University contracts are established to protect the University’s legal interests.
When planning to enter into a contract and before signing on behalf of the University, a unit must:
- use a Standard Contract;
- use a form of agreement that has been approved by the Office of the General Counsel (the “OGC”);
- use a form of agreement (including a form written and proposed by a vendor or the other party) that is exempt from legal review in accordance with (i) a checklist or instructions established by the OGC, (ii) a contract review procedure approved by the OGC, or (iii) other criteria for exemption established by the OGC; or
- submit the form of agreement to the OGC for legal review following the Administrative Procedure Entering into Contracts.
Certain contracts must be reviewed or approved by the responsible University unit. Units must contact the Subject Matter Expert (see list) if using a Non-Standard Contract and that contract contains a clause that requires a review or approval before a legal review (e.g., insurance, use of the University’s trademark or logo).
Only individuals with specific signature authority delegated in accordance with Board of Regents Policy: Reservation and Delegation of Authority, and Administrative Policy: President’s Delegations of Authority may sign a contract. (Documented in the Delegations of Authority Library.)
Units must not enter into a contract that presents an unreasonable risk of harm to the University’s mission, reputation, or funds. To make this determination, units should consider the likelihood that a risk would arise; the likelihood of damage if the risk arises; and the most likely worst case when damage occurs. (See Appendix, Assessing Risk in the Business Terms of a Contract.)
Reason for Policy
To implement Board of Regents Policy: Legal Review of Contracts and Transactions. This policy also aligns with Board of Regents Policies: Internal Control and Reservation and Delegation of Authority. The policy and associated documents promote unit compliance with laws and regulations that apply to the University’s contracts; and serves to avoid exposure to an unreasonable risk to the University’s reputation, mission, or funds.