification. Grantee shall defend, indemnify and hold harmless Charities and PetSmart LLC,
including their respective affiliates, directors, officers, managers, members, employees,
contractors, representatives, agents, assigns and successors, for, from and against all costs,
claims, losses, liabilities, property damage, bodily injury or death, or intellectual property
infringement (including reasonable attorneys’ fees and expenses), incident to or arising out of
Grantee’s or any of its employees’, contractors’, agents’, representatives’, or volunteers’: breach of
this Grant Agreement; willful misconduct or negligent act(s) or omission(s); receipt or use of the
Grant Funds, or any program or activity of Grantee related to this Grant Agreement; or violation of
applicable law. Notwithstanding the foregoing, this provision shall not be applicable if Grantee is a
governmental entity and as such, is prohibited by law from indemnifying Charities.

. Equal Opportunity. Grantee agrees that it will not discriminate by reason of race, color, creed,
religion, national origin, age, sexual orientation, disability, veteran status, gender, gender identity,
marital status or any other legally protected status.

. License to Grantee. Grantee agrees that it will acknowledge Charities’ support in any promotional
materials, including websites and social media platforms, and provide any recognition and benefits
at the same level provided to other organizations giving Grantee comparable levels of funding.
Grantee must obtain prior written approval by Charities and will provide Charities at least ten (10)
business days to review, for quality control purposes, the proposed use. If Charities permits
Grantee use of its logo, such use is a limited, non-exclusive, revocable right to use. Grantee may not
use Charities’ logo for any purpose other than the use permitted by Charities, and Charities may
immediately terminate use if it is determined by Charities to be unacceptable. Grantee will not use
either Charities’ name or logo in a negative light or critical manner. Any right given to Grantee for
the use of Charities name or logo may not be transferred, assigned or sublicensed.

. License to Charities. Charities has the limited, non-exclusive, revocable right to publish, print,
transmit, display or otherwise use Grantee’s name and logo. Such use may be in electronic or digital
format (including e-mail, social media platforms or websites) or in printed form. Charities will not
use Grantee’s name or logo in a negative light or critical manner. Charities’ use of Grantee’s name
or logo will be limited to use in furtherance of Charities’ mission.

. Governing Law; Venue; Attorneys’ Fees. With respect to any action or proceeding arising out of or
related to this Grant Agreement or otherwise between the parties, the parties hereby agree that: (i)
venue and jurisdiction will be exclusively in the federal and state courts situated in Maricopa County
in the State of Arizona, U.S., and (ii) they hereby waive jury trial. This Grant Agreement will be
governed by and construed in accordance with the laws of the State of Arizona. If either party
brings an action to enforce its rights under this Grant Agreement, the prevailing party may recover

Page 5 of 7

ETSMART

Charities

its expenses (including reasonable attorneys’ fees) incurred in connection with the action and any
appeal from the losing party. Prevailing party, as used herein, means the party in whose favor a
judgment is rendered. Fee awards under this provision are to be made without reference to A.R.S. §
12-341.01(a).

. Termination. Either party may terminate this Grant Agreement at any time, with or without cause,
upon at least thirty (0) days written notice of such termination to the other party. Charities may
immediately terminate this Grant Agreement upon written notice to Grantee if Charities determines,
in its sole discretion, that Grantee: has breached any term of this Grant Agreement; is the subject of
any legal, regulatory or media investigation or is engaged in any action or course that appears to be
unprofessional, uncharitable, disreputable, or otherwise inappropriate; ceases to operate or
materially and adversely changes its method of operation, is insolvent, or files for or is the subject
of any type of receivership, bankruptcy or similar proceeding; or has not complied with the
requirements of any other agreement with Charities. Upon termination of this Grant Agreement for
any reason, Grantee will return to Charities any unspent portion of the Grant Funds. If Charities
terminates this Grant Agreement for cause, it may, in its sole and absolute discretion: withhold any
pending or future payments of funds or provision of support; and require Grantee to provide a full
refund to Charities of all previously provided Grant Funds not used in accordance with this Grant
Agreement.

. Miscellaneous. This Grant Agreement constitutes the entire agreement and understanding between
the parties and supersedes all other prior and contemporaneous communications, discussions,
understandings, negotiations, arrangements and agreements, whether written or oral, relating to the
subject matter of this Grant Agreement. This Grant Agreement may be modified or amended only in
writing, duly executed by both parties, except that, upon mutual written agreement (email is
sufficient), the parties make minor modifications to the Grant Purpose, Grant Conditions, and Grant
Period that do not materially alter its intended purpose. This Grant Agreement shall not be
construed for or against any party based on which party drafted this Grant Agreement, and each
party had the opportunity to review this Grant Agreement with their respective legal counsel to the
party’s satisfaction. This Agreement will not be effective until all information requested by Charities
is provided by Grantee and this Grant Agreement is fully executed. Charities and Grantee each
represent that the individuals signing are duly authorized to execute this Grant Agreement. This
Grant Agreement may be executed in one or more counterparts, each of which shall be deemed an
enforceable original of this Grant Agreement, but all of which together shall constitute one and the
same instrument. Facsimile and other electronic signatures shall be as effective and binding as
original signatures.

TO EVIDENCE THEIR AGREEMENT, the parties have executed and delivered this Grant Agreement,
effective as of the last date written below.

“CHARITIES”
PetSmart Charities, Inc.
Heidi Marston

Page 6 of 7

Director of Pet Placement Initiatives
Please sign:

Signed On:

“GRANTEE”
MARICOPA COUNTY
Debbie McKnight
Director

Please sign:

Signed On:

C

PETSMART

harities

Page 7 of 7