Orientation to Contracts
at Puget Sound
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Contract Orientation
AGENDA
1. Learning Objectives
and Introductions
2. Contract Authority
Delegation
3. Contract Policy
4. Contract Basics
5. Contract Web Pages
6. Contract Planning
7. Template Agreements
8. Contract Authority
Delegation Form
9. Reviewing Contracts
10. Next Steps and Ongoing
Assistance
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Contract Orientation –
Learning Objectives
1.
2.
3.
4.
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6.
7.
Understand contract authority, why it is important, and how it is granted
Become familiar with Puget Sound’s Contract Policy
Review contract basics
Learn about resources available on the contract web pages
Understand use of approved template agreements and checklists
Understand key aspects of planning and reviewing contracts
Review general contract processes:
a.
b.
scan and send fully-signed contracts to contracts@pugetsound.edu
submit completed contractor/vendor Forms W-9 and approved invoices or
disbursement requests to Office of Finance, Jones Hall Room 018
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Contract Authority Delegation
What is it?
Why is it important?
 Authority to enter into contract
and agreements on behalf of
The University of Puget Sound
 Granted by board of trustees
resolution to designated officers
 Designated officers may
delegate contract authority to
others, subject to limitations and
conditions identified in the board
resolution
 Entering into contracts creates legal
obligations Puget Sound must fulfill
 Associated risks and costs need to
be managed
 Board resolution requires
individuals receiving contract
authority to have demonstrated
competency in negotiation,
analysis, review, and execution of
contracts
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Contract Authority Delegation
How is it granted?
1. By board resolution to
designated officers:
 President
 Academic Vice President
 VP for Finance &
Administration
 Other financial officers elected
by the board - currently:
 Associate VP for Finance
 Associate VP for Financial
Planning & Analysis
2. By written delegation (Contract
Authority Form) to others:
 Specific individuals, not positions
 Must include scope, terms, and
limitations of delegation (types of
contracts with monetary &
duration limits)
 Signed by responsible cabinet
member and financial officer
 Contract Authority Delegation Form
will be reviewed in more detail later
in this session
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Contract Policy Highlights
 Only individuals who have authority delegated by an
appropriate university official are authorized to enter into
agreement (“contracts”) on behalf of Puget Sound
 The Contract Policy document communicates:


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Requirements identified in the board resolution
Conditions for delegating contract authority
Responsibilities related to contract authority
Links to documents/resources related to contracts
 Location: www.pugetsound.edu/contracts
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Contract Policy Highlights
Employee vs. Independent Contractor Classification
Employee:
Independent Contractor:
 Puget Sound has right to
control or direct details of
how services are performed
 Faculty, Staff, or Student
Staff
 Paid through Payroll
 Puget Sound withholds and
remits or pays required
“payroll taxes”
 Depending on type of
position, eligible for certain
types of benefits
 Puget Sound has right to control or
direct only the result of the services
(not details of what and how it will be
done)
 Self-employed
 Paid through Accounts Payable
 Puget Sound does not withhold and
remit individual’s federal income tax
(there are a few exceptions to this)
 Puget Sound not required to pay
employer payroll taxes
 Not an employee and not eligible for
any benefits
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Contract Policy Highlights
Employee vs. Independent Contractor Classification
Why does correct classification matter?
 Federal and state laws require:
 Payment of required taxes (income tax withholding, Social Security,
Medicare)
 Individuals to be paid correctly (minimum wage, exempt or not
exempt from overtime) and to be provided required benefits (workers
compensation, Social Security, Medicare, ACA required health
benefits)
 If individuals are not classified correctly, Puget Sound may be
responsible for both the employer and employee share of taxes, as well
as penalties or fines
 Compliance with laws and regulations is important
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Contract Policy Highlights
Employee vs. Independent Contractor Classification
 Human Resources (HR) determines if individuals are employees or
independent contractors
 General guidelines: http://www.pugetsound.edu/about/offices-services/officeof-finance/contracts/accounts-payable-or-payroll/
 If employee, HR or CES hiring and timekeeping/payroll processes need to
be followed
 General determination for guest presenters, artists, musicians, performers,
speakers and American Sign Language (ASL) interpreters (“Guests”)
 To be treated as an independent contractor and paid through accounts
payable with a contract, the Guest may not be a current student or current,
recent, or pending faculty or staff member; and preferably should have other
clients or employment
 We’ll touch on this further when we look at the new template agreements
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Contract & Contract Authority Basics
Review Contract Policy Document: www.pugetsound.edu/contracts
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What is a contract?
Why are contracts important to the university?
What is contract authority and delegation?
What are the conditions for delegating contract authority?
What is a purchase order?
What are the responsibilities associated with purchase orders?
Who should complete and sign vendor credit applications?
What other responsibilities are related to contracts and to the policy?
What other information or documents are related to and should be read in
addition to the policy?
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Contract Web Pages
 www.pugetsound.edu/contracts
 Also accessible from the Office of Finance home page
 Current Content – Contract Resources:
 Contract Policy
 Orientation to Contracts at Puget Sound
 Approved Template Agreements
 Contract Checklists
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Contract Planning Checklist
 Planning Items to Consider and Steps to Take BEFORE
Reviewing a Contract and Making a Commitment
 Every item may not apply in all situations
 Some planning items/steps may require more or less time
than others based on the situation or arrangement
 Brief Review the Contract Planning Checklist
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Template Agreements
 Standard forms of agreement for frequent types of arrangements
 Already reviewed by stakeholders, external legal counsel, and
other advisors
 Use Template Agreements whenever possible
 Current, approved template agreements:
• Professional Services (other than Medical Services)
• Medical Services
• Guest presenters/artists/musicians/performers/speakers/ASL
interpreters
o Three (3) different forms of agreement
o How to choose the right form to use
 Checklists for completing Template Agreements
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Contract Authority Delegation Form
 Use and Content (example)
 New contract authority or changes to existing authority become effective
after participating in orientation and the form is fully-signed
• Person receiving contract authority (Delegate) first to sign
• Financial officer last to sign
 Process for completing and signing following this orientation
1. Attendees receive forms today or via email following orientation
2. Please let Janet know if there are questions or concerns, and if we should
meet
3. Delegates sign and obtain department head signature, if applicable
4. Delegates return forms to Janet Hallman (CMB 1083, Jones Rm 012 or 107)
5. Janet coordinate signing by responsible cabinet member and VP Finance &
Administration and return copy of fully-signed forms to Delegates
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Contract Review Checklist
• Forms of Agreement from Vendors (“Contractors”)
• Contractors’ Changes to Our Template Agreements
 Use our Template Agreements whenever possible
 If Contractor’s form of agreement must be used, use Contract
Review Checklist and Template Professional Services or
Speaker/Performer Agreements (as applicable) to review
 Review General Terms and Risk Management/Insurance Sections of
Contract Review Checklist
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Contract Review Checklist
Key Legal Terms
 Optimal legal terms to include
 Meaning of key legal provisions in template Professional
Services Agreement
 Importance of each term and whether to include it depends
on situation-specific circumstances
 Ability to require contractors to accept all legal provisions will
depend on Puget Sound’s leverage in the particular
transaction
 Use judgment when evaluating the legal terms to include
 Call Janet if you need assistance
 Review Key Legal Terms
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Contract Review Checklist
 When is External Legal Review of Contracts Needed?
 Last page of Contract Review Checklist
 Completing the Contract Section
 Just a few more details to attend to and you’re done!
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Next Steps (Recap)
 Complete Contract Authority Delegation Forms
 New contract authority or changes to existing authority become
effective after participating in orientation and the form is fully-signed
 Person receiving contract authority (Delegate) first to sign
 Financial officer last to sign
 Process for completing and signing following this orientation
1.
2.
3.
4.
5.
Attendees receive forms today or via email following orientation
Please let Janet know if there are questions, concerns, and/or it would be helpful
to meet
Delegates sign and obtain department head signature, if applicable
Delegates return forms to Janet Hallman (CMB 1083, Jones Rm 012 or 107)
Janet coordinate signing by responsible cabinet member and VP Finance &
Administration and return copy of fully-signed forms to Delegates
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And Then…
So, I attended orientation, my contract
authority form is fully-signed, and my
contract authority is in place, now what?
 Use resources on the Contract Web Pages for guidance:
 Contract Policy
 Contract Planning and Review Checklists
 Template Agreements and Checklists
 Contact Janet with questions and for assistance
 Janet is also available to attend division/area leadership team or
department staff meetings to answer questions/receive feedback
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Questions?
Please direct questions to contracts@pugetsound.edu or
contact Associate VP for Financial Planning & Analysis
Janet Hallman at extension 8620.
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