PPM 5-4d, Contracts |
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Responsible Office: University Legal Counsel |
1.0 PURPOSE
This policy outlines contract review and signatory authority at the University.
2.0 REFERENCES
2.1 PPM 2-2, Authorization to Accept Gifts
2.2 PPM 5-4c, Financial Institutions
2.3 Utah Board of Higher Education Policy R541
2.4 Utah Admin. Code Title R628
2.5 Utah Code § 51-7-101, et. seq.
2.6 Utah Code § 51-8-101, et. seq.
2.7 Utah Code § 63G-2a-101, et. seq.
3.0 DEFINITIONS
3.1 Contract - A written agreement between two or more parties which is intended to create an obligation, right, or liability on behalf of the University). Contracts as defined above include letters and memoranda of intent or understanding.
4.0 POLICY
4.1 All contracts entered into in the name of the University are subject to applicable law and policies of the Utah State Board of Higher Education. Many of the University's contracts are subject to the Utah Procurement Code (Utah Code § 63G-2a-101, et. seq.), University procurement policy, and applicable state or federal regulations regarding sponsored projects.
4.2 The University has a centralized system of contracting authority. State law and Utah Board of Higher Education policy delegate to the Trustees and President certain authority to contract on behalf of the University. Subject to these limitations, this policy further delegates contract review and approval authority to other officers of the University. No person is authorized to execute contracts on behalf of the University unless authority to do so has been granted by this policy or by formal written authorization of the President.
4.3 General Review and Authorization
4.3.1 Contracts which commit University funding of $50,000 or more require legal review.
4.3.2 Contracts which commit University funding of $100,000 or more also require the signature of the President or responsible Vice President.
4.3.3 Contracts will be submitted for review and approval by the Board of Trustees and the Utah Board of Higher Education, as required by applicable law or Utah Board of Higher Education policy, including certain real estate contracts. The following real estate contracts have been delegated by the Board of Trustees for review and approval as outlined below: (1) leases where the University is lessor if the annual lease cost will not exceed $100,000 ; (2) leases where the University is lessee and the lease has a term of less than 5 years and financial consideration of less than $250,000 annually; and (3) easements.
4.3 Review and Approval of Specific Contracts
Contracts must be reviewed and approved as described below. Where a contract does not fall within a specific category, signature authority must be designated by the President.
Category: |
Athletic Contracts (not included elsewhere) |
Description: |
Game guarantees, scheduling agreements, media contracts, etc. |
Review: |
Day-to-day athletic contracts (e.g., scheduling agreements) do not require legal review. |
Signature: |
President or Vice President for Administrative Services |
Category: |
Benefit Contracts |
Description: |
Dental, medical, group life, long term disability, etc. |
Review: |
Require legal review |
Signature: |
President or VP for Administrative Services |
Category: |
Clinical Affiliation Agreements |
Description: |
Agreements to place 91¶ÌÊÓƵ students in clinical settings (i.e. hospital/nursing department agreements) |
Review: |
Require legal review. |
Signature: |
Responsible Dean or Division Head |
Category: |
Donor Agreements |
Description: |
Gift agreements, property gifts |
Review: |
Development Office should consult with the legal office and real estate office to ensure that appropriate legal provisions are included in the contract and that the gift is in the best interest of the University. |
Signature: |
President, VP for University Relations or VP for Administrative Services |
Category: |
Employment Contracts |
Description: |
Personal service contracts (coaches), standard-form contracts for faculty, PARs, early retirement, etc. |
Review: |
Day-to-day personal service contracts (PARs, standard-form contracts for faculty, etc.) do not that have been approved by legal counsel do not require individual legal review. All non-standard form contracts require legal review and HR review. |
Signature: |
Day-to-day personal service contracts - according to PPM 5-4a. |
All other personal service contracts - President or Responsible VP. | |
Category: |
Facility/Campus Use Agreements |
Description: |
Outside use of 91¶ÌÊÓƵ Facilities and Campuses - concerts, performances, athletic events, television productions, temporary amusement venues (i.e., mechanical bulls), etc. Note: Facility/Campus Use Agreements are limited to 30 days in duration. An agreement of a longer duration (or open-ended) should be considered a lease and reviewed and approved according to the Real Estate category below. |
Review: |
Department should consult with the Office of University Legal counsel to ensure that appropriate legal provisions are included in the contract. |
Signature: |
Responsible Dean or Division Head |
Category: |
Financial Aid Agreements |
Description: |
Participation agreements with federal or other sponsoring agency - excludes donor scholarship agreements. |
Review: |
As needed |
Signature: |
President or Provost |
Category: |
Licensing Agreements |
Description: |
Trademarks, music, royalty and production agreements, etc. |
Review: |
Require legal review |
Signature: |
President or Responsible VP |
Category: |
Organizational Training Agreements (Other than sponsored projects governed by University Policy including those funded by state or federal tax dollars) |
Description: |
Courses, programs or training provided by contract. Note: If the training agreement involves the use and substantial control of 91¶ÌÊÓƵ property by a third party, the agreement should be reviewed and approved according to the Facility/Campus Use Agreements category above. |
Review: |
Training agreements over $25,000 require legal review. Other training agreements are to be reviewed as needed. |
Signature: |
Over $10,000 - Dean of Continuing Education Under $10,000 - Responsible Dean or Division Head |
Category: |
Partnership/Teaming Agreements (Other than sponsored projects governed by University Policy , including those by state or federal tax dollars.) Includes letters and memoranda of understanding with domestic or international institutions. |
Description: |
Program affiliation agreements, partnerships with local chapters and professional associations, sister institution agreements, teaming agreements. |
Review: |
Domestic partnerships/teaming agreements over $25,000 require legal review.
International partnerships/teaming agreements require legal review in all cases. Other partnerships/teaming agreements are to be reviewed as needed. |
Signature: |
Responsible Dean or Division Head. |
Category: |
Procurement Contracts |
Description: |
Buying, purchasing, renting, leasing or otherwise acquiring any supplies, services, or construction. Excludes purchases with University P-cards which are governed by University Policy . |
Review: |
Require review and approval of the Purchasing Department in compliance with University Policy . Also require coordinated department review and legal review as needed. |
Signature: |
President, Responsible VP, or Director of Purchasing |
Category: |
Real Estate Contracts |
Description: |
Leases ( as lessee or lessor), purchases, sales, easements, etc. of real property. (For purposes of this policy, leases [as lessee or lessor] are considered to be formal arrangements that extend longer than 30 days in duration and provide for the use and substantial control of non-owned space by the University or a third party.) |
Review: |
Require legal review and 91¶ÌÊÓƵ real estate office review. |
Signature: |
President or VP for Administrative Services. |
Category: |
Sponsored Project Contracts |
Description: |
Awards, non-gift grants, contracts or memoranda of understanding between the University and federal, state or local government entities.
Awards supported by state or federal tax dollars in whole or in part. Awards made to the University for non-gift grants and contracts by non-governmental organizations or foundations. |
Review: |
Require review of the Office of Sponsored Projects in compliance with University Policies 4-25 through 4-35. Also require legal review as needed. |
Signature: |
Responsible Dean and Department Chair or Division Head and Director of Sponsored Projects (Compliance) |
4.4 Responsibilities of University Counsel
4.4.1 University Counsel shall periodically provide necessary materials and training to assist University employees involved in the contracting process to become appropriate signatory authorities and understand the scope and limits of their contracting authority.
4.4.2 University Counsel shall be a central repository for all contracts requiring legal review with the exception of: (1) real estate contracts which will be retained by the University real estate office; (2) sponsored projects contracts which will be retained by the Office of Sponsored Projects; and (3) procurement contracts which will be retained by the Purchasing Department. Contract managers are responsible to provide finalized and executed contracts to University Counsel.
4.4.3 Periodically, University Counsel shall assess the effectiveness of the University's contracting processes.
Revision History
Creation Date: 3-14-06
Amended: 9-19-24