Post on 15-Jan-2016
UNTHSC Office of Contract Administration
UNT System Office of General Counsel
July 10, 2012
UNT Health ContractTraining
Agenda
1. Introductions2. Overview of all areas involved in
contracts3. Contract Basics4. Contract Flow (Areas of
Responsibility)5. Contract Liaison Responsibilities6. Delegated Authority7. Summary & Review of Routing
Processes
The University of North Texas System Board of Regents Rules (“Regents
Rules”) govern legal review of contracts and agreements.
This Contract Training Presentation is intended to supplement UNT System
policies, regulations and the Contracting Handbook.
Training Facilitators
INTRODUCTIONS
Introductions
Office of Contract Administration Lane Nestman – Director Christine East – Contract Administrator Patrice Victor – Contract Administrator
Office of General Counsel Alan Stucky Jenny Urquhart Lindsey Bartula
Overview
AREAS INVOLVED IN CONTRACTS
Department Contract Liaison establishes and maintains communication about business contracts for mutual understanding and cooperation.
UNT Health
Department
The Contracting Organization enters into business contracts with UNTHSC and makes them enforceable obligations of both parties.
Contracting Organization
Contracting
Organization
BSC Purchasing is responsible for compliance with established purchasing guidelines, Texas procurement requirements, and Requisition-to-Purchase Order Processing.
BSC Purchasing
BSC Purchasing
Contract Admin.
The Office of Contract Administration facilitates business contract processing, routing and administration for the UNTHSC.
Office of Contract Administration (OCA)
The Office of General Counsel represents the UNT System and its Component Institutions, in all legal matters and approves contracts only as to legal sufficiency.
Office of General Counsel (OGC)
Office of
General Counsel
UNTHSC Signatories have delegated authority to approve and execute business contracts. Execution of contracts creates contractual obligations for UNTHSC.
UNTHSC Signatories
UNTHSC Signatories
Teamwork = Contract
Definitions
CONTRACT BASICS
What is a Contract?
A contract is more than words on a piece of paper…
It’s how we conduct business.
By definition, a contract is an agreement between two parties usually to exchange goods or services.
Treat any written document setting out mutual promises or obligations as a contract.
What is a Contract?
All contracts entered into by the System or an Institution must be in writing, approved and executed by individuals with appropriate authority to bind the UNT System or Institutions, regardless of whether the contract requires legal review.
What is a Contract?
Contract Flow
AREAS OF RESPONSIBILITIES
Let’s follow the flow of the contract…
Department Responsibilities
Negotiates the business terms of the contract with the Contracting Organization.
Ensures that UNTHSC can perform the obligations set forth in the contract.
Prepares contract for routing once the contract has been drafted, reviewed and approved at the department level.
Department Responsibilities
Completes UNT Health Routing Slip. Prepares at least two (2) originals of
the contract for signature. Obtains necessary department
approvals: Chair/Director signature Contract Liaison/UNT Health CFO
signature
UNT Health Routing Slip
OCA generates this number.
Upload to requisition in ePro
UNT Health Routing Slip
UNT Health Routing Slip
Review and Recommendation Signatures
“I have reviewed the attached agreement or contract and recommend entering into this
agreement as written. In addition, I can confirm that we do have available resources to fulfill all of
the obligations contained in this agreement or contract, and it is within the mission of the
department or area of responsibility. I feel this agreement or contract is a proper activity to enter
into, that it will be beneficial to UNTHSC, and complies with UNTHSC policies.”
UNT Health Routing Slip
If your contract has an expenditure, submit the contract and completed UNT Health Routing Slip electronically to BSC Purchasing with an EIS requisition for review and processing.
REMINDER
Department Responsibilities
Routes the contracts, Routing Slip, any applicable exhibits & addendums and if applicable, any special instructions for routing or execution to OCA for further processing.
OCA Responsibilities
Reviews the Routing Slip to ensure all required information has been provided and signs the Routing Slip.
Briefly reviews contract terms and the signature lines on the contract.
Assigns the HSC Contract Number Creates a record in the UNTHSC contract
DB.
OCA Responsibilities
Routes the contract, Routing Slip, any applicable exhibits & addendums and if applicable, any prior contracts to OGC via email for legal review.
OGC Responsibilities
Reviews the contract to ensure that it is legally sufficient. If contract meets all legal requirements,
OGC indicates approval on UNTHSC Routing Slip.
If contract does not meet legal requirements, OGC provides legal advice regarding the specific issues.
OGC Responsibilities
•HIPAA•Stark/Anti-Kickback
•Debarment
Healthcare Legal Issues
Standard Agreements
Standard Agreements are form contracts that have been pre-approved by OGC and require no further legal review in the routing and approval process.
Standard Agreements are designed to facilitate a department’s contracting process when there is a repeated need or use for the same agreement form.
Contracting Handbook
The University of North Texas System Office of General Counsel (OGC) provides the Contracting Handbook, which includes important information, explains basic legal terms and concepts, has forms, checklists, and other tips to help individuals.
Available online at OGC webpage: http://untsystem.unt.edu/generalcounsel/
•Contract Checklist•State Contracting Requirements•Delegated Authority
Contracting Handbook
OCA Responsibilities
Upon receipt of documents from OGC, OCA prepares the contracts for routing.
Routes the documents to the next signatory on the Routing Slip.
Updates the UNTHSC contract database at each step to reflect the current status of the contract.
UNTHSC Signatories
Sign the Routing Slip and/or the contract.
Delegated Authority to approve and execute UNT Health contracts, including contracts for the provision of medical services on behalf of UNTHSC: Executive Vice President of Clinical Affairs and
Business Development and President/CEO of UNT Health or his/her designee and the Vice President for Finance and CFO or his/her designee. *
UNTHSC Signatories
NOTE: If you are not one of the individuals with signature authority, don’t sign on behalf of the University. It is a violation of the Regents Rules if you do, and you could be held personally liable for the contract.
A contract that is not approved in accordance with this Regents Rule is void.
UNT Health contracts with a monetary value of $100,000 or more are routed to the UNT Health Board Chair for review and approval signature on the Routing Slip.
UNT HEALTH CONTRA
CTS
UNTHSC Signatories
UNT Health Routing Slip
OCA Responsibilities
Upon receipt of documents from UNTHSC Signatories, OCA updates the UNTHSC contract database.
If all of the HSC signatures on the Routing Slip and original contracts have been completed but the Contracting Organization signature has NOT been completed, OCA returns original contracts to department.
Department Responsibilities
The department Contact Person or Contract Liaison is responsible for obtaining signatures from the Contracting Organization.
DO NOT SEND THE ROUTING SLIP OR ANY COMMENTS OR ADVICE FROM THE OGC TO ANY THIRD PARTIES WHEN NEGOTIATING OR CORRESPONDING.
Contracting Organization
Signs both contract originals. Returns one executed, original of the
contract to UNTHSC.
Department Responsibilities
Maintains copy of executed contract. Returns an executed, original of the
contract to OCA for the UNTHSC contract file.
Monitors for proper performance of the contract and renewal/termination dates.
OCA Responsibilities
Scans all executed contracts to maintain the electronic record of UNTHSC business contracts.
Serves as the repository of all original, fully executed, hardcopy contracts.
If applicable, provides a copy of the executed contract to BSC Purchasing in order to facilitate processing the requisition into a Purchase Order.
Teamwork = Contract
Contract Routing General Time Lines
Standard or Template Agreements with no Substantive Changes: typically reviewed, signed by UNTHSC
signatories and returned to the Initiating Department within 7-10 days.
Other Contracts typically reviewed, revised (if
necessary), signed by UNTHSC signatories and returned to the Initiating Department within 14 days.
Responsibilities
CONTRACT LIAISON
Contract Liaison Responsibilities
Reviews Contract, coordinates negotiation of Contract if necessary.
Obtains necessary department approvals.
Forwards Contract to Appropriate Office for Review, Routing and Approval.
Ensures contract compliance.
Monitor the performance of the Contracting Organization to ensure they are performing as required by the contract.
UNTHSC is also a party to the contract and it is just as critical that we meet all obligations too.
Contract Compliance/Monitoring
Amend, renew or terminate contracts when necessary
Amendments, renewals or terminations must be processed in the same manner as the Original Contracts.
Contract Compliance/Monitoring
Compliance/Monitoring
Be sure to calendar deadlines and other important dates to ensure timely contract renewals/terminations.
Signatures on contracts
DELEGATED AUTHORITY
Delegated Authority
UNT System Board of Regents (BOR) has authority to contract on behalf of the System/Institutions pursuant to Texas Education Code § 105.108.
The BOR delegates the authority to
negotiate, execute, and approve contracts.
Delegated Authority FY 12
UNT System Board of Regents (BOR)Approves contracts valued over
$1,000,000.
UNT System Chancellor
Approves and signs contracts valued at
more than $500,000.
Delegated Authority on UNT Health Contracts FY 11-12
UNTHSC President
Executive Vice President of Clinical Affairs & Business
Development, President/Chief Executive Officer of UNT
Health
Vice President for Finance & Chief Financial Officer
Summary & Review
ROUTING PROCESSES
Contract Routing & Execution
Use available resources to help draft, review and route business contracts.
Do not sign contracts if you do not have signature authority.
Ask questions if you need help.
Common Problems When Routing Contracts
Routing Slip is not submitted with the contract.
Contract Liaison has not signed Routing Slip.
Supporting documentation is not attached.
Routing Slip/contract not submitted with requisition.
Speeding up the Routing Process
Plan and allow time for processing & routing contracts.
Ensure proper approvals have been obtained.
Have all documentation attached at the beginning of the routing process.
Make sure all financial issues are resolved. Walk contract through to obtain all
signatures.
Questions?
Contact: Office of General Counsel
Dallas Office 1901 Main Street, Suite 216, Dallas, TX 75201
Phone: (214) 752-5970
Denton Office 1155 Union Circle, #310907, Denton, TX 76203-
5017Phone: (940) 565-2717
Website: http://untsystem.unt.edu/generalcounsel/
Contact: BSC Purchasing
Business Service Center 1112 Dallas Drive, Suite 400 Denton, TX 76205
Phone: (940) 369- 5500 Toll-Free: (855) 868-4357 Email: purchasing@untsystem.edu Website: www.bsc.untsystem.edu
Contact: Office of Contract Administration
3500 Camp Bowie Boulevard, Fort Worth, TX 76107 Phone: (817) 735-2945 Email: contractadmin@unthsc.edu Website: www.hsc.unt.edu/sites/OfficeofContractAdministration/
EAD 830
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Thank you for your time.