Contract Review and Approval Process
The Office of the General Counsel provides contract review services to Indiana State University Vice Presidential areas, President’s Cabinet members, and College offices. Contract review and approval at ISU is governed by Policy 620 Contract Approval, Signatory, and Reporting. The staff of the General Counsel’s Office has developed processes to ensure proper routing and approval of particular types of contracts. Information on which process to use is provided on this page. Generally, the General Counsel review only takes place after the Vice President, Cabinet Member, Dean or their designee has provided approval for the contract. Individual faculty members are not authorized to sign contracts on behalf of ISU. Once the OGC receives the agreement, it will be routed to the Office of Risk Management for review of risk-related and insurance concerns. Normally, the department, division or college contact is charged with negotiating the particular terms related to the contract. If an attorney is negotiating on behalf of the other party, the General Counsel’s normally takes over the negotiation. Contracts must be signed by an authorized ISU official. Please see the signature delegation information below to determine who should sign the contract.
A contract is a legally enforceable agreement whether it includes "contract" or "agreement" in the title. Please be aware that purchases for goods and services (even electronic purchases), licenses, leases, memoranda of understanding, or lecture or performance agreements may create legally binding obligations for which ISU will be responsible.
The Office of the General Counsel has developed more specific guidelines for the routing and approval of ISU contracts. Please see the information below to answer questions that you may have in advance of submission of the contract. In addition, please utilize standard contract templates as much as possible to reduce the time needed for review, negotiation, and approval.
Do not use the contract submission form for the following types of agreements:
- Clinical Affiliations. Submit clinical affiliation agreements through the Office of General Counsel SharePoint site.
- Purchase of Goods or Services. Agreements for the purchase of goods or services should be directed to the Purchasing Department.
- Sponsored Programs. Route agreements associated with sponsored research to Office of Sponsored Programs.
- Internship Agreements. Route student internship agreements through the Career Center.
Frequently Asked Questions
My Department, Division, or College would like to enter into a contract. What is the process for review and approval?
- Check the panel on the right side of this page. If your contract falls into one of these categories, you must utilize the routing process identified.
- Read the entire agreement. You are in the best position to evaluate if the agreement appropriately details your understanding of the obligations. Be certain you understand and agree to the conditions and responsibilities. If there are terms to which you cannot agree, you will need to negotiate those items with the other party prior to submitting the agreement for review. Be certain you have secured the funds necessary to satisfy the financial obligations of the agreement.
- Fill in all blanks prior to submitting the agreement for review (with the exception of signatures or dates of execution). The agreement you submit must be complete and include all information.
- Confirm that the "Notice" provision is complete. Most agreements contain a "Notice" provision. This clause details the contact name and address of the parties to the agreement for notifications required by the contract (i.e. breach, termination, renewal). The person receiving the notice for ISU should be the same as the person authorized to sign the agreement. Please be sure the “Notice” clause includes the following: With copy to: Office of the General Counsel, 200 North 7th Street, Parsons Hall, Terre Haute, IN 47809.
- Route the agreement through the appropriate channels within your College or Department. The Dean or Vice President of your department must approve the agreement prior to submission to the Office of General Counsel for review. College Deans may assign an associate Dean to review contracts.
- Complete the Contract Review Submission Form, attach your agreement (along with any exhibits or addenda, if referenced), and click "Submit." Please be sure to provide as much information as possible and to attach confirmation of the approval of the Vice President, Cabinet Member, or Dean. Your contract will be emailed to the Office of General Counsel and then forwarded to the Office of Risk Management for risk and insurance review.
Who can sign the Contract?
ISU Handbook Policy 620 Contracts Approval, Signatory, and Reporting Policy governs signatory authority for contracts at ISU.
In some instances, signing an agreement without the proper authority could expose an employee to individual liability.
Complete the Contract Review Submission Form, attach your agreement (along with any exhibits or addenda, if referenced), and click "Submit." Please be sure to provide as much information as possible and to attach confirmation of the approval of the Vice President, Cabinet Member, or Dean. Your contract will be emailed to the Office of General Counsel and then forwarded to the Office of Risk Management for risk and insurance review.
How long will the review take?
Please be sure to allow enough time for the contracts to be reviewed and approved. One way to reduce the time for review and approval is to use standard contracts as much as possible. The Office of the General Counsel’s goal is to provide feedback on risk management, insurance, and legal issues within seven (7) calendar days. If the agreement involves a complex matter or multiple parties, please allow additional time. To expedite reviews, please be sure that you have thoroughly read the agreement, agree with all of the business terms, and have included all information in the initial submission. Agreements are reviewed on a first-come, first-served basis. If your agreement requires immediate attention, please indicate the need for immediate review and the date by which you need the agreement in the "Brief Description of the Nature/Purpose of the Agreement."
What do I submit?
Please take a close look at the submission form and provide as much information as possible about the services that you are expecting to receive from the contract. Please be sure to attach the entire agreement, any attachments to the agreement, and confirmation of approval from the Vice President, Cabinet Member, or Dean (or a designee).
How will I know if my agreement has been reviewed?
Within one (1) business day of receipt of the agreement, you will receive a confirmation email from the Office of the General Counsel indicating that we have received your contract and a date on which you may expect the review to be completed. Generally, reviews of straightforward contracts are completed within seven (7) business days. Once the review is completed, you will receive an email from the Office of the General Counsel indicating that your agreement has been:
- Reviewed and approved and is ready for signatures; or
- Reviewed and requires changes, which will be marked on the document.
What do I do if my agreement requires changes?
If changes to the submitted agreement are required, the individual who sent in the request for contract review and the Vice President, Cabinet Member or Dean (or designee) will be emailed information about the changes needed. It will be the College/Department’s responsibility to communicate the required changes to the other party, except where the other party is represented by an attorney. Once those changes have been agreed upon by the other party and incorporated into the agreement, please resubmit the agreement using the Contract Review Submission Form. In the section of the form asking for "Brief Description of the Nature/Purpose of the Agreement," please indicate that this is a resubmission with requested changes incorporated.
I want to renew an existing agreement that is about to expire.
If an ISU department, college, or division wishes to renew an existing agreement that has been previously approved by the Office of the General Counsel, please submit the agreement through the standard submission process but note in the "Brief Description of the Nature/Purpose of the Agreement" section of the submission form that you are seeking renewal of a previously approved agreement. If there are changes to any of the terms (dates, services, costs), please be sure to identify and detail those changes.
I want to terminate an existing agreement.
Contracts typically include a clause that details a specific process through which a party may terminate the agreement. In the event that an ISU department, college, or division wishes to discontinue the services provided under an existing agreement before the contract term expires, please submit a copy of the fully executed agreement to the Office of the General Counsel before initiating the termination. Please detail the specific reason(s) for the early termination.
How does the Contract get Signed?
Once the negotiation period is completed, the individual submitting the contract for review is responsible for providing the contract to the Vice President, Cabinet member, or Dean for signature. Please note that Dean’s may not delegate signatory authority to an Association Dean, as Policy 620 provides for only one level of delegation.
Once my agreement is executed by all parties, do I need to do anything else?
Yes! All pages (including exhibits or addenda) of the fully executed agreement should be scanned into a .pdf and submitted to the Office of the General Counsel at Executed Agreements. A “fully executed agreement” is the one that is signed by all parties to the contract.