Processing, Approving, and Executing†††††††††††††††††††††††††† UPPS No. 03.04.04

Contracts, Purchases, and Agreements†††††††††††††††††††††††† Issue No. 4

††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††† Effective Date: 10/22/2010

††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††† Review: June 1 E6Y

 

 

01.         POLICY STATEMENTS

 

01.01This UPPS outlines the procedure for obtaining approvals of contracts where Texas State is purchasing, obtaining or providing goods or services.

 

01.02An 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).

 

01.03Texas 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.

 

01.04This 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); or,

 

d.    For lease of real property by Texas State (see UPPS No. 08.04.01, Real Property Acquisitions).

 

01.05The 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

 

02.01Contracting party means an individual, organization, or entity that enters into a contract and is bound by the terms of the executed contract.

 

02.02Contracting 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.

 

02.03Board order means a motion to approve an item prepared for consideration by the TSUS Board of Regents at a regular scheduled or special-called meeting in accordance with the TSUS Rules and Regulations.

 

02.04Short-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.

 

02.05Small-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 REGENTSí APPROVAL

 

03.01In 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 $1,000,000 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.

 

03.02Address questions concerning contracts, purchases, or agreements for submission to the Board for approval 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 CHANCELLORíS APPROVAL

 

04.01The contract originator must submit the following contracts to the TSUS chancellor for approval:

 

a.    Contracts, purchases, and agreements in the amount between $500,000 up to $1 million, 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

 

05.01The 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 VPFSS coordinates the preparation and submittal of board orders for these contracts.

 

05.02The VPFSS will, well in advance, notify each divisional vice president of the time schedule for preparing and submitting board orders for each Board meeting.

 

05.03The vice president of the division or director of Athletics, originating the proposed contract, purchase, or agreement will prepare background material for the president and prepare the original draft of the board order.

 

05.04Vice presidents or the director of Athletics, will submit board orders dealing with contracts, purchases, and agreements to the VPFSS.

 

05.05The 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.

 

05.06The 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 CHANCELLORíS APPROVAL

 

06.01When required, the office of the VPFSS shall coordinate obtaining the chancellorís approval of contracts, purchases, or agreements.

 

06.02The 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.

 

06.03The 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 VPFSSí signature a letter of transmittal requesting the chancellorís 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 chancellorís attention.

 

06.05Upon receipt of the chancellorís approval or rejection:

 

a.    If the chancellor approves the request, the VPFSS office shall forward the contract, along with the chancellorís approval document to the director of Contract Compliance for internal distribution; or,

 

b.    If the chancellor rejects the request, the VPFSS office shall notify the originator and provide any reasons communicated for the rejection, and also notify the director of Contract Compliance.

 

06.06After 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 CHANCELLORíS APPROVAL

 

07.01When 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.

 

07.02If, 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.).

 

07.03After 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).

 

07.04The 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 Stateís 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 partyís 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.

 

07.05For documentation purposes, the director of Contract Compliance should retain an original signed copy, along with any pertinent supporting documentation.

 

08.         REVIEWERS OF THIS UPPS

 

08.01Reviewers of this UPPS include the following:

 

Position†††††††††††††††††††††††††††††††††††††††††††††††††††††††† Date

 

Associate Vice President for††††††††††††††††††††† June 1 E6Y

Financial 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