Climate Action Fund - round 2 - terms and conditions

These terms and conditions are only an example of ones we use. If you're awarded funding, your specific terms and conditions may differ from these.

Capital terms and conditions for the Climate Action Fund, for grants relating to property, vehicles and/or equipment

“we” “us” and “our” means the National Lottery Community Fund and includes our employees and those acting for us.

“you” and “your” refer to the organisation receiving the Capital Grant.

“Asset Liability Period” has the meaning given in paragraph 11.

“Capital Grant” means the grant awarded to you by us for the Project as set out in the Grant Agreement.

“Grant Agreement” means the grant offer letter addressed to you and from us which you have signed and accepted and which incorporates these terms and conditions (with any special conditions we have agreed).

“Project” has the meaning given to it in the Grant Agreement.

“Practical Completion” means the later of i) the date that a certificate of practical completion (or its equivalent) is issued for any building work or ii) the date the Property is ready for the use described in the Grant Agreement. If the Project involves more than one certificate of practical completion, it will be the date of the final certificate.

“Property” means the land and/or buildings to be acquired and or developed as part of the Project.

1. If any part of the Capital Grant is to buy or build, refurbish, extend or alter a Property, these standard terms and conditions will apply to your Grant in addition to all other conditions we have required of you.

2. You must own either the freehold or leasehold interest in the Property before we release more than 5% of the Capital Grant.

3. You understand and accept that we will require security over the Property to secure repayment of the Capital Grant in appropriate circumstances. Usually this will be:

3.1. a legal charge in our standard form; or

3.2. a deed of dedication in our standard form, to include: i) if the Property is registered, a restriction on title to be registered at the Land Registry, or ii) if the Property is unregistered, a land charge at the Land Charges Department.

If we have asked for security, you understand that we will not pay more than a maximum of 5% of the Capital Grant until we have received satisfactory proof of ownership and the security documents completed to our satisfaction.

4. You confirm that you do not have any undisclosed loans secured against the Property and that you will not take out any loans secured against the Property unless you receive our agreement in writing first.

5. If any part of the Project is to acquire, refurbish or build upon Property (including any extension or alteration(s) to building(s)), you will send to us the following documents:

5.1. a surveyor’s report on the condition of the Property, its value and whether it is suitable for the Project;

5.2. confirmation by your solicitors that all necessary consents for the development and/or use of the Property for the purposes of the Project have been obtained and satisfactory evidence that all pre-commencement conditions (issued by the relevant Planning Authority) have been satisfied in full;

5.3. if the Capital Grant is £50,000 or over for a purchase or if it is £100,000 or over for a refurbishment or development, a satisfactory certificate of title (if requested) completed by your solicitors (in the form which we will supply);

5.4. if the Capital Grant is £100,000 or over, a deed of dedication and if the Property is registered, your solicitors’ undertaking to register a restriction on title at the Land Registry or, if unregistered, a land charge at the Land Charges Department;

5.5. if the Capital Grant is £500,000 or over and you are not a statutory body (whose constitution prevents the giving of security), a signed legal charge and your solicitors’ undertaking to register it at the Land Registry or Land Register and at Companies House, (if appropriate); and

5.6. if the Capital Grant is for £500,000 or over and you are not a statutory body (whose constitution prevents the giving of security), confirmation (by way of a legal opinion in the form which we will supply) from your solicitors, that you have the legal powers necessary to sign the documents and that the obligations will constitute valid legal and binding obligations on you enforceable against you in accordance with their terms.

6. If any part of the Project is to acquire, refurbish or build (including by way of extension or alteration(s)) upon leasehold Property, then you will ensure that the lease will be for the following minimum term of years from the date of Practical Completion:

6.1. For a Capital Grant of up to £100,000: a lease of at least 5 years without a break clause;

6.2. For a Capital Grant of up to £500,000: a registered and assignable lease of at least 5 years without a break clause;

6.3. For a Capital Grant of £500,000 or more but less than £1 million: a registered and assignable lease of at least 10 years without a break clause;

6.4. For a Capital Grant of £1 million or more but less than £5 million: a registered and assignable lease of at least 15 years without a break clause;

6.5. For a Capital Grant of £5 million or more: a registered and assignable lease of at least 20 years without a break clause; and

you will send us a copy of the lease to approve, which must satisfy us that it is suitable security for the grant.

Where the Capital Grant is above £100,000 the lease of the Property must not be subject to forfeiture on insolvency provisions.

7. In addition to clauses 5 and 6, if all or part of your Capital Grant is to be used for any building work you understand and accept:

7.1. that we will keep 95% of the Capital Grant until you have provided in a form which is completed to our satisfaction:

7.1.1. evidence that you have received any necessary planning permission, listed building or conservation area consent and building regulations consent (or other applicable consents or regulations) required for the building work; and

7.1.2. evidence that a competitive tender process has been undertaken with a minimum of three estimates received from three independent builders to ensure value for money including for pre-tendered arrangements, evidence of the tender process identifying existing contractors and details of any mini-competition between pre-appointed building contractors and, in each case, evidence of a fair, transparent and documented process (compliant with any statutory requirements applicable to the building works).

7.2. that we will make payments in stages when you receive builders’ invoices or against interim certificates completed on the RIBA (Royal Institute of British Architects) form or other appropriate invoices and/or certification in terms first approved by us;

7.3. that we will keep 5% of the Capital Grant until we receive the certificate of Practical Completion. You will then send us the making good defects certificate, confirmation that you have obtained the building regulations completion certificate, and confirmation that you have obtained the buildings insurance certificate and any defects insurance and guarantees; and

7.4. that if you want to make significant changes to the scope of the building works, you must get our permission in writing first.

8. In addition to clauses 5 and 6, if your Capital Grant is for more than £100,000 and to be used for any building work you understand and accept that:

8.1. we will keep 95% of the Capital Grant until you have provided in a satisfactory form:

8.1.1. a copy of the tender review report for pre-tendered arrangements, evidence that demonstrates that costs have been market tested to confirm value for money;

8.1.2. an up to date capital project cost summary, cash flow and programme;

8.1.3. evidence that you have secured all the required partnership funding for the Project; and

8.1.4. all the legal documents requested by us.

8.2. you must employ a lead building professional to manage the tender process and to certify that the building works have been properly carried out;

8.3. if structural work is necessary, you must employ a structural engineer;

8.4. you will use building professionals that are fully qualified members of an approved professional body with the necessary experience and expertise for the Project and have all necessary professional indemnity insurance cover with indemnity limits appropriate to the nature of the Project and approved by us; and

8.5. if building works come under the Construction (Design and Management) Regulations 2015 (as amended from time to time), you will confirm that you have appointed a planning supervisor and otherwise complied in full with the Regulations.

9. You understand that if you do not make payment claims for Capital Grant within three months of incurring the relevant capital expenditure, then we will proportionally reduce your Capital Grant in line with the actual capital expenditure incurred in the claim period.

10. You will not sell, lease, let, sub-let or otherwise dispose of or change the use of the Property without first obtaining our written consent, which may contain conditions which you will have to meet. If you sell or dispose of the Property, you may have to repay us all or part of the money you have received from us. The amount you repay will be in direct proportion to the share of the Project cost that came from us. If you sell the Property with our consent, it must be at full market value which you have demonstrated to our satisfaction.

11. We will continue to have an interest in the Property and you will supply information about and allow us to monitor and inspect the Property for the following periods commencing from and including the date of acceptance of the grant offer letter:

11.1. for Capital Grants of up to £499,999, to and including the date which is 5 years after the date of Practical Completion;

11.2. for Capital Grants of £500,000 or more but less than £1 million, to and including the date which is 10 years after the date of Practical Completion;

11.3. for Capital Grants of between £1 million and £4,999,999, to and including the date which is 15 years after the date of Practical Completion;

11.4. for Capital Grants of £5 million or more, to and including the date which is 20 years after the date of Practical Completion,

defined as our “Asset Liability Period”.

PROVIDED THAT if all or any part of the Capital Grant has become repayable, or any other amount has become due from you to us, and the relevant amount has not been paid on the date when the Asset Liability Period would otherwise end in accordance with this clause 11, the Asset Liability Period shall continue until the date all amounts due to us have been paid in full.

12. During the carrying out of any building works you will procure that the building contractor(s) will at all times:

12.1. maintain an “all risks” insurance policy covering the usual risks in respect of the building works, their carrying out and all unfixed goods and materials in connection with the building works for, in every case, the full reinstatement or replacement costs;

12.2. if requested, supply evidence to us of the insurance policy;

12.3. if any of the building works or any materials or goods required for the works are destroyed or damaged, make a claim under the insurance policy and use any proceeds for rebuilding, reinstatement or replacement of the works; and

12.4. not do or permit anything which may render the insurance policy void or voidable.

13. You will pay and indemnify and keep us indemnified from and against all loss damage costs claims and any liability and expense in respect of any injury to or the death of any person damage to any property movable or immovable pollution or sign of likely pollution or disturbance or destruction of any rights easement or privilege or otherwise by reason of or arising out of the erection and completion of any building works or the condition existence or user of the works.

14. You will permit us to enter the Property to view the state and progress of the building works provided that we are accompanied by your representative or contractor, we shall not interfere with progress of the building works and we will make any communications and representations only to you and not direct to your contractor.

15. In exceptional circumstances, we may permit works to land which is owned by a third party or multiple third parties. If we approve this, you will enter into agreements with each land owner. Any third party land owner agreements must be provided to us for approval and must include the following:

15.1. Details of the parties;

15.2. Confirmation of how the Property is held (freehold or leasehold);

15.3. A description of the Property (including plans);

15.4. Covenants on the part of the land owner to maintain the Property and ensure continued use of it for the duration of the Asset Liability Period in accordance with the terms of the Capital Grant; and

15.5. A provision that any onward disposal of the Property should be subject to the third party land owner agreement.

All third party land owner agreements should be completed and in place before any funds are released for work on each plot of land owned by a third party. Where the land is held in multiple ownership, you must keep a clear record of all third party land owners and provide agreements for each plot where capital works will be carried out.

16. If your Capital Grant is to fund the purchase or enhancement of vehicles or equipment, the following conditions will apply:

16.1. You must provide us with evidence that the vehicles or equipment are validly owned by you;

16.2. You must retain the vehicles or equipment for the duration of the Project and use them only for the Project;

16.3. You must not sell or dispose of the vehicles or equipment during that time without first obtaining our written consent and if required, you must pay us a share of the proceeds from any disposal; and

You must keep the vehicles or equipment safely, in good repair and condition and adequately insured for the duration of the Project.

Revenue terms and conditions for the Climate Action Fund

In these terms and conditions, The National Lottery Community Fund is referred to as “us” or “we”, and the organisation that is awarded a grant is referred to as “you”. We refer to the project, event or activity described in your application, or as otherwise agreed with us, as “the project”.

1. By accepting this grant, you agree to:

1.1. hold the grant on trust for us and use it only for your project;

1.2. use the grant only for costs incurred after the date of your grant offer letter and only during the term of the project as agreed with us;

1.3. start your project and draw down the first instalment of the grant within six months of signing the grant offer letter, unless otherwise agreed with us;

1.4. provide us promptly with any information and reports including relevant monitoring information we require about the project and its impact on your community, both during and after the end of the project;

1.5. work with any third party we may contract with or appoint for the benefit of the project and/or this funding programme;

1.6. obtain our written consent before making any significant changes to your project or to the status, ownership or constitution of your organisation;

1.7. let us know promptly about any significant issues or delays with your project or any legal claim and/or investigation made or threatened against you, any member of your governing body, or any organisation, employee or volunteer working on the project;

1.8. act lawfully in carrying out your project, in accordance with best practice and guidance from your regulators, and follow any guidelines issued by us in relation to the programme or use of the grant;

1.9. advance equality of opportunities in line with the law and any guidelines issued by us;

1.10. if the grant is for a salary of a new post, advertise the vacancy externally unless otherwise agreed with us, and carry out a fair and open recruitment process in line with the law and any guidelines issued by us;

1.11. acknowledge National Lottery funding using our logo in accordance with the relevant guidelines for recognising your grant, which can be found on our website https://www.tnlcommunityfund.org.uk/;

1.12. hold the grant in a UK based bank or building society account which satisfies our requirements as set out in guidelines and requires at least two unrelated people to approve all transactions and withdrawals;

1.13. treat the grant as restricted funds in your annual accounts using the reference “the National Lottery Community Fund” and the programme name “Climate Action Fund” and if required by us, open a separate designated bank or building society account for each grant from us for the sole purpose of receiving and administering that grant;

1.14. immediately return any part of the grant that is not used for your project or that has not been spent by the end of the project, as agreed with us;

1.15. where your project involves working with children, or adults at risk, comply with our Guidance to Grant holders on Safeguarding the Vulnerable People We Support available on our website and carry out background checks for all employees, volunteers, trustees or contractors as required by law and good practice guidance from your regulator(s).

1.16. have an appropriate written whistleblowing policy and procedure/s in place, ensure the policy and/or procedures are publicised internally and ensure that staff are trained on its principles and operation, review and update your whistleblowing policy and procedures at least every two years;

1.17. comply with all applicable data protection legislation and, where appropriate, you will obtain the consent of your beneficiaries to enable us to receive and process their personal data and for us to contact them;

1.18. keep accurate and comprehensive records about your project both during the project and for seven years afterwards and provide us on request with copies of those records and evidence of expenditure of the grant such as original receipts and bank statements;

1.19. allow us and/or the Comptroller and Auditor General reasonable access to relevant premises and systems to inspect the project and grant records;

1.20. us publicising and sharing information about you and your project including your name and images of project activities. You hereby grant us a royalty free licence to reproduce and publish in any format any project information you give us. You will let us know when you provide the information if you don’t have permission for it to be used for these purposes; and

1.21. if your project is being delivered in Wales, enable people to engage in both Welsh and English, treating both languages equally. Welsh speakers must be able to access information and services in Welsh and all materials must be produced bilingually.

2. If any part of the grant is used to buy goods or services, or to buy or develop intellectual property, costing more than £10,000 you will:

2.1. carry out a competitive tender for the goods and/or services and comply with UK and EU procurement rules if applicable to you;

2.2. use assets purchased or enhanced using the grant only for the project and keep them safely, in good repair and condition and adequately insured for the life of the project and any subsequent asset monitoring period specified in the relevant guidelines;

2.3. protect any intellectual property rights purchased or developed using the grant and not commercially exploit these rights without our prior written consent; and

2.4. obtain our prior written consent for any disposal of assets purchased, developed or enhanced using the grant and if required, pay us a share of proceeds from such disposal.

3. You acknowledge that we are entitled to suspend or terminate the grant and/or require you to repay all or any of the grant and/or impose additional conditions in the following situations. You must let us know if any of these situations have occurred or are likely to occur.

3.1. You use the grant in any way other than as approved by us or fail to comply with any of these terms and conditions, or any additional conditions set out in our grant offer to you.

3.2. You fail to make good progress with your project or are unlikely in our view to complete the project or achieve the impacts agreed with us.

3.3. You have match funding for the project withdrawn or receive duplicate funding for the same project costs as funded by the grant.

3.4. You provide us with false or misleading information, either on application or after award of the grant, act dishonestly, or if you or anyone involved in the project or your organisation is under investigation by us, a regulatory body or the police.

3.5. You do or fail to do anything that brings us or the National Lottery into disrepute, or which we consider for any reason puts public funds at risk, or we terminate or suspend any other grant we have given you.

3.6. You enter into, or in our view are likely to enter into, administration, liquidation, receivership, dissolution or, in Scotland, have your organisation’s estate sequestrated.

4. You acknowledge that:

4.1. by accepting this grant:

4.1.1. you confirm that the information in your application has been authorised by the governing body of your organisation;

4.1.2. your organisation is able to deliver the project described in your application; and

4.1.3. the grant is not consideration for any taxable supply for VAT purposes;

4.2. the grant is for your use only and you may not share or transfer the grant (or any part of it) to anyone else unless approved by us. If we agree to you sharing or transferring the grant, you are responsible for ensuring that your partners and other recipients of the grant accept and comply with these terms and conditions and follow any guidance issued by us. If they fail to do so, we may exercise our rights in clause 3, including to terminate the grant and require repayment. You must enter into a legally binding agreement, with anyone with whom you share the grant and provide us with a copy on request;

4.3. if any part of the grant is used to buy or build, refurbish, extend or alter buildings or land or to purchase or enhance vehicles or equipment you must comply with our additional capital grant conditions;

4.4. we will not increase the grant if you spend more than the agreed budget on your project and we can only guarantee the grant as long as the National Lottery continues to operate and we receive sufficient funds from it;

4.5. the grant comes from public funds and you will not use it in a way which does not comply with the UK's international subsidy control commitments effective from 1 January 2021. If the grant is deemed to be unlawful subsidy, you will repay the entire sum immediately. If you are concerned about subsidy control commitments, you will seek independent legal advice;

4.6. we have no liability for any costs or consequences incurred by you or third parties that arise either directly or indirectly from the project, nor from non-payment or withdrawal of the grant, save to the extent required by law; and

4.7. these terms and conditions will continue to apply for (i) one year after payment of the last grant instalment; or (ii) until the project has been completed; or (iii) for as long as grant monies remain unspent; whichever is longer. Clauses 1.4, 1.5, 1.8, 1.11, 1.14, 1.19, 1.20, 1.21, 2.2, 2.3, 2.4, 4.5 and 4.6 shall survive expiry of these terms and conditions.