1201 Connecticut Ave NW Suite 300

Washington, DC 20036
T: (202) 595-1061 F: (202) 833-5540
E: info@newventurefund.org
W: www.newventurefund.org

DATE

SIGNATORY: Prof. Errol D’ Dsouza, Director

GRANTEE ORGANIZATION NAME: Indian Institute of Management Ahmedabad
ADDRESS: Vastrapur, Ahmedabad, Gujarat - 380015, India

RE: Grant No: [PROJ ABBREV. – SUBGRANTEE NAME – FUND ABBREV. – REF NO. – EFF. DATE]

Dear SIGNATORY: Prof. Errol D’Souza

Reference is made to your concept note submitted to Co-Impact in [month/year]

(“Concept Note”).

The New Venture Fund is pleased to inform you that it has approved a grant to your
organization in the amount of $AWARD AMOUNT ($5,00,000) through our Co-Impact Project.
This grant is for the Grant Period START DATE: 07/01/21—END DATE: 05/31/22 and is subject to
the terms and conditions contained in the enclosed Grant Agreement.

On behalf of the New Venture Fund, I would like to congratulate your organization on its
valuable work and wish you great success in this endeavor.
Sincerely,

Lee Bodner
President

Enclosure
INSTRUCTIONS:
1. Please review and sign this form.
2. Return electronically to Theresa Winkler at theresa.winkler@arabellaadvisors.com or Emily Simpson
at emily.simpson@arabellaadvisors.com

NEW VENTURE FUND SUBGRANT AGREEMENT

GRANT NUMBER: [PROJ ABBREV. – SUBGRANTEE NAME – FUND ABBREV. – REF NO. – AWARD DATE]

DATED: DATE GENERATED

The New Venture Fund (“NVF”) and Indian Institute of Management Ahmedabad ORGANIZATION (the
“Organization”) hereby agree as follows:

I. Grant Term. This Grant Agreement (the “Agreement”) shall be effective as of [START DATE] :
07/01/21 (the “Effective Date”), and shall continue through completion, no later than [END
DATE]:05/31/22 (the “Grant Period”).

II. Non-U.S. Entity. The Organization certifies that it is not organized and does not operate in the
United States, and therefore is not a United States taxpayer for United States federal income tax
purposes.

III. FCRA Certification. The Organization certifies that it is currently and validly registered under
India’s Foreign Contribution (Regulation) Amendment Act 2020 (Amendment Act) (“FCRA”), and
that Organization has provided proof of such FCRA registration to NVF. Organization agrees to
notify NVF immediately if at any time during the Grant Term Organization’s FCRA registration is
revoked, forfeited or otherwise in jeopardy.

IV. Payment Terms. NVF grants the Organization $AWARD AMOUNT (the “Grant”) to be paid in two
installments: $200,000 upon execution of this Agreement and $300,000 by [Date] following
approval of the Design Grant Plan (deliverables due [Date]) as outlined in Exhibit [A].

Grant funds must be fully expended during the Grant Period, unless an extension is agreed in
writing in advance. All contracts and subgrants funded using Grant funds must be completed by
the end of the Grant Period.

V. Grant Purpose. The Grant may be used only for the following charitable, scientific, literary, or
educational purposes: to fund the development of Organization’s systems change initiative, as
described in Exhibit A.

VI. Lobbying and Voter Registration. So that NVF may comply with United States tax laws and
maintain its status as a tax-exempt public charity under section 501(c)(3) of the Internal
Revenue Code of 1986, as amended (the “Code”), it is understood that the Organization agrees
to the following:

A. To use the Grant funds exclusively for charitable, scientific, literary, or educational activities
consistent with NVF’s tax-exempt status described above.

NVF PROJECT ABB GA #### 1

 B. LOBBYING PROHIBITED: Not to use any funds from this Grant for lobbying as described in
Section 501(c)(3) of the Code (for example, Organization will not advocate for passage of
legislation at any national, state or local level, or ask the public contact legislators to pass
legislation).

C. Not to use any funds from this Grant to intervene in any election, to support or oppose any
political party or candidate for public office.

D. To familiarize itself with the federal, state, local and foreign rules and regulations applicable
to nonprofit organizations, including but not limited to, (1) lobbying rules under the Code
and the Lobbying Disclosure Act (“LDA”), (2) Federal Election Commission (“FEC”) rules,
including those regarding “electioneering” communications, (3) rules governing political
activities, (4) ethics rules applicable to interactions with Members of Congress and Executive
Branch officials and entities like NVF that retain or employ lobbyists, and (5) any equivalent
rules and regulations applicable to activities conducted in any state, local or foreign
jurisdiction, and to obtain training as necessary. Basic lobbying compliance information is
provided in Exhibit C. Organization will consult with legal counsel to determine how these
rules and regulations apply and will comply with all relevant restrictions and reporting
requirements.

E. Not to use any funds to carry on, directly or indirectly, a voter registration drive.

VII. Unspent Funds. The Organization will return to NVF any portion of the Grant not expended or
committed to be expended for the Initiative by the Grant Period end date, unless agreed
otherwise in advance. To request a no-cost extension of the grant term, the Organization must
provide a written request, including reason and new requested end date, to NVF before the end
date of the Grant Period. The Organization must receive an amendment to the Grant to expend
funds beyond the Grant Period.

VIII. Reporting Requirements. The Organization shall prepare the reports in accordance with the
reporting guidelines and due dates attached hereto as Exhibit B.

IX. Separate Account. The Organization is required to hold the Grant in an account that is used only
for charitable, scientific, literary, or educational purposes. This segregation may be
accomplished through the establishment of a separate general ledger account, fund or cost
center, and need not be a separate bank account. The Organization is encouraged to use all
interest earned on grant funds to further the Initiative; however, an accounting of such income
is not required in its financial report(s) for the Grant.

Additionally, per the FCRA, Organization agrees to transfer all foreign contributions it has
received to a bank account at State Bank of India New Delhi by March 31, 2021. If necessary,
NVF may issue Grant funds to Organization’s existing bank account outside of State Bank of India
New Delhi through February 28, 2021; provided, that Organization agrees to open and transfer
all Grant funds to a new bank account at State Bank of India New Delhi, in compliance with
FCRA, no later than March 31, 2021. Beginning March 1, 2021, NVF will issue Grant funds only to
Organization’s bank account at State Bank of India New Delhi.

NVF PROJECT ABB GA #### 2

 X. Records. Organization shall (i) maintain complete and accurate separate accounting for the
Grant, detailing receipts and expenditures made under the Grant, and (ii) retain these records
during the Grant Period and for at least four (4) years after receipt and acceptance of the final
report. During this time, Organization shall make such records available to NVF (or its designated
representatives) for inspection or audit at NVF’s expense and on reasonable notice to
Organization.

XI. Monitoring and Evaluation. NVF may, at its expense and on reasonable notice to Organization,
monitor and evaluate operations under this Grant. Such monitoring and evaluation may include
on-site visits and/or discussions with Organization’s personnel. Accordingly, per Exhibit A the
Organization will join check-in calls with Co-Impact staff during the Grant Period to discuss
progress towards the milestones outlined in Exhibit A.

XII. Publicity. NVF and/or Co-Impact shall include information regarding the Grant in its periodic
public reports, and may include such information on its website, in press releases or other
publicly available materials.

XIII. Additional Requirements. Additionally, the Organization agrees:

A. To comply with all applicable laws or regulations in any jurisdiction in which it conducts
activities, including the FCRA, Foreign Contribution Regulation Rules, 2011 (as amended),
regulations, circulars and directions issues by the Ministry of Home Affairs, Government of
India.
B. If the Organization’s initiative involves providing services to, interacting with, or
communicating with minors, (a) to comply with all applicable laws regarding reporting of
child abuse or neglect, (b) to implement child protection policies as required by law and
industry best practices, and as outlined in its proposal and/or Exhibit A, and (c) to notify NVF
immediately in writing of any material changes to its child protection policies.
C. To work with Co-Impact to use best efforts to adopt and/or develop appropriate guiding
principles on gender equity and equality, governances, and learning that will be reflected
across the programs, functions, and work of the Organization.
D. To cooperate with NVF in supplying any additional information or complying with any
procedures that any governmental agency might require for NVF to establish that it has
observed all requirements of the law with respect to this Grant.
E. To notify NVF immediately of any anticipated or actual changes in the president, executive
director or other key personnel identified in the Grant proposal, award letter or this Grant
Agreement, or of any anticipated or actual merger, consolidation, sale or transfer of all or
substantially all of the Organization’s assets. The Organization acknowledges that these
changes may trigger NVF’s review and reassessment of the Organization’s ability to meet
the purposes of the Grant. Such review may lead to additional grant provisions or other
limitations for unexpended funds.
F. Not to use NVF’s name in any report or other document prepared for distribution outside of
the Organization, either in printed or electronic form, with the exception of listing NVF along
with other donors in an annual report or Grant application.
G. Not to disclose the name of or any information concerning the funder of any NVF project
without the explicit written consent of both the relevant funder and NVF.

NVF PROJECT ABB GA #### 3

 H. To use any revenue realized by the Organization from sales or licenses of the intellectual
property created or developed with the Grant funds exclusively for the Initiative or for
educational and charitable purposes, and to ensure that such revenue does not inure to the
personal benefit of individual(s) or noncharitable entities.
I. Not to engage in intentionally deceptive practices that spread misinformation;
J. Not to denigrate, discriminate against or encourage others to denigrate or discriminate
against any person or group based on factors including, but not limited to, race, nationality,
age, religion, mental or physical ability, gender, sex or sexual orientation.
K. Not to regrant any of the Grant Funds to any other entity.

XIV. Global Access.

A. Organization will conduct and manage the Funded Developments in a manner that ensures
Global Access. Organization’s Global Access commitments will survive the term of this
Agreement. "Funded Developments" means all written deliverables, works of authorship,
products, services, processes, technologies, materials, software, data, other innovations,
and intellectual property resulting from the Grant (including modifications, improvements,
and further developments to Background Technology). "Background Technology" means any
and all products, services, processes, technologies, materials, software, data, or other
innovations, and intellectual property created by Organization or a third party prior to or
outside of the Grant and this Agreement and used as part of the Funded Developments.
"Global Access" means: (a) the knowledge and information gained from the Grant and
Funded Developments will be promptly and broadly disseminated; and (b) the Funded
Developments will be made available and accessible at an affordable price to people most in
need within developing countries.

B. For the purpose of achieving Global Access, Organization will seek prompt publication of any
Funded Developments consisting of data and results in a peer-reviewed journal, treatise, or
trade publication, as applicable. Such publication may be delayed for a reasonable period for
the sole purpose of seeking patent protection, provided the patent application is drafted,
filed, and managed in a manner that best furthers Organization or NVF’s charitable purpose.
Notwithstanding the foregoing, Organization agrees to make any data, research, knowledge
and other information and Funded Developments developed with these Grant funds freely
available to NVF throughout and after the term of this Grant Agreement. Organization will
also use good faith efforts to ensure that its subcontractors, agents, and affiliates, as
applicable, likewise seek prompt publication of any Funded Developments consisting of data
and results.

XV. International Representations and Warranties. The Organization hereby represents and
warrants that Grant funds will be used in compliance with all applicable anti-terrorist financing
and asset control laws, regulations, rules and executive orders, including, but not limited to, the
USA Patriot Act of 2001, as amended. The Organization agrees that it is not, and does not
employ or associate with, and is not owned, controlled by, or acting for or on behalf of, and that
it will take all reasonable steps to ensure that no person or entity expected to receive funds in
connection with this Grant is, (1) a “suspected terrorist” as defined in Executive Order 13224; (2)
a person that is on the Specially Designated Nationals List maintained by the Treasury
Department’s Office of Foreign Assets Control; or (3) a person with whom NVF is prohibited
from doing business with under any anti-terrorism laws of the United States. The Organization
will use reasonable efforts to ensure that it does not support or promote in any way violence,

NVF PROJECT ABB GA #### 4

 terrorist activity or related training, or money laundering. The Organization represents that
none of the activities financed by this Grant violate U.S. laws that prohibit corrupt payments to
foreign officials for the purpose of obtaining or keeping business, and acknowledges that the
NVF has not authorized any activity that would constitute such corrupt payments. The
Organization will use reasonable efforts to ensure that Grant funds are not used to make
corrupt payments to foreign officials for the purpose of obtaining or keeping business.

XVI. Right to Modify or Discontinue Funding.

A. NVF promises to support the Organization in the furtherance of the Grant’s purpose,
including discussing with the Organization adjustments to the plan and the Grant milestones
outlined in Exhibit A and amending this Agreement where appropriate. The Organization
commits to sharing openly with NVF the progress it is making and the challenges it is facing,
both through the formal reporting required by this Agreement and in conversations with
members of the Co-Impact team, to enable such support. Notwithstanding the foregoing,
NVF reserves the right to modify or discontinue funding of the Grant and amend or
terminate this Agreement at any time if NVF determines, in its sole discretion, that: (i)
sufficient progress is not being made and is not likely to be possible given the discussions
held by both the Organization and NVF in good faith, (ii) the Organization is not pursuing the
Grant objectives in good faith, (iii) Grant funds are being used by Organization for purposes
other than furthering the Grant’s purpose, or there are similar instances of malfeasance by
the Organization, (iv) Organization fails to follow applicable law or industry best practices,
including any applicable child protection policies or (v) Organization has otherwise failed to
comply with the terms of this Agreement. In the event of a proposed cessation of funding
and termination of the Agreement, whenever possible, except in cases of fraud or
malfeasance, (i) NVF shall notify the Organization and provide the Organization a reasonable
period of time to correct the issue, and (ii) any such termination shall enable the
Organization to satisfy any obligations reasonably incurred in furtherance of the Grant’s
purposes.
B. In the event that NVF makes any such determination, NVF shall have the right to (i)
discontinue any further payments to Organization and/or (ii) direct Organization to repay to
NVF any grant funds not used in accordance with this Agreement. NVF reserves the right to
discontinue, modify, or withhold any payments due under this Grant, or to modify the terms
of this Agreement, to comply with any law or regulation applicable to this Grant or to
protect and maintain NVF’s tax-exempt status under Section 501(c)(3) of the Code.

XVII. Initiative Budget. Per the FCRA, Organization certifies that “Administrative Expenses,” as
defined in Rule 5 of the Foreign Contribution Regulation Rules, 2011, do not exceed twenty
percent (20%) of either the Initiative budget, attached hereto as Exhibit A, or of the total foreign
contributions Organization has received during the current fiscal year. For purposes of the FCRA
and this Grant Agreement, the “fiscal year” for Grant funds issued prior to March 31, 2021 shall
be deemed to be September 29, 2020 through March 31, 2021. Thereafter, the fiscal year shall
be deemed to be April 1 through March 31.

XVIII. Budget Revisions. Organization must submit a request for a revision to the Initiative budget
under the following conditions:
A. Organization must seek prior written approval from NVF for (i) any Initiative budget revision
that involves moving funds to a previously unfunded line item, or (ii) any Initiative budget
revision that results in a variance of fifteen percent (15%) or more of any line item.

NVF PROJECT ABB GA #### 5

 B. Budget Revision requests should detail the original Initiative budget, requested new budget
and variance with explanation.

XIX. Release and Indemnity. To the fullest extent permitted by law, Organization shall release,
indemnify, defend and hold harmless NVF and its directors, officers, trustees, employees,
representatives and agents from and against any and all claims, demands, suits, damages,
liabilities, injuries (personal or bodily), property damage, causes of action, losses, judgments,
costs, expenses and penalties, including, without limitation, court costs and attorney’s fees,
arising out of (directly or indirectly) or related in any way to the negligent or wrongful acts or
omissions of Organization or any Organization director, officer, employee or agent in connection
with this Grant or the Initiative, except to the extent resulting from the negligent or wrongful
acts or omissions of NVF.

XX. Human Subject Research. If the Grant is to be used in whole or in part for research involving
human subjects, you hereby certify that you will conduct the research in compliance with the
ethical standards and the criteria for approval and conduct of research set forth in United States
Department of Health and Human Services policy for the protection of human research subjects
(45 C.F.R. Part 46 and related guidance, as amended from time to time) and all other federal and
state laws applicable to the research project. Such requirements may include, but are not
limited to, obtaining and maintaining institutional review board (IRB) approval and obtaining
informed consent of participating research subjects.

XXI. No Waiver. Failure by either party to require the other party’s performance under any provision
of this Agreement shall in no way affect such party’s right to require full performance under that
or any other provision at any time thereafter. In addition, a party’s waiver of a breach of any
provision of this Agreement shall not constitute a waiver of any succeeding breach of the same
or any other provision, or constitute a waiver of the provision itself.

XXII. Entire Agreement. This Agreement (a) constitutes the entire understanding of NVF and the
Organization with respect to the subject matter herein, and supersedes all prior agreements and
understandings, whether oral or written; (b) is made exclusively with the Organization and may
not be transferred or assigned to any other organization or person without NVF’s prior written
approval; and (c) may be amended or modified only by a mutual written agreement between
the parties.

XXIII. Notices. All notices and other communications under this Agreement shall be in writing, and
shall be deemed duly given (a) on the date sent by e-mail if sent during normal business hours of
the recipient during a business day, and on the next business day if sent after normal business
hours of the recipient, (b) if sent via a nationally recognized overnight courier service (delivery
receipt requested), with charges paid by the mailing party, on the later of (i) the first business
day following the date of dispatch, or (ii) the scheduled date of delivery by such service, or (c) on
the fifth business day following the date of mailing, if mailed by registered or certified mail,
return receipt requested, postage prepaid to the party receiving the notice or communication.

All notices and other communications shall be sent to the following addresses, or such other
addresses as the parties may designate from time to time by notice in accordance with this
Section XX:

NVF PROJECT ABB GA #### 6

 To New Venture Fund:
Theresa Winkler
theresa.winkler@arabellaadvisors.com
1201 Connecticut Ave. NW, Suite 300
Washington, D.C. 20036

To Co-Impact:
Gurgen Balasanyan, Operations Team
gurgen@co-impact.org
Co-Impact
420 5th Ave.
New York, NY 10018, USA

Doris King, Program Team

doris@co-impact.org
Co-Impact
420 5th Ave.
New York, NY 10018, USA

To GRANTEE ORGANIZATION: Indian Institute of Management Ahmedabad

[PRIMARY CONTACT Name]: Cdr. Manoj Bhatt
[PRIMARY CONTACT E-mail Address]: caooffice@iima.ac.in
[GRANTEE Mailing Address]: cao@iima.ac.in

XXIV. Governing Law. This Agreement shall be deemed to be made under, and in all respects shall be
interpreted under and governed by, the laws of the District of Columbia.

[Remainder of Page Intentionally Left Blank; Signature Page to Follow]

NVF PROJECT ABB GA #### 7

Agreed to and accepted on behalf of <GRANTEE ORGANIZATION>: Indian Institute of Management
Ahmedabad

_______________________________________________ __________________________
Signature Date

Name: Prof. Errol D’ Souza Title: Director

Agreed to and accepted on behalf of the New Venture Fund:

_______________________________________________ __________________________
Signature Date

Name: Title:

NVF PROJECT ABB GA #### 8

EXHIBIT A- PROPOSAL, BUDGET, AND PROSPECTUS GUIDELINES

NVF PROJECT ABB GA #### 9

EXHIBIT B: REPORTING GUIDELINES

The Organization must submit the Outputs outlined in Exhibit A, Section II by no later than the
respective due dates indicated therein.

Additionally, the Organization must submit the following reports by no later than October 31, 2022:
1. Financial report detailing final accounting of budgeted vs. actual expenditures of all grant
funding, including the entire project budget and all sources of revenue and expenditures
(including grassroots and direct lobbying expenditures, if applicable), in addition to this Grant. 
2. List of all intellectual property and assets purchased or created with the Grant. 
3. As stated in [Section VII (B)] of the Agreement, the full report must include the following
certification:

All [ORGANIZATION] activities conducted with the Grant funds were and are consistent with
charitable purposes as set forth in Section 501(c)(3) of the Internal Revenue Code, and with
India’s Foreign Contribution (Regulation) Amendment Act 2020,
and [ORGANIZATION] complied with all provisions and restrictions contained in this
Agreement, including, for example and without limitation, those provisions relating to
lobbying and political activity. 

All reports must be submitted electronically to the address listed on the first page of the grant.  Please
be sure to indicate the grant number in your reports.  For questions regarding reporting requirements,
please contact your account manager.

NVF PROJECT ABB GA #### 10