PETCO LOVE - $100K GRANT AGREEMENT.PDF

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Petco Love Grant Investment Agreement - Confidential 
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Petco Love 
654 Richland Hills Drive 
San Antonio, TX 78245 
January 17, 2023 
 
Maricopa County Animal Care and Control 
2500 S. 27th Ave 
Phoenix, AZ 85009 
 
Dear Crystal Enojos: 
 
I am pleased to inform you that Petco Love, a nonprofit changing lives, has decided to 
make a grant investment (the “Investment”) in Grantee identified above to support the non-profit 
mission and/or charitable purpose of Grantee.   
This grant letter (the “Grant Letter”) and Petco Love Grant Investment Terms, attached 
as Appendix A (together with this Grant Letter, the “Agreement”) will govern the terms of the 
Investment.  The terms “partner” and “partnership” used in the Agreement shall be limited to the 
Investment relationship set forth in and created by this Agreement and shall in no way create or 
establish a legal partnership between the Grantee and Petco Love. 
A. Investment terms 
The Investment period will begin from the date of Grantee’s countersignature of this 
Grant Letter and will continue through the date specified below as the end date. The Investment 
will be paid in one or more installments beginning on or before the Initial Payment Date. 
Payments shall be made in the amounts and at the times as stated more fully below. The 
Investment shall be for the Investment Purpose stated below.     
  
Investment Terms  
Investment amount 
 
$100,000.00 
Investment Purpose 
 
Lifesaving Investment 
Investment Period end date 
03/31/2024 
 
DocuSign Envelope ID: 89CDE63B-A13D-4EF5-AC77-FF1A05472765
C-79-23-024-X-00
3/01/2023
DocuSign Envelope ID: 7DF79A6F-9C0B-4ED5-9BE5-706BBE0C645B

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Payment Schedule: 
Payment:  
 
 
 
 
Due on or before:  
$100,000.00 
03/31/2023 
 
Reporting Schedule: 
Name:  
 
 
 
 
Due on or before:  
Lifesaving Impact Award Report 
01/31/2024 
 
B. Additional Terms and Conditions 
Grantee will recognize the Investment and partner with Petco Love in the following ways, 
as mutually acceptable to, and approved in advance by Petco Love:  
 
Celebrate and recognize the Investment in the following ways: 
a. Issue a press release announcing the Investment using best efforts to assure 
wide dissemination of such press release for promotion of the Investment. 
b. Prominently display Petco Love’s logo on Grantee’s website during the Grant 
Investment Period. 
c. Prominently display the Investment celebration check and other assets, if 
provided, in Grantee’s lobby or other prominent location during the investment 
period. 
d. Promote the Investment on social media and other public promotional 
opportunities in conjunction with the announcement of the Investment, and 
monthly thereafter during the Grant Investment Period. 
e. Identify Petco Love as the primary sponsor of four (4) or more adoption events or 
other promotions, which may include ongoing promotions, each year during the 
Grant Investment Period. 
Petco Love is a national nonprofit that strives to support its partner organizations with 
valuable solutions, social activations, and benefits in addition to grant investments.  
Partnership is a key component of your relationship with Petco Love. Partner 
organizations should participate in the following:   
f. Key staff members of the organization (including the CEO or Executive 
Director) will sign up for, receive and review the Petco Love Newsletter to 
be aware of all partnership opportunities and requirements. 
 
 
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g. Integrate with and actively promote Petco Love Lost, our national lost and found 
database, to help lost pets reunite with their families through various methods 
including social media, website, adoption paperwork, and other opportunities, 
including prominent placement of Petco Love Lost on your website and 
Facebook page. If data feed not currently showing at least 75% of animals in 
care, update software privacy permissions to maximize visibility of pets in care to 
a minimum of 75%. 
h. Participate in our Partnership Activations including National Pet Vaccination 
Month (March), National Foster A Pet Month (June), Lost Dog and Cat 
Awareness, Love Stories, and others to be determined, by sharing the 
information publicly via social media, website, and other methods used by your 
organization to communicate with your adopters and supporters. 
i. 
Utilize Petco Love marketing toolkits available on our website to promote Petco 
Love initiatives, adoption events, and other lifesaving promotions.  
j. 
Share post-adoption support materials when made available by Petco Love to 
adopters. 
k. If Grantee is an approved Petco Love adoption partner, Grantee shall:  
i. Designate a representative of Grantee to receive all Petco Love 
communications, including newsletter and email notifications. 
ii. Utilize Petco Love branded adoption, social media recommendations and 
hashtags, and other outreach materials.  
iii. Coordinate with the manager of the Petco store to assure all adoptions 
are communicated to onsite Petco staff and recorded appropriately 
iv. Participate in such adoption events in a manner that encourages the 
greatest number of adoptions possible. 
v. Participate in the Petco Love’s annual foster program awareness and 
recruitment event (Be A Foster) in Petco stores to recruit foster parents 
and increase lifesaving efforts.  
l. 
If Grantee is not an approved Petco Love adoption partner, Grantee shall 
complete the application to become an adoption partner on the grant application 
portal within sixty (60) days of executing this agreement, unless otherwise 
exempted by Petco Love.  
m. Complete all follow up reports as assigned in the grant application portal. 
n. Should any of these funds be invested in a capital improvement or capital 
purchase, such investment shall be specifically for such purpose and the award 
shall be recognized in a manner mutually agreed upon and approved in advance 
by Petco Love. 
o. Should any of these funds be utilized for the purchase or operation of a vehicle, 
Petco Love shall be recognized with prominent logo placements on three sides of 
the vehicle used or purchased. 
 
 
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If Grantee agrees to the terms and conditions of the Agreement, please sign in the space 
provided below and return a signed copy of this Grant Letter to Petco Love.  You represent that 
you are authorized to execute the Agreement on behalf of Grantee. 
Petco Love asks that you return the signed copy to Petco Love at 654 Richland Hills 
Drive, San Antonio, TX 78245 within forty-five (45) days from the date written above.  If Petco 
Love has not received the signed copy by that time, Petco Love may withdraw the offer of the 
Investment. 
 
Yours sincerely, 
 
PETCO LOVE 
 
By: _________________________ 
Name:  
Susanne Kogut 
 
Title: 
 
President 
 
 
Accepted and agreed to this date:  _______________________________ 
 
 
By: ____________________________ 
Name:  Crystal Enojos 
  
Title:   Deputy Director 
  
 
 
 
 
DocuSign Envelope ID: 89CDE63B-A13D-4EF5-AC77-FF1A05472765
1/25/2023
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Appendix A 
Petco Love Grant Investment Terms 
Terms not defined herein have the meanings provided in the Grant Letter. 
Section 1. Investment generally 
A. Definitions 
Lifesaving – funds invested in animal welfare organizations for operations, programs and 
partnerships that reduce the number of animals in shelters being needlessly euthanized and do 
so in a responsible and sound manner. Unless otherwise restricted in the Grant Letter, a grant 
whose purpose is Lifesaving Investment may be used in an unrestricted manner so long as the 
purpose is to responsibly achieve a reduction in euthanasia of companion animals in the United 
States.  
Spay/Neuter – funds invested in spay/neuter organizations for the purposes of providing 
spay/neuter services at subsidized rates, including free services, to those of modest means or to 
those persons seeking such services for any pet most in need in the community served by such 
organization. Funds may be used in an unrestricted manner to provide such spay/neuter services 
and decisions regarding need-based requirements are made in the sole discretion of the 
organization, including any designation of categories of animals most in need.  
B. Purpose of Petco Love investment 
 
Petco Love makes grant investments in organizations that work to make the most 
significant impact possible with the support provided by Petco Love. Petco Love desires to support 
and encourage the work of those organizations that work together in an effort to create a nation 
where no animal is needlessly euthanized, where domestic animals can be trained to provide 
service to people and organizations in need, and where all domestic animals can be healthy and 
find lifelong homes and lifesaving medical care. 
 
Accordingly, Petco Love agrees to make the Investment to Grantee pursuant to the terms 
of this Agreement.  Grantee agrees that the Investment will be used solely for the purposes 
described in the Grant Letter, and may not be used for any other purpose without Petco Love’s 
prior written approval. 
 
C. Investment Amount and Use 
 
Petco Love agrees to make the Investment to Grantee in the amount stated in the Grant 
Letter. The Investment will be payable as set forth in the Grant Letter.  
 
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If Grantee is a university or a governmental entity, division, or department, Grantee agrees 
that the Investment will not be used for the general operating purposes or account of the university 
or entity but will be (1) deposited in a separate account for use as specified herein; or (2) if no 
such separate account exists, will be segregated for record-keeping purposes and designated for 
use as specified herein.  
 
If Grantee is a governmental entity, division, or department, Grantee agrees that the 
Investment will not be used in any way to decrease the allocation or budget of governmental funds 
for any animal welfare purpose.  
Section 2. Representation and Warranties of Grantee 
A. Grantee is (1) a nonprofit corporation organized and operated for charitable purposes within 
the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, or (2) 
a governmental entity, division or department; and Grantee will use the Investment described 
herein solely for the exempt purposes stated in Section 1 above. 
 
B. Grantee is duly organized and validly existing under the laws of its state of incorporation or 
organization and has all requisite power and authority to conduct its business as now 
conducted and maintains all licenses, permits, and registrations and has satisfied all similar 
requirements necessary for its lawful operation. 
 
C. Grantee is in compliance with all applicable local, state and federal laws, regulations and other 
requirements. 
 
D. There are no claims, investigations, or proceedings in progress, pending or threatened against 
Grantee which, if determined adversely, would have a material effect on Grantee’s ability to 
fulfill its obligations pursuant to this Agreement and there are no claims, investigations or 
proceedings in progress, pending or threatened against Grantee which involve animal neglect 
or abuse. 
 
E. All information and materials contained in Grantee’s applications to Petco Love for funds 
granted pursuant to this Agreement are true and correct in all material respects. 
 
Section 3. Additional Covenants of Grantee 
 
A. Any public messaging conducted or authorized by Grantee that includes information about 
Petco Love and/or its support will promote a positive message about helping animals and 
saving lives. Neither Grantee nor any of its representatives will disparage or speak negatively 
or take any action intended, or which would reasonably be expected, to harm Petco Love or 
its reputation or which would reasonably be expected to lead to unwanted or unfavorable 
publicity for Petco Love.  
 
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B. You will notify Petco Love of any leadership change of the executive director, CEO or similar 
titled leadership role. 
 
C. In the reports under Section 6 below, Grantee will certify to Petco Love that all representations 
and warranties shall be true and correct in all material respects. or of any leadership change 
or any other material change in Grantee’s operations and staffing.  
 
Section 4. Conditions to Grant Investment payments to Grantee 
 
A. All Representations and Warranties in Section 2 are true and correct in all material respects; 
 
B. Grantee shall have performed and complied with all covenants, agreements, obligations, 
and conditions contained in this Agreement including but not limited to the timely filing of all 
reports required under Section 6 below if applicable; and 
 
C. Grantee has progressed towards achievement of the purposes described above, as 
determined in Petco Love’s sole discretion.  
Section 5. Use of Content for Promotion/Publicity 
Grantee hereby grants to Petco Love a worldwide, royalty-free, non-exclusive, non-
transferrable licenses to copy, distribute, display, perform in all media now known or later 
developed: (A) Grantee’s name and logo, as applicable; and (B), any photographs, videos, text, 
images, and other content provided by the Grantee to Petco Love pursuant to this Agreement 
(the “Grantee Content”) solely in furtherance of the charitable and educational purposes of Petco 
Love, for the duration of the Grant Investment Period plus a period of three (3) years following the 
end of the Grant Investment Period.  Grantee shall be responsible for obtaining all necessary 
rights from third parties with respect to the grant of such license and the use by Petco Love of the 
Grantee Content. 
If Petco Love wishes to create content (whether photographs, videos, text, images, and 
other content) about Grantee (and its programs, facilities, operations, and related individuals) 
solely in furtherance of the charitable and educational purposes of Petco Love, Petco Love will 
retain all rights, including copyrights and other intellectual property rights, in the Petco Love  
Grantee Content so created  and, upon request, Grantee will obtain releases and other 
permissions (in favor of Petco Love) and provide copies of such releases or permission to Petco 
Love.   
Grantee may promote itself as a partner of Petco Love and, if Petco Love has given prior 
approval, use Petco Love’s name and logo in connection with such promotion in accordance with 
Petco Love’s trademark guidelines as may be provided from time to time. Such approval from 
Petco Love must be in writing (including by email) from an authorized representative and will not 
be unreasonably withheld. If Petco Love requests, Grantee will submit examples of proposed 
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uses of Petco Love name and trademarks contemplated under this Agreement before use to 
permit review and approval. 
Each party will ensure that the names and/or logos used in accordance with this section 
will bear appropriate copyright and trademark notices or legends as provided by the owner.  
Except as expressly permitted in this section, neither party has any rights to use (or rights 
otherwise in or to) any trademarks, copyrights, trade names, logos, slogans, designs, labels, titles, 
or insignias now or hereafter owned, adopted, or used by the other party except with the prior 
written consent of the owning party. All use of the marks by the licensed party will inure to the 
benefit of the party granting such license.  
Section 6. Grantee Reporting 
Grantee agrees to access Petco Love online Partner Portal at least annually to review all 
Grantee contact information, including all business and mailing addresses, and all individual 
contact information and to correct all such information by completing the appropriate information 
correction form in the Portal.  
Any Grantee that conducts pet adoptions agrees to access Petco Love online Partner 
Portal and complete Annual Data Reports during the Investment Period and for a period of three 
(3) years following the Investment Period as well as any Interim or Final reports assigned to the 
grant. Reporting may include: continued disclosure of information similar to the information 
provided by Grantee in its initial grant application to Petco Love, information regarding the number 
of animals cared for or served (as applicable), the Grantee’s operations and financial condition, 
the specific uses of Investment funds and any other information as may be reasonably requested 
by Petco Love. 
Section 7. Confidentiality 
Subject to the requirements of Grantee’s state or local public information statutes, each 
party agrees that it will not at any time: (A) disclose any “Confidential Information” of the other 
party to any third party (except for legal and financial advisors who are advised of the confidential 
nature of this Agreement); or (B) use the other party’s Confidential Information for any purpose 
other than fulfilling its obligations under this Agreement. Except as set forth below, “Confidential 
Information” means all nonpublic information of a party, including, but not limited to, any product 
formulas, business or marketing plans, and other information of a nonpublic or proprietary nature. 
Confidential Information does not include any information which (i) was publicly available at the 
time of disclosure, (ii) becomes publicly available after disclosure through no fault of the recipient 
party, (iii) was in the recipient party’s possession as evidenced by its written record prior to 
disclosure by the disclosing party, and was not subject to an earlier confidential relationship, or 
(iv) was rightfully acquired by the recipient party after disclosure from a third party who was 
lawfully in possession of the information and was under no obligation to the disclosing party to 
maintain its confidentiality. Any information submitted by Grantee to Petco Love as required 
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herein or in connection with any other grant investment by Petco Love to Grantee, including any 
grant application, any required reports of Grantee, or any other related correspondence, will 
become the property of Petco Love and is not considered Confidential Information. Petco Love 
may use such information as it deems appropriate in its sole discretion and nothing herein 
prohibits use of such information.  
The terms of this Agreement shall remain in strict confidence and Grantee will not disclose 
such terms to third parties (other than legal and financial advisors who are advised of the 
confidential nature of this Agreement) except with prior written consent Petco Love.  
In the event that a party becomes legally compelled (by deposition, interrogatory, request 
for documents, subpoena, civil investigative demand or similar process) to disclose any 
Confidential Information, that party will provide the other party with prompt, prior written notice of 
such requirement so that the party seeking protection of the Confidential Information may seek a 
protective order or other appropriate remedy at their own expense and/or waive compliance with 
the terms of this Agreement. In the event that such protective order or other remedy is not 
obtained, or the other party waives compliance with the provisions hereof, then the disclosing 
party agrees to furnish only that portion of the Confidential Information which it is advised in writing 
by its counsel is legally required, and to exercise its best efforts to obtain a protective order or 
other reliable assurance that confidential treatment will be accorded any such disclosures.  
The terms and conditions of this section will survive the termination and/or expiration of 
this Agreement.  
Section 8. Termination of Investment 
Petco Love retains the right to terminate the Investment if in its sole discretion it 
determines that: (1) Grantee will not be able to achieve the purposes of the Investment, (2) 
Grantee experiences any leadership loss or change including but not limited to the executive 
officer, (3) Grantee commits any act, takes, or is the subject of any action which might bring 
Grantee into public disrepute, contempt, scandal, or ridicule, or which might reflect unfavorably 
on Petco Love because of its relationship with Grantee, (4) or that Grantee has failed to materially 
comply with the terms of this Agreement. In the event of such termination, Grantee will return any 
unexpended Investment funds upon the request of Petco Love and Petco Love will have no further 
funding obligation. 
Section 9. Future Funding 
Grantee acknowledges that Petco Love is not making any representations regarding future 
funding of Grantee, other than as specified herein. 
 
 
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Section 10. Amendments 
No amendment of this Agreement is valid unless such amendment is in writing and signed 
by each of the parties hereto. 
Section 11. Assignment; Binding Effect 
This Agreement may not be assigned by either of the parties hereto without prior written 
consent of the other party. Except as provided herein, the terms and conditions of this Agreement 
will extend to, bind and inure to the benefit of the parties and their respective successors and 
assigns, if permitted. 
Section 12. Compliance 
The parties represent that they will comply with all applicable federal, state and local laws 
and regulations governing the performance of this Agreement by the parties. 
Section 13. Indemnification 
To the extent permitted by law, grantee hereby covenants and agrees to indemnify, save 
and hold Petco Love free, clear and harmless from any and all liability, loss, costs, charges, 
penalties, obligations, expenses, attorney’s fees, litigation, judgments, damages, claims and 
demands of any kind whatsoever in connection with or arising out of the Investment.  Grantee’s 
covenants under this paragraph will survive termination of this Agreement.  
Section 14. Miscellaneous 
Each party acknowledges participation in the formation of this Agreement and fully 
understands all terms and conditions provided herein.  
This Agreement and all claims arising out of or relating thereto will be governed by the 
laws of the State of California, exclusive of its choice of law rules. 
The address for notifications to Petco Love is: 
Petco Love 
654 Richland Hills Drive 
San Antonio, TX 78245 
The address for notifications to Grantee is Grantee’s address as stated in the Grant Letter. 
This Agreement constitutes the entire agreement between the parties and supersedes any 
and all prior written or oral agreements and understandings between the parties.  
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Petco Love Grant Investment Agreement
MARICOPA COUNTY 
BOARD OF SUPERVISORS 
BY: 
ATTEST: 
_________________________________ 
________________________ 
Chairman, Board of Supervisors 
Clerk of the Board 
Date: ___________________ 
Date:___________________ 
Approved as to form: 
_________________________________ 
Deputy County Attorney 
Date:_____________________ 
C-79-23-024-X-00
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2/24/2023
3/2/2023
3/2/2023

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Subject: Complete with DocuSign: Maricopa County Animal Care and Control grant agreement w. Sig Pg.pdf
Source Envelope: 
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Michael Miskell
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2901 W Durango
Phoenix, AZ  85009
Michael.Miskell@maricopa.gov
IP Address: 163.116.139.116
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Kim Miles
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Deputy County Attorney
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Clint Hickman
BOS.SIGNATURES@MARICOPA.GOV
Chairman Board of Supervisors
Maricopa County
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Juanita Garza
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Clerk of the Board
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Parties agreed to: Kim Miles, Clint Hickman, Juanita Garza

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electronically to you, you must send an email message to us at lesley.roman@maricopa.gov and 
in the body of such request you must state: your previous email address, your new email 
address.  We do not require any other information from you to change your email address.  
If you created a DocuSign account, you may update it with your new email address through your 
account preferences.  
 
To request paper copies from MCDOT (Department of Transportation)  
To request delivery from us of paper copies of the notices and disclosures previously provided 
by us to you electronically, you must send us an email to lesley.roman@maricopa.gov and in the 
body of such request you must state your email address, full name, mailing address, and 
telephone number. We will bill you for any fees at that time, if any. 
 
To withdraw your consent with MCDOT (Department of Transportation)  
To inform us that you no longer wish to receive future notices and disclosures in electronic 
format you may:

i. decline to sign a document from within your signing session, and on the subsequent page, 
select the check-box indicating you wish to withdraw your consent, or you may; 
ii. send us an email to lesley.roman@maricopa.gov and in the body of such request you must 
state your email, full name, mailing address, and telephone number. We do not need any other 
information from you to withdraw consent..  The consequences of your withdrawing consent for 
online documents will be that transactions may take a longer time to process.. 
 
Required hardware and software  
The minimum system requirements for using the DocuSign system may change over time. The 
current system requirements are found here: https://support.docusign.com/guides/signer-guide-
signing-system-requirements.  
 
Acknowledging your access and consent to receive and sign documents electronically  
To confirm to us that you can access this information electronically, which will be similar to 
other electronic notices and disclosures that we will provide to you, please confirm that you have 
read this ERSD, and (i) that you are able to print on paper or electronically save this ERSD for 
your future reference and access; or (ii) that you are able to email this ERSD to an email address 
where you will be able to print on paper or save it for your future reference and access. Further, 
if you consent to receiving notices and disclosures exclusively in electronic format as described 
herein, then select the check-box next to ‘I agree to use electronic records and signatures’ before 
clicking ‘CONTINUE’ within the DocuSign system. 
By selecting the check-box next to ‘I agree to use electronic records and signatures’, you confirm 
that: 
 
You can access and read this Electronic Record and Signature Disclosure; and 
 
You can print on paper this Electronic Record and Signature Disclosure, or save or send 
this Electronic Record and Disclosure to a location where you can print it, for future 
reference and access; and 
 
Until or unless you notify MCDOT (Department of Transportation) as described above, 
you consent to receive exclusively through electronic means all notices, disclosures, 
authorizations, acknowledgements, and other documents that are required to be provided 
or made available to you by MCDOT (Department of Transportation) during the course 
of your relationship with MCDOT (Department of Transportation).