Smile Train’s Funding Terms and Conditions

For Applicants Not in India:

This Agreement, along with the terms and conditions in the Smile Train Grant application (“Application”), governs the relationship between Smile Train and Grantee and Payee Organizations regarding a Smile Train Grant. By submitting the Application, Grantee and Payee organizations agree to the following terms and conditions:

Use of Smile Train Content: Smile Train grants to Grantee a limited, non-exclusive, non-sublicensable license to use its name, logo, photos, promotional materials and related trademark rights, (“ST Content”) for the sole purpose of activities contemplated by Grantee’s Application. Grantee hereby acknowledges that the use of ST Content for any other purpose will be considered as a breach of this Agreement. Smile Train reserves the right to approve, at its own discretion, any and all uses of ST Content. Prior approvals in writing shall be required for any and all uses of Smile Train’s logo or of any other item of intellectual property.
Public Relations: Smile Train reserves the right to publicize the cooperative efforts between the parties hereto through the use of literature, photographs, video film production and other media. The parties will work together on any public relations content for dissemination in press releases, conferences or otherwise. Grantee shall permit Smile Train to use any and all of its materials including its trademarks and any literature in relation to the matters that it works on with Smile Train under this Agreement.
Confidentiality: Grantee acknowledges its obligation to respect the confidentiality of certain information disclosed under this Agreement, where disclosure of such information could adversely affect Smile Train’s businesses. Grantee agrees that the dissemination of such information shall be made only after obtaining the consent of Smile Train in writing. Grantee shall be liable to Smile Train for damages arising from any breach of this undertaking to maintain confidentiality, without prejudice to the right of Smile Train to terminate this Agreement on the ground of such breach.
Indemnification: Grantee shall be solely responsible for any losses arising out of the performance of this Agreement. Grantee agrees to indemnify and hold harmless Smile Train, its affiliates, members, officers, directors, employees, agents and representatives (each such person, an "Indemnified Party") from and against any and all losses, claims, damages and liabilities, whether joint or several (the "Indemnifiable Losses"), related to, or arising out of, or in connection with, Grantee’s actions in performing this Agreement, including but not limited to the performance of program treatments and related services and any advice, course of treatment, diagnosis or any other information, services or products that the Grantee or any director, officer, member, manager, employee, affiliate or associate of the Grantee provides to any patient.
Compliance with Law: Grantee agrees to abide by all applicable federal, state and local laws, regulations and ordinances while performing Services under this Agreement, including any applicable data security, privacy and child protection laws and regulations.
Suspension & Termination: Smile Train reserves the right to suspend, wholly or in part, or terminate this Agreement for any reason at any time during the subsistence of this Agreement, by providing written notice to the Grantee. Upon any such termination, Grantee shall immediately cease use of any ST Content.
Assignment: This Agreement is not assignable or transferable in whole or part by Grantee, voluntarily, by operation of law or otherwise, without first obtaining Smile Train’s written consent.
Party Status: Nothing contained in this Agreement should be construed to constitute a partnership, employment, joint venture, franchise, or agency relationship between Smile Train and Grantee or to confer any rights of any kind upon any third party. Neither party will have the right or authority to act for, represent, or in any way obligate the other party.
Conflict of Interest: The Grantee must disclose to Smile Train any known actual or potential conflicts of interest with Smile Train. A conflict of interest exists whenever the Grantee, the Payee, their directors, officers, or staff members has any actual or potential involvement, interest or relationship, either directly or indirectly, with Smile Train, its entities, directors, officers, board members or staff members.
Compliance with United States Anti-Terrorism and Sanction Laws: Grantee agrees that grant funds will be used in compliance with all applicable United States anti-terrorist financing and asset control laws, regulations, rules and executive orders, including, but not limited to, the USA Patriot Act of 2001. In this regard, your organization agrees to take all reasonable steps to ensure that no person or entity expected to receive funds in connection with this grant is named on any list of suspected terrorists or blocked individuals maintained by the U.S. government, including but not limited to (a) the Annex to Executive Order No. 13224 (2001) (Executive Order Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit, or Support Terrorism), or (b) the List of Specially Designated Nationals and Blocked persons maintained by the Office of Foreign Assets Control of the U.S. Department of the Treasury.

For Applicants in India:

This Agreement, along with the terms and conditions in the Smile Train funding application (“Application”), governs the relationship between Smile Train and Applicant regarding Smile Train funding. By submitting the Application, Applicant agrees to the following terms and conditions:

Use of Smile Train Content: Smile Train grants to Applicant a limited, non-exclusive, non-sublicensable license to use its name, logo, photos, promotional materials and related trademark rights, (“ST Content”) for the sole purpose of activities contemplated by Applicant’s Application. Applicant hereby acknowledges that the use of ST Content for any other purpose will be considered as a breach of this Agreement. Smile Train reserves the right to approve, at its own discretion, any and all uses of ST Content. Prior approvals in writing shall be required for any and all uses of Smile Train’s logo or of any other item of intellectual property.
Public Relations: Smile Train reserves the right to publicize the cooperative efforts between the parties hereto through the use of literature, photographs, video film production and other media. The parties will work together on any public relations content for dissemination in press releases, conferences or otherwise. Applicant shall permit Smile Train to use any and all of its materials including its trademarks and any literature in relation to the matters that it works on with Smile Train under this Agreement.
Confidentiality: Applicant acknowledges its obligation to respect the confidentiality of certain information disclosed under this Agreement, where disclosure of such information could adversely affect Smile Train’s businesses. Applicant agrees that the dissemination of such information shall be made only after obtaining the consent of Smile Train in writing. Applicant shall be liable to Smile Train for damages arising from any breach of this undertaking to maintain confidentiality, without prejudice to the right of Smile Train to terminate this Agreement on the ground of such breach.
Indemnification: Applicant shall be solely responsible for any losses arising out of the performance of this Agreement. Applicant agrees to indemnify and hold harmless Smile Train, its affiliates, members, officers, directors, employees, agents and representatives (each such person, an "Indemnified Party") from and against any and all losses, claims, damages and liabilities, whether joint or several (the "Indemnifiable Losses"), related to, or arising out of, or in connection with, Applicant’s actions in performing this Agreement, including but not limited to the performance of program treatments and related services and any advice, course of treatment, diagnosis or any other information, services or products that the Applicant or any director, officer, member, manager, employee, affiliate or associate of the Applicant provides to any patient.
Compliance with Law: Applicant agrees to abide by all applicable federal, state and local laws, regulations and ordinances while performing Services under this Agreement, including any applicable data security, privacy and child protection laws and regulations.
Suspension & Termination: Smile Train reserves the right to suspend, wholly or in part, or terminate this Agreement for any reason at any time during the subsistence of this Agreement, by providing written notice to the Applicant. Upon any such termination, Applicant shall immediately cease use of any ST Content.
Assignment: This Agreement is not assignable or transferable in whole or part by Applicant, voluntarily, by operation of law or otherwise, without first obtaining Smile Train’s written consent.
Party Status: Nothing contained in this Agreement should be construed to constitute a partnership, employment, joint venture, franchise, or agency relationship between Smile Train and Applicant or to confer any rights of any kind upon any third party. Neither party will have the right or authority to act for, represent, or in any way obligate the other party.
Conflict of Interest: The Applicant must disclose to Smile Train any known actual or potential conflicts of interest with Smile Train. A conflict of interest exists whenever the Applicant, the Payee, their directors, officers, or staff members has any actual or potential involvement, interest or relationship, either directly or indirectly, with Smile Train, its entities, directors, officers, board members or staff members.
Compliance with United States Anti-Terrorism and Sanction Laws: Applicant agrees that all funds will be used in compliance with all applicable United States anti-terrorist financing and asset control laws, regulations, rules and executive orders, including, but not limited to, the USA Patriot Act of 2001. In this regard, your organization agrees to take all reasonable steps to ensure that no person or entity expected to receive funds in connection with this funding is named on any list of suspected terrorists or blocked individuals maintained by the U.S. government, including but not limited to (a) the Annex to Executive Order No. 13224 (2001) (Executive Order Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit, or Support Terrorism), or (b) the List of Specially Designated Nationals and Blocked persons maintained by the Office of Foreign Assets Control of the U.S. Department of the Treasury.