Contracts and Contracts Management
Contracts define the terms and conditions under which goods, services, or other considerations of value are exchanged between parties.
Contract Types and Templates
Different types of agreements call for different contract terms and conditions. In general, Babson uses the following agreement types for the purchase or provision of goods and services:
The forms below may be accessed by staff and faculty using their Babson username and password.
Consult the Risk Manager or General Counsel with questions about the appropriate agreement type.
Liability Releases (Waivers)
Guidelines for use of a Liability Release (Waivers)
What A Release Does:
A standard form of Liability Release (also known as a Waiver or a Release) is a form of Risk Management. It protects the College against claims and legal actions for most voluntary trips and activities. Specialized Releases are also required for all international activities, which may include study abroad, internships or field trips.
Releases provide, among other things, that the Signor (person signing the Release):
- assumes all risks from a specified activity;
- waives the right to sue the College and recover damages in the event of injury or death;
- waives the right to recover from the College in the event of loss or damage to personal property; ; and
- agrees to indemnify the College (that is, to compensate the College) against loss if they cause harm.
When A Release is Required:
A Release is required if the activity is voluntary (not required as part of a curriculum or job responsibility) and involves risk of injury, death, or loss of personal property (including athletic and recreational activities) or involves international travel.
How to Implement a Release:
A Release, when implemented properly, can be an effective tool for transferring risk to the party in the best position to manage the risk.
- A Release should be specific to the event date(s), description of the event, and risks that are unique to the event.
- Advise participants that a Release is required when the event is announced; and, provide a copy of the completed Release for their review.
- Secure a signed Release at least 3 days in advance of the event (14 days if international travel is involved.
- Use Adobe Sign software to initiate and have Releases signed if signor(s) have a Babson.edu email address.
- Signors who do not have a Babson.edu email address, MUST print and sign a paper Release. The Signor MUST return to the College the Release with the original signature. Email and fax copies of the signature are not acceptable.
Where to Archive Signed Releases:
- The Adobe Sign Software will provide a certified copy of the signed Release to the Signor, Risk Management, and the Release Manager (Babson employee who initiated the Release).
- The Release Manager will send the original signed Release(s) – those that are not managed through the Adobe Sign software - to Risk Management to be archived.
- Signors are encouraged to maintain copies of the Releases they sign.
- The Release Manager and Risk Management will archive and maintain copies of the signed Releases for a minimum of 7 years from the date of the event.
The College requires a written contract (a purchase order is another form of contract) for the purchase of goods or services or for the use of College facilities or resources when the arrangement involves a significant risk or potential liability that needs to be allocated between the parties, or involves a situation where the duties and responsibilities of the parties need to be spelled out in writing.
In general, Babson requires written contracts for the following:
- Provision of services, facilities, or other resources by the College to third parties.
- Purchase of goods valued at more than $10,000.
- Purchase of services to be provided on campus, including entertainment services.
- Purchase of services provided off campus if the arrangement involves any significant risk or liability that needs to be allocated, involves a situation where the duties and responsibilities of the parties need to be spelled out in writing, or when other specific concerns, such as ownership of work, need to be addressed.
If there is any question about the need for a written contract, the contract initiator should consult the Risk Manager or General Counsel.
Contract Management Process
If a good or service is provided to the College, a written agreement is necessary in order for both parties to understand the responsibilities and expectations of both parties.
A written agreement will supersede a verbal or implied agreement.
The written agreement might originate from 1 of 2 sources:
- The other party may present their standard contract template
- These agreements should be sent the Office of Risk Management for review of the insurance provision and to the Babson College Office of General Counsel for review of the legal provisions as early in the contracting process as possible.
- These agreements should be carefully reviewed and if necessary renegotiated to ensure that the terms are favorable to the College.
- One of the College’s contract templates
- If we receive an invoice or proposal without terms and conditions, the invoice or proposal should be attached to a Babson College template signed by Babson and the other party.
- The agreement should be sent to the other party immediately so they can begin their review process.
- Any changes that the other party makes to the Babson College template should be approved by the Babson College Office of General Counsel and/or the Office of Risk Management.
- If no changes are requested by the other party, there is no need for review by the Office of General Counsel or the Office of Risk Management.
Contract Signature and Archival Process
- After the agreement has been approved by both parties, 2 “originals” should be printed and signed by the other party.
- The other party should send both signed copies to Babson for our signature.
- The Babson signatory should be sure she or he is an approved signatory.
- After we sign we should return an “original” to the other party for their records and retain a copy for our records.
- Our “original” should be sent to Accounts Payable along with the proper documentation, which includes:
- Check Request
- Compliant and approved Certificate of Insurance or documentation from Risk Management that insurance requirements have been waived.
- Site Requirements
- W9 or W8 Ben (for foreign entity or non-US citizen)
Allow a minimum of 30 days prior to payment of deposit for review, negotiation, approval, and execution of the agreement. Accounts Payable cannot generate payment until all of these steps have been completed.
Do not sign the agreement until Babson and the other party agree to all the terms and conditions outlined in the agreement.
Be sure the agreement is signed by an authorized College signatory.