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Some initial notes by Danny

This offer came about as the Thiel Foundation is currently introducing its latest group of Thiel Fellows to San Francisco and the South Bay. As I understand it, the Thiel Foundation wants to encourage locations where people like the Thiel Fellows who are working outside the traditional educational system can share knowledge and work together, including spaces like Hacker Dojo, Biocurious and Noisebridge. Chris Olah, one of the fellows, is working on 3D printing technology, spoke at Noisebridge when he was coming through for the finals.

(Disclosure: I know the Thiel Foundation, and it has been a supporter of the NGO I work for. I didn't suggest supporting Noisebridge, but I advocated that Chris should be one of the Fellows. I also showed their representative around the space after they emailed me about it, and I explained our exciting and unusual organizational structure.)

As regards the agreement. As a few people have noted, this is pretty much the absolute minimum legal requirement for one 501(c)3 non-profit to give to another. It's essentially saying "we're giving this to you as a tax-deductable donation; you promise to act like the recipient of a tax-deductable donation". As we're a tax-exempt organization, we're required to act like that anyway. Pretty much the restrictions on the use of the monies are restrictions that 501(c)3s have on their political or lobbying work. In theory, we *could* do some lobbying, etc, up to (roughly) 10% of our income. We wouldn't be able to use this particular bit of income for that purpose, so it would have to stay in the other 90%, if that makes sense.

I (Danny) would be the representative for this grant at Noisebridge, just as the Noisetor project has a representative, and would handle any reporting requirements, both to the TF and to Noisebridge.

One final procedural note -- I'm putting this forward for consensus, but I'll be absent for the meeting on July 3rd, 2012. Given that, I suggest we aim for consensus on this for July 10th. I can talk to the Thiel folks about any issues between now and then.


Text of Agreement[edit]

This Grant Agreement is entered into between the Thiel Foundation ("Grantor") and Noisebridge ("Grantee").


Grant. Grantor shall transfer to the Grantee the following amounts (the "Grant") on the date[s] indicated:

1. Amount - An operating support grant equal to $10,000.

2. Date[s] - The grant will be issued in August 2012 upon receipt of the grant agreement.

II. Purpose. The Grant shall be used for the following purpose[s]: Direct operating expenses in support of Noisebridge’s mission statement, and general operating expenses required for providing research, mentoring and education programs.

III. Obligations of Grantee.

1. Grantee shall return to Grantor any portion of the amount granted which is not used for the purposes of the Grant set forth in paragraph 2 of this Agreement. 2. Until otherwise notified by Grantor, Grantee shall submit to Grantor full and complete annual reports on the manner in which the principal and income (if any) arising from the Grant have been used, and such annual reports shall be due no later than 90 days after the close of Grantee's annual accounting period.

3. Grantee shall maintain records of receipts and expenditures and shall make its books and records available to Grantor at reasonable times.

4. Grantee shall not use any portion or proceeds from the Grant:

a) to carry on propaganda, or otherwise to attempt to influence legislation (within the meaning of Internal Revenue Code Section 4945(d)(1)),

b) to influence the outcome of any specific public election of any candidate for public office, or to carry on, directly or indirectly, any voter registration drive (within the meaning of Internal Revenue Code Section 4945(d)(2),

c) to make any grant to an individual or to another organization unless such grant shall be specifically described in Paragraph 2 hereof,

d) to undertake any activity for any purpose other than one specified in Internal Revenue Code Section 170(c)(2)(B), or

e) to provide material support to any person or entity that engages in violent or terrorist activities.

f) Grantee shall notify Grantor of any organizational changes during the term of the grant, including, but not limited to, any changes in key personnel and changes in the Grantee's tax-exempt status.