THESE PROGRAM TERMS & CONDITIONS (“TERMS”) GOVERN YOUR PARTICIPATION IN THE JUSTWORKS GRANT PROGRAM ON BEHALF OF YOURSELF AND YOUR ORGANIZATION. BY SUBMITTING AN APPLICATION FOR THE GRANT, YOU, ON BEHALF OF YOURSELF AND YOUR ORGANIZATION (COLLECTIVELY, “YOU”), AGREE TO THESE TERMS.
PLEASE READ THESE TERMS, WHICH ARE A CONTRACT, CAREFULLY BEFORE ENTERING. WITHOUT LIMITATION, THIS CONTRACT INCLUDES AGREEMENT TO ARBITRATE DISPUTES, INDEMNITIES TO JUSTWORKS. FROM YOU AND A LIMITATION OF YOUR RIGHTS AND REMEDIES. IF ANY OF THESE TERMS ARE NOT COMPLIED WITH, PARTICIPATION MAY BE FORFEITED, INCLUDING RECEIPT OF ANY GRANT, AND ANY GRANT PAID MAY NEED TO BE REPAID, ALL IN JUSTWORKS’ SOLE DISCRETION.
The Justworks Grant Program (“Program”) is offered by Justworks, Inc. through Justworks.org. (collectively “Justworks”).
Through $50,000 grants to five (5) existing nonprofits that support underrepresented founders in accessing the fundamentals of entrepreneurship (“Grant”), Justworks aims to increase the grant recipients’ impact in the minority- and women-owned business community.
To be eligible to apply for and receive the Grant, an organization must (i) be registered as a 501(c)(3) organization in good standing at all times during Program participation, including the Grant fulfillment period, (ii) be located in the United States or the District of Columbia (the “Territory”), and (iii) maintain a mission focused on supporting underrepresented founders of early-stage businesses, such as through grant funding, education, technical assistance, access to capital, in-kind resources (i.e., working space, skilled volunteerism, etc.) (each, an “Organization”).
Please note that 501(c)(3) organizations that are fiscally sponsored (i.e. a sponsor that provides fiduciary oversight, financial management, etc.) are not eligible for this Program.
Organizations that apply or takes steps to participate in this Program are referred to herein as an “Applicant”. No Applicant may be under any legal or contractual obligation that would prohibit their participation in this Program. Individuals applying on behalf of an Organization must be: (a) natural persons who are, as of the date of participation, a legal resident of the Territory, (b) at least eighteen (18) years old and the age of majority in their jurisdiction of residence, and (c) an authorized individual to represent, act, and enter, on your Organization’s behalf. By entering on behalf of your Organization, you represent and warrant that you are a representative authorized to act on behalf of your Organization, enter into contracts on behalf of your Organization (“Representative”), and meet all applicable eligibility requirements listed above. Individuals may not apply as a Representative of more than one (1) Organization.
Employees, officers, directors, members, managers, agents, and representatives of Justworks or any other entities participating in the design, promotion, marketing, administration, or fulfillment of this Programs, or any of their respective corporate partners, parent companies, divisions, subsidiaries, affiliates, successors in interest, and advertising, promotion, and public relations agencies (collectively, the “Released Parties”) and any family member or member of the same household (whether or not related) of any such persons are not eligible to enter or receive a Grant in this Program. For purposes of this Program, the term “family member” is defined as any spouse, partner, parent, legal guardian, child, sibling, grandparent, grandchild, or in-law.
Eligible Applicants must submit their completed application between May 3, 2022 and May 27, 2022, 6:00pm EST (the “Application Period”).
To apply, visit the Program website located at https://justworks.com/lp/justworks-org and follow the on-screen instructions to complete and submit all required information for the Program application. The Application through the Justworks website consists of the following and must include:
Organization name, website, and state
Your Organization’s mission and the community problem the organization is addressing
The minority group and/or women-owned businesses that benefit from your Organization’s work
Written description of how your organization (or a specific program) supports underrepresented founders of early-stage businesses
Detailed project proposal which includes how Organization plans to use the funds from Program to support underrepresented founders of early-stage businesses (“Project”).
Detailed Project budget.
Written description of the outcomes Organization expects the Program funds to support.
Two (2) points of contact for Organization.
Uploaded documentation of Organization’s 501(c)(3) status form, any reports of past programs, Organization’s annual report, and Organization’s annual operating budget.
The NY/NJ Common Application Form may require different information, but must still be completed in its entirety for consideration. Limit one (1) Application per Organization. All materials and information provided by the Organization in connection with their participation in the Program, including, without limitation, all information contained in the Application, is referred to as the “Applicant Content.” If Applicant does not provide all required information, your Application may not be considered in Justworks sole discretion.
Applications will be evaluated following the close of the Application Period. Applications will be evaluated on specific criteria including how funds will be used, expected outcomes, and methods used to measure and track success. Additional information can be found at https://justworks.com/lp/justworks-org.
Grant recipients (“Recipient(s)”) will be notified via email in early July 2022.
Applicant Content must meet the following requirements, as determined by Justworks in its sole discretion:
Applications must be truthful and accurate;
Applications must not infringe, misappropriate, or violate any rights of any third party including, without limitation, rights of privacy or publicity; and
Applicants may only include content about persons or entities from whom the Applicant has all necessary permissions and rights. You agree to provide Justworks with written confirmation and/or documentation proving such permissions and rights upon request.
You are responsible for complying with all applicable federal, state, and local laws, rules, and regulations in connection with participating in the Program and use of any Grant funds received. Proof of application (such as, without limitation, a screenshot of your Application) does not constitute proof of actual receipt of a submission for purposes of this Program. Applications will not be returned and, in fact, may be destroyed after the Application Period is over. Keep a copy of each element of your Application. Applications that are incomplete, illegible, corrupted, damaged, destroyed, altered, false, lost, late, misdirected, garbled or otherwise not in compliance with these Terms will not be accepted and will be void.
As a condition of applying, Applicants hereby agree to read, complete, agree to, and sign any additional documentation without alteration that, among other things, provides information for tax and legal compliance purposes and confirms the requirements and conditions of these Terms, if selected as a potential Grant recipient. This includes a grant recipient agreement and/or a marketing release 1) allowing Justworks to use Applicant name and certain other information, including potentially identifying its representatives, of an Organization, and other materials related to the Organization, for publicity and marketing purposes in any media whatsoever; and 2) agreeing to the restrictions and obligations with respect to use of the Grant, including, without limitation, participating in a check-in meeting with Justworks or its representatives to discuss and share progress on project(s) undertaken with the Grant funds.
Grants funds from this Program must be used for the Project identified in the Recipient’s submitted Application. As previously noted, Project must be focused on supporting underrepresented founders of early-stage businesses. Support can be through grants, education, technical assistance, access to capital, and in-kind resources (i.e., working space, skilled volunteerism, etc.)
Five (5) Grants will be awarded. Grant funds for each awarded Recipient total $50,000, distributed in two installments, per the outlined schedule below:
Installment 1: The first $25,000 installment will be distributed within forty-five (45) days of grantee verification and confirmation (“First Installment”).
Installment 2: The final $25,000 installment will be distributed approximately six (6) months after the First Installment, following a submitted report by Recipient on how funds are being used and a satisfactory Project check-in by Justworks, subject to Justworks sole discretion (“Second Installment”). This check-in will be scheduled to take place six (6) months after receipt of First Installment.
By entering, except where prohibited by law, each Representative (on their behalf and on behalf of their Organization) grants to the Released Parties (and their agents, successors, and assigns) the irrevocable, transferable, sublicensable, absolute right and permission to use, edit, modify, copy, reproduce, and distribute the Applicant Content in connection with administration of the Grant Program. Grant recipients may be required to sign a license granting Justworks the right to use mutually agreed upon details and materials related to Organization’s use of the Grant for Justworks’ advertising, marketing, promotional and internal purposes.
Each Representative on behalf of themselves and their Organization hereby acknowledges and agrees that the relationship between the Representative/Organization and each of the Released Parties is not a confidential, fiduciary, or other special relationship, and that the Organization’s decision to submit an Application for purposes of the Program does not place any of the Released Parties in a position that is any different from the position held by members of the general public with regard to elements of the Application (including, without limitation, the Project), other than as set forth in these Terms. Each Organization understands and acknowledges that the Released Parties have wide access to ideas, text, images, artwork, and other creative materials. Each Organization also acknowledges that many problem-solving ideas may be competitive with, similar to, or identical to the Organization’s Project in idea, function, components, format, or other respects. Each Organization acknowledges and agrees that the Organization will not be entitled to any compensation as a result of any Released Party’s use of any such similar or identical material that has or may come to such Released Party from other sources. Each Organization acknowledges and agrees that Justworks does not now and will not have in the future any duty or liability (direct or indirect; vicarious, contributory, or otherwise) with respect to the infringement or protection of the Organization’s copyright or other proprietary rights in and to its Application, including the ideas and depictions contained or described therein. Each Organization acknowledges that, with respect to any claim by the Organization relating to or arising out of a Released Party’s actual or alleged exploitation or use of any Applicant Content or other material submitted in connection with the Program, the damage, if any, thereby caused to the applicable Organization will not be irreparable or otherwise sufficient to entitle such Organization to seek injunctive or other equitable relief or in any way enjoin the production, distribution, exhibition, or other exploitation of any Released Party services or products, and Organization’s rights and remedies in any such event are strictly limited to the right to recover damages, if any, in an action at law.
TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, EACH REPRESENTATIVE AND ORGANIZATION AGREES TO RELEASE, HOLD HARMLESS, AND INDEMNIFY EACH OF THE RELEASED PARTIES FROM AND AGAINST ANY LIABILITY WHATSOEVER FOR INJURIES OR DAMAGES OF ANY KIND SUSTAINED IN CONNECTION WITH THE ACCEPTANCE, USE, MISUSE, OR AWARDING OF THE GRANT OR WHILE PREPARING FOR, PARTICIPATING IN, AND/OR TRAVELING TO OR FROM ANY GRANT OR PROGRAM-RELATED ACTIVITY (INCLUDING THE RECIPIENTS ANNOUNCEMENT EVENT) INCLUDING, WITHOUT LIMITATION, ANY INJURY, DAMAGE, LOSS, DEATH OR ACCIDENT TO/OF PERSON OR PROPERTY. THE LIMITATIONS SET FORTH IN THIS SECTION WILL NOT LIMIT OR EXCLUDE THE RELEASED PARTIES’ LIABILITY FOR PERSONAL INJURY OR TANGIBLE PROPERTY DAMAGE CAUSED BY THE RELEASED PARTIES, OR FOR THE RELEASED PARTIES’ GROSS NEGLIGENCE, FRAUD, OR INTENTIONAL, WILLFUL, MALICIOUS, OR RECKLESS MISCONDUCT.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EACH RECIPIENT AGREES THAT THE GRANT IS PROVIDED AS-IS WITHOUT ANY WARRANTY, REPRESENTATION, OR GUARANTEE, EXPRESS OR IMPLIED, IN FACT OR IN LAW, WHETHER NOW KNOWN OR HEREINAFTER ENACTED, RELATIVE TO THE USE OR ENJOYMENT OF THE GRANT, INCLUDING, WITHOUT LIMITATION, ITS QUALITY, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE.
REPRESENTATIVES AND ORGANIZATIONS UNDERSTAND AND AGREE THAT ALL RIGHTS UNDER SECTION 1542 OF THE CIVIL CODE OF CALIFORNIA AND ANY SIMILAR LAW OF ANY STATE OR TERRITORY OF THE UNITED STATES ARE HEREBY EXPRESSLY WAIVED BY HIM/HER. SECTION 1542 READS AS FOLLOWS:
“CERTAIN CLAIMS NOT AFFECTED BY A GENERAL RELEASE. A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”
Released Parties are not responsible and/or liable for any of the following, whether caused by a Released Party, the entrant, or by human error: entries that are submitted by illegitimate means (such as, without limitation, by an automated computer program) or entries in excess of any stated limit; any lost, late, incomplete, illegible, unintelligible, garbled, mutilated, or misdirected entries, email, Instagram direct message, mail, or Program-related correspondence or materials or postage-due mail; any error, omission, interruption, defect or delay in transmission or communication; viruses or technical or mechanical malfunctions; interrupted or unavailable cable or satellite systems; errors, typos, or misprints in these Terms, in any Program-related advertisements, or other materials; failures of electronic equipment, computer hardware, or software; lost or unavailable network connections, or failed, incorrect, incomplete, inaccurate, garbled or delayed electronic communications. Without limiting any other provision of these Terms, no Released Party is responsible or liable for any injury or damage to the persons or property of applicant or any third party based on use by such party of the Applicant Content made available as part of this Program. The Released Parties are not responsible for electronic communications that are undeliverable or otherwise not received or noticed by Representative and/or Organization as a result of any form of active or passive filtering of any kind, or insufficient space in Representative’s email or voicemail inbox to receive email or voicemail messages. Released Parties are not responsible, and may disqualify you, if your email address, or other contact information does not work or is changed without prior written notice to Justworks. Without limiting any other provision in these Official Rules, Released Parties are not responsible or liable to any Representative, Organization or recipient (or any person claiming through such Representative or winning Organization) for failure to supply the grant or any part thereof in the event that any of the Program activities or Released Parties’ operations or activities are affected by any cause or event beyond the sole and reasonable control of the applicable Released Party (as determined by Justworks in its sole discretion), including, without limitation, by reason of any acts of God, equipment failure, threatened or actual terrorist acts, air raid, act of public enemy, war (declared or undeclared), civil disturbance, insurrection, riot, epidemic, fire, explosion, earthquake, flood, hurricane, unusually severe weather, blackout, embargo, labor dispute or strike (whether legal or illegal), labor or material shortage, transportation interruption of any kind, work slow-down, any law, rule, regulation, action, order, or request adopted, taken, or made by any governmental or quasi-governmental entity (whether or not such governmental act proves to be invalid), or any other cause, whether or not specifically mentioned above.
By entering the Program, each Representative grants the Released Parties the irrevocable, sublicensable, free-of-charge, absolute right and permission to use, publish, post or display their name, photograph, likeness, voice, biographical information, any quotes attributable to them, and any other indicia of persona (regardless of whether altered, changed, modified, edited, used alone, or used with other material in the Released Parties’ sole discretion) for advertising, trade, promotional and publicity purposes without further obligation or compensation of any kind to them, anywhere worldwide, in any medium now known or hereafter discovered or devised (including, without limitation, on the Internet) without any limitation of time and without notice, review or approval, and each such person releases all Released Parties from any and all liability related to such authorized uses. In addition, each Representative grants to the Released Parties (and their agents, successors, and assigns), on behalf of their Organization, a non-exclusive, irrevocable, worldwide, transferable and sublicensable right and license to use the Organization’s trade names and trademarks (including logos) in connection with this Program and the promotion and marketing of Justworks. Nothing contained in these Terms obligates Justworks to make use of any of the rights granted herein and each natural person granting publicity rights under this provision waives any right to inspect or approve any such use.
Grant recipients are responsible for any tax obligations resulting from receipt and use of Grant funds and are encouraged to speak to their financial advisors to understand the tax implications resulting from receipt of a Grant. Justworks’ decisions will be final in all matters relating to this Program, including interpretation of these Terms, selection of the recipients, and award of the grants. All Representatives and Organizations, as a condition of participating, agree to be bound by these Terms and the decisions of Justworks. Representatives and Organizations further agree to not damage or cause interruption of the Program and/or prevent others from participating in or engaging with the Program. Justworks reserves the right to restrict or void participation from any IP address or other identifiable source if any suspicious participation is detected. Justworks reserves the right, in its sole discretion, to void the participation of any Representative or Organization who Justworks believes has attempted to tamper with or impair the administration, security, fairness, or proper administration of this Program. Justworks’ failure or decision not to enforce any provision in these Terms will not constitute a waiver of that or any other provision. In the event there is an alleged or actual ambiguity, discrepancy, or inconsistency between disclosures or other statements contained in any Program-related materials and/or these Terms (including any alleged ambiguity, discrepancy, or inconsistency within these Terms), it will be resolved by Justworks in its sole discretion. Representatives and Organizations waive any right to claim ambiguity in the Program or these Terms. If Justworks determines at any time in its sole discretion that a recipient or potential recipient is disqualified, ineligible, in violation of these Terms, or engaging in behavior that Justworks deems inappropriate, threatening, illegal or that is intended to annoy, abuse, or harass any other person, Justworks reserves the right to disqualify that recipient or potential recipient, even if the disqualified recipient or potential recipient may have been notified or displayed or announced anywhere. The invalidity or unenforceability of any provision of these Terms will not affect the validity or enforceability of any other provision. In the event that any provision is determined to be invalid or otherwise unenforceable or illegal, these Terms will otherwise remain in effect and will be construed in accordance with their terms as if the invalid or illegal provision were not contained herein. If the Program is not capable of running as planned for any reason, Justworks reserves the right, in its sole discretion, to cancel, modify, or suspend the Program and award the grant from eligible, non-suspect participation prior to cancellation, modification, or suspension or as otherwise deemed fair and appropriate by Justworks. If any Organization or person supplies false information, participates by fraudulent means, or is otherwise determined to be in violation of these Terms in an attempt to obtain the grant, Justworks may disqualify that Organization or person and seek damages from them and that Organization or person may be prosecuted to the full extent of the law. In the event of a dispute concerning the identity of a Representative or Representative’s authorization to participate on behalf of an Organization, the dispute must be resolved to Justworks’ satisfaction or the related participation will be disqualified. Any Representative may be required to provide Justworks with proof of eligibility in the form requested. CAUTION: ANY ATTEMPT TO DAMAGE ANY ONLINE SERVICE OR WEBSITE OR UNDERMINE THE LEGITIMATE OPERATION OF THE PROGRAM MAY VIOLATE CRIMINAL AND CIVIL LAWS. IF SUCH AN ATTEMPT IS MADE, JUSTWORKS MAY DISQUALIFY ANY REPRESENTATIVE OR ORGANIZATION MAKING SUCH ATTEMPT AND MAY SEEK DAMAGES TO THE FULLEST EXTENT PERMITTED BY LAW.
YOU AGREE THAT THESE OFFICIAL RULES AND YOUR PARTICIPATION IN THE SWEEPSTAKES ARE GOVERNED BY THE LAWS OF THE STATE OF NEW YORK. BOTH YOU AND JUSTWORKS WAIVE THE RIGHT TO A TRIAL BY JURY AND THE RIGHT TO BRING OR RESOLVE ANY DISPUTE AS A CLASS, CONSOLIDATED, REPRESENTATIVE, COLLECTIVE, OR PRIVATE ATTORNEY GENERAL ACTION. NOTWITHSTANDING ANY PROVISION IN THE JAMS (DEFINED BELOW) RULES TO THE CONTRARY, THE ARBITRATOR SHALL NOT HAVE THE AUTHORITY OR ANY JURISDICTION TO HEAR THE ARBITRATION AS A CLASS, CONSOLIDATED, REPRESENTATIVE, COLLECTIVE, OR PRIVATE ATTORNEY GENERAL ACTION OR TO CONSOLIDATE, JOIN, OR OTHERWISE COMBINE THE CLAIMS OF DIFFERENT PERSONS INTO ONE PROCEEDING.
THE PARTIES EACH AGREE TO FINALLY SETTLE ALL DISPUTES ONLY THROUGH ARBITRATION; PROVIDED, HOWEVER, THE JUSTWORKS SHALL BE ENTITLED TO SEEK INJUNCTIVE OR EQUITABLE RELIEF IN THE STATE AND FEDERAL COURTS LOCATED IN OR HAVING JURISDICTION OVER NEW YORK COUNTY, NEW YORK AND ANY OTHER COURT WITH JURISDICTION OVER THE PARTIES. IN ARBITRATION, THERE IS NO JUDGE OR JURY AND REVIEW IS LIMITED. THE ARBITRATOR’S DECISION AND AWARD IS FINAL AND BINDING, WITH LIMITED EXCEPTIONS, AND JUDGMENT ON THE AWARD MAY BE ENTERED IN ANY COURT WITH JURISDICTION. THE PARTIES AGREE THAT, EXCEPT AS SET FORTH ABOVE, ANY CLAIM, SUIT, ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS PROGRAM WILL BE RESOLVED SOLELY BY BINDING ARBITRATION BEFORE A SOLE ARBITRATOR UNDER THE STREAMLINED ARBITRATION RULES & PROCEDURES OF JAMS INC. (“JAMS”) OR ANY SUCCESSOR TO JAMS. IN THE EVENT JAMS IS UNWILLING OR UNABLE TO SET A HEARING DATE WITHIN FOURTEEN (14) DAYS OF THE FILING OF A “DEMAND FOR ARBITRATION,” THEN EITHER PARTY CAN ELECT TO HAVE THE ARBITRATION ADMINISTERED BY ANOTHER MUTUALLY AGREEABLE ARBITRATION ADMINISTRATION SERVICE WHO WILL HEAR THE CASE. IF AN IN-PERSON HEARING IS REQUIRED, THEN IT WILL TAKE PLACE IN NEW YORK CITY, NY OR IN A LOCATION NEAR APPLICANT’S HEADQUARTERS, BUT ONLY IF SO REQUIRED UNDER JAMS RULES. THE FEDERAL OR STATE LAW THAT APPLIES TO THESE OFFICIAL RULES WILL ALSO APPLY DURING THE ARBITRATION. DISPUTES WILL BE ARBITRATED ONLY ON AN INDIVIDUAL BASIS AND WILL NOT BE CONSOLIDATED WITH ANY OTHER PROCEEDINGS THAT INVOLVE ANY CLAIMS OR CONTROVERSY OF ANOTHER PARTY, INCLUDING ANY CLASS ACTIONS OR CLASS ARBITRATIONS; PROVIDED, HOWEVER, IF FOR ANY REASON ANY COURT OR ARBITRATOR HOLDS THAT THIS RESTRICTION IS UNCONSCIONABLE OR UNENFORCEABLE, THEN THE AGREEMENT TO ARBITRATE DOES NOT APPLY AND THE DISPUTE MUST BE BROUGHT IN A COURT OF COMPETENT JURISDICTION IN NEW YORK COUNTY, NEW YORK. JUSTWORKS AGREES TO PAY THE ADMINISTRATIVE AND ARBITRATOR'S FEES IN ORDER TO CONDUCT THE ARBITRATION (BUT SPECIFICALLY EXCLUDING ANY TRAVEL OR OTHER COSTS OF ENTRANT TO ATTEND THE ARBITRATION HEARING). EITHER PARTY MAY, NOTWITHSTANDING THIS PROVISION, BRING QUALIFYING CLAIMS IN SMALL CLAIMS COURT. IN NO EVENT WILL YOU SEEK OR BE ENTITLED TO RESCISSION, INJUNCTIVE OR OTHER EQUITABLE RELIEF OR TO ENJOIN OR RESTRAIN THE OPERATION OR EXPLOITATION OF THE PROGRAM.
Further, in any such dispute, under no circumstances will you be permitted or entitled to obtain awards for, and hereby waive all rights to claim, incidental or consequential damages. The prior limitation on damages is not intended to limit the Released Parties’ obligation (if any) to pay prevailing party costs or fees if recoverable pursuant to applicable law.