TERMS AND CONDITIONS

Effective Date: August 11, 2023

SUBJECT TO ARBITRATION

These terms and conditions represent a legal agreement between you, the Donor, and Abundance Capital.  This agreement is considered binding when you open an Abundance Account as described herein.  All activities by Abundance Capital and Donor participation are subject to these terms and conditions.  Abundance Capital, with approval from its Board of Directors, reserves the right to modify these terms and conditions at any time. 

Organization

Description.  Abundance Capital is a 501(c)(3) public charity and donor-advised fund sponsoring organization, as defined by the Internal Revenue Code (IRC).  It facilitates opportunities for Donors to recommend place-based grants and impact investments, with emphasis on strengthening their local communities and economies.

Identity and Purpose.  Local communities across the Southeastern United States are being challenged by a host of social, economic, and environmental issues, many exacerbated by the pandemic.  The public sector is straining to address these issues but generally lacks the capacity and flexibility to achieve lasting change.  More than ever, additional local resources must be tapped to build sustainable and resilient communities.

At Abundance Capital, we believe that promising, though often hidden, potential exists in every community for activating underinvested people, places, and ideas that can address critical issues and ensure greater prosperity for all.  But, access to private capital is narrow, often limiting innovation and sometimes perpetuating economic disparities.

In partnership with our generous Donors, we provide solutions to this problem, creating abundance by stretching the impact of your philanthropy and unlocking the potential of communities across the Southeast.  We do this by providing individuals and organizations a way to use their philanthropic capital for impact investments in addition to grants.  We also provide advisory and educational services to optimize the experience for both our Donors and those receiving capital.

Making Contributions

Establishing an Account.  Abundance Capital’s donor-advised funds will be made up of Donor accounts, called Abundance Angel Funds, each individually named and numbered.  Individuals, companies, private foundations, public foundations, trusts, and estates may open Abundance Funds by completing the online application form and providing an initial contribution of at least $100. 

Once an Angel Fund is established, you may make additional contributions at any time.  If you grant to your Angel Fund from a donor-advised fund at another organization, you will not receive an additional charitable tax deduction.

Transfer of Ownership.  All initial and ongoing contributions must be reviewed and approved by Abundance Capital prior to acceptance.  Contributions that are accepted represent an irrevocable contribution to Abundance Capital, are not refundable and become subject to the ownership, control, and discretion of Abundance Capital.  Donors may wish to consult their tax or legal advisor prior to making a contribution.

Contribution Methods.  At this time, the preferred form of donation is check, credit card, ACH or direct wire.  Checks may be written to Abundance Capital (minimum $100).  Credit card and ACH contributions may be made online (processing fees incurred will be charged to Angel Fund).   Wiring instructions are available upon request.

Other assets may be accepted as contributions as well, such as securities and real estate.   Contact Abundance Capital to discuss feasibility and to determine what other costs may be involved and how the contribution is valued for tax purposes.

Donors may also name an Angel Fund as the beneficiary of a bequest from trusts, securities accounts, IRA assets, and insurance policies.  Please contact Abundance Capital to discuss a potential contribution of this kind.

Receipting.  All contributions will be acknowledged via written confirmation, either through email or mail.  This confirmation will be sent to the donor and, if applicable, will contain pertinent information required for substantiation of charitable deductions for tax purposes.

Account Maintenance and Fees

Control.  The Donor acknowledges that funds provided to Abundance Capital shall be under the sole legal ownership and control of Abundance Capital.  Any reference to “your Fund” or “Donor’s Account” is merely for identification purposes regarding its creation and recommendation privileges, and it does not indicate any ownership over the Fund by the Donor.  Abundance Capital has all power and authority to invest, reinvest, and manage the Fund Assets in accordance with the purposes of the Fund and charitable purposes of Abundance Capital.  All appreciation, interest or income earned from the investment of Fund assets will be the property of Abundance Capital, over which it has legal control.  However, such appreciation, interest, or income will accrue to Donor’s Fund reduced by any taxes owed (if any) or applicable fees of Abundance Capital to support its operations.

Maintenance.  To maintain your Angel Fund, you must have an account balance of at least $100 and continue to either make contributions to the account or provide advice about grants or investments in the account.  If two years pass without any such activity, then Abundance Capital may close the Angel Fund after notifying the Donor, and distribute any remaining funds, either to other charities or to itself to cover administrative costs.  When an Angel Fund is closed, this Agreement is automatically terminated and the Donor will no longer have a right to access Angel Fund information or any privileges with respect to recommendations involving such Angel Fund.

Fees.  Abundance Capital may assess your Fund to cover its administrative costs.  Though referred to as fees, assessments are actually covered by contributions to your Fund. 

Assessments include:

●      Administrative Fee:  A general administrative fee, listed as an annualized rate of Angel Fund assets, is drawn quarterly at the rate schedule provided below.  This rate schedule applies to all Angel Funds opened on or after the effective date of this document.  Unless otherwise notified in writing by Abundance Capital, any Angel Fund opened prior to the effective date of this document is subject to fee rates disclosed in the Abundance Capital terms and conditions in effect at the time the Angel Fund was opened.

                                                 Invested                      Idle

        First $1MM                       3.0%                           0%

        Next $1.5MM                   2.5%                           0%

        Beyond $2.5MM               2.0%                           0%

Furthermore, please note that the Angel Fund assets held idle, usually in cash or ordinary money market accounts, will not be credited with any interest or investment returns.  Instead, the interest or investment returns will be retained by Abundance Capital to help cover its administrative costs and to fund its educational programs.

●      Additional Fees:  We may also assess your Fund on occasion for costs directly incurred in connection with our service to your Fund.  Those costs may include credit card processing fees, taxes on investment earnings, and costs pertaining to the placement, management, and exit of investments on behalf of your Fund.  This includes potential fees pertaining to single grants or cumulative grantmaking.  We intend to disclose these additional fees prior to finalizing investment or grant related decisions.

Recommendation Privileges

Scope of Privileges.  Compliant with Internal Revenue Code guidelines, after making contributions to an Abundance Angel Fund, you maintain privileges over that Fund to make non-binding recommendations for both investments and grants, customarily vetted and approved by a board-appointed Advisory Committee. 

You understand that, in accordance with IRS requirements, any recommendation shall be advisory only, shall not be binding upon Abundance Capital, and shall not be the sole criteria used by Abundance Capital in determining whether or not to make a grant or an investment. 

Evaluating Recommendations.  Abundance Capital is entitled to evaluate Donor recommendations according to its interests in fulfilling its IRC § 501(c)(3) purposes.  This includes, but is not limited to, ensuring that the charities, companies, or projects have purpose(s) provided by IRC § 170(c)(2)(B), that any grant or investment complies with policies and guidelines relating to the operation of its Angel Fund, and that the charity is in compliance with the Internal Revenue Code and other applicable laws.  In addition, the Donor understands that Abundance Capital will not make grants or investments in organizations or projects which it deems to be misaligned with its mission or values.

Impact Investments.  With regard to investments, pursuant to the Abundance Capital mission, Donor maintains the privilege to recommend using Fund assets to invest in either custom or curated options.  See Abundance Capital’s Investment Policy for more information on philosophy, approach, and options for making impact investments.

It may not be easy to divest an impact investment.  Therefore, you acknowledge that it may be difficult to make grants from your Angel Fund if the cash has been invested.

There may be minimums to activate an investment from your Angel Fund that are regularly updated on Abundance Capital’s website or in other collateral material.  Generally, due to the costs, customized investments have higher minimums than curated investments.  Minimums may also apply based on the requirements of the investee being considered.

Grants.  You maintain the right to recommend grants from your Angel Fund.  The number of grants allowed per year may be limited depending on the balance in your Angel Fund or other circumstances.  As a donor-advised fund sponsor, Abundance Capital is required to exert full legal control over all assets to ensure that grants are only made to organizations that further the charitable purposes of Abundance Capital.  It is our practice to follow donor recommendations of grants to charities that advance our charitable mission.  You will not personally be entitled, at any time, to any grants from the Fund, including income, interest, or principal.  If you are interested in recommending grants, please contact us for more information.

Method of Recommendation.  If you wish to recommend a grant or investment, you may do so through our website, email, or any alternate means provided by Abundance Capital.

No Personal Benefit

You cannot use your Abundance Fund to discharge or satisfy any binding charitable pledges or to benefit yourself or your family personally, including tickets, meals, discounts, or registration fees.  You represent and warrant that: (a) you are not establishing, or making contributions to, your Abundance Fund with any personal profit motive or any personal benefits; (b) you do not expect any grant of interest, income or principal from the Angel Fund; (c) you have read, understand, and accept the terms and conditions of this Agreement; and (d) you will abide by all applicable federal and state laws, rules, regulations, licenses and procedures pertaining to the subject matter of this Agreement, including but not limited to any tax reporting, compliance and disclosure laws, rules, and regulations.  When making a recommendation for a grant or an investment, you agree to disclose any personal or business relationship you or your family may have with the recipient.  If you have any questions about whether a grant or an investment could create an impermissible benefit to you or your family, please contact Abundance Capital to discuss the grant or investment further. 

Compliance

This Agreement and Abundance Capital’s operations are intended to comply with all aspects of the Internal Revenue Code and Treasury Regulations concerning charitable organizations.  As such, to the extent that a provision in this Agreement is inconsistent with the Internal Revenue Code, the Treasury Regulations, or any other guidance of the IRS, such provision shall be deemed invalid.  Additionally, Abundance Capital can unilaterally amend this Agreement to comply with tax laws or for any other reason.  Since Donors are bound by those revisions, you should review this Agreement every time you contribute to your Abundance Fund.

Waiver of Claims

Donor hereby irrevocably waives any claim or action he, she, or it may have against Abundance Capital, its officers, directors, employees or agents based on any use, management, investment or grant of Donor’s contributions and Abundance Fund.  You expressly acknowledge and agree that Abundance Angel Funds may be invested in companies or other projects that may lose some or all of the value of your Angel Fund.  As set forth in Abundance Capital’s Investment Policy, the principal purpose of any investment is not financial returns.  Abundance Capital will focus on investments that further its charitable purposes.  Although you maintain advisory powers over investments, diversification of assets is not a principal goal of Abundance Capital.  Accordingly, you waive any rights relating to the types of investments made by Abundance Capital, including, but not limited to, the lack of diversification.  Such waiver includes, without limitation, any and all claims under the Uniform Prudent Management of Institutional Accounts Act, the Uniform Prudent Investor Act, and similar statutes.

Indemnification

You hereby agree to indemnify, defend and hold Abundance Capital harmless against any claims, suits, actions, proceedings, investigations, judgments, deficiencies, damages, settlements, liabilities and expenses (including reasonable legal fees and expenses of attorneys) as and when incurred, arising out of or based upon any act, omission, alleged act or alleged omission arising from your breach of this Agreement or your gross negligence, intentional misconduct, or bad acts.

Governing Law 

This Agreement and all claims, disputes, proceedings and causes of action (whether in contract or tort) that may be based upon, arise out of or relate to this Agreement shall be governed by and construed in accordance with the laws of the State of South Carolina without regard to principles of conflicts of laws.  Any civil action or legal proceeding arising out of or relating to this Agreement shall be brought in the courts of record of the State of South Carolina or the U.S. District Court for the District of South Carolina.  You consent to the jurisdiction of such court in any such claim and waive any objection to the laying of venue of any such claim in such court.

Arbitration

The parties expressly stipulate and agree that any and all claims or disputes of any nature arising from or related to the performance, breach, termination, expiration, application or meaning of this Agreement, or any matter relating to an Abundance Fund, shall be resolved exclusively by final, binding arbitration pursuant to the applicable rules of the American Arbitration Association or similar body as may be mutually agreed to by the parties in writing.  Arbitration shall be held in Greenville County, South Carolina.  The parties shall use their best efforts to ensure that arbitration is completed within 90 days of filing.  The initial filing fees shall be borne by the party filing the claim in arbitration.  The parties shall otherwise bear their own costs in arbitration equally; however, the parties will remain entitled to seek to recover these costs where the recovery of such costs and fees is otherwise available, by law, to the prevailing party as damages.  The decision of the arbitrator(s) shall be final and binding upon both parties.  Judgment of the award rendered by the arbitrator(s) may be entered in any court of competent jurisdiction.

Termination

This Agreement will be in effect until or unless terminated by either you or Abundance Capital pursuant to this Section.  Abundance Capital may terminate this Agreement upon (1) a breach of this Agreement by you upon written notice to you; (2) the death, resignation, or incapacity of the last advisor to an Angel Fund; or (3) an Angel Fund being determined to be inactive.  You may terminate this Agreement by closing your Abundance Angel Fund at any time and making a final Grant recommendation.  Upon termination of an Angel Fund, unless you specified otherwise, the assets of such Abundance Fund shall become part of the general operating account of Abundance Capital. TERMS AND CONDITIONS