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Execution of Contracts

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Category:
Operations
Audience:
All University Faculty and Staff
Last Revised:
February 28, 2021
Owner:
President
Approved By:
Board of Governors
Contact:
President’s Office (306) 790-5950 ext. 2100

Introduction

This policy applies to all Contracts to which the First Nations University of Canada (“FNUniv”) is a party or that creates an obligation on the part of FNUniv. Contracts must be written and entered into only by employees of the FNUniv and this policy communicates the principles and behaviours that FNUniv employees are expected to demonstrate when carrying out FNUniv business transactions through legally binding contractual agreements. The purpose of this policy is to specify the signing authorities required for contracts entered into on behalf of FNUniv. The objective of this policy is to ensure that only those individuals with appropriate approval and accountability sign contracts on behalf of FNUniv.

Scope

This policy applies to all employees of FNUniv and Board of Governors.

Definitions

Appropriate Signing Authority – means the persons required to sign a Contract once approved by the Contracts Approval Committee. The Appropriate Signing Authority is based on the value of the Contract and can be determined by referencing the “Roles and Responsibilities” section below as well as FNUniv’s Signing Authority Policy and Signing Authority Policy – Procedure Statement.

  • Contract – means an agreement between FNUniv and another party that is intended to have a binding obligation and/or legal effect. Contracts contain the terms and conditions under which goods, services, or other considerations of value are furnished by either party. Effective contracts provide a common understanding and the essential terms and mutual obligations defined within the agreement that exist between the parties. In addition to formal documents commonly understood to be contracts, documents such as purchase orders, service agreements, leases, statements of work and letters or memoranda of agreement, understanding, and intent are contracts if there is a University interest at stake and something of value is exchanged. For example, some of the most common types of contractual documents at FNUniv are:
  • Third Party Contracts, such as Revenue Contracts and Expenditure Contracts; and
  • Employment Agreements

Contract Request Form and/or CRF – means the form submitted to the Contracts Committee for review

Contracts Administrator – means an employee of Human Resources who prepares contracts once approved by the Contracts Approval Committee

Contracts Approval Committee – means the committee which reviews all contracts submitted by the Contracts Committee for approval

Contracts Committee – means the forum within FNUniv that generates all contract information

FNUniv – means First Nations University of Canada

Standard Contract – means any agreement made using FNUniv approved standard contract template

Terms of Reference – means the Contracts Committee Terms of Reference

Third Party Contract – means a contract or agreement made with any third party that is not an employee. Third Party Contracts include:

  • Revenue Contract – A contract or agreement whereby FNUniv will receive funds for any reason. Examples of Revenue Contracts are Industry Service Agreements, Research Grants, Facility Access Agreements, Facility Rental Agreements, property leases, and Donation Agreements. ·        
  • Expenditure Contract – A FNUniv Purchase Order, with any attachments, or any other agreement whereby FNUniv commits to purchase or rent or lease any goods, services, or real property.

Policy Statements

The policy states the FNUniv shall ensure, in all its business dealings conducted through the use of a legally binding contractual agreement, that:

  1. The Contract is properly documented in writing.
  2. The benefits accruing to FNUniv under the Contracts’ terms outweigh the risks assumed by entering into the Contract.
  3. The parties to the Contract are able to meet their obligations within the terms of the document. While this applies to all of FNUniv’s obligations, in recognition of the nature of University activities, FNUniv will be particularly vigilant in its management of intellectual property, confidentiality, and privacy issues.
  4. Staff must comply with all University policies, guidelines, and procedures relevant to a given transaction, including, but not limited to: the Procurement Policy, the Contract Committee Terms of Reference, purchasing policies, intellectual property requirements, indemnification and insurance, employment standards, collective agreements, and educational policies
  5. Mandatory review of all Contracts must be conducted by the Contract Committee and approval of all Contracts must be granted by the Contracts Approval Committee prior to signature in accordance with the procedures set out in the Execution of Contracts – Procedure Statement and the Terms of Reference.

Roles and Responsibilities

Board of Governors

  1. Sign all Contracts over two hundred thousand dollars ($200,000).
  2. The two hundred thousand dollars ($200,000) single transaction limit is in reference to single year and multi-year Contracts that consider a total value of greater than two hundred thousand dollars ($200,000). For example, a Contract for one hundred thousand dollars ($100,000) annually for a three-year term must be considered as a total value of three hundred thousand dollars ($300,000) and therefore requires Board approval. All Employment Contracts entered into for periods extending beyond a one-year period will not be considered as Contracts totaling the value over the life of the Contract, but at a value equal to the sum of the total annual remuneration. Accordingly, signing authority delegation for such Contracts will be determined based on the annual remuneration and NOT the total value of the Contract.
  3. Delegate authority to the President for the signing of contracts under $200,000 in accordance with the Delegation of Authority Policy and the Signing Authority Policy.

President

  1. Approve Standard Contract templates.
  2. Ensure a process is in place for the initiation and signing of all Contracts.
  3. Review non-standard legal agreements.
  4. Sign all Contracts over $100,000.
  5. Delegate signing authority for Contracts to the Vice President Academic, Vice President Finance and Administration and an Associate Dean in accordance with the Delegation of Authority Policy and the Signing Authority Policy.

Vice Presidents

This position provides services and guidance to FNUniv in relation to the identification, qualification, and execution of external business opportunities. Duties include:

  1. Guiding the negotiation of Contracts to ensure that they represent the optimal outcome for FNUniv in terms of financial, educational, and strategic objectives.
  2. Development and implementation of a contract management procedure to ensure that appropriate staff are aware of the financial and non-financial benefits and obligations in contracts so that FNUniv may optimize its performance and financial return.
  3. Ensure performance of all Contracts and management of obligations which flow from Contracts.
  4. Ensure that no work, project, or employment begins by an individual or contractor/service provider prior to their start date without a signed Contract in place. Verbal offers cannot be made.
  5. If designated by the President pursuant to the Signing Authority Policy, sign Contracts under $100,000.
  6. Must utilize only approved Standard Contract templates.

Finance

  1. Act as the contract repository where the originals of all executed Third Party Contracts are to be retained.
  2. Ensure that no payments are made through payroll or accounts payable without a signed Contract in place.
  3. Review all Contracts to ensure appropriate budget codes are cited and review all Third-Party Contracts for compliance with the Procurement Policy.
  4. Vice President Finance and Administration must sign all Contracts, except where the signature of the Chair of the Board of Governors is required in accordance with the Signing Authority Policy.
  5. Vice President Finance and Administration may delegate signing authority for Contracts to the Director of Finance in accordance with the Signing Authority Policy.

Human Resources

  1. Review all Employment Contracts for compliance with applicable laws and collective bargaining agreements.
  2. Act as the contract repository where the originals of all executed Employment Contracts are to be retained.

Consequences for Noncompliance

Contracts which are not properly authorized and signed in accordance with this Policy will not legally bind FNUniv and could be reduced or not honoured. In certain cases, the individual signing the Contract may incur personal liability, and/or may be subject to discipline by FNUniv, including up to termination of that individual.

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