2021 Basic Field Grant Terms and Conditions

If awarded a 2021 Basic Field Grant, you agree to the following terms and conditions, which will govern our relationship and your activities during the grant term:

  1. Grant Objective. You will provide high-quality, economical, and effective civil legal services, consistent with applicable rules of professional conduct, the LSC Performance Criteria, ABA Standards for the Provision of Civil Legal Aid, and ABA Standards for Programs Providing Civil Pro Bono Legal Services to Persons of Limited Means.

  2. Approved Grant Activities. You will use your Basic Field Grant funds to deliver civil legal services according to the proposed delivery system described in your grant application (and any renewal grant applications), as modified by LSC or these grant terms and conditions.

  3. Restricted Activities. Our statutes and regulations restrict you from performing certain activities and from representing specific categories of clients with your LSC funds and, in some cases, your other funds, such as private grant funds, charitable donations, and public funds (generally, activities performed with non-LSC tribal funds are not restricted). You may not perform restricted activities as stated in the LSC Act, the conditions on LSC’s annual appropriation, and LSC regulations.

The following chart summarizes the major restricted activities and the funds affected. It does not list all restricted activities or all exceptions to and nuances of each restriction, or how each one applies to different types of funding. It is intended to help you issue-spot so that you can contact LSC’s Office of Compliance and Enforcement (OCE) for more detailed information and technical assistance on the scope of and exceptions to restricted activities. We also maintain online guidance materials to facilitate your compliance with the restrictions.

Subject to Limitations and Exceptions Established by Law                           

LSC Funds Private Funds Public
Abortion Litigation—No participation in any abortion litigation. Pub. L. 104-134, Tit. V, §504(a)(14)
Abortion Non-Litigation—No participation in non-litigation activities involving abortions except for some therapeutic situations (but not against providers with religious or moral objections). 42 U.S.C. § 2996f(b)(8)
Assisted Suicide—No assisted suicide or euthanasia activities. 45 C.F.R. Part 1643
Census—No influencing the time and manner of a census. 45 C.F.R. Part 1632
Class Actions—No participation in any class actions. 45 C.F.R. Part 1617
Criminal Cases—No criminal cases, except for in tribal courts or some court appointments. 45 C.F.R. Part 1613
Demonstrations and Strikes—No engaging in or encouragement of public demonstrations, picketing, boycotts, or strikes. 45 C.F.R. Part 1612
Desegregation of Public Schools—No involvement in public-school desegregation proceedings. 42 U.S.C. § 2996f(b)(9)
Draft Registration or Desertion—No involvement in proceedings involving selective service registration or desertion. 42 U.S.C. § 2996f(b)(9)
Elected Office—Grantee attorneys may not run for partisan elected offices. 45 C.F.R. Part 1608
Evictions from Public Housing Involving Illegal Drugs—No defense of persons charged with making, selling, or distributing illegal drugs in most public-housing evictions involving health and safety. 45 C.F.R. Part 1633
Fee-Generating Cases—No representation in fee-generating cases unless private lawyers are not available or the case meets one of the exceptions stated in 45 C.F.R. Part 1609.
Habeas Corpus—No habeas corpus cases challenging criminal convictions. 45 C.F.R. Part 1615
Labor Training—No trainings for labor or anti-labor activities, boycotts, strikes, demonstrations, or supporting activities. 45 C.F.R. Part 1612
Lobbying—General—No lobbying of any government office, agency, or legislature and no lobbying regarding oversight of LSC or its recipients, subject to the statutory exceptions below—No lobbying training. 45 C.F.R. Part 1612
Lobbying—State and Local Funding—A grantee may use non-LSC funds for lobbying on issues involving its own state or local funding. 45 C.F.R. Part 1612
Lobbying—Public Rulemaking and Government Requests—A grantee may use non-LSC funds for responding to public rulemakings or to written requests from the government. 45 C.F.R. Part 1612
LSC Lawsuits—No filing or pursuing a lawsuit against LSC. Pub. L. 104-134, Tit. V, § 506
Non-Citizens—No representation of non-U.S. citizens unless specifically allowed by statute or regulation. 45 C.F.R. Part 1626. Major statutory exceptions include:
  • permanent residency and limited other lawful statuses
  • victims of domestic violence, trafficking, and other abuses
  • special situations such as international child abduction and citizenship in certain Native American tribes or Pacific island nations.
Organizing—No organizing any association, federation, labor union, coalition, network, alliance, or similar entity. 45 C.F.R. Part 1612
Political Activities (Other Than Lobbying, Organizing or Training)—No participation in political activities, election campaigns, ballot measures, initiatives or referendum, voter registration, or voter assistance. 45 C.F.R. Part 1608
Political Tests. No political test for any decision or actions. 45 C.F.R. Part 1608
Political Training—No trainings for or providing information about lobbying, political activities, advocacy for public policies, or supporting activities. 45 C.F.R. Part 1612
Prisoner Representation—No civil litigation for prisoners. 45 C.F.R. Part 1637
Prohibited Activities Support—No communications or expenses associated with most of the restrictions. Pub. L. 104-134, Tit. V, § 504(a)(6)
Redistricting—No involvement in any legislative, judicial, or elective redistricting. 45 C.F.R. Part 1632
Rioting and Illegal Activity—No grantee employee may engage in or encourage rioting, civil disturbances, or violations of law, court injunctions, or professional rules for attorneys. 45 C.F.R. Part 1612
Solicitation In-Person—No representation of persons after giving them unsolicited, in-person advice to take legal action (or obtain a lawyer) for their specific legal problems. 45 C.F.R. Part 1638
Welfare Reform—No activities involving welfare reform other than cases for individual benefits or otherwise allowed uses of non-LSC funds for responding to government requests or public rulemakings. 45 C.F.R. Part 1639
  1. Fundamental Changes to Approved Grant Activities. You must notify the Office of Program Performance (OPP) in writing at least 30 days before implementing a planned fundamental change to your Approved Grant Activities; for an unplanned fundamental change, notify OPP immediately after implementing it. The written notice must 1) describe the proposed change and the reason for it; 2) assess the change’s impact on the grant objectives; 3) describe options for minimizing the impact; and 4) estimate the cost, if any. Examples of a “fundamental change” for this purpose include changing your approved legal services delivery system 1) from full service to provision of limited services only; 2) from a branch office delivery structure of three or more offices to one central office; or 3) from a staff model to a Judicare model. If you are unsure whether a proposed changed would be considered “fundamental,” please call LSC’s Office of Program Performance.

  2. Changes to Your Operations, Corporate Structure, or Grantee Status. You must notify OPP in writing 60 days before merging or consolidating with another legal services provider; changing your entity status, name, or brand; or voluntarily terminating your Basic Field Grant.

  3. Grantee Reporting Requirements. You must notify LSC (by emailing granteeupdates@lsc.gov) within 15 calendar days of taking the following actions:

    • You decide to close or relocate any main or branch office;
    • Your governing body chairperson resigns, retires, or is removed from service (including the new chairperson’s name, telephone number, and e-mail address);
    • Your chief executive or financial officer resigns, retires, or is removed from service (including the new chief executive or financial officer’s name, telephone number, and e-mail address);
    • You are insolvent, or are in danger of becoming insolvent within three months’ time;
    • Your primary e-mail or website address (URL) changes; or
    • You amend your charter, articles of incorporation, by-laws, or governing-body structure.

You must notify OCE, according to the respective regulatory processes and timeframes, whenever:

    • You have been served with an attorneys’ fee claim that LSC may be required to pay (see 42 U.S.C. § 2996e(f)). Please forward a copy of the corresponding attorneys’ fees petition;
    • You wish to use LSC funds to purchase real property or to purchase or lease personal property of a certain current market price or to award a contract for services that exceeds $25,000 (see 45 C.F.R. Part 1630 and 1631);
    • A monetary judgment, settlement, sanction, penalty, or force majeure event will substantially impact your delivery of legal services; or
    • Any of your key officials (e.g., officers and executive team members) or employees with control over grantee finances or financial management responsibilities, are charged with fraud, misappropriation, embezzlement, theft, or any similar offense, or are suspended, disciplined, or delicensed by a bar or other professional licensing organization.

You are also required to annually and semiannually report certain data about your grant activities to LSC (e.g., Grant Activity Reports (GAR) and Case Disclosure Reports).

Other OIG related reporting requirements can be found in paragraph 7 (relating to annual audits) and paragraph 16 (relating to fraud prevention).

Instructions on how to report this information to LSC are available at LSC Reporting Requirements

  1. Governance and Programmatic Requirements. To help you achieve your grant objective, you must comply with the following governance and programmatic requirements within 60 days of receiving your Basic Field Grant award:

Governance and Programmatic Requirements

Incorporation—You will be incorporated in the state where you provide legal services. 45 C.F.R. § 1607.3(a) 

Governing Body—You will have a board of directors or other body with authority to govern your activities that reasonably reflects eligible clients’ interests and whose members are supportive of LSC’s mission and are knowledgeable of or interested in delivering high-quality legal services to the poor. Specifically, at least sixty percent of your governing body members must be attorneys. A majority of governing body members must be attorneys appointed by the governing body or bodies of the state, county, or municipal bar associations whose members represent a majority of attorneys practicing law in your service area. At least one-third of the governing body members must be client-eligible when initially appointedand appointed by diverse client and community groups of your choosing. Your governing body may appoint the remaining members or they may be selected pursuant to your bylaws or policies. 45 C.F.R. Part 1607

Annual Audits—You must annually arrange for an audit of your financial records in accordance with generally accepted government auditing standards and guidance promulgated by the LSC Office of the Inspector General (OIG), including the Audit Guide for Recipients and Auditors and its Compliance Supplement. You must notify the OIG within 30 calendar days of changing your Independent Public Accountant (IPA). If you fail to conduct an OIG-compliant audit, LSC may impose sanctions, including withholding a percentage or suspending all of your funding until the audit is satisfactorily competed, imposing additional grant conditions, or requiring corrective actions. You may not charge any costs of non-compliant audits to your Basic Field Grant.

Conflicts of Interest and Whistleblower Protection—You must have (1) a written conflict of interest policy that covers both staff and board members, and (2) a written whistleblower policy that requires staff to report unlawful or unethical activity (i.e., violation of any law, policy, or regulation; abuse of authority; gross waste of funds; fraud; embezzlement; theft; improper destruction of records; or providing false information) and prohibits retaliation. Staff must have access to the policies and be trained on them.

Purchasing PolicyYou must have a written purchasing policy that establishes (1) competition thresholds, (2) the bases for non-competitive purchases, (3) the level of documentation necessary to justify purchases, (4) certain internal controls (5) procedures to ensure quality and cost control in purchasing, and (6) procedures for identifying and preventing conflicts of interest in the purchasing process. 45 C.F.R. Part 1631

Records Management. You should establish a Records Management Policy that includes a record retention and disposal schedule. You must retain the following types of records as follows:

  • closed client files for at least five years or for the period of time set by federal, state, local, or professional ethics rules on record maintenance, whichever is longer;

  • all grant-related records during and after the grant term as prescribed by the Accounting Guide for LSC Recipients, Appendix II; and

  • original financial records and supporting documentation (or digital images of originals unless otherwise required by applicable law) sufficient for LSC to audit and determine whether the costs incurred and billed are reasonable, allowable and necessary under the terms of the grant, as prescribed by the Accounting Guide for LSC Recipients, Appendix II.

Outside Practice of Law—You must adopt a policy on outside practice of law by full-time attorneys that complies with the LSC Act, 45 C.F.R. Part 1604, and applicable rules of professional conduct. You may adopt additional restrictions as necessary to meet your professional obligation to clients. 45 C.F.R. Part 1604

Client Financial Eligibility Screening—Only individuals and groups that are financially eligible may receive legal assistance supported by your Basic Field Grant funds. You must adopt a policy establishing how you will screen perspective individual and group clients for financial eligibility. Financially eligible individuals are limited to households whose annual incomes do not exceed 125% of the Federal Poverty Guidelines amounts. Your policy must set reasonable asset ceilings for households. 45 C.F.R. Part 1611 

Client Citizenship Eligibility Screening—Only individuals and groups that are US citizens and eligible non-citizens may receive legal assistance from you. This requirement applies to your Basic Field Grant funds, other LSC funds, and most non-LSC funds. You must adopt a policy establishing how you will screen perspective individual and group clients for citizenship eligibility. 45 C.F.R. Part 1626 and 45 C.F.R. Part 1610

Client Appeals—You must adopt a policy for deciding when you will appeal trial court or tribunal cases funded by your Basic Field Grant award. The policy must discourage frivolous appeals and give appropriate consideration to resource allocation priorities, but it must not interfere with your attorneys’ professional responsibilities. 45 C.F.R. Part 1605

Private Attorney Involvement (PAI)—You must devote an amount equal to at least 12.5% of your Basic Field Grant award to involving private attorneys, law students, law graduates, and other professionals in your legal services program. 45 C.F.R. Part 1614

Plain Language and Limited English Proficiency. (Program Letter 04-2) In developing materials for the public and clients, you must consider and address the special needs of persons with limited literacy, limited English proficiency, limited experience with or knowledge of computer-related technologies, limited access to computers, and limited access to most web-based or other computer-related systems.  For all new publications, forms, and materials developed or improved with any LSC funds you must ensure that that they are written in a clear, concise, and well-organized manner, consistent with plain language principles, examples of which can be found at www.lep.gov, www.writeclearly.org, and www.plainlanguage.gov.

Accessibility. You must consider and address the special needs of people with disabilities, including ensuring that all electronic and web-based resources developed or improved with any LSC funds are based on or exceed the accessibility standards established in Section 508 of the Rehabilitation Act and implementing regulations. 45 C.F.R. Part 1624  

  1. Statewide Website Obligations. As an LSC grantee, you will work with other legal aid providers in your state to ensure that there is a statewide website that publishes a full range of relevant and up-to-date self-help materials, legal information, and referral resources on the most common issues facing client communities. If one exists, you must seek to participate on your state’s statewide-website committee, where you should work to ensure that (1) targeted outreach informing the client community of the website and how to use it is performed; (2) the website is periodically evaluated and updated for ease-of-use and accessibility compliance; and (3) the website has a disclaimer indicating that LSC-funded programs participate in the website consistent with LSC restrictions. If your statewide website uses either the LawHelp or Open Source template, you must ensure that the template’s original scope of functionality is maintained.

  2. Nondiscrimination in Hiring, Procurement, and Legal Services Delivery. You will not discriminate against employees or applicants for employment, or any person seeking services from you or another program supported by any of your Basic Field Grant funds on the basis of race; color; religion or creed; sex (including pregnancy, childbirth, and related medical conditions); age (40 and older); national origin or ancestry; disability; citizenship status; sexual orientation; gender identity; genetic information; veteran status; or any applicable state or local protected classes. You will not contract or partner with individuals or entities whose practices have the effect of subjecting employees or qualified applicants for employment to unlawful discrimination. You must have, or will adopt shortly after receiving our Basic Field Grant, equal employment opportunity and sexual harassment policies that contain an effective discrimination complaint-processing system.

  3. Requests for Records. During normal business hours and upon request, you must provide LSC, the LSC Office of Inspector General (LSC OIG), their respective agents, and other entities with oversight or investigative authority, e.g., the Government Accountability Office (GAO), (collectively “Authorized Entities”), with access to and copies of records to which they are legally entitled. You must provide records, responses to requests for records, and withholding or redaction information through the Authorized Entity’s specified process, including format and timelines. (LSC’s process is established in the Access to Records Protocol. The LSC OIG does not follow this protocol.) Nothing in these or other LSC grant terms and conditions limits the authority of any Authorized Entities to obtain these records or your obligation to provide them.

  4. Requests for Information. During normal business hours and upon request, you must provide Authorized Entities with information to which they are legally entitled. When requested, you must also provide LSC with information about your program activities and finances (e.g., special grant conditions) and information needed to respond to congressional inquiries, to inform potential policy or administrative changes, or to make data-driven funding decisions (e.g., informal surveys, data requests, or questionnaires). You must provide all information (or withhold information, where legally entitled to do so), through the Authorized Entity’s specified process, including answering interrogatories, participating in meetings and interviews, and format and timelines.

  5. Oversight, Audits, and Investigations of Grantee Activities. Authorized Entities may oversee, audit, monitor, or investigate your operations. You will cooperate with Authorized Entities during their programmatic, compliance, or other oversight evaluations, audits, monitoring, and investigations, and will timely and satisfactorily resolve any resulting findings, recommendations, significant deficiencies, material weaknesses, corrective actions, disallowed costs, fines, or penalties.

  6. No Discipline or Retaliation for Good-Faith Cooperation or Release of Records or Information. You will not take or threaten to take any disciplinary other retaliatory action against any person who, in good faith and consistent with applicable laws and professional conduct rules, cooperates with or releases appropriate information or records to an Authorized Entity. You will notify your employees and volunteers of this policy in writing.

  7. Compliance with LSC Laws, Regulations, and Guidance. You will comply with the LSC Act of 1974, as amended; LSC regulations at 45 C.F.R. Part 1600, et seq.; LSC’s applicable appropriations acts; and any other applicable laws, rules, regulations, policies, guidelines, instructions, or other directives from LSC, both procedural and substantive, including:

You will also comply with any new or amended LSC laws, regulations, or guidance that become effective before or during the grant term. LSC provides a number of statutory and regulatory compliance guidance materials for your reference, and you are always encouraged to contact us with compliance questions or requests for technical assistance.

  1. Compliance with Federal Laws on the Proper Use of Federal Funds (45 C.F.R Part 1640). Your LSC grant funds are federal funds for purposes of federal laws relating to the proper use of federal funds. If you, your employees, or board members violate any of those federal laws, LSC may immediately terminate your grant as authorized by 45 C.F.R. § 1640.4. You certify that you have informed your employees and board members about these laws and the individual and organizational consequences of violating them.

  2. Fraud Prevention Obligations and Procedures
    You must notify the LSC OIG Hotline (800-678-8868, 202-295-1670, or hotline@oig.lsc.gov) within 2 business days of

    • discovering information indicating that you have been the victim of a loss of $200 or more as a result of any willful misrepresentation or theft, fraud, misappropriation, embezzlement, or theft involving property, client funds, LSC funds, and/or non-LSC funds used for the provision of legal assistance;
    • reporting a crime to local, state, or federal law enforcement officials;
    • discovering that you have been the victim of a theft of items such as credit cards, check stock, passwords, or electronic access codes that could lead to a loss of $200 or more; or
    • that any of your key officials or employees with control over your finances are charged with fraud, misappropriation, embezzlement, theft, or any similar offense, or are suspended or disciplined by a professional licensing organization.

You must notify OIG regardless of whether the funds are recovered. Once you determine that a reportable event has occurred, contact the OIG before initiating your own investigation into the matter.

  1. Cost Standards and Procedures (45 C.F.R. Part 1630). All costs charged to an LSC grant, including your Basic Field Grant, must have been incurred while executing the grant, must be reasonable and necessary to the grant, and must be adequately and contemporaneously documented in your business records. Costs that do not comply with our cost standards may be questioned and disallowed as provided at LSC regulations at Part 1630.

  2. Carryover Funds (45 C.F.R. Part 1628). All LSC-related derivative income is subject to LSC’s cost standards at Part 1630. If you want to carry over 10% or more of your LSC funds from one grant year to another, you must request a fund balance waiver from OCE according to the regulatory process and timelines established in 45 C.F.R. Part 1628.

  3. Grant Term and Renewal. LSC awards Basic Field Grants for up to a 3-year term. You may be required to agree to special grant conditions as a condition of receiving a Basic Field Grant. Multi-year grants must be renewed each year. Upon renewal, additional terms and conditions may apply.

  4. Termination, Limited Reduction of Funding, and Debarment Procedures (45 C.F.R. Part 1606 and 1630 (Subpart D); Program Letter 15-3—Enforcement Mechanisms). LSC may terminate your Basic Field Grant in whole or in part if you substantially violate these terms and conditions or substantially fail to provide high quality, economical, and effective legal assistance. If a substantial violation does not warrant termination, LSC may reduce your funding by less than 5%. For good cause shown, LSC may also debar you from receiving future Basic Field Grants.

    If LSC terminates your Basic Field Grant for any reason, you must submit to OPP, within 15 calendar days of being notified of the termination, a plan for the orderly close-out of the grant. Detailed instructions for preparing this plan are available at The Orderly Conclusion of the Role & Responsibilities of a Recipient of LSC Funds. This must include a transition plan that, at a minimum, demonstrates how client services will be delivered during the transition period. LSC must approve the close-out and transition plan and may oversee its implementation.

    When circumstances require and LSC requests one, you must also submit a Successor in Interest Agreement to LSC for approval. While awaiting approval for the close-out plan and successor agreement, if applicable, you may not transfer your LSC-funded property, capital, or assets, to another entity without preapproval from LSC and must maintain your client and financial records until a successor is in place.

    If you anticipate terminating your Basic Field Grant at the end of the grant term or during the grant term for any reason, you must provide the LSC Office of Program Performance (OPP) with written notice at least 60 calendar days before the anticipated grant termination date. You must include a plan for the orderly close-out of the grant and transition of client services as described above with your notice.

    You will also work collaboratively with LSC and other relevant stakeholders to ensure a smooth transition between legal service providers and minimal disruption to current and potential clients in your service area.

  5. Legal Relationship. Our legal relationship is strictly that of grantor-grantee. These and other LSC grant terms and conditions do not create any other affiliation, partnership, joint venture, employment, or agency between us for any purpose. Except as otherwise provided in these or other LSC grant terms and conditions, you have no authority (and will not hold yourself out as having authority) to bind LSC and will not make any agreements or representations on LSC’s behalf.

  6. Use of LSC Logo. LSC’s logos are registered service marks. As long as you are an LSC grantee, you have a limited license to use our logos according to our size, format, and color instructions, for the following purposes:

    • You must use our logos on your annual report, press releases, official letterhead, and any Internet website that serves as a “homepage” for you.
    • You may use the logo on other official documents such as business cards, newsletters, telephone directory listings, or other advertisements or announcements about your LSC-funded services.
    • All other uses are prohibited, unless expressly authorized by LSC in writing.

You may download LSC’s official logos at LSC Logos.

  1. Intellectual Property Rights (45 C.F.R. Part 1631). You own all Work Products that you develop or improve using LSC funds, unless you have an agreement with a third-party vendor establishing otherwise. Work Products for purposes of this provision include all writings, technology, inventions, discoveries, processes, techniques, methods, ideas, concepts, research, proposals, products, and materials that you develop or improve using LSC funds. 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 LSC funded Work Products, including making those works available to other LSC grantees and access to justice partners.

    You own any preexisting Work Products developed or improved using non-LSC funds, unless you have an agreement with a third-party vendor establishing otherwise, and our license does not apply to those preexisting works.

    You must have a written contract with third-party vendors who develop or improve LSC-funded Work Products. 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.

    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.

  2. No Obligation to Fund. LSC has no obligation to fund your grant award. The amount of your award depends on LSC’s congressional appropriations. Congress may reduce, rescind, sequester, or terminate LSC’s grant funds, or impose additional requirements or restrictions on their use, at any time. Accordingly, the amount of your grant award may change or be subject to additional congressional requirements or restrictions during the grant term. LSC will not be considered in breach of its obligations under these or other LSC grant terms and conditions (e.g., TIG and PBIF Grant Terms and Conditions) if congressional action or inaction changes the amount of, requirements for, or restrictions on your grant award, nor will you be entitled to due process under LSC regulations at Parts 1606 (procedures for terminating a grantee) or 1623 (procedures for suspending a grantee) before these types of changes take effect.

  3. Governing Law, Mandatory Mediation, and Venue. These and other LSC grant terms and conditions (e.g., TIG and PBIF Grant Terms and Conditions) will be governed, construed, and enforced according to the laws of the District of Columbia, excluding its conflict of laws rules. Any disputes arising from these or other LSC grant terms and conditions or relating to your LSC-funded activities will be exclusively resolved in the federal and local courts of competent jurisdiction located in the District of Columbia. You agree to waive objection to personal jurisdiction in those courts. Before litigating any dispute, we will mediate our dispute, in good faith, with the assistance of the Federal Mediation and Conciliation Service (FMCS), a free, government-sponsored, dispute resolution service headquartered in the District of Columbia.

  4. Assignment. You may not transfer or assign any LSC grant, income derived from an LSC grant, any real or personal property funded in whole or in part with an LSC grant, or any of your rights or obligations under these or other LSC grant terms and conditions without obtaining LSC’s advance written consent, including submission and approval of a Successor in Interest Agreement, when applicable.

  5. Indemnification. You will indemnify, hold harmless, and defend LSC and its officers, directors, employees, agents, and assignees against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses, including reasonable attorneys' fees, that LSC incurs as a result of a third-party claim alleging that:

    • you breached these or other LSC grant terms and conditions;
    • you acted negligently, grossly negligently, intentionally, or failed to act when you had a duty to do so, while performing your obligations under these or other LSC grant terms and conditions;
    • your negligent, grossly negligent, or intentional acts or omissions while performing your obligations under these or other LSC grant terms and conditions caused bodily injury, death, or damage to real or tangible personal property; or
    • you failed to comply with any applicable federal, state, or local laws, regulations or codes while performing your obligations under these or other LSC grant terms and conditions.
  1. Amendments and Waiver. LSC may amend or waive any of these or other LSC grant terms and conditions, as circumstances may require. To be effective, an amendment or waiver must be in writing and delivered to you.

  2. Conflicting Terms If there is a conflict between these or other LSC grant terms and conditions and any provision of the LSC Act, LSC appropriations, or LSC regulations, then your grant will be governed by the applicable provision of the LSC Act, LSC appropriations, and/or LSC regulations, consistent with the Severability section below.

  3. Entire Agreement. These Terms and Conditions constitute our entire agreement with respect to your 2021 Basic Field Grant,and supersede all previous agreements, oral or written, relating to your 2021 Basic Field Grant.

  4. Severability.  The invalidity of any provision of these or other LSC grant terms and conditions will in no way affect the validity of any other provision. If any provision of these or other LSC grant terms and conditions cannot be legally enforced to its fullest extent, then such provision will be enforceable to the maximum extent permitted by law, and we consent and agree that such provision may be judicially modified accordingly in any proceeding brought to enforce such provision.

The table in paragraph 7 of the 2021 Grant Terms and Conditions contained language from the prior version of Part 1607. These edits conform to the updates to 45 C.F.R. 1607.3(c).

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