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October 20, 1997

Processing Contracts and Contributions from Non-governmental Sources:
A Memorandum of Understanding

Between the Office of Corporate and Foundation Relations, Office of the Vice President for Development and the Division of Research Development and Administration, Office of the Vice President for Research, University of Michigan

Purpose
The purpose of this document is to briefly outline the responsibilities of the Corporate and Foundation Relations office (CFR) and the Division of Research Development and Administration (DRDA) and to describe the relationships and agreements regarding how these offices will cooperate and interact on behalf of the University in the processing of contracts and contributions from non-governmental sources.

Correct classification and processing of external funds (contributions and contracts) assures the University's ability to comply with any terms specified by the sponsor/donor, meet state and federal reporting requirements, properly recover its costs--both direct and indirectand facilitate acceptable levels of accountability and stewardship for these funds. Classification and processing of these awards is sometimes complex and will require the exercise of informed judgment, particularly in the many cases where the nature of an award is not immediately clear.

CFR and DRDA pledge to work together collaboratively and to communicate effectively to simplify these processes on behalf of the University.

Definitions of Terms
[See] a list of definitions of the pertinent terms used in this memorandum of understanding. Of particular importance is the distinction made between contributions and contracts.

Classification of Awards from External Organizations
Important distinctions must be recognized between how funds are transferred to (or received by) the University and the purposes (or expenditures) to which these funds are applied by the University. Contributions (gifts and grants) and contracts (including grants and exchange transactions) are the principal forms of transfers or awards made by non-governmental sources (principally industry, foundations, and various associations, but may also include certain public charities, nonprofit organizations, and individuals). It should be recognized that contributions are synonymous with voluntary transfers which was the terminology used in the 1980s. In classifying contributions and contracts for accounting purposes, CFR and DRDA agree to apply the conclusions and findings of two reports to assist in making such determinations: (1) "Guidelines for Identifying and Reporting Transfers to U/M Accounts" (November 30, 1987). This document is the final report of a University of Michigan, Gifts/Grants & Contracts Committee. (2) "NACUBO Guide to Distinguishing Between Contracts (Exchange Transactions) and Contributions" 1996. This guide is Appendix D of the "CASE Management Reporting Standards: Standards for Annual Giving and Campaigns in Educational Fundraising", 1996 which updates a 1982 version.

It is important to recognize that each award must be considered in its totality, rather than focusing on any single characteristic on the list of criteria.

Responsibilities
Corporate and Foundation Relations (CFR) The mission of the Office of Corporate and Foundation Relations (CFR) is to maximize contributions and other support to the University of Michigan from corporations and foundations. In carrying out this mission, the CFR office:

The CFR office also provides coordination and a clearance system for academic and research units soliciting financial support from certain corporations and foundations that require limited proposals per year from the university or central university approval for solicitations. This centralized system applies to solicitation of contributions from certain corporations and foundations capable of making gifts of respectively $250,000 or $1,000,000 or more within a five year period. By avoiding duplication of effort and by equitably resolving competing claims, prospect coordination helps ensure the greatest possible return in support of the Universitys foremost priorities. The full Prospect Coordination and Clearance Policies for Corporations and Foundations can be found at (https://corporaterelations.www.umich.edu) on the CFR intranet web site.

Division of Research Development and Administration Office (DRDA)
The primary mission of the Division of Research Development and Administration (DRDA) is to assist faculty and staff members in all aspects of externally funded research projects and other scholarly activities. The DRDA staff assist research faculty and administrations:

DRDA Project Representatives are responsible for liaison with specific groups of sponsors. In this way, they can keep apprised of sponsor policies and programs in technical, scientific, and scholarly fields and can devote attention to the specific requirements of the sponsoring agencies. University policies and procedures [pre-award and post award] concerning externally-funded sponsored projects are described on-line at the UM Research web site (www.research.umich.edu).

Financial Operations Office of Sponsored Programs
The primary mission of the Sponsored Programs Office (SPO) within Financial Operations is to address all accounting issues related to sponsored projects--funded by government and non-government sources--after the award has been received by the University. The non-government area is divided into two sections: one dealing with non-profit foundations; the other dealing with industrial sponsors. The account coordinators:

SPO coordinates the performance of external audits on the projects and is responsible for responding to audit findings. Follow-up on invoices and responding to audit findings is done in partnership with the academic unit.

Proposals for External Support
Formal contacts with external funding sources may take several different forms. The contact may be initiated by the external funding source (e.g., foundation, industry, public charity, non-profit organization) in the form of a written request for proposal (RFP) or through less formal discussions between representatives of the external organization and individual faculty members or other University personnel.

In the case of an RFP, a formal proposal is usually prepared and submitted to the potential sponsor, outlining to scope of activities to be undertaken in response to the RFP. Informal discussion may also result in the submission of a written proposal to be evaluated by the external organization before a commitment is made to provide funds to support the program or project envisioned.

The initiative for such contacts may also come from the University. An unsolicited proposal may be submitted to a potential source of external funds, which then would be reviewed and acted upon much in the same manner as a response to an RFP.

Alternatively, the contact with the external organization may be initiated by the University in the form of a gift solicitation. While such solicitations may describe a general area or program to be supported by the requested funds, they usually do not take the form of a grant proposal (that is, gift solicitations generally do not include a budget and description of the scope of activities to be undertaken).

Proposal or Solicitation Processing
It is necessary to understand the criteria for distinguishing between awards for sponsored projects and voluntary transfers to an academic unit or other unit of the university. The concept of a sponsored project is integral to understanding when a proposal or gift solicitation must be sent to DRDA for processing.

A sponsored project is any externally funded research or other scholarly activity that has a defined scope of work or set of objectives which provides a basis for sponsor expectations. Grant awards often are made for sponsored projects. Multiple sponsored project awards can be coordinated to support a sponsored program.

The Office of the Vice President for Development and the Office of the Vice President for Research agree that every grant proposal, gift solicitation, or contract application (including subcontracts to be issued to the University) for a sponsored project must be submitted for prior approval through DRDA before being sent to the proposed sponsor. Agreement formats and requests for proposals (RFP) or quotations (RFQ) offered by sponsors may contain provisions that are inconsistent with the policies of the University or those of the State of Michigan. It is essential, therefore, that any proposed agreement be reviewed by the Division of Research Development and Administration prior to acceptance or initiation of work thereunder. DRDA will coordinate the review of such agreements with the Office of the General Counsel, the Technology Management Office, and others as necessary. Documents that contractually bind the University can be signed only by a University official authorized to do so by the Board of Regents.

Gift solicitations and proposals to corporations and foundations for other than sponsored projects are processed by the CFR office. Gift agreements are negotiated by the Office of the Vice President for Development, much as sponsored project agreements are negotiated by DRDA.

Accepting Voluntary Transfers or Contributions
All voluntary transfers or contributions (gifts and grants) to the University in the form of money and securities or in any other forms, whether for the benefit of the entire institution or any of its sub-divisions, must be reported to the President and the Board of Regents by the Vice President for Development in a manner consistent with the requirements of the Vice President and Chief Financial Officer. Final authority to accept or reject such transfers rests with the Board. Gifts and grants are solicited and accepted for purposes which are consistent with the teaching, research, and public service mission of the University. The Executive Officers are responsible for making such determinations of consistency. Each gift is accepted subject to the general policy of the Board that the wishes of the donor with respect to a gift shall be loyally observed, so long as in the opinion of the Regents such wishes do not conflict with the proper administration of the University under changes that may develop in the course of time.

CFR and DRDA consider communication between the two offices to be of great significance in service to faculty and units seeking extramural support. Coordination and cooperation is necessary because sponsored projects are often funded by a combination of contributions and contractual support. These offices will routinely share proposals and eventually databases to insure proposals are processed rapidly and properly. Academic and research unit development officers are encouraged to work closely with unit research administrators to facilitate these processes.

Continuous Improvement
Actual performance and activities in each area addressed by this memorandum will be reviewed and evaluated regularly. The Director of DRDA and the Senior Director of CFR will, upon mutual agreement, will revise and improve these operating policies and procedures as necessary to improve coordination and services to the University.

[signed by:]
G. A. "Jay" Hartford, Jr., Senior Director, Corporate & Foundation Relations and
Marvin G. Parnes, Director, Division of Research Development and Administration, Assistant Vice President for Research

October 20, 1997
(with slight revisions for the web version on 2/1/99)

Definitions for Administration of Contributions or Contracts from Non-governmental Sources

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