The wide array of programs, activities and operations in which the University engages create significant financial, reputational, and legal liability for the institution. It is therefore important that purchases and commitments the University undertakes are authorized and processed properly. Authority to contract is addressed in – and limited by – University policy.

What is the purpose of a Delegation of Authority?

The purpose of a Delegation of Authority is to facilitate pre-authorization of certain commitments that routinely recur.

What are some examples of recurring commitments?

  • Intellectual Property licenses, options, confidentiality agreements, material transfer agreements, documents required by the US Patent and Trademark Office and the US Copyright Office (President to VP Research to Office of Technology Commercialization Director)
  • Letters of intent up to a specified value for projects originating in Physical Plant (VP Finance to the Executive Director of Facilities Management)
  • Grant and contract applications (President to VP Research to Executive Director of Research Support and Integrity)
  • Clinical affiliation agreements using approved templates for academic placement of students at hospitals and clinics (Provost to Dean)
  • Internship agreements using approved templates for academic placement of students (Provost to Career Center)

Please explain the Delegation of Authority letter.

  • First, may I revise the template(s)?
    • The templates contain all of the necessary elements for the responsible official(s) to approve a delegation, and provide prompts for those informational elements that must be addressed.  If you do not believe the template language suits your needs, please contact the Office of the General Counsel for assistance in drafting appropriate language.
  • How does the delegating official know how much authority they have?
    • The delegating official may only delegate authority that is within the official’s existing authority or that has been delegated to that official by a senior official.  All delegations must include specification of the scope, terms and limitations of the delegation, including the contract or types of contracts the delegate is authorized to sign, the extent of monetary authority, and the duration of the delegation.
  • Who gets the signatures on the Delegation letter?
    • Whoever is seeking or granting the delegation obtains the necessary signatures. This process can start, for example, with a director or associate vice president, who wants to simplify a routine process. Going through “normal” reporting channels ensures that all relevant managers are in the loop.
  • Why does this delegation need to occur annually?
    • The cycle is a matter of internal controls designed to raise awareness of the authorizations required and to ensure that all required approvals have been obtained. It also keeps the information current.
  • On what schedule must the delegation be submitted, and to whom?
    • It is recommended that delegations be written on a fiscal year basis (July 1-June 30).  All delegations must be submitted to the Controller, with a copy to the General Counsel, in advance of the effective date.

What are the different levels of authorization at the University?

The magnitude of the financial or other exposure a proposed commitment generates determines at what level of the institution authorization must occur. At the macro level, the University Board of Trustees has responsibility for and authority over all University matters; however, the Board delegates most of that responsibility and authority to the President and other senior institutional officials, who in turn make delegations.

With the approval of the President and the involvement of the Board of Trustees, as appropriate, the University has adopted policies that describe the nature and extent of the authorizations required for various types of contractual commitments.

The University Procurement Policy focuses upon the financial management of purchases of certain goods and services. Appendix A to the University Procurement Policy is a matrix which addresses purchasing thresholds, requirements and approvals for procurement or lease of goods and services. The matrix displays the criteria for determining the necessary authorizations (agreement term and dollar value; and approvals required when a written agreement accompanies a purchase in addition to, or in lieu of, the methods of purchase shown in the far right column of the chart). The University Revenue Generating Contract Operating Procedure includes a similar matrix.

What about agreements that do not involve "purchases"?

There are numerous agreements into which units enter that do not involve “purchases” but nonetheless commit the University contractually. These agreements do not go through Purchasing Services but still must be properly authorized and executed. The requirements are set forth in the Contract Approval and Signatory Authority Policy.

Where may I direct additional questions?

Questions may be directed to the Controller regarding commitments that are processed through Purchasing Services and to the General Counsel regarding all other commitments.

What if someone undertakes an unauthorized commitment?

Apart from job performance-related implications, someone who makes an unauthorized purchase or commitment may be personally liable to the third party and/or the University unless the commitment is ratified by the appropriate responsible official(s). If unlawful conduct, such as fraud, is involved, criminal prosecution may occur.



All materials provided on this website, including the contents of linked pages, are provided for general informational purposes only. While we seek to provide links to current and authoritative information, neither UVM nor this office guarantees the accuracy of information accessible online; therefore, this information must not be relied upon as substitute for legal advice from a qualified attorney. Please contact a UVM Office of the General Counsel attorney to obtain current legal advice specifically responsive to your questions.