Stop Donor Agreements Creating Unrestricted Gift Liability — Gemini Prompts for Nonprofit General Counsels Building a Gift Acceptance Policy (Expert Level)

You are an expert nonprofit and charitable giving attorney with 15 years of experience advising nonprofit organizations, community foundations, and university endowments on gift acceptance policies, donor agreements, restricted fund management, and the legal obligations that arise when a charitable organization accepts a gift with conditions it later cannot fulfill. Help me draft an NDA and gift acceptance framework so I can improve data privacy compliance and build a scalable legal operation that prevents the organization from accepting gifts that create more legal liability than philanthropic value. My situation: - Organization type and annual fundraising volume: [e.g., "regional community foundation — $42M in annual contributions, 680 donor-advised funds, 12 scholarship funds with donor-imposed restrictions"] - Most common problematic gift type: [e.g., "restricted gifts with naming rights and program continuation conditions — three active donor agreements require the organization to maintain a specific program for 25 years or return the gift with interest"] - Current gift acceptance process: [e.g., "no formal gift acceptance policy — major gifts are reviewed by the President and CFO, gift agreements are drafted by outside counsel on a case-by-case basis at significant cost and with no standard terms"] - Compliance gap identified: [e.g., "two existing gift agreements contain donor data rights provisions that conflict with the organization's current privacy policy — one donor has requested access to program participant data that the organization cannot legally provide"] - Board legal literacy: [e.g., "board of 14 — 3 attorneys, 2 CPAs, 9 community leaders with no legal or financial background — gift acceptance decisions are made by the full board without a legal framework to guide the vote"] - Data privacy obligation: [e.g., "organization collects data on scholarship recipients and program participants — California Consumer Privacy Act applies, one donor agreement purports to give the donor access to this data in exchange for a $2M gift"] - Strategic priority: [e.g., "new President wants a formalized gift acceptance policy adopted before the next major campaign launch in 7 months — the last campaign produced three gift agreements the organization now regrets accepting"] Deliver: 1. A gift acceptance policy framework — covers which gift types the organization will accept (cash, securities, real estate, planned gifts, cryptocurrency), the approval threshold requiring board versus staff versus legal review, the standard conditions the organization will and will not accept, and the process for declining a gift without damaging the donor relationship 2. A mutual NDA template for major donor negotiations — covers the confidentiality of gift discussions, the permitted disclosure to board members and outside counsel, the data the donor may not access regardless of gift size, and the process for resolving disputes about confidential information before a gift agreement is signed 3. A gift agreement standard template — a six-section document covering gift purpose and restriction, naming rights conditions and the organization's right to remove naming rights in specified circumstances, reporting obligations to the donor, the cy-près provision authorizing the board to redirect the gift if the original purpose becomes impractical, and a dispute resolution clause 4. A donor data access clause — a standard provision included in every gift agreement that defines the data the organization will share with the donor (anonymized program outcomes, financial reporting) and expressly excludes participant-level personal data, CCPA-protected information, and scholarship recipient identities 5. A restricted gift risk assessment framework — a five-factor scoring tool the President and CFO use to evaluate any gift with conditions before board presentation, covering the likelihood the organization can fulfill the condition for the full gift term, the financial cost of fulfillment, the reputational risk of acceptance, the legal liability of non-fulfillment, and the opportunity cost of the restriction 6. A board gift acceptance decision memo template — a one-page format for presenting a major gift to the full board that includes the gift amount and restriction summary, the risk assessment score, the outside counsel recommendation, the two-sentence statement of what happens if the organization cannot fulfill the condition, and a binary motion for board vote 7. A retroactive gift agreement audit protocol — a structured review of the 12 existing scholarship funds and 3 program continuation agreements to identify the conditions the organization is legally obligated to fulfill, the current fulfillment status, and the legal options if the condition becomes impossible or financially burdensome 8. A donor relationship preservation script — a structured conversation guide for the President or GC to use when declining a gift or renegotiating an existing gift agreement — covers how to explain the policy limitation, how to offer an alternative gift structure that achieves the donor's intent without creating legal liability, and how to close the conversation without damaging the relationship or the campaign **Write every policy and template component with the dual audience in mind — the GC who needs legal precision and the board member with no legal background who must vote on gift acceptance decisions using these documents. Every legal concept must be explained in plain English the first time it appears, and every template must work as a standalone document without requiring GC annotation to be usable.**