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Company Profile Independent Contractor Determination HB 1804 - When E-Verify is necessary Non-Citizen Independent Contractors Independent Contractor Agreements.

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Presentation on theme: "Company Profile Independent Contractor Determination HB 1804 - When E-Verify is necessary Non-Citizen Independent Contractors Independent Contractor Agreements."— Presentation transcript:

1 Company Profile Independent Contractor Determination HB When E-Verify is necessary Non-Citizen Independent Contractors Independent Contractor Agreements Service Agreements Sub-Awards/Sub-Recipients Miscellaneous Contract Issues MOUs (other OU departments) Letter Agreement (with OU employee) Volunteer Agreements Signature Authority Routing Sheets

2 Julie Tate Director, Contract Administration Patty Elliott Assistant Contract Administrator Alicia Crawford Contracts Law Clerk CONTRACTS WEBSITE:

3 Required for any company (for profit or non-profit), and Individual Independent Contractors $50,000 or over with whom we are going to have any type of business agreement (other than the exceptions listed)

4 You DO NOT have to fill out the Company Profile information if you are contracting with the following: * Any governmental agencies i.e. federal, state, city/municipality * Any individual independent contractors less than $50,000 * Any conference service providers i.e. hotels, charter bus companies, AV companies, exhibitors... * Any public service providers from whom we are merely making a purchase i.e. cable company, equipment maintenance, parties from whom we are leasing space.... * Any company with whom you have done business for at least one year and who currently has an active contract.

5 The Company Profile can be found online and ed to Patty Elliott, or you can submit it hardcopy. To ensure the accuracy of the information please contact the company when filling out the profile.

6 Cost Reimbursable Fixed Price/Fee Fixed Rate Time and Materials (rare)

7 Cost Reimbursable: Contractor is reimbursed for actual costs plus a pre-approved/negotiated indirect cost rate. (Low financial risk, high documentation and audit requirements.) 1.Usually Sponsored Programs 2. Actual costs plus negotiated indirect cost rate. 3. Must have budget attached 4. Must contain “not to exceed $____” 5. Will normally have stringent audit requirements

8 Fixed Price (Fee): Stipulates the exact amount to be paid for the services or products being purchased. (Higher financial risk because can make or lose money on the project, same fixed price regardless of actual cost. Lower documentation requirements, & low or no audit requirements) 1.Usually E&G contracts 2.Must have very specific scope of work 3.No budget may be attached (only internal) 4.No indirect costs listed in contract 5.Stays a firm fixed price regardless of actual cost. 6.Billing relates to deliverables, NOT to actual costs. (May be billed monthly, or by deliverable timeline)

9 Fixed Rate: Stipulates the amount that will be paid per “unit” for the services or products being purchased. (Low to medium financial risk, medium documentation and audit requirements.) 1. Can be E&G or Sponsored Programs 2. Fixed amount for every “unit(s)” 3. Number of units can be known or unknown 4. Can have different types and amounts of units 5. “Not to exceed $____” 6. No budget attached, but can attach a rate sheet 7. Billing must be based on units used, not actual cost 8. Unit(s) can be time, course, students or other deliverables

10 Time and Materials (RARE): Provides for acquiring supplies or services on the basis of: (a) Direct labor hours at fixed hourly rates that include wages, overhead, general & administrative expenses… (loaded labor rates); and (b) Materials at cost. (Low financial risk, high documentation and audit requirements) 1. Usually Sponsored Programs 2. Time = loaded labor rate (labor + fringe + F&A) 3. Materials = at actual cost plus any IDC (or all IDC may be loaded into the labor rate)

11 Oklahoma Taxpayer and Citizens Protection Act - HB 1804 (services in the state of Oklahoma Executive Order (subcontractors on federal contracts) Both require E-Verify certification

12 For independent contractors, OU uses E-verify. For service agreements, contractor must use E-verify for their employees and certify to that in their contract.

13 Individual working off of their social security number (not FEIN). It is critical that you use the right contract – independent contractor agreement versus a service agreement.

14 Must complete E-verify document at the time you fill out the 20 question form for Independent Contractors working off of their social security number. Submit the document to Lewis Starkey in main campus HR. **Final process is still pending**

15 Fill out the “20 question” independent contractor determination form and send to: CCENancy Loyd CEAPJoe Berardo PCSLavette Miller They may be approved as an Independent Contractor or they may need to be a temporary employee. Need Determination prior to submitting contract

16 FOREIGN NATIONALS 20 question determination form must indicate if they are a foreign national and country of origin. If foreign national, you must fill out foreign national form (from OU HR website) and attach: copy of passport copy of I-94 card You MUST contact Lewis Starkey in payroll, he has to meet face to face with them if they come to Norman. Start early – this is a time consuming process.

17 Choose which template is appropriate Sponsored Program or E&G: Short form agreement Long form agreement Master agreement

18 Short form Independent Contractor Agreement: * Simple one-time Scope of Work (speaker at a conference) * No substantial physical risk * Not creating Intellectual Property

19 Long form Independent Contractor Agreement: * Use for involved Scope of Work (Include a detailed Scope of Work * For curriculum, software, or training development (Fully addresses Intellectual Property issues) * Use anytime physical labor is involved (Ropes Course, someone moving boxes…)

20 Two times to use it. 1.Predetermined type and rate for work i.e. teach B Y per day, and C X per day. (But don’t know all dates) Then issue a simple task order with type of training, dates, times…

21 2. Allows for multiple projects under the same agreement during the term of the agreement (must issue detailed task orders with pricing, SOW, dates…)

22 As you complete the payment and travel sections, choose the appropriate clause, and delete the clause you did not use. Travel guidelines should match those in the prime.

23 3.0Allowable Cost and Payment. Option 1 3.1University agrees to pay Contractor a fixed fee for Contract Services as identified in the Scope of Work in the amount of $[dollar amount]. -OR-

24 Option 2 3.1For services and/or products provided under this fixed rate agreement, the Contractor will receive a fixed rate of $ [dollar amount] per [unit – Insertion instructions: Insert unit – i.e. hour, student, class, etc. For multiple rates or different units, attach a price sheet, not a budget. Reference in this paragraph – i.e. Contractor will be paid according to the price sheet attached as Exhibit 2.]. The total contract amount shall not exceed $[dollar amount]. [Instructions: For long fixed fee projects, you may choose to change the invoicing language to pay a percentage per month. Once you make your decision and changes, if applicable, delete these instructions.]

25 3.2The fee shall be payable upon completion of the Contract Services, receipt of all verification forms, materials evaluations, and/or required reports, and submission of a signed invoice. Contractor shall submit sufficient documentation recording the date, time and description of each service. If any travel expenses are to be reimbursed under this agreement, any receipts related to travel must be attached to the invoice. All invoices must be submitted within 30 days of service or project completion. [For long fixed fee projects you can use language such as the following example for a one year agreement – be sure to use the appropriate time period and percentage: “Invoices shall be submitted monthly for one twelfth of the fixed fee.”] Payment for invoices submitted after 45 days cannot be guaranteed. Contractor shall submit invoices for payment to the following: [UNIT NAME] [ADDRESS] University shall pay invoice for services no later than forty-five days from the date the invoice was received and the services were delivered and accepted.

26 [Instructions: Please select the appropriate language below for handling of travel expenses. Once you have selected/completed the appropriate language, delete the other selection, any insertion instructions and these instructions.] Option 1 3.3Contractor is solely responsible for all costs incurred in meeting their obligations under this contract, except where specifically stated otherwise in this contract. Contractor is solely responsible for all of their travel costs. -OR-

27 Option 2 3.3Contractor is solely responsible for all costs incurred in meeting their obligations under this contract, except where specifically stated otherwise in this contract. University will pay for pre-approved, reasonable travel in accordance with Oklahoma State Travel Guidelines as listed below:

28 Option 2 3.3Contractor is solely responsible for all costs incurred in meeting their obligations under this contract, except where specifically stated otherwise in this contract. University will pay for pre-approved, reasonable travel in accordance with Oklahoma State Travel Guidelines as listed below: University will reimburse contractor for one round trip coach fare airline ticket from OKC to Chicago. University will provide two (2) nights lodging (room and tax only) on University’s master account at host hotel. University will pay up to two (2) days per diem at the posted Oklahoma travel rate.

29 Master Agreement Scope of Work Pricing Sheet (if applicable) Task Orders (may or may not have one attached when the Master Agreement is signed)

30 1.0Scope of Service. 1.1Contractor agrees to provide services as identified and described in the attached Scope of Work appended hereto and incorporated herein as Attachment “A” which, over the term of this Master Agreement, will be comprised of a task or series of tasks to be reviewed and approved in advance and separately paid for by University, each such task to come under and be governed by the terms and conditions of this Master Agreement (“Contract Services”). Specific tasks will be confirmed by Task Orders which, upon mutual agreement, will become a part of this contract.

31 If a vendor has an FEIN, use a Service Agreement. If they are working off of a social security number, use an Independent Contractor Agreement.

32 Sponsored Programs v E&G Contract templates –Cost reimbursable –Fixed price –Fixed fee –Time and materials

33 MASTER SERVICE AGREEMENT Contractor agrees to provide services as identified and described in Exhibit “1” Statement of Work attached hereto and incorporated herein which, over the term of this Master Agreement, will be comprised of a task or series of tasks to be reviewed and approved in advance and separately paid for by University, each such task to come under and be governed by the terms and conditions of this Master Agreement. Specific tasks will be confirmed by Task Orders which, upon mutual agreement, will become a part of this contract.

34 CONTRACTOR: UNIVERSITY PROGRAM/ACCOUNT: Services required under the Master Service Agreement are as follows: SERVICES: [List all the services to be provided with as much detail as possible including dates, time, locations, reports, etc.] ESTIMATED TIME: [Give number of days or hours – make this match the billing description in the master agreement (or in the case where you anticipate different types of projects and pricing, don’t put pricing in Master other than a not to exceed.) ]

35 RATE: [Give the rate contractor will be paid – day, half-day, hour, etc. This should correspond to rates reflected in the master agreement. You should also give a “not to exceed” amount for this particular task.] or [State that they will be paid at the rates outlined in the Master Agreement.] TRAVEL: [If travel is not specifically addressed in the master agreement, or if the travel terms are different for each task, clearly state who will arrange and pay for what.] SIGNATURE: Signature below constitutes acceptance of the work and payment terms given above and all aspects of the task order are governed by the terms and conditions of the Master Agreement. CONTRACTORUNIVERSITY _____________________________________________________Name: Title: _____________________________________________________Date

36 SECONDARY CONTRACTS FOR WORK UNDER A FEDERAL GRANT/COOPERATIVE AGREEMENT Sub-award/Sub-recipient -OR- Vendor (Service Agreement) (not applicable if under a contract – then everyone is a subcontractor.)

37 For grants/cooperative agreements, use OSP decision flow-chart and explanation to determine whether your secondary contractor related to a grant should be a vendor or sub- recipient and work with OSP.

38 Sub-award/Sub-recipient: The legal entity to which a sub- contract is made and which is accountable to the GRANT recipient/prime for the use of the funds provided. Characteristics of Sub-recipients 1. Provides services that are directly involved in meeting the objectives of the Prime award/project. 2. Performance is measured against meeting objectives of the prime award. 3. Some responsibility for programmatic decision making. 4. Cannot be an individual CHARACTERISTICS OF THE SUB-AWARD/SUB-RECIPIENT AGREEMENT

39 CHARACTERISTICS OF THE SUB-AWARD/SUB-RECIPIENT AGREEMENT  Must flow down the appropriate federal clauses as listed in the prime agreement.  Our standard sub-recipient agreement must be modified to meet prime agreement requirements.  Prime has stringent responsibility for monitoring Sub-recipient (High documentation, monitoring and reporting requirements)

40 Vendor: A vendor is an entity responsible for providing generally required goods or services related to the administrative support of the prime award. Characteristics of a vendor include items such as: Providing the goods and services within normal business operations Providing similar goods or services to many different purchasers Acting as a consultant Operating in a competitive environment Program compliance requirements do not pertain to the goods or services provided (Lower documentation, reporting requirements)

41 For contracts, no decision is required. Everyone is a subcontractor. Any flow-down clauses apply to everyone.

42 When you are going to have a sub-contract under a prime that has flow-down clauses, you must attach a copy of the prime agreement when you submit the sub- contract.

43 DO NOT SUBMIT SECONDARY CONTRACTS UNTIL YOUR PRIME IS FULLY EXECUTED (some exceptions for OK state contracts, but you must have verification of their intent to contract with us.)

44  1.Jurisdiction  2.Export control  3.English language prevails  4.In some cases, tax issues exist (independent contractors)

45 We are having to include tougher language from funding agencies about not paying us for bills which weren’t submitted in a timely manner. We have one large state agency saying that they won’t pay for invoices if more than 90 days after service. Department needs to monitor its service and independent contractor agreements to be sure they’ve billed in a timely manner.

46 Need to address whether materials are being developed. If we pay for development, we should own it.

47 If they come on campus or work in a high risk area, requirement is $1,000,000 general liability insurance with OU listed as an additional insured. High risk - Physically demanding (i.e. ropes course instructors, rock wall) - They work with minors, disabled, elderly…

48  Between two OU departments  Outlines responsibilities but does not have terms and conditions.

49 VOLUNTEER AGREEMENT Use when there is a Scope of Work and/or travel reimbursement. Release is included in agreement VOLUNTEER RELEASE FORM Use when there is no Scope of Work or travel reimbursement. Includes a release only.

50 E&G (PCS and Support Services) $50,000 or less – Dr. Biscoe, Cal Hobson Over $50,000 – Dr. Pappas E&G (CEAP) $125,000 or less – Dr. Little Over $125,000 – Dr. Pappas

51 (for contracts to be signed by Dr. Pappas) Routing for contracts and awards: Sponsored Programs - Blue E&G - Yellow ROUTING SHEETS

52 CONTRACTS WEBSITE: contractpoliciesandsamples.html Julie TatePatty Elliott Director, Contract AdministrationAssistant Contract Administrator Alicia Crawford Law Clerk


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