Donations

DONATION AGREEMENT

 

DONATION BY

XXXXXXXX

TO

AMERICAN BLACK BEAR LLC.

 

American Black Bear LLC, hereinafter referred to as “Donee” agrees to accept and ______________, hereinafter referred to as “Donor,” agrees to convey [the sum of $XXXX or property valued at $$$$], hereinafter referred to as “Donation” upon the following terms and conditions:

 

  1.   Entire Agreement. This Donation Agreement (the “Agreement”), together with all exhibits attached hereto and made part hereof or referred to and incorporated by reference herein, constitutes the entire Agreement between the Parties and supersedes all prior or contemporaneous understandings, communications or representations, whether oral or written, regarding the subject matter of this Agreement.

 

  1.   Ownership Authority. The Donor warrants that, to the best of the Donor’s knowledge, the Donor owns the Donation, free and clear of any liens, and the Donor has the full right, power and authority to transfer and/or gift the Donation to the Donee.

 

  1.   Parties. This Agreement shall be binding upon and shall inure to the benefit of the Donee and their heirs, successors and assigns.

 

  1.   Relationship of the Parties. The parties agree that their relationship with respect to the gift contemplated herein is one of donor and donee only, and no provision of this Donation Agreement shall be construed to create any other type of status or relationship between the parties with respect to such gift.

 

  1.   Use of the Donation. The Donation will be put to use according to the purview of American Black Bear LLC owners and managers. The Donee understands that in making the Donation they, their officers, employees, agents, heirs or representatives are not entitled to nor does the Donation represent, in any way, ownership, investment or governing authority in American Black Bear LLC, its subsidiaries, related companies, programs, projects or events. 

 

  1.   Terms of Donation. In submitting the Donation and/or signing this Agreement the Donor relinquishes any and all control over the Donation to the Donee and the Donor transfers all rights and responsibilities of the Donation to the Donee. In making the donation the Donor understands they, their officers, employees, agents, heirs or representatives are not entitled to any return on investment which may arise from the use of the Donation. Moreover, the Donor understands the Donation, in the form of cash or otherwise, does not represent a purchase of ownership rights in American Black Bear LLC, its subsidiaries and related companies or programs. The Donor also understands that in making the Donation the Donor, their officers, employees, agents, heirs or representatives are not entitled ownership or management authority over American Black Bear LLC, its subsidiaries, related companies, programs, projects or events. Furthermore the Donor understands and agrees that it, their officers, employees, agents, heirs or representatives can make no claim to profits generated by the investment of the Donation or claim ownership of the intellectual property generated by the Donation.

 

  1.   No Warranties. American Black Bear LLC, including its officers, employees, and agents, make no representations whatsoever, extend no warranties of any kind, either express or implied, including but not limited to the implied warranties of merchantability or fitness for a particular purpose, and assumes no responsibilities whatsoever with respect to design, development, manufacture, or use of the Donated Assets. Furthermore, in no event shall the Donor be liable for direct, indirect, special, consequential, incidental or punitive loss, damage or expenses arising out of or in connection with this Agreement, including but not limited to recipient's use of the assets.

 

  1.   Amendments. No amendments or modifications of any kind to this Agreement shall be effective or binding on either Party unless the amendment or modification is in writing and duly executed by both Parties.

 

  1.   Further Assurances. Either party, upon the request of the other party, shall execute and deliver such further documents and instruments as such other party may reasonably deem appropriate to carry out the terms and conditions of this Donation Agreement, provided that such further documents and instruments are consistent with the terms and conditions of this Donation Agreement.

 

  1. Survival. All agreements, representations, warranties and indemnifications hereunder shall be considered to have been relied upon and shall survive the execution and delivery of this Donation Agreement and the conveyance of the Donation being conveyed hereunder.

 

  1. Execution. This offer shall become a binding contract when payment is remitted or assets transferred to the Donee. Parties represent that they have taken all steps required by law or otherwise necessary to enter into this transaction and that the individuals executing this Agreement and such other documents as may be necessary to effectuate any transactions contemplated by this Agreement, have been granted full authority to do so by their respective organizations, and that his or her signature is fully sufficient to bind their respective organization.

 

  1. Applicable Law and Binding Effect. This Agreement is subject to all applicable laws of the federal government and the State of Minnesota.  This Agreement is performable in Steele County Minnesota.  Applicable law for any legal disputes arising out of this Agreement shall be law of the State of Minnesota and venue for any such legal disputes shall be in a court of competent jurisdiction in Steele County Minnesota.

 

  1. Severability. If any one or more of the provisions contained herein shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provisions of this Agreement, but this Agreement shall be construed as if such invalid, illegal or unenforceable provisions had not been contained herein.

 

  1. Notices. All notices required to be given in writing under the terms of this Agreement shall be forwarded via the United States Postal Service by certified mail, return receipt requested, with proper postage affixed and addressed to the other Party as follows:

 

To Donee at:

 

American Black Bear LLC

202 N Cedar Ave STE #1

Owatonna, MN 55060

 

 

Subject to all conditions precedent set forth above, this Agreement is EXECUTED and EFFECTIVE as of the last date of the respective signatories below: