Guidance Letter B-110
CLEVELAND STATE COMMUNITY COLLEGE Cleveland, Tennessee
Subject: Development and Routing of Agreements, Contracts, and Grant Applications
In the development and processing of agreements, contracts and grant applications, the guidance provided in TBR Guidelines G-030 is to be followed. That guideline identifies acceptable and unacceptable language, required clauses, document formats, and level of system/state approval necessary for varying situations.
All agreements, contracts, and grant applications require the approval of the President. The President’s approval (signature) is to be obtained prior to forwarding the document to external entities.
In some situations other system (Chancellor) and state approvals are required. These situations include, but are not limited to, the following:All contracts forwarded to TBR for approval must be submitted with a “Tennessee Board of Regents Contract Summary Sheet.” Presented as Attachment 1 of this guidance letter, the form will be completed by the Office of Grants, Contracts, and Procurement. That Office will then forward completed documents to TBR.
- Documents which do not adhere to the required formats and terms provided in TBR Guideline G-030.
- Lease/rental agreements in excess of 5 years or $15,000 annual cost.
- Agreements related to purchase or disposal of real property, capital outlay projects, insurance, or which have a cost in excess of $50,000.
- Dual Service agreements in excess of $1,500, or wherein services are for more than two courses per semester, or greater than short-term duration.
- Any agreement relating to matters of system-wide interest, or the provision of coordinated or cooperative programs or activities offered by another institution, or agreements which require consortia or cooperative arrangements with other institutions, agencies, or associations.
Format and Provisions
Required Format and Language
TBR staff have provided in Guideline G-030 acceptable formats, inclusive of required terms and conditions, for several types of agreements. These include:
- Clinical affiliations
- Personal, professional and consultant services
- Dual services (with state employees)
- Use of campus facilities by a non-affiliated organization
- Hardware, software and related services acquisition
- Deposit and investment of funds
As a constituent institution of TBR and an entity of the State, ClSCC is prohibited by entering into agreements which contain “impermissible” clauses. Such clauses must be removed from the agreement or an amendment must be executed which renders them void prior to execution of the agreements. Impermissible clauses include:
- Governing law other than Tennessee and/or consent to jurisdiction outside Tennessee.
- Provisions for hold harmless/indemnification by the State.
- Disclaimers of liability for incidental, exemplary or consequential damages.
- Disclaimers of express or implied warranties.
- Limitation on dollar amount which can be recovered by ClSCC.
- Limitation on time within which ClSCC may bring suit.
- Provisions for advanced deposits or payments.
- Contract durations that reflect no termination date.
- Provisions that ClSCC pay any taxes.
- Assessment of penalties and liquidated damages against ClSCC.
- Provisions for binding arbitration.
- Provisions for the award of attorney’s fees and costs in case of breach by ClSCC.
- Provisions requiring payment of interest, late charges, or finance charges in excess of the Tennessee Prompt Pay Act.
- Provisions requiring confidentiality and nondisclosure that violate the Tennessee Open Records Act.
- Provisions in multi-year contracts which have automatic renewal and/or do not grant ClSCC the right to terminate in the event sufficient funds are not appropriated.
- Required Format and Language
Development of Agreement/Contract Documents
Relative to personal, professional, consultant and dual services contracts, when the potential contractor/vendor does not provide an agreement/contract document, one meeting TBR guidelines will be drafted by the Office of Grants, Contracts, and Procurement. Parties requesting the contract are to provide basic information to the Office by completing and submitting either the “Personal/Professional Services Contract Information Sheet” or “Information for Dual Service Contract” form. These one page forms are presented as Attachments 2 and 3 of this guideline and are available from the Office of Grants, Contracts, and Procurement.
After the document has been developed by the Office, it will be returned to the requesting party for review and internal routing. If the agreement requires TBR approval, it is also necessary to provide the Office with the information required for completion of the TBR Contract Summary Sheet (Attachment 1).
In the processing of agreements, contracts, and grant applications, broad-based input from all relevant units of the college should be considered. The document must be approved by the President prior to submission to external entities. The “Agreement/Contract Routing Form”, presented as Attachment 4 to this guidance letter, is to be used for internal routing of agreements/contracts to the president. The “Grant Application Routing Form”, presented as Attachment 5, is to be used in routing grant applications or proposals. In general, a minimum of two copies of an agreement/contract should accompany the routing form. This permits documents with original signatures to be on file with ClSCC Finance and Administration and the other party to the contract. If the agreement requires TBR approval and that of the Tennessee Department of Finance and Administration, a minimum of five copies of the document reflecting original signatures is required.
In the routing process, sufficient time should be permitted to allow for ample review by each of the involved parties. At a minimum, document review is required by the applicable director or dean; the executive administrator; the Director of Grants, Contracts, and Procurement; and the Vice President of Finance and Administration prior to submittal to the President.
Sources: ClSCC Policy 1:03:02:10; TBR Policies 1:03:02:10, 3:02:02:00, 4:02:10:00 and 5:01:00:00; TBR Guideline G-030
Revised: July 25, 2000
Control No.__________________________________(filled in by TBR) Date Received by TBR____________________________
TENNESSEE BOARD OF REGENTS
CONTRACT SUMMARY SHEET
PLEASE RUSH:__________ yes __________ no If yes, need by:________________________________
REQUIRED – EXPLANATION FOR RUSH REQUEST _________________________________________________
1. Institution/Central Office:______________________________________________ Phone: _______________________________
Direct Contract Questions to:__________________________________________ Fax:_________________________________
2. Contract with:______________________________Address:_______________________________________________________
3. Purpose of Contract:_______________________________________________________________________________________
4. Is this contract a:
Drafted Contract ____ Vendor Generated Contract ____
Standard Form Agreement ____ Vendor Contract w/Amendment ____
Renewal of an Existing Contract ____ Contract includes Confidential
Modification of Existing or Form Contract ____ Research Agreement ____
Software License Agreement ____
COPIES OF AGREEMENT BEING AMENDED, EXTENDED OR SIMLILAR CONTRACT ATTACHED FOR REFERENCE AS WELL AS ANY EXHIBITS.
IF MODIFCATION, PLEASE CIRCLE OR HIGHLIGHT WHICH PREPRINTED OR PRIOR TERMS HAVE CHANGED ON A PHOTOCOPY OF THE CONTRACT AND ATTACH TO THIS FORM.
5. Contract Terms:
Dates: Start_______________ End:_______________ Renewal:_______________ Payment Due:__________________
Payment Frequency:________________________________ Amount per period:_________________________________
Total Amount of Contract:_____________________________________________________________________________
Lease:____________ yes ____________no
6. Account Charges:________________________________________ Account Credits:___________________________________
7. Signature of Institution official certifying compliance with TBR Purchasing Procedures:_________________________________
Date forwarded to TBR:________________________ Form completed by:___________________________________________
Contract Information Sheet
Signatory Name:______________________________ Title:_______________________________
Federal Tax ID (SSN for individual):__________________________________________________
Contract Duration: From______________________________ Through___________________________
Contract Payments: Total Amount:________________________________________________________
Total amount based on the following payment rate/schedule:_______________________________
Description/Scope of Services to be Provided:________________________________________________
Use Additional Pages as Necessary
Use Additional Pages as Necessary
Party Requesting Document:___________________________________ Date______________________
Phone:__________________________ Required By_______________________________
INFORMATION FOR DUAL SERVICE CONTRACT
(Services Provided By A State Employee)
Name of Individual Providing Service:__________________________SSN_________________
Vendor (Employing Institution/Agency)_____________________________________________
Official Signatory Name:_________________________ Title _______________________
Address (if different from above):______________________________________________
Contract Duration: From: __________________, 200_ to __________________, 200_
Service to be Performed:__________________________________________________________
Use Additional Pages as Necessary
Compensation: Base __________
FICA + Med (7.65%) __________
Ret. (TCRS, 6.19%; Optional, __% __________
If Multiple Payments, Payment Rate & Schedule:______________________________________
Use Additional Pages as Necessary
Party Requesting Document:____________________________________ Date:______________
AGREEMENT/CONTRACT ROUTING FORM
SECTION 1. TO BE COMPLETED BY EMPLOYEE INITIATING PROCESS
Agreement/Contract between ClSCC and ____________________________________________________________
Agreement/Contract Term: From________________________________ Through___________________________
Contract Budget Amount: $______________________________________________________________________
Purpose of Agreement/Contract:___________________________________________________________________
This Agreement/Contract: Yes No
1. Was originated by an agency other than ClSCC ______ ______
2. Is with a state employee ______ ______
3. Is a rental/lease agreement ______ ______
4. Is a consortia or cooperative agreement with another/other institution(s), agency or association ______ ______
5. Requires matching funds ______ ______
If so, state account number and code where matching funds are budgeted.
Individual Initiating Process
NOTE: A “yes” to any item may require additional work on the agreement or special approval by the Chancellor and/or the Tennessee Department of Finance and Administration.
SECTION II. TO BE COMPLETED BY DESIGNATED PARTY
This agreement has been reviewed and recommended for approval by: (initial and date in each case).
Director/Dean __________ __________
Executive Administrator* __________ __________
*Not necessary when President is Executive Administrator
SECTION III. TO BE COMPLETED BY GRANTS, CONTRACTS AND PROCEDUREMENT
Date Received:____________________________________ Assigned Contract #:___________________________
Modification Required: Yes_____ No _____ Comments:______________________________________________
Director, Grants, Contracts and Procurement: Initials________________________ Date_____________________
SECTION IV: TO BE COMPLETED BY DESIGNATED PARTY
This agreement has been reviewed:
Vice President, Finance & Administration: Initials_______________________ Date___________________
This agreement/contract accompanying this form has been:
_____ A. Approved
_____ B. Approved – Subject to approval by the Chancellor and/or the TDFA Commissioner.
(Not to be implemented until such approval is secured.)
CLEVELAND STATE COMMUNITY COLLEGE
GRANT APPLICATION ROUTING FORM
POTENTIAL AWARD: Amount $_____________________________ Months __________________
BUDGET SUMMARY: Personnel $______________ Travel $____________
Equipment $________________ Materials/Supplies $_____________
Student Awards $________________ Indirect $_____________
Other (specify) $______________________________________________________
REQUIRED MATCH: Cash $________________ In-kind $_____________
REVIEW AND RECOMMENDATION
__________________________________________ ___________________ _______ _______
Director/Dean Date Yes No
__________________________________________ ____________________ _______ _______
Executive Administrator Date Yes No
__________________________________________ _____________________ _______ _______
Director, Grants, Contracts and Procurement Date Yes No
__________________________________________ _____________________ ________ _______
Vice President, Finance and Administration Date Yes No
PRESIDENTIAL APPROVAL FOR APPLICATION SUBMISSION