Contracts and Contracts Management
Contracts define the terms and conditions under which goods, services, or other considerations of value are exchanged between parties.
The College requires a written contract (which includes a purchase order) 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 carefully reviewed and if necessary renegotiated to ensure that the terms are favorable to the College.
- 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.
- 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.
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:
For guidance, see Agreement Types and When to Use Them.
Consult the Risk Manager or General Counsel with questions about the appropriate agreement type.
Liability Releases (Waivers)
Waivers and releases are agreements through which individuals agree to release Babson from liability arising out of the actions of the College, even if the College is somehow negligent. Babson requires a liability release if an activity is voluntary (including athletic and recreational activities) and involves the risk of injury or loss, or involves international travel.
Below are the forms and instructions for Liability Releases.