Grantee understands and agrees that the terms of the 2017 Pro Bono Innovation Fund Grant Terms and Conditions and Grant Award Letter fully apply to and are incorporated as part of the terms and conditions of the Pro Bono Innovation Fund grant.

1.  Grant Objective.  You will further the goals of LSC’s Pro Bono Innovation Fund through an initiative that

• will develop, test, and replicate innovative pro bono programs to expand clients’ access to high quality legal assistance;
• engage more lawyers and other professionals in pro bono service;
• address gaps in legal services; or
• address persistent challenges in pro bono delivery systems.

2.  Approved Grant Initiative.  You will use your PBIF grant to successfully complete the pro bono initiative described in your PBIF grant application (and any renewal grant application), as modified by LSC, these Terms and Conditions, and your Basic Field Grant Terms and Conditions.

3.  Project Plan and Project Plan Modifications. Project management is critical to the success of your PBIF grant. Accordingly, at the beginning of the grant term, you must develop and submit a Project Plan (using LSC’s Project Plan Template) for LSC’s approval. The Project Plan is used to track all aspects of your grant’s progress by defining specific, measurable goals and objectives and well-defined milestones that are set to occur within each reporting period. The Project Plan must identify and describe everyone’s role, including subgrantee staff, who will be allocating time to the grant, and identify the individual(s) who will be responsible for overseeing vendor, subgrant, and partner performance on required deliverables.

Once LCS approves your Project Plan, it automatically merges into these Grant Terms and Conditions as requirements of this grant.

If you need to modify your approved Project Plan (e.g., move, alter, or eliminate goals, objectives, or milestones) in any way, you must email your assigned PBIF staff person. Project Plan changes must be made before the end of the reporting period in which the change is scheduled to be completed.

4.  Governance Requirements. To help you achieve your Approved Grant Project, you must comply with the following governance requirements:

GOVERNANCE REQUIREMENTS

Procurement. (45 C.F.R. Parts 1630 and 1631, Program Letter 10-03; Fundamental Criteria of an Accounting and Financial Reporting System of the LSC Accounting Guide.  Consistent with your written procurement policy, you must obtain best value – the most advantageous balance of price, quality, and performance – and seek to minimize fraud, waste, and abuse, when purchasing PBIF-funded products and services. Best value is typically achieved through transparent and objective competition. In addition to these requirements, for PBIF-funded purchases of $5,000 or more, you must:

• Contact at least 3 viable vendors and obtain quotes from each viable vendor, unless fewer than 3 vendors exist or a sole-source contract is justified and documented. Sole-sourcing is only available when: only one vendor exists or is capable of meeting your need (this is an objective standard; your vendor and product requirements cannot be so narrowly tailored as to manufacture a sole-source scenario or deliberately disqualify other vendors or products from consideration); vendor continuity is required; or a bona fide emergency exists (poor purchase planning is not a bona fide emergency);
• Maintain all purchase-related records for LSC’s review, including: solicitation documents and resulting quotes or sole-source justification; vendor selection justification; management approval of sole-source or vendor selection justification; signed contracts or invoices; and all payments, adjustments, and credits;
• Upload a copy of resulting contract with your Progress Report for the period during which the contract was signed. (LSC only verifies that your contract was signed; you must ensure that your purchase complies with your written procurement policy and LSC rules and regulations); and
• Manage the contract and ensure that PBIF-funded vendors perform as contractually required (e.g., meet all milestones and deadlines, stay on budget/time; deliver satisfactory).

LSC must pre-approve PBIF-funded contracts-for-services that are expected to cost $25,000 or more. Your PBIF grant award does not constitute pre-approval of a particular contract. You must apply for any required prior approval as required by 45 C.F.R. § 1631. 

5.  Other Requirements and Standards. You must comply with the following requirements and standards when developing or improving web-based, self-help, or other electronic legal, managerial, or administrative resources with PBIF funds:

OTHER REQUIREMENTS AND STANDARDS

6.  Elevating Problems and Concerns. You must notify your assigned PBIF staff person immediately when significant problems or concerns arise regarding your PBIF project. Your assigned PBIF staff person will be able to help address any problems or concerns and can guide you on how to request budgetary or programmatic modifications, if necessary.

7.  Payment Schedule and Progress Reports. LSC will distribute your PBIF grant funds in installments according to the Reporting and Payment Schedule.

To trigger each installment payment, you must email a Progress Report and a Financial Report, samples of which can be found incorporated into the Reporting and Payment Schedule, and supporting documentation, if any, by the requisite Progress Report due date to your assigned PBIF staff person. Any delay in submitting your report may delay your grant payment.

The Progress Report must describe your activities with respect to the milestones established in your Project Plan for the respective payment period. Specifically, your Progress Reports must discuss:

• A report on the PBIF expenditures you made during the payment period compared to the expenditures that were budgeted for the payment period (a “budget-to-actuals” report);
• Your progress on the milestones established in your Project Plan for the payment period. If you did not complete a milestone, explain why and propose a new timeframe for completing it;
• Any challenges you are experiencing with the project;
• Any changes to project team staffing;
• Sustainability plans for your grant; and
• Notable project accomplishments.

Assuming approval of your Progress Report, LSC will make the installment payment according to the Reporting and Payment Schedule.

Before LSC will pay your final installment payment, you must submit a Final Report and Final Financial Report, samples of which can be found incorporated into the Reporting and Payment Schedule. The purpose of the Final Report is to evaluate the overall effectiveness and impact of the work done under the grant. It must address the following:

• In-Depth Analysis of Goals and Objectives;
• Summary of Major Accomplishments;
• Factors affecting project accomplishments and strategies employed to address major challenges;
• Replicable Practices, Accomplishments and/or Goals and Objectives;
• Major lessons and recommendations.

The Final Financial Report must account for your actual PBIF expenditures and include a written explanation (using the approved Final Financial Report Template) of any discrepancies between budgeted and actual expenditures. Please consult the current LSC Accounting Guide for LSC Grantees for guidance on how to prepare your financial report in compliance with our financial accounting and reporting standards.

8.  Approved Budget and Budget Modifications. Your approved PBIF grant budget is included in your grant award package (Attachment A). You will spend your PBIF funds consistent with your approved PBIF grant budget. You may make non-material changes to your PBIF grant budget, but must obtain LSC’s preapproval when:

• Cumulative changes exceed the greater of 10% of the total grant amount or $10,000.00;
• Changes to an individual line item in the budget exceeds 20% of the affected line item and is a change of at least $5,000.00; and
• Changes to the scope of the project are made.

Email budget-modification requests to your assigned PBIF staff person and include a revised budget with a written justification for the budget change. If you discover a budget variance for which you should have requested LSC’s pre-approval, but did not, contact your assigned PBIF staff person immediately.

9.  No Cost Extensions. A No Cost Extension allows a grantee additional time beyond the grant term to continue accomplishing project goals and expending grant funds at no additional cost to LSC. To initiate a formal request for a No Cost Extension, you must notify your assigned PBIF staff person at least 30 days before the end of the grant term. Your PBIF staff person will ask you for written programmatic justification for the request, a revised Project Plan for the proposed period of the extension, and a revised overall budget. All No Cost Extensions require LSC management approval.

10. Termination. Your PBIF grant automatically terminates if:

• your Basic Field grant is voluntarily or involuntarily terminated; or
• you fail to timely submit a required Progress Report, unless LSC, in its sole discretion, grants you an extension of time in which to submit your Progress Report.

LSC may terminate your PBIF grant or withhold part or all of an installment payment if:

• you substantially violate these Terms and Conditions,
• you voluntarily request that it be terminated, or
• your PBIF grant performance is deficient.

If your PBIF grant is terminated for deficient performance or failure to timely submit a required Progress Report, you are barred from receiving another PBIF grant for three years. If your PBIF grant is voluntarily terminated because circumstances outside your reasonable control make it impossible to perform your Approved Grant Project (e.g. key staffing changes, technology limitations, a failed proof of concept, etc.), you are still eligible for future PBIF grants.

Automatic terminations are not appealable. You may, however, appeal discretionary terminations to the LSC President within 15 business days of receiving LSC’s termination notice. You may also request to meet with the President. The President’s decision will be in writing and is final.

11.  Closeout. At the end of your grant term or when your PBIF grant is voluntarily or involuntarily terminated, you will comply with your assigned PBIF staff person’s instructions for completing an orderly closeout of your grant. Unless stated otherwise, within 60 days of the grant term’s end date, you must:

• Submit a Final Financial Report showing budget-to-actual costs incurred through the end of the grant term or date of termination;
• Resolve any outstanding costs charged to your PBIF grant;
• Provide a Final Report;
• Certify that any subgrants and subgranted funds have been accounted for and closed out; and
• Promptly return unspent PBIF grant funds.

Once you have submitted complete and required closeout information to your assigned PBIF staff person, LSC will review and approve the grant closeout and provide you with the final grant payment and a closeout letter within 180 days of the end of the grant term.

You must retain all grant-related records after the grant term as prescribed by the Accounting Guide for LSC Recipients, Appendix II.

All property purchased with PBIF grant funds is subject to LSC requirements for property acquisition, use, and disposal established at 45 C.F.R. Parts 1630 and 1631. Those requirements continue to apply after your grant has been terminated and govern any post-termination use and disposal of the property.

12.  Intellectual Property. Unless you have an agreement with a third-party vendor establishing otherwise, you own all products, technologies, and software that you develop using Pro Bono Innovation Fund funds (“Work Products”). Regardless of who owns the Work Products, you and LSC have a royalty-free, nonexclusive, and irrevocable license to use, reproduce, distribute, publish, and prepare derivative works of the Work Products, including making those works available to other LSC grantees and access to justice partners.

LSC’s license does not apply to existing products, technologies, or software that you or a third-party vendor developed using non-LSC funds (“Preexisting Work”). But if you use PBIF funds to modify or upgrade a Preexisting Work, our license will apply if the modification or upgrade can be licensed and purchased separately from the preexisting work (e.g., as an add-on or a plug-in). If it cannot be licensed and purchased separately, then our license does not apply, and we must purchase rights to use or share the modification or upgrade, if desired.

This provision does not prevent a developer or vendor from charging costs related to the use of the Work Products, such as implementation, integration, and on-going use (e.g., hosting and maintenance) costs.

You must have a written contract with third-party vendors who develop Work Products, or modify Preexisting Work in a separately licensable and purchasable way. The contract must include a provision disclosing your and LSC’s royalty-free, nonexclusive, and irrevocable license and prohibiting third-party vendors from denying its existence, challenging its legality, or interfering with LSC’s full exercise of it.

13.  LSC Logo. Work Products developed or improved with PBIF Grant funds and materials that are used to promote PBIF projects, including publications, websites, videos, and webcasts, must display LSC’s logo, available at http://www.lsc.gov/media-center/galleries-multimedia/gallery/media-assets.

14.  Basic Field Grant Terms Incorporated by Reference. Your current and future Basic Field Grant Terms and Conditions are incorporated by reference/merged into these Terms and Conditions and apply to your PBIF grant. Where the Basic Field Grant Terms and Conditions conflict with these PBIF Terms and Conditions, the language of these PBIF Terms and Conditions will control. To the extent possible, however, the PBIF and Basic Field Grant Terms and Conditions should be construed to give maximum effect to the language of both documents.