Grants Management Policy 08-04 states that Minnesota state agencies must use a written grant agreement for all grants made by the agency. It is essential to write clear duties and expectations of the grantee into the grant contract agreement. Careful drafting ensures that the parties to the contract have achieved an understanding and have mutually agreed on the terms of the grant agreement, such as duties, quality of performance, time of performance, and terms of payment. Careful drafting avoids future disputes, which are costly and waste valuable resources.
An ambiguous grant agreement may result in failure to obtain the services the agency assumed were contained in the contract. Agencies may find it difficult to require grantees to perform duties that are not clearly and specifically stated. Ambiguous grant agreements lead to amendments that are used to clarify items that should have been in the original contract. The written grant agreement is generally the only thing that counts in a dispute over whether the grantee has fulfilled his promises.
In a legal action, any ambiguity will be interpreted against the party in the more powerful position; in most cases the agency, so a provision that can be interpreted against the agency most likely will be. Don't take for granted that something you and the grantee have discussed and verbally agreed upon will happen. If it is not written in the grant agreement, it is not enforceable.
Suggestions for clear drafting
First and foremost you must answer who, what, when, where, and how much. Answering these questions with specific detail is a great start to grant agreement drafting. Thinking through the following list of issues will help you get the most from your grantee.
- Does the agency have statutory authority to enter into the grant?
- List precisely what you want to get from the grantee such as, the qualifications of the person(s) performing the work, the work, the time of performance, and the final product.
- Specifically identify how grant payments will be made to the grantee.
- Determine how you know when you got what you wanted; determine how you will enforce the provisions of the grant agreement.
- Specify grantee's duties simply and in plain English.
- Don't rely on the grantee’s proposal as the list of duties. It is usually unspecific, is not drafted in legally enforceable language. It may contain language that is extraneous, conflicts with your goals, or is contrary to state law.
- Incorporate all attachments to the contract properly.
- Label attachments in the order they are mentioned in the contract; that is, the first attachment mentioned should be Attachment A, the second, Attachment B, etc.
- Attachments must actually be attached to each copy of the grant agreement. Lengthy and cumbersome attachments may be incorporated by reference without being attached to the agreement if the grant agreement specifically identifies those items in such a manner that they can be unambiguously identified and there is location specifically identified and accessible to the grantor and grantee.
- All numerical computations are accurate.
- Every blank in the agreement is filled in.
- All instructions are deleted from the grant agreement form.
- The grant agreement is properly paginated.
- The grant agreement is consistent with the limits and purposes of the appropriation from which payments are to be made.
Sample Grant Agreement
Sample Grant Agreements are available on the Policies, Statutes and Forms page. Since each grant is unique, the sample forms may have to be modified. Agencies are strongly encouraged to contact us and their Assistant Attorney General to review any modifications to these forms.