To identify when written contracts are required and the person(s) authorized to approve and sign contracts and other documents legally obligating the Shelby County Board of Education (SCBE).
This policy applies to all written contracts or any other written documents, excluding purchase orders, which legally obligate the SCBE, including its schools or employees acting on behalf of the District, to perform any service, pay any monies or participate in any venture or endeavor. The purchase of goods and services by contract is also subject to the policy on bids and purchases (see Policy 2006 Purchasing Authority).
- Charter Schools - "[A] public school in the state of Tennessee that is established and operating under the terms of a charter agreement in accordance with the Tennessee Public Charter Schools Act of 2002" (T.C.A. 49-13-104).
- Contract - a written document legally binding a party or parties to provide a specific product or products and/or perform a specific service or services at a time, in a manner and for an amount mutually agreed upon by all parties involved, including any extension thereof, and any amendment that changes the terms, conditions or obligations of an existing contract.
- Contract/Waiver Schools - Nontraditional schools created and operated in accordance with TCA 49-1-207, Innovative Educational Programs, and approved by the Commissioner of Education.
- Executive Committee-The Chair of the Board of Education and Director of Schools (Superintendent) constitute the Executive Committee of the Shelby County Schools Board of Education.
- Master Contract - An agreement setting the price at which various departments in the District may order goods or services authorized in a purchase order.
- No Cost Contract - a contract that requires no payment of money or monetary equivalent from SCBE.
- Non-professional Services - Services of a general nature based on skill that is repetitive in nature, for which there is adequate competition in the marketplace to set a market price (e.g., painting, roofing, cleaning).
- Professional Services - Services provided by an individual or group of individuals with a professed knowledge based on prolonged and specialized intellectual training which enables a particular service to be rendered. The term implies professional attainment in specialized knowledge as distinguished from mere skill. Professional services include, but are not limited to, insurance, auditing, accounting and financial services; professional development, business consulting services; educational consulting services; research services; seminar leaders; surveys and studies; legal services; medical services; technical services (e.g., technology); and software development.
- Revenue Generating Contracts - A contract entered into for the primary purpose of generating revenue to the District or individual school.
- Settlement - an agreement ending a dispute, claim, demand or lawsuit against the District.
- Signature Authority - Authorization to sign a contract or other document legally binding the District.
IV. POLICY STATEMENT
The SCBE is responsible for governing Shelby County Schools as it deems necessary in compliance with state and federal mandates. A primary governance function of the Board is the provision of financial resources through adoption of a budget and approval of expenditures. The SCBE is, therefore, required to be fiscally responsible while governing with business efficiency. In order to govern with business efficiency while maintaining the fiscal integrity of the District, the SCBE recognizes and acknowledges that:
- The District requires the allocation and expenditure of funds through an appropriate contract approval process.
- In many instances the authority to sign contracts that are properly approved by the Board or the Administration must be delegated as a matter of business necessity.
- Its vendors must be able to determine whether a contract with the Board has been properly executed and is, therefore, binding on the parties.
This policy shall govern who is authorized to: (i) approve; and (ii) sign a contract. In no event shall individual schools or departments enter into agreements with contractors, vendors or others without the required approvals and signatures. Agreements outside the prescribed SCS procedures entered into by individual schools or departments shall be deemed voidable. Further, the SCBE shall not be bound by any written contract or other written document that is not executed in conformity with this policy.
Violations of this policy may result in disciplinary action, up to and including termination.
In accordance with applicable state law1,2, and Board policy, all written contracts equal to or greater than one hundred thousand dollars ($100,000) shall require Board approval and Executive Committee signatures. Additionally, Board-initiated contracts and all contracts which require Board approval pursuant to the law and/or Board policy or resolution, once appropriately approved, shall require the Board Chair or Executive Committee signatures. All written contracts less than or equal to nine hundred ninety-nine thousand nine hundred ninety-nine dollars ($99,999) shall be approved and signed by the Superintendent and/or designee, unless exemptions apply. The Board shall be provided with a list of written contracts with a value of between twenty-five thousand dollars ($25,000) and nine hundred ninety-nine thousand nine hundred ninety-nine dollars ($99,999) and of all commodities contracts equal to or in excess of one hundred thousand dollars ($100,000).
Contract Categories/Types Requiring Written Contracts
Written contracts are required for:
- The sale, exchange, transfer, lease/rent, or purchase of real property (see also policy 7002 Real Estate)
- No-Cost contracts where liability is involved
- Construction, renovations, repairs, and maintenance of facilities
- Charter School and Contract/Waiver School agreements
- The use of SCS facilities
- Equipment leases (excluding short-term daily or weekly rentals) (see also policy 2006 Purchasing Authority)
- Non-professional services performed on SCS property (see also policy 2006 Purchasing Authority)
- Professional services (see also policy 2013 Professional Services Contracts)
- Sponsorships, grants or donations with specific terms and conditions
- Revenue generating contracts
- Master Contracts
- Software contracts for the purchase, license, maintenance, and development of software, but excluding retail off-the-shelf software
- Equipment purchases requiring vendor installation on district facilities
- Intergovernmental Agreements
- Memorandums of Understanding
- Memorandums of Agreement
Contracts Over One Year
All contracts extending beyond one (1) year require Board approval regardless of the category/type or dollar amount, as well as Board Chair or Executive Committee signatures.
The following contracts and agreements shall require Board approval and Board Chair or Executive Committee signatures in order to enter into and execute for any dollar amount:
- Real Property Contracts - lease/rental, sale, exchange, transfer, or purchase of real property (7002 Real Estate)
- Exclusive Contracts and Naming Rights Agreements
- Construction Contracts- New Buildings
- Contract/Waiver/Charter Schools Contracts
- Intergovernmental Contracts (excluding state grant contracts)
- Settlement Agreements of fifty thousand dollars ($50,000) and above and/or requiring specific performance by the District
- Collaborative Conferencing Memorandums of Understanding and any and all subsequent addendums
- The Board is responsible for designating the person(s) authorized to approve and sign contracts as provided by this policy.
- The Superintendent is responsible for ensuring this policy is adhered to; administrative rules and regulations are developed to implement this policy; and that said rules and regulations are posted on the District website.
- The General Counsel (or designee) shall be responsible for negotiating, drafting and/or reviewing written contracts or other required documents.
- The Office of General Counsel shall be responsible for the final review and approval for legal sufficiency of contracts or other written documents legally obligating the District.
- Principals and/or department administrators seeking to enter into an agreement with vendors for work to be done; or with entities for generation of revenue; or no-cost contracts shall be responsible for submitting the contract and required documents to the department/employee designated by the Superintendent for review and processing.