contract flowchart

Contracts and Subcontracts

Research contracts are negotiated in the Office of Research and Sponsored Projects where over 400 research contracts are processed annually. Our goal is to negotiate an agreement that is acceptable to both contracting parties while protecting the rights and interests of the Principal Investigator, Portland State University and the Oregon University System.

PSU is an agency of the State of Oregon and therefore must satisfy the requirements of the Department of Justice, including indemnification limitations, governance by Oregon law, and confidentiality subject to Oregon Public Records law. Additional Portland State policy issues apply, including indirect cost rates, intellectual property ownership, publication rights, termination conditions and reporting and payment requirements. All of the above concerns are taken into consideration when negotiating a research agreement.

Only designated Portland State personnel are authorized to negotiate and sign research contracts. ORSP's current Contract Officers are:

Contract Package Needed at ORSP

• Completed and Signed PIAF  
  This must be completed and signed by your Department Chair and Dean before being submitted to the Office of Research and Sponsored Projects.
• Budget
  The budget must include both direct costs and indirect costs, as well as the total of the two.
• Scope of Work
  This is a brief description of the work to be performed under the agreement.
  The Budget and Scope of Work are both referenced within the contract and attached to it.
• Sponsor Contact Information
  Please provide the name(s) and contact information (e-mail, address, phone, fax) of contract administrators for the other party.
• Pre-contract Agreements/Arrangements
  These include verbal discussions or agreements between researchers prior to the completion of a legal Agreement. We need to know what you have agreed to do and promises or expectations that have developed in order to evaluate and incorporate them into the Agreement.

subcontract flowchart

Subcontracting to an Entity Outside of Portland State

If you are subcontracting a portion of the work on a research grant or contract to another party outside the University, you will need to submit the following three items to ORSP in order to initiate a subcontract:

1. Request for Subcontract Form
2. Budget, including both direct and indirect costs.
3. Scope of Work, describing the work to be performed under the subcontract.

Subcontracts are written only after the prime agreement is completed and funds have been awarded to PSU.

Timeline

The contracting process takes time. A simple contract with no legal issues requiring negotiation can take 1-2 weeks before all parties have a fully-executed Agreement in hand. More commonly, there are issues to negotiate with the other contracting party in order to reach mutual agreement. An average completion rate is 4-6 weeks and complex issues such as ownership and liability can take considerably longer. Contracts cannot be signed "while you wait." In extreme cases, work must begin before the contract is finalized. If you find yourself in this situation, please contact a contract officer to discuss possible courses of action.

Signing Authority

There are few authorized contract signatories for Portland State University. Research contracts are signed by Martha Kierstead, Tina Frost, and Karen Thomson. In their absence, they may be signed by Denise Wendler, Director of Business Affairs. Researchers, staff, and department personnel are not authorized to sign for the University on any contract or research agreement.

Contracts and supporting materials from the other party should be sent to the Office of Research and Sponsored Projects for completion. If these materials are sent directly to the PI or Portland State Department, please be sure ALL original documents are forwarded to ORSP.

Completion

When a Research Agreement has been successfully negotiated and fully-executed (signed by both parties), the Office of Research and Sponsored Projects will send one copy of the Agreement to the Principal Investigator at his or her departmental address and another copy to Research Accounting where an account will be set up to enable the PI to expend funds. At this point, specific questions about billing, payments, and status of accounts should be directed to the Research Accounting office at 725-3667.

Frequently Asked Questions

Why does it take so long to get a contract signed?
Contracts often require negotiation regarding the "terms and conditions" of the contract. This is a process of exchanging draft language on topics such as intellectual property, insurance coverage and reporting requirements. All contracts specialists everywhere are very busy and it sometimes takes a while for them to respond. Researchers can help by staying in touch with their Portland State contracts specialist and providing any information that is needed.

I don't care if the sponsor keeps the rights to my data or invention. Can I agree to that when I am talking with them?
No, the researcher cannot agree to forfeit rights in data or inventions to the sponsor because, in fact, the rights belong to the Oregon University System. Unless the University has assigned the rights to the researcher in writing, the rights are not the researcher's to give. In addition, the University manages intellectual property rights with an eye to protecting the researcher's future work. There is a potential danger that giving current rights could interfere with the PI's future research.

I signed a contract and sent it back to the sponsor. What should I do now?
Call ORSP immediately! This contract is not binding because it is not signed by an authorized official of the University. Send a copy of what you signed to the contracts specialist and notify the sponsor that the contract will need to be reviewed and some terms may need to be negotiated.

Who usually prepares the contract?
Whoever is giving out the funds (the sponsor) usually prepares the first draft of the contract or subaward.

In other cases, Portland State will be receiving research funds from an entity that may choose not to write the contract themselves. In these cases, the sponsor or the principal investigator can ask the ORSP contracts specialist to draft the contract language.

Sometimes Portland State is the prime recipient of funds and wishes to establish a subaward or contract with another University or institution to do part of the research. In this case the ORSP contract specialists are responsible for drafting the contract or subaward language for review by the secondary recipient institution. The principal investigator will need to provide the contracts specialist with a completed Request for Subcontract form as well a scope of work and a subcontract budget.