Procurement Contracting Guide

    Definition

    Members of the Yale community manage a wide array of Procurement agreements and contracts that are presented in a variety of formats. These documents establish enforceable obligations, provide valuable rights, create financial and legal exposure, and are critical to making the University run smoothly.

    A contract is an agreement between two parties, creating mutual obligations that are enforceable by law. Having a good, clear written contract can prevent disputes and manage risks and costs for the University.

    This Guide should not be construed as legal advice or treated as a substitute for the final interpretation of any Yale policy.

    Key Information
    • All required departmental approvals, including budget approval, must be secured prior to sending a request for assistance through the Purchasing Intake Portal.
    • Using standard Yale contract templates, such as the Yale Services Agreement, can save time and effort. Whenever possible, resist using the other party’s forms. See below for a list of available templates. These templates are here to mitigate risk to departments and protect the mission of the University.
    • To prevent conflicting provisions, departments should not submit both Yale contract templates and Supplier terms/agreements for the same service/goods purchase.
    • Contracts should accurately and clearly define the parties. Yale University is the appropriate entity name for contracts, not a faculty/staff member’s name or a University department.
    • Contracts must indicate when the contract begins and ends and a commencement date of services or provision of goods if different from the start/effective date.
    • Contracts must clearly define what is being purchased and at what cost.
    • All contracts requiring review and signature should be sent to Procurement through the Purchasing Intake Portal.
    • The contract must be signed individuals who are authorized to sign on behalf of each party. Yale employees cannot sign any agreement, contract, or other legal document on behalf of Yale University unless they are listed as an authorized signer in the signature authority tool. For more information, see the Signatory Index for guidance.
    • Requisitions should not be created until after the contract is signed by the Supplier and a Yale employee with signature authority. The fully signed contract must then be attached to the requisition.
    • Procurement is available throughout the contract cycle to support departments for answering questions, negotiating, developing, reviewing, and signing the final contract. We are here to help!
    To Start
    Order of Work Action to Take Essential Process Details/Helpful Tips
    1 Read and understand policies 3201 General Purchasing and 3210 Purchase Contracts and all related procedures.
    2 Confirm contract is a Procurement contract.
    • Examples of Procurement contracts may include contracts for the purchase of goods, services, guest speakers, artists and performers, equipment leases, equipment maintenance, software licenses and related software maintenance agreements, technology services and support.
    • Certain types of contracts are not Procurement contracts. Those include contracts where the University is receiving funds. Other non-Procurement contracts include research and clinical trial agreements, certain data use agreements, medical or clinical-related agreements, real estate agreements, Memoranda of Understanding, and intellectual property license agreements for Yale trademarks, copyrights, and patents. For more information visit the Office of General Counsel (OGC) website.
    • See Policy 3210 Purchase Contracts for more information.
    • Refer contract support questions to the Purchasing Intake Portal.
    3 Confirm that there is not a Procurement Conflict of Interest.
    • The department must confirm that the requester does not have a financial or other interest in the supplier being considered as that could create a Procurement Conflict of Interest. For more information see the Procurement Conflict of Interest definition in Policy 3201 General Purchasing.
    • If a Procurement Conflict of Interest exists, the Procurement department will evaluate and determine whether it is still possible to proceed with the purchase. If the Procurement department determines that it is possible to manage the conflict of interest and proceed with the purchase, the Procurement department will have the Requester complete a Procurement Conflict of Interest (PCOI) Form. This form must be reviewed and signed by the department Chair or Director and the Chief Procurement Officer.
    • For more information, see Policy 3201 General Purchasing.
    4 Confirm whether Yale has a Master Agreement in place with the Supplier.
    • If a Master Agreement is in place, that agreement can be used for the purchase. If not, the department must work with Procurement to put a new agreement in place using an appropriate Yale template or approved Supplier-provided contract terms and conditions.
    • Check the Yale University Buying Guide.
    • Refer questions regarding Master Agreements to the Purchasing Intake Portal.
    Prepare for Contract/Agreement Submission & Review
    Order of Work Action to Take Essential Process Details/Helpful Tips
    1 Confirm budget availability/approval for the purchase.
    • Process may vary from department to department. Start with your department Business Office.
    2 Confirm that faculty and staff whose work/role is impacted by the contract understand the business terms, financial commitments, and other departmental obligations under the contract.
    • Review and understand the contract’s business terms and financial commitments, including, but not limited to:
      • payment deadlines
      • refund terms
      • cancellation requirements for goods or services.
    • Confirm the department can meet its obligations under the contract. For example, the department may be required to obtain releases, provide information to the vendor, or keep certain vendor information confidential, depending on the type of contract.
    • Establish a plan for the department to meet these obligations.
    • See Policy 3210 Purchase Contracts for more information.
    3 Whenever available, use a Yale University Agreement Template
    4 If Procurement determines that a Supplier-provided contract is required, confirm that all terms essential to Yale are included in the contract.
    5 Gather all applicable supporting documentation.
    Request Procurement Support/Review & Signature of a Contract/Agreement
    Order of Work Action to Take Essential Process Details/Helpful Tips
    1 Request support.
    • Leverage Procurement experts to help answer questions, develop, and negotiate contracts, and review and sign contracts.
    • Submit a request via the Purchasing Intake Portal, “Contract/Agreement Support & Signature Requests”.
    • For facilities related inquiries, submit the request via the Facilities website.
      • Click on “Submit a Request” in the blue action button in the top right-hand side of the page.
    2 Request review for signature.
    • All Procurement contracts that require review and signature must be sent to Procurement.
    • Submit a request via the Purchasing Intake Portal, “Contract/Agreement Support & Signature Requests”.
    Next Steps to Take After a Contract/Agreement is Finalized
    Order of Work Action to Take Essential Process Details/Helpful Tips
    1 Complete the purchasing process per Policy 3201.2.
    • Create a requisition in Workday. For guidance, refer to the Requisition to Purchase Order (PO) chapter of the Procurement Toolkit.
    • The fully executed agreement (signed by both the Supplier and authorized University signatory) and all supporting documentation must be attached to the requisition.
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