• What happens after I submit a contract?

  • The amount of time it takes to complete a contract can vary greatly. Some contracts are routine; others are complex and may require input from several offices. In addition, the amount of time it takes the other party to respond to is beyond the University's control. You can monitor the status of all of your contracts managed by MU Division of Finance and the status of standard form contracts submitted through the Contracts Wizard web portal in real time. Please contact your division fiscal officer or MU Division of Finance for Assistance with gaining access.

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  • What special issues can arise that may delay signature of my contract?

  • The University is a state-created public institution of higher education. As an instrumentality of the great State of Missouri, the University has sovereign immunity under Article 6, Section 26(a) of the Missouri Constitution and the Eleventh Amendment to the Constitution of the United States. That's a great thing for us to have, but other parties that may not be used to dealing with governmental entities often find this confusing. Under Missouri law, we do not have the authority to waive our sovereign immunity. We are also governed by a number of other laws and regulations, both state and federal. The University is fortunate to have broad authority to enter into contracts; but our authority is not without limits.

    Some examples of issues that often arise include:

    • Confidentiality:

      As a governmental entity, we are subject to a number of federal and state requirements with respect to open records and meetings. Some contracts have confidentiality provisions which must be modified to allow for disclosures we may be required by law to make.

    • Conflict of Interest:

      The University has regulations, both internal and externally imposed, about how we must conduct business to minimize and manage conflicts of interest. When the University proposes to enter into a contract with an employee or with an entity in which an employee has a direct or indirect financial interest, a disclosure must be made by the employee, reviewed by the Conflict of Interest Committee and its determination filed in a public registry for not less than ten days prior to the contract being executed.

    • Environmental Issues:

      The University's Office of Environmental Health and Safety oversees compliance with a wide variety of environmental laws and regulations, including but not limited to asbestos, air emissions, biological safety, chemical safety, fire safety, food safety, hazardous materials, radiation safety, water safety (drinking and storm water), and workplace safety.

    • Export Controls:

      Federal laws regulate the distribution of strategically important products, services and information to foreign nationals or foreign countries. See the link above for more information, including a link to the decision tree to determine whether an export license is needed. License applications require considerable time and effort and processing can take months to complete.

    • Human Subjects:

      The University's Institutional Review Board reviews and coordinates activities involving human subject research to ensure the integrity of human subject protection and compliance with applicable laws and regulations. If your activity includes research with human subjects, IRB approval or waiver must be confirmed before your contract can be signed.

    • Indemnity:

      As a governmental entity, the University is protected by the doctrine of sovereign immunity. That is a good thing for us, but difficult for other non-governmental entities to understand. We do not have the ability to waive our sovereign immunity. Most agreements include indemnity or hold harmless provisions which have to be modified.

    • Information Security:

      The University has a responsibility to keep its IT systems and information assets secure and to comply with various regulatory requirements regarding security and privacy of data. Contracts for IT-related services must reviewed by IT to ensure security requirements are met.

    • Insurance:

      The University has certain requirements (which vary by risk) that must be incorporated into contracts and cannot be waived without approval from UM Risk & Insurance Management.

    • Vertebrate Animal Use:

      The Animal Care Quality Assurance Office ensures the humane care and use of animals in research and teaching and compliance with applicable laws and regulations.

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  • What else might I need to know?

    • The legal name of the University is "The Curators of the University of Missouri." An odd name for a corporation to be sure, but that's our legal name. (It is not to be confused with the Board of Curators of the University of Missouri, which is what we call our governing board.)
    • Click-Wraps/Click-Through Agreements: Beware of agreeing online to terms of service, which often include provisions that are prohibited by law or policy. It is easy to miss them, as they often do not appear on the same web page as other information. The university's delegations of authority still apply to these types of agreements.
    • If you are entering into an agreement with another University department or campus, that is not technically a contract. Sister departments and campuses within the UM System do not have separate legal status; we are all members of the same legal entity. In those cases, formal legal approval and signature by a delegated authority is not needed. If you are not sure whether the party you are contracting with is part of the University, contact MU Division of Finance at (573) 882-7254 for assistance.

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  • Things you can do to help the process

    • Make sure any exhibits are attachments referenced in the contract are attached when you send it to your contracting office for review/signature.
    • Make sure needed information is not missing and details within the contract are consistent/make sense (e.g., numbers don't add up, etc.) A contract should contain sufficient information that a person not directly involved with the transaction can understand the general nature of the agreement and the respective obligations of the parties. Common sense is a handy tool for meeting this test. Basically, does your document describe who, what, where, when & why?
    • If you are contracting for services to be rendered by an individual, you must also provide an independent contractor checklist (completed by you, not the other party). See http://businessservices.missouri.edu/contracts/contractors.html for more information and a link to the Independent Contractor Checklist.
    • If you are contracting with an individual who is also an employee, or with an entity in which an employee has a direct or indirect financial interest, make sure the employee has completed an outside interest disclosure form which covers your proposed activity. The disclosure must be made by the employee, reviewed by the Conflict of Interest Committee and its determination filed in a public registry for not less than ten days prior to the contract being executed, so the earlier that process is started the less likely it is to delay the signature process. See http://research.missouri.edu/compliance/conflict_of_interest/ for more information.

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