Processing, Approving, and Executing Contracts, UPPS No. 03.04.04
Purchases, and Agreements Issue No. 3
Review: June 1 E6Y
01. POLICY STATEMENTS
01.01 This UPPS outlines the procedure for obtaining
approvals of contracts where Texas State is purchasing, obtaining or providing
goods or services.
01.02 An authorized Texas State representative may
enter into certain contracts, purchases, or agreements on behalf of Texas
State. The president, vice presidents,
and others specifically designated are authorized to sign on behalf of Texas
State (see UPPS
No. 03.04.02, Contracting Authority to Commit the University).
01.03 Texas State is not bound by a contract, purchase,
or agreement signed by an unauthorized person on behalf of the university,
which may hold the person who signed without proper authorization personally
liable for any damages resulting from its repudiation.
01.04 This UPPS does not apply to contracts,
purchases, or agreements:
a. Involving the planning, design, renovation,
or contraction of buildings and other physical facilities (refer to the Texas
State University System (TSUS) Rules and Regulations, Chapter III, Section 1,
Paragraphs 1.5 through 1.8);
b. With private or governmental agencies,
entities, or foundations expending funds for grants in which the donor or
agency stipulates the proposed purpose of the expended funds (see UPPS No. 02.02.01,
Applying for Sponsored Programs);
c. Involving alliances under which university
employees or students, as representatives of the university, are providing
services (see UPPS
No. 03.04.02, Contracting Authority to Commit the University); or,
d. For lease of real property by Texas State (see
UPPS No. 08.04.01,
Real Property Acquisitions).
01.05 The university will use the same process to
approve amendments to contracts, purchases, or agreements as used with the
original, unless the proposed change, when aggregated in to the total value
requires a different level or type of approval, or unless excepted per TSUS
Rules and Regulations, Chapter III, Section 10, Contracts, Purchases, and
Agreements, paragraph 10.21.
02. DEFINITIONS
02.01 Contracting party means an individual,
organization, or entity that enters into a contract and is bound by the terms
of the executed contract.
02.02 Contracting officer means an individual
authorized by a contracting party to act as
an agent with the authority to enter into a binding contract, purchase, or agreement
on behalf of the contracting party.
02.03 Board order means a motion to approve an item prepared
for consideration by the Texas State University System (TSUS) Board of Regents
at a regular scheduled or special-called meeting in accordance with the TSUS
Rules and Regulations.
02.04 Short-term lease is the lease of Texas State
facilities or real property with duration of no more than three days, or less
than one year if the total rent is less than $1,000,000.
02.05 Small-amount lease is the lease of Texas State
facilities or real property in which the annual rent is $1,000 or less.
03. POLICIES REGARDING CONTRACTS THAT REQUIRE THE
TEXAS STATE UNIVERSITY SYSTEM BOARD OF REGENTS’ APPROVAL
03.01 In accordance with TSUS Rules and Regulations,
the university must submit the following contracts to the TSUS Board of Regents
(Board) for approval:
a. Contracts, purchases, and agreements which
involve income or expenditures of $500,000 or more, except those contracts
listed in TSUS Rules and Regulations, Chapter III, Section 1.11
b. Depository contracts
c. Food services contracts
d. Vending machine contracts
e. Contracts and agreements with support or
development foundations
f. Contracts for operation of bookstore on
campus
g. Contracts for lease of university golf course
and related services which do not meet the definition of a short-term or small-amount
lease
h. Leases of personal property, including
equipment, for one year or more involving expected aggregate payments exceeding
$500,000.
03.02 Any questions concerning contracts, purchases,
or agreements which might be submitted to the Board for approval should be
addressed to the Associate Vice President for Financial Services (AVPFS) or the
Vice President for Finance and Support Services (VPFSS).
04. POLICIES REGARDING CONTRACTS THAT REQUIRE
THE TEXAS STATE UNIVERSITY SYSTEM CHANCELLOR’S APPROVAL
04.01 The contract originator must submit the
following contracts to the TSUS Chancellor for approval:
a. Contracts, purchases, and agreements in the
amount between $200,000 up to $500,000, whether the amount is income or
expenditure, with the exception of those contracts listed in TSUS Rules and
Regulations, Chapter III, Section 1, paragraph 1.11.
b. Leases of personal property, including
equipment, for one year or more involving expected aggregate payments between
$200,000 and $500,000.
05. PROCEDURES FOR SUBMITTING BOARD ORDERS
05.01 The president normally submits contracts,
purchases, and agreements that require Board approval at a regularly scheduled
Board meeting in the form of a motion or board order. The Vice President for
Finance and Support Services coordinates the preparation and submittal of board
orders for these contracts.
05.02 The VPFSS will, well in advance, notify each
divisional vice president of the time schedule for preparing and submitting
board orders for each Board meeting.
05.03 The vice president of the division originating
the proposed contract, purchase, or agreement will prepare background material
for the president and prepare the original draft of the board order.
05.04 Vice presidents will submit board orders
dealing with contracts, purchases, and agreements to the VPFSS.
05.05 The VPFSS will ensure that the appropriate vice
president or equivalent university official, the appropriate fiscal officers,
the University Attorney, Director of Contract Compliance, and the TSUS General
Counsel review proposed contracts, purchases, or agreements. The originator may
communicate with these individuals before submitting the proposed board order
to the VPFSS.
05.06 The VPFSS will work with the appropriate vice
president or equivalent university official, to finalize a recommendation to
the president. If the VPFSS and the appropriate divisional vice president or
equivalent university official, do not agree on the board order, they will meet
with the president to resolve any differences.
06. PROCEDURE FOR SUBMITTING CONTRACTS,
PURCHASES, OR AGREEMENTS THAT REQUIRE THE TSUS CHANCELLOR’S APPROVAL
06.01 When required, the Office of the VPFSS shall
coordinate obtaining the Chancellor’s approval of contracts, purchases, or
agreements.
06.02 The VPFSS will ensure that the appropriate vice
president or equivalent university official, the appropriate fiscal officers,
the Director of Contract Compliance, and the University Attorney review proposed
contracts, purchases, or agreements. The originator may communicate with these
individuals before submitting the request for approval of proposed contracts,
purchases, or agreements to the VPFSS in order to expedite the review process.
06.03 The originator
of the contract, purchase, or agreement is to draft the request for approval as
directed by the Office of the VPFSS and submit it, along with any supporting
documentation. Requests must be submitted through the appropriate approval
channels for each division.
06.04 The VPFSS’ office shall prepare for the VPFSS’s
signature a letter of transmittal requesting the Chancellor’s approval of the
proposed contract, purchase, or agreement and the best value justification for
the award. The VPFSS Office shall transmit the letter, along with any
supporting documentation, to the Chancellor’s attention.
06.05 Upon receipt of the Chancellor’s approval or
rejection:
a. If the request is approved, the VPFSS office
shall forward the contract along with the Chancellor’s approval document to the
Director of Contract Compliance for internal distribution; or,
b. If the request is rejected, the VPFSS office
shall notify the originator and provide any reasons communicated for the
rejection. In addition, the Director of Contract Compliance should be notified.
06.06 After internal distribution, the Director of
Contract Compliance shall file a copy of the approval document, along with any
pertinent supporting documentation provided, for record retention purposes.
07. PROCEDURE FOR CONTRACTS THAT DO NOT
REQUIRE THE TSUS BOARD OR CHANCELLOR’S APPROVAL
07.01 When a contract does not require Board
approval, the originator must forward two original copies of the final form
through the appropriate dean or director and vice president to the Director of
Contract Compliance for them to review and initial. The Director of Contract
Compliance may also assist in the preparation of proposed contracts if
the originator (requester) requests assistance and provides the Director with the
essential contract information.
07.02 If, while reviewing the proposed contract, the
Director of Contract Compliance identifies a contract term or condition that state
law prohibits the university from accepting, or that may pose a potential unacceptable
risk to the university, the Director shall highlight the term or condition and
forward the proposed contract to the University Attorney and others, as
necessary for review and comment.
a. The Director of Contract Compliance, the
University Attorney, and the contract originator shall attempt to get the other
contracting party to remove or modify any prohibited term or condition
determined as against state law (e.g.. applicable state law or venue, limits of
liability, etc.); or
b. The Director of Contract Compliance, the
University Attorney and contract originator shall attempt to get the other
contracting party to remove or modify an objectionable term or condition to
eliminate or mitigate the unacceptable risk (e.g., progress billing not tied to
verifiable deliverables, right of assignment, etc.).
07.03 After preparation or review of a proposed
contract, the Director of Contract Compliance, and as applicable, the
University Attorney shall initial both original copies on the Texas State
signature line to indicate contract review and approval as to form. The
Director of Contract Compliance shall forward the document to the appropriate
University contracting officer to sign on behalf of the University (see UPPS No. 03.04.02,
Contracting Authority to Commit the University).
07.04 The contracting officer will return the two
original signed copies of the contract, along with all pertinent supporting
documentation, to the attention of the Director of Contract Compliance.
a. If Texas State’s approval executes the
contract, the Director of Contract Compliance shall make internal distribution
and transmit an original signed copy of the executed contract to the other
contracting party.
b. If the contract requires the other
contracting party’s signature, the Director of Contract Compliance shall
prepare a transmittal letter requesting that it sign the contract and return an
original signed copy. Upon receipt of the executed contract, the Director of
Contract Compliance shall make internal distribution.
07.05 For documentation purposes, the Director of
Contract Compliance should retain an original signed copy, along with any
pertinent supporting documentation.
08. REVIEWERS OF THIS UPPS
08.01 Reviewers of this UPPS include the following:
Position Date
Associate Vice
President for Financial June 1 E6Y
Services
University Attorney June 1 E6Y
Director, Contract
Compliance June 1 E6Y
09. CERTIFICATION STATEMENT
This UPPS has been approved
by the following individuals in their official capacities and represents Texas
State policy and procedure from the date of this document until superseded.
Associate Vice
President for Financial Services; senior reviewer of this UPPS
Vice President for
Finance and Support Services
President