SubAwards and Contracts

The OSP Contracts Team drafts and negotiates incoming and outgoing agreements between UTMB and other universities, foundations, non-profit organizations, and state and federal agencies. Agreements must adhere to the laws of the federal government and the State of Texas, applicable agency guidelines, and with UT System and UTMB Policies and Procedures. Contracts legally bind the parties to the terms and conditions, thus Principal Investigators are not authorized to commit UTMB contractually (“Read and Understood”).

Incoming subs are defined when the primary institution negotiates with UTMB to provide a portion of the project. For example, State School University needs UTMB to conduct the work on one of the awards at State School. UTMB will be the subawardee doing the work for State School, the prime awardee. 

Outgoing subs are defined as when UTMB negotiates with other institutions to provide a portion of the project on one of our awards. For example, UTMB needs an investigator at State School University to do part of the work on one of our awards. State School University will be the subawardee and UTMB the prime. 

The Office of Sponsored Programs negotiates agreements where the sponsor is a local, state or federal agency, foreign, foundation or non-profit organization.

The Office of Clinical Research negotiates non-federal industry sponsored clinical trail agreements that involve human subjects.

The Office of Technology Transfer negotiates agreements funded by for-profit private industry sponsors, and SBIR and STTR awards when animal subjects are involved. OSP reviews SBIR and STTR awards with human subjects. 

Contacts

Master Contacts

Christy Taylor Bray, MS, CRA

Interim Director, Office of Sponsored Programs,
Assistant Director, Research Training & Development
(409) 266-9431
cjtaylor@utmb.edu

Ramona Holbrook, MHA

Research Contracts Analyst
(409) 266-1785
rjholbro@utmb.edu

Janene (Peterson) Shelton, CRA

Sr. Research Contracts Analyst
(409) 266-9410
japeters@utmb.edu
  • Subawards & Contracts (INCOMING)

    • Submission
      • Routing Form
      • Statement of Work (SOW)
      • Detail Budget and Budget Justification
      • Biosketch, and/or other forms required by originating sponsor
      • Letter of Intent (LOI)/Proposal Face Sheet
        The pass-through entity (PTE) will instruct you as to the type of form that needs to be signed by OSP.  This form serves as our certification that we have reviewed the materials requested and if awarded, we will abide by the prime sponsor’s policies and are prepared to negotiate the necessary agreement with the PTE.
        If the PTE does not have a form for this purpose, UTMB has its own Consortium letter that can be used.
      • Cost Sharing Form (if applicable)
      • F&A Waiver (if applicable)
      • Sponsor Guidelines

      *Please see Proposal Preparation for more information about the items listed above and OSP proposal review process 

    • Negotiation
      • Contract received in the inbox. If the contract is received by the PI/Dept, forward it to a Contracts Analyst.
      • Search for the Subcontract Documents in the e-File
      • Review and negotiate (as needed)
      • Routed to PI/Dept for approval of T&Cs (SOW & Budget). If the contract dollar amount is different than what was proposed, a revised budget will be requested.

      Main areas of concern that require negotiations

      • Indemnification and Liability
      • Intellectual Property Rights/Ownership
      • Publication Restrictions
      • Foreign National Restrictions
      • Confidentiality
      • Governing Law/Venue
      • Federal Contracting Clauses – the “FAR”

      Some areas of negotiation require consulting with other UTMB offices that have specialized expertise such as Office of Technology Transfer, Office of Clinical Research, Office of Legal Affairs, UT System Risk Management, Grants & Contracts Accounting, and/or the PI’s Department regarding specific terms and conditions of the award.

      Due to this involvement, it can take an average of 30 to 60 days from receipt of agreement to full execution of that agreement.

      Delays

      The negotiation of a contract (or a non-standard agreement) is more time consuming because it includes processing time not only at UTMB, but also at the sponsor institution with which we are contracting. Once UTMB suggests changes, the agreement is returned to the sponsor for comment, leaving us with little influence over how quickly the other party will respond. Processing delays occur when:

      • Proposal docs not routed through PreAward
      • Under Staffing/Heavy Workloads
      • Prioritization and influx of awards (i.e., COVID19 funding)
      • Compliance Approvals Pending
      • Revised/Categorical Budget Needed
      • Language Revisions
      • Consulting with other UTMB Offices
      • Working with Foreign Entities
    • Management & Amendments

      Research Accounting is the central office for the administration of all aspects of award management functions, such as assisting with sponsor regulations, billing and accounts receivable, financial status reports, award closeout and account reconciliation.

      Work with your Grants and Contracts Accounting Analyst to make any amendments to your subaward/subcontract, or if you have any questions.

    • Award

      Once negations conclude and all parties agree, the agreement is fully executed.

      • Contracts analyst will complete the PO worksheet to submit to Research Administration (RA) team along with the fully executed subcontract/amendment.
      • The RA team reviews documents and submits the requisition through the approval process. The requisition will process electronically. Approval process varies depending on the amount of the outgoing sub.
      • Once the requisition generates the PO, RA will send it to Contracts to include with the fully executed document to the Subrecipient as well as the UTMB PI and support staff These documents are also attached in PeopleSoft and the eFile.

  • Subawards & Contracts (OUTGOING)

    • Initiation of Sub

      The process for issuing an outgoing subaward/subcontract is initiated by a pass-off email to the Contracts team. Your Sponsored Programs analyst will work directly with the contracts team to initiate this process.

      Documents needed to initiate a subaward/subcontract

      Consortium package

      • Letter of Intent (LOI) signed by both entities to show mutual agreement to enter a collaboration
      • Email contact on the LOI
      • Categorical budget for the sub. If the amount is different at award stage than proposal for the SUBK, a revised budget is needed. This is important for reporting and auditing.
      • Statement of Work outlining the work being done and giving direction to the research.

      If the need for an outgoing subcontract/amendment arises after the Notice of Award is processed, work with your  Grants and Contracts Accounting analyst to provide necessary information.

    • Negotiations & Award

      Prior to drafting any negotiations, the OSP Contracts team will confirm if UTMB has previously issued a contractual document with the entity, and if the UTMB PI has ever subcontracted with any outside entity while employed at UTMB.

      During negotiations, departments should:

      • Verify the Principal Investigator (PI) is on the PS ePRO Requester Table
      • Verify the Consortium is listed on the ePRO Vendor Table
      • Verify the completion of the Signature Authorization Form for this Project
      • If applicable, verify the Consortium has an updated registration in SAM

      Details on these tasks can be found in the Checklist for New SubAwards

      Delays

      Delays in the process occur when items on the purchase order checklist are not complete.
      Examples include:

      • Signature Authorization Form not yet completed for each project
      • Department is working with the SUB on the vendor and UTMB Supplier Management to have the vendor added to the PeopleSoft ePRO Vendor Table
        • Domestic entities use W9 form
        • Foreign entities use W8 form
      • Department is working with UTMB Supply Chain to have the UTMB PI added to the PeopleSoft ePRO Requestor Table
      • Department needs to review and approve the PO Requisition on their PeopleSoft list

      Other delays occur when:

      • The subrecipient needs help understanding the PO Checklist items
      • If the SUB is foreign and there are translation issues/technical issues
      • There is IP language/question of ownership that must be approved by Technology Transfer office
      • MOU is needed for animals for institutions (especially Foreign) who do not have assurances in place
      • There are DUAs that must be reviewed by the Legal Office
      • Human Subject use language may need to be reviewed by Legal
      • Proposal docs not routed through PreAward
      • Under Staffing/Heavy Workloads
      • Prioritization and influx of awards (i.e., COVID19 funding)
      • Compliance Approvals Pending
      • Revised/Categorical Budget Needed
      • Language  Definitions and Revisions
      • Consulting with other UTMB Offices
      • Working with Foreign Entities
    • Award

      Once negations conclude and all parties agree, the agreement is fully executed.

      • Contracts analyst will complete the PO worksheet to submit to Research Administration (RA) team along with the fully executed subcontract/amendment.
      • The RA team reviews documents and submits the requisition through the approval process. The requisition will process electronically. Approval process varies depending on the amount of the outgoing sub.
      • Once the requisition generates the PO, RA will send it to Contracts to include with the fully executed document to the Subrecipient as well as the UTMB PI and support staff These documents are also attached in PeopleSoft and the eFile.
    • Management & Amendments

      Research Accounting is the central office for the administration of all aspects of award management functions, such as assisting with sponsor regulations, billing and accounts receivable, financial status reports, award closeout and account reconciliation.

      Work with your Post Award Analyst to make any amendments to your subaward/subcontract, or if you have any questions.

  • Subawards & Contracts (Federal)

    • Sponsor Initiation
      • Sponsor identifies services it wants provided and issues a Broad Agency Announcement (BAA) or a Request for Proposal (RFP)
      • Opportunities announced through FedBizOpps.gov  or Grants.gov

      UTMB faculty  who want to respond to a BAA or RFP must still work through the Office of Sponsored Programs. Please follow the standard submission process and start with the Intent to Submit Form as soon as you know you will be applying.  

      Please contact Christy Taylor Bray if you have any questions about submitting a federal contract.

       

    • Application

      Federal contracts have two distinct components - the technical proposal and the business proposal.

      The technical proposal is the scientific element and is similar to a grant application. The business proposal is a detailed financial plan that includes pricing documentation and other elements.

      Technical Proposal

      Business Proposal

      • Has established page limits
        Cover page, table of contents are inclusive of page limits
      • Elements include:
        • Statement of Work (Objectives, Approach, Methods, Schedule)
        • Personnel (PI, Co-Investigators, additional personnel)
        • Resumes of key personnel
        • Human subjects
        • Vertebrate animals
        • Select Agents
        • Information Security
        • Sharing Research Data
      • Does not have page limits


      • Elements include:
        • Cover Page(NIH 2043)
        • Cost/pricing detail (and documentation)
        • Small Business Subcontracting Plan
        • Offeror’s Point of Contact
        • Certificate of Cost or Pricing Data
        • Disclosure of Lobbying Activities
        • Representations & Certifications
        • Submission of Electronic Funds Transfer Information
        • Statement of Financial Capacity
        • Qualifications of the Offeror (general experience, organizational experience, performance history, pertinent contracts, pertinent grants)
        • Subcontractor information
        • Annual Financial Report
        • Travel Policy

      Federal contracts must also allocate a portion of the project to be fulfilled by small businesses. The business proposal must also include a Small Business Subcontracting Plan that identifies a portion of the budget that can be sourced to small businesses. UTMB is held to these allocation and must show a good faith effort for not achieving these goals if they cannot be met.

      When drafting the budget, remember the following are not allowed:

      • Expensing of tuition
      • Travel to general scientific conferences
    • Negotiation
      • Once the proposal is submitted, the sponsor may seek clarification on certain points.
      • UTMB will respond in writing with the clarification.
      • If there are differences, the sponsor and UTMB will need to reach an agreement before the award is made.
    • Award
      • Contract is received in OSP, who works with the PI and sponsor to finalize the contract.
      • An authorized signing official signs the contract and returns to sponsor.
      • The contract will outline the period of performance and how funding will be distributed - either by milestones or schedule.
    • Contract Management
      • Prior approval is required for ANY changes to the final contract agreement.
      • The sponsor's contract officer must approve:
        • Any change in key personnel
        • Any international travel
        • Any deviation in domestic travel of >10%
        • Purchase of equipment
        • Purchase of anything not originally detailed in budget
        • Adding a subcontract (also requires sending copy of subk to contract officer)
      • Rebudgeting is NOT allowed.
      • Carry forward of base funding to option periods is NOT allowed.
      • Reporting schedule will be outlined in contract. Some contracts require as frequent as monthly financial and technical reports. Grants & Contracts Accounting will complete the financial reports, and the PI is required to complete the technical reports.
      • Grants & Contracts Accounting will invoice the sponsor for reimbursements according to contract terms.
      • PI must monitor expenses and notify the sponsor when the budget is 75% spent.
      • All communication is strictly through the Institutional Authorized Official and the Sponsor Contract Officer.

       

  • Subawards & Contracts (key terms)

    • Business Proposal
      The portion of the proposal that outlines the financial pieces of the agreement. Includes all relevant documentation for pricing and sourcing, as well as Small Business Plan. There are no page limits on the business proposal, and the budget must be final - there is no rebudgeting allowed.
    • Contract
      The legally binding agreement between a sponsor and institution that outlines exactly what the scope of work will be, how long it will take to complete and the cost. Changes to any piece of the contract, including time extensions, will require prior approval and an amendment to the contract.
    • Contract Officer
      Primary contact at the sponsor for anything involving the award.
    • Incoming Sub

      Another institution is the prime awardee and negotiates with UTMB to provide a portion of the project.

      For example, State School University needs UTMB to conduct the work on one of the awards at State School. UTMB will be the subawardee doing the work for State School, the prime awardee. 

    • Outgoing sub

      UTMB is the prime awardee who negotiates with other institutions to provide a portion of the project.

      For example, UTMB needs an investigator at State School University to do part of the work on one of our awards. State School University will be the subawardee and UTMB the prime. 

    • Request for Proposal
      A tool used by sponsors to announce funding opportunities that will result in a contract. They are listed on FedBizOpps.gov and Grants.gov.
    • Statement of Work
      The part of the technical proposal that outlines specifically what will be done and in what timeframe. It outlines who will conduct the work and any expectations. This can also be called a Description of Services.
    • Technical Proposal
      The portion of the award proposal that outlines the scientific elements, including the scope of work and exactly who will perform the work in the contract. Follows similar guidelines to federal grants and has strict page limits and other limitations.