Concluding the Partnership
1. What provisions should be made for auditing the activities of a partnership? (top)
The form of the partnership agreement dictates the type and text of the audit provision that should be incorporated into the agreement. Audit provisions in grants and cooperative agreements must track applicable regulations and OMB guidance. The Solicitor's Office and an agency's contracting officers can assist in identifying appropriate audit provisions for grants and cooperative agreements.
Most other types of partnership agreement are not subject to specific audit requirements. Nevertheless, audit provisions should be incorporated into many agreements, as appropriate to the purpose of the partnership and the nature of the partnership. For example, in order to maintain donor confidence and to help attain mutual partnership goals, auditing provisions should be incorporated into agreements authorizing a partner to raise funds that will be used to benefit an agency. Such agreements are generally referred to as fundraising agreements. Also, auditing provision should be incorporated into partnership agreements authorizing partners to sell goods or services to promote an agency's mission. These agreement are often referred to as cooperating association agreements.
The usefulness of audit provision can be greatly enhanced if a partner takes reasonable steps to keep good financial records, to periodically self audit, and to provide financial reports to a partner agency. Examples of audit and related provision that agencies and their partners may incorporate into some partnership agreements follow:
a. The [organization] will maintain accounting books and records under a system of accounts and financial controls meeting accepted professional standards, and shall make those records available for audit by the [agency], its designee, or the Comptroller General of the United States.
b. The [organization] will furnish to the [agency] an annual financial report including financial statements audited by an independent licensed or certified public accountant. The annual financial report shall be in such detail that all interest, investment income, gross receipts and expenses incurred by, or accruing to, the [organization] in connection with activities under this Agreement will be apparent. The [organization] will permit the [agency] or its designee to verify and audit the financial report from the books, correspondence, memoranda and other records of the Association, during the period of this Agreement, and for such time thereafter as may be necessary to accomplish such verification.
2. Can we use alternative dispute resolution procedures if we have a disagreement with a partner? (top)
Alternative Dispute Resolution (ADR) refers to a number of processes, both binding and non-binding, which may be utilized to resolve disputes without resort to the courts. ADR generally employs a neutral party agreed to by the parties to serve as a facilitator or decision maker. The Department has ADR experts at the departmental level, in agencies, and in the Solicitor's Office.
Agencies may choose to negotiate the inclusion of ADR provisions in partnership agreements. The type of ADR and the way it will be utilized may be tailored to match the complexity of the partnership agreement.
While ADR is available and can be very helpful in resolving disputes, to date most partnership agreements entered into by Interior agencies do not include ADR provisions. This may be because not all parties and disagreements may be amenable to resolution through ADR, and locking the parties into an ADR process at the time of agreement execution may be considered premature by the parties. Parties can always discuss the option of using ADR if and when a problem arises. Regardless, the addition of ADR provisions to an agreement should be given serious consideration by the parties.
3. How can we best keep Congressional members and staff informed of our partnership activities? (top)
The best way to keep congressional members and staff informed of partnership activities is the same way we keep congressional members and staff informed of our other activities: by working through the Office of Congressional and Legislative Affairs and/or the agency's legislative affairs office.
Additionally, we note that care must be taken to ensure that communications with our partners do not encourage grass-roots lobbying, an activity that can violate several anti-lobbying statutes, some of which have criminal penalties.