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Agreements and Contracts

Agreements and Contracts

Research agreements and contracts are managed by three offices at WVU.

The offices will work with the Principal Investigator (PI) to negotiate the terms and conditions of the agreement or contract. T he time required for negotiation and approval depends on a number of factors including complexity and compliance requirements. As a general rule, negotiating contract with private industry takes more time than grants from the Federal Government.

Agreement Office	Scope
OSP Award Negotiation	Non-clinical Subawards and Amendments UHA, 1RS, and WVU Hospital Subaward Agreement and Amendments Non-clinical Data Use Agreements (DUAs) Master Agreements (MAs or MSAs) Memorandums of Understanding (MOUs) Purchase Orders or ‘Service’ Agreements (relating to research projects) Practicum Agreements Certifications of Compliance All Other Miscellaneous Agreements or documents
WV CTSI Research Administration Office	Clinical Trial Agreements Clinical industry-sponsored research agreements Clinical federally-sponsored research agreements
OGC Agreement Office	Material Transfer Agreements Non-Disclosure Agreements Confidential Disclosure Agreements Technology Release Agreement Inter-Institutional Agreements Copyright Disclosure Invention Disclosure

The agreement offices are the only authorized parties to conduct negotiations on behalf of the University. The process always involves the principal investigator. Under no circumstances should the PI sign any agreement or contract (including data agreements) or give the impression that she/he is negotiating on behalf of the University.

Preferred Terms in Sponsored Research Agreements

We are providing a standard list of preferred terms in Sponsored Research Agreements that are used during negotiation.

Definitions

Authorized Official

An entity-appointed individual who possesses the authority to legally bind the entity
to the terms and conditions of awards. (At WVU/WVURC, Director or Associate
Director of the Office of Sponsored Programs.)

Award

The legal instrument that sets forth the terms and conditions, including scope-of-work and funding level, for grants, contracts, and cooperative agreements that support research, training, and other mission activities of WVU/WVURC.

Contract

The legal instrument that sets forth the terms and conditions, including scope-of-work
and funding level, for grants, contracts, and cooperative agreements that
support research, training, and other mission activities of WVU/WVURC

Contractor

An entity that receives a contract, i.e. WVU/WVURC.

Cost-Reimbursement Agreement

A type of sub-award under which WVU/WVURC agrees to reimburse the sub-recipient for
work performed and/or costs incurred up to the total amount specified in
the sub-award. Such costs must be allowable in accordance with applicable
sponsor rules and guidelines. Accountability is based primarily on technical
progress, financial accounting, and fiscal reporting.

Facilities and Administrative Rates

Also known as “indirect costs’ or “overhead costs” are those costs of an institution which are not readily identifiable with a particular project or activity but nevertheless are necessary to the general operation of the institution and the conduct of its activities. The cost of operating and maintaining buildings, grounds and equipment depreciation, general and departmental administrative salaries and expenses, sponsored programs and library costs are types of expenses usually considered as F&A costs.

Federal Award

(a) The Federal financial assistance that a non-Federal entity receives directly from a Federal awarding agency or indirectly from a pass-through entity; or
(b) A cost-reimbursement contract under the Federal Acquisition Regulations that a non-Federal entity receives directly from a Federal awarding agency or indirectly from a pass-through entity.

Federal Program

(a) All Federal awards which are assigned a single number in the Catalog of Federal Domestic Assistance (CFDA); or
(b) When no CFDA number is assigned, all Federal awards to non-Federal entities from the same agency made for the same purpose should be combined and considered one program.

Fixed-Amount Agreement

A type of sub-award agreement under which WVU/WVURC provides a specified level of support without regard to cost-reimbursement accounting requirements related to actual costs incurred under the sub-award. The level of support is determined by a negotiation that is based on cost and pricing principles. Accountability is based primarily on performance and results. Performance and results must be documented and certified.

Fringe Benefit Rate

Any of various benefits, as free life or health insurance, paid holidays, a pension, etc., received by an employee in addition to regular pay. WVU and its cognizant agency U.S. Department of Health and Human Services, reach an agreement as to the year fringe rate to be charged to benefit eligible employees.

Green Sheet

The term for the paperwork provided by OSP Award Initiation and Management unit that provides an overview the award. It is usually attached to the agency notice of grant award.

Intellectual Property (IP)

Property that is created by intellect and is not naturally occurring. Although intangible, IP is considered property in the sense that it can be owned, sold, licensed (rented), willed, etc.

Letter of Intent

A document expressing the willingness of parties to participate in a project, usually provided prior to a sub-award agreement.

OMB Uniform Guidance

The consolidated cost principles, audit, and administrative requirements for Federal awards that went into effect December 26, 2014, replacing OMB Circulars A-21, A-110, and A-133.

Principal Investigator/Program Director

An individual designated by the recipient/sub-recipient to direct a project or program being supported by an award. He or she is responsible and accountable to recipient/sub-recipient organization officials for the proper conduct of the project or program. The recipient organization is, in turn, legally responsible and accountable to the sponsor for the performance and financial aspects of the award-supported activity.

Sponsor

Any entity providing financial or other tangible support for the research, training, and other mission activities of West Virginia University, directly, or through the West Virginia University Research Corporation.