Contractual and Signature Authority 5.2-13

Introduction/Purpose:

This policy establishes Saginaw Valley State University’s (SVSU) authorizations and procedures for entering, amending, re-authorizing, or terminating contracts.  Only individuals with delegated contract authority may sign or execute contracts on behalf of SVSU, thereby binding the University to its terms and conditions.  Adherence to this policy ensures that all SVSU contracts are legally sound, fiscally responsible, and aligned with institutional priorities.    

Definitions: 

Contract – A legally binding agreement between SVSU and another party that creates enforceable rights and obligations.  While certain contracts may be verbal, SVSU requires that all contracts be in writing and signed by an authorized delegate of the University. The title of the document (e.g., “agreement,” “memorandum,” “terms and conditions”) is not determinative. A document may constitute a binding contract if it contains mutual assent to specific terms and involves an exchange of something of value.

Authorized Delegate – An individual who has been formally authorized to sign contracts on behalf of SVSU, within the scope and limitations of their delegated authority.

Policy:

Saginaw Valley State University (“SVSU”) and the SVSU Board of Control are the institution’s legal names for contracting purposes.  Sub-units (e.g., divisions, colleges, departments, centers, or individuals) are not separate legal entities and may not contract in their own name.

Per the SVSU Board of Control Bylaws, Section 3.101, “The Board of Control delegates the authority to conduct all University business to the President” except for those items the Board reserves to itself as listed in the bylaws. Section 3.101, Item 12 specifically reserves to the Board the authority to “approve all contracts of $2,500,000 or greater for the contract term.”  

The President delegates contract and signature authority to the following positions and their authorized delegates:

• Vice President for Administration and Business Affairs (VP for ABA)
  • Authorized to approve and sign contracts with a total value, either to or from SVSU, under $2,500,000.
  • May further delegate authority to University personnel for:
    • Monetary contracts valued under $50,000
    • Non-monetary contracts
• Provost & Vice President for Academic and Student Affairs (Provost/VP for AA)
  • Authorized to approve and sign non-monetary contracts specifically related to Academic and/or Student Affairs.
  • May further delegate authority to other University personnel for non-monetary contracts specifically related to Academic and/or Student Affairs.

Agreements involving both academic and financial considerations require the signature of both the Provost and the VP for ABA, or the President alone.

Only individuals listed on the official Contractual Authority Delegation List are authorized to sign contracts on behalf of SVSU. These authorized delegates are responsible for ensuring that all contracts receive appropriate review, comply with applicable requirements, and are executed in the best interests of the University.

Contracts signed by individuals not listed on the Contractual Authority Delegation List are unauthorized and not binding on the University. Individuals who sign unauthorized contracts may be subject to disciplinary action, up to and including termination.

Procedures:

1. Contract Authority

Contract Signature Authority is a formal delegation that allows an individual to sign or otherwise enter into an agreement that legally binds the university to terms and conditions. This includes contracts that bind or obligate the university to a financial or a non-financial commitment.

The Contractual Authority Delegation List establishes the scope and limitations of contract signing authority.  It serves as the official record of approved delegations and is maintained by the Office of Administration & Business Affairs.

Only individuals listed on the Contractual Authority Delegation List may sign contracts on behalf of SVSU.

Any personnel change affecting a position with delegated authority must be updated on the Contractual Authority Delegation List before executing any contracts.

2. Contract Review Requirements

Boilerplate (standard) Contracts are pre-approved templates that have been reviewed and approved by the Offices of General Counsel and Business Services.  They still require an authorized delegate’s signature. If the contents are modified beyond filling in the open fields, the contract must be treated as a non-standard contract.

Non-standard Contracts must be reviewed prior to signature or any further purchasing action as follows:

• Monetary contracts - All non-standard contracts with a financial obligation to SVSU must be reviewed by the Office of Business Services (Purchasing & Risk Management), with consultation from the Office of General Counsel as needed.
• Non-monetary contracts - All non-standard contracts without a financial obligation must be reviewed by the Office of General Counsel.  

3. Contract Records Responsibility 

The initiating unit (e.g., division, college, department, center, or individual) is responsible for retaining the contract and ensuring compliance with all contract terms, including service dates, renewals, deliverables, amendments, and termination provisions.

Related Policies & Forms:  

Contractual Authority Delegation List (internal access only)
mySVSU Contracts Page (internal access only)
Financial Conflict of Interest 5.8-2
Purchasing Policy 5.2-1
Board of Control Bylaws

Appendix: 
Board of Control Resolution RES-2232 May 5, 2017