Contract Review and Signature
Important: – The only people who can sign contracts for Baylor (and that includes any department within Baylor) are the President, the Vice-presidents, and people who have specific permission in writing from the President to sign contracts. Sometimes it is not completely clear whether or not a document you have been given to sign is a contract. When in doubt, contact the Office of General Counsel (OGC) at 710-3821. More than likely, if the document constitutes an agreement to pay someone or be paid by someone – you should not sign it. It will need to be signed by the Provost.
Depending on the contract, there are different processes for getting a contract signed:
| Is the contract related to research or a grant? | Contracts or grants that provide funding or other commitments toward faculty research and scholarship pursuits must be routed through the Office of Sponsored Programs for review. Such agreements undergo a separate and distinct routing and approval process before they are signed by the University official. If you are in receipt of such an agreement, please contact the Office of Sponsored Programs at (254) 710-3757 so that this process may be initiated in a timely manner. |
| Is the amount of the contract $10,000 or greater? | All contracts of this magnitude must be reviewed by the Office of General Counsel (OGC). Follow these guidelines:OGC contract review guidelines. |
Does the contract include Indemnity, Hold Harmless, Exculpatory, and/or Waiver Clauses?
Click here for an example of such a clause. |
If the contract contains such clauses, or if it asks Baylor to waive liability or waive a warranty, or if the other party attempts to limit its liability to acts of "gross negligence" or "willful misconduct," the agreement must be forwarded to the Office of General Counsel (OGC) for review. Follow these guidelines:OGC contract review guidelines. |
| All other contracts | You have the option of forwarding the contract directly to the Provost for signature. Follow these guidelines:Provost contract review guidelines . |
OGC contract review guidelines:
- First read your contract. Do not forward a contract to the OGC until you have read it and determined that you are in agreement with the details of the business agreement. If you want to make changes to the contract, mark them before you send the contract to the OGC.
- Send only complete contracts. To be complete the contract must contain (1) all the pages of the contract and (2) all documents and exhibits referenced in the contract.
- Download and complete the contract execution coversheet.
- Attach two originals of the complete contract and one file copy to the Execution Cover Sheet and forward the whole package to the Office of General Counsel, One Bear Place #97034.
Provost contract review guidelines:
If a contract is for less than $10,000 dollars, and does not include Indemnity, Hold harmless, Exculpatory or Waiver Clauses, you have the option to skip Office of General Counsel (OGC) and forward it directly to the Office of the Provost for review and signature. If you do decide to skip OGC review, you are responsible for both the substance of the contract and for making sure the contract is legal and does not expose Baylor to too much risk. Here are the guidelines:
- First read your contract. Do not forward a contract to the Provost until you have read it and determined that you are in agreement with the details of the business agreement. If you want to make changes to the contract, mark them before you send the contract to the Provost.
- Review the contract thoroughly for legal and risk issues and mark it appropriately using the Substantive Checklist. If there is something in the agreement that you do not understand or to which you do not feel comfortable in agreeing, then you should consult with the OGC. Do not under any circumstances agree to submit Baylor University to personal jurisdiction in any state other than Texas.
- Send only complete contracts. To be complete the contract must contain (1) all the pages of the contract and (2) all documents and exhibits referenced in the contract.
- Download and complete the contract execution coversheet.
- Attach two originals of the contract to the Execution Cover Sheet and forward it to the Provost's Office.
