Contract Signing Authority

Policy and Procedure Regarding Contract Approval, Signatory Authority, and Spending Limits

General

The authority to approve and sign contracts on behalf of the College rests with the authorized senior managers and officers identified in this policy (see "Authorized Signatory" section below), although in some cases, additional approval of the President, ­­­­certain vice presidents, the board of trustees, or a board committee is also required.

Approval and signatory authority may be delegated in writing to a responsible designee by the authorized signatories listed below, as specified in "Delegation of Authority."

If an authorized signer is not able to sign a contract for any reason (including, for example, absence or a conflict of interest) another authorized signer in the same division or one of the vice presidents or the President can sign the agreement.

Authority to sign a contract has no bearing or implication on budget authority. Signers are required to ensure that all contract obligations fall within their approved budgets. Any questions on budgets or funding for a contract should be directed to the associate vice president for finance and administration before the contract is signed.

Contract signers must be familiar with and comply with the College's contracting policy and procedures. See Getting Help, Responsibilities and How to Manage Contracts for more information. Many contracts may also require review by counsel, risk management or other departments, including contracts that promise exclusivity of services or products or that cannot be canceled.

No person who is not an authorized signatory may enter into binding contract negotiations, or approve or execute a contract on behalf of the College, without explicit written permission from an authorized signatory who is her or his division head, department manager, or chair. Those signing without such authority may incur personal liability, and/or may be subject to discipline by the College, including termination.

Divisions and/or departments are responsible to manage and direct contract approval, signatory authority, and spending authority for their staff. 

Contracts under $100,000

Division heads have the authority to sign contracts valued up to $100,000. Other contracts that must be approved (or signed) by the vice presidents or division heads (the vice president for finance and administration, vice president and dean of faculty, vice president and dean of students, chief advancement officer, and dean of enrollment and retention) include:

• New projects that have not been already approved or contemplated as part of the budget process, i.e., any projects that are not able to be funded within the approved department budget.
• Contracts over $25,000 (this may often be done as part of the budget process). Division heads can set lower limits for their own divisions.
• New significant business relationships, such as a change in food service vendors, or an agreement to purchase all computers from a new vendor.
• Any contract or business relationship where either money or services is returned to the College, such as a fee for being permitted to do business on campus.
• Capital projects.
• Projects that involve multiple departments or have an impact on several departments. Projects or agreements that affect more than one division should have the approval of the division vice presidents involved.
• Projects or relationships that have a community impact.

If the vice presidents or cabinet members designated in this section approve but do not sign the contract, the contract shall be signed by the appropriate official designated in the "Authorized Signatories" section below.

Authorized Signatories

The following senior officers and managers of the College (herein "Authorized Signatories") have the authority, with respect to contracts and agreements that relate to functions and operations within their respective administrative and business units, to (a) approve and execute such contracts and agreements, and (b) to delegate approval and/or signatory authority to a subordinate officer or manager, with any appropriate dollar-value, timeframe, contract-specific, or other limitations they deem appropriate.

Delegation of Authority by Authorized Signatories

Contracts can be approved and signed by individuals who are not designated as "Authorized Signatories" in the preceding section only if, and to the extent, they have been given written authority to do so by an authorized signatory who is also their division head or department manager or chair. For example, the director of facilities and grounds may authorize the department project manager to enter into construction, repair, and maintenance agreements up to $100,000. It is recommended that this approval be granted in memo form by the authorized signatory and should be filed with the employee's personnel file as well as be on file with the department. This authority is given only for contracts that directly impact or relate to the department of the person holding the signatory authority. Contracting authority can be delegated only to other managers; administrative assistants or other non-exempt personnel may not be given signing authority. Spending limits or payment approval requirements (e.g., for periodic or performance-based payments required under a contract) should be clearly established by the authorized signatory who has delegated his or her signatory authority to a subordinate. There may be significant variation on spending authority depending on the nature of the contract. For example, one office might be limited to spending authority of $500 (within budget for office supplies), whereas the manager of networks for IT might be authorized to make computer purchases up to $100,000 (in line with standing contracts and the budget).

Renewals, Extensions, Amendments, and Modifications

Renewals, extensions, amendments, and modifications to previously approved contracts should be approved and signed in the same manner as the original contracts. If the individual who approved and signed the original is other than an authorized signatory listed above, the individual can approve and sign the renewals, extensions, amendments, and modifications only if and to the extent her or his written delegation memo clearly gives the individual such authority.

Conflicts of Interest

It is the responsibility of all College employees to ensure that the College does not knowingly enter into contracts that present conflicts of interest. College officials must accordingly exercise their authority in a manner consistent with applicable conflict-of-interest policies. If a conflict arises, an official who otherwise has contract negotiation and/or approval and signatory authority must disclose the conflict promptly to his/her supervisor before entering into contract negotiations or before revising, approving or signing a contract, and must excuse him/herself from any involvement in the contract. The supervisor shall assume responsibility for the contract or arrange for the appointment of a substitute responsible administrator. 

Required Review

Any contract that binds the College to an exclusive contract must be reviewed by the division heads group.

Contracts that might conflict with other agreements that would be difficult for the College to cancel (ATM machines).