U.S. Contract Approval Policy [Sample]

Transcription

1 U.S. Contract Policy [Sample] The following list provides approval authorities for contracts of U.S. entities. See pages 2 5 for exceptions to this general rule. Contract Value $X+ 2 Executive Committee members CFO or President EVP SVP VP Up to $X AVP/Director A contract is a legally binding agreement between two or more parties that can take many different forms. Please see the Procurement Policy and Legal Policy for additional information. "Contract Value" means the projected aggregate expenditure or revenue (including fees, costs, expenses and other amounts) for the life of a contract; However, for customer agreements it means annual net sales. Splitting contracts to achieve a certain approval threshold is prohibited. Contracts or documents requiring a corporate secretary's certificate must be signed by a VP or above. If you have any questions regarding this policy, please contact the Legal Department.

2 Provision Non Disclosure (NDAs) Director *High Risk Provisions* All s Provision Exclusivity Provisions: Any provision that restricts Company's ability to provide or obtain products or services, or limits its operations. Exclusive dealing provisions do not need to use the words exclusive and may use other phrases. Right of First Offer/First Refusal: Any provision stating Company must offer an opportunity to one party before offering it to others, or where one party has the right to match contract terms offered to Company by a third party. CEO CEO Guaranty: Any provision where one legal entity guarantees the performance of another legal entity. Treasurer Lobbying Services: Services where Company hires a third party to influence governmental or political decisions, actions, or outcomes. General Counsel Consent Decrees or Injunctive Relief General Counsel Page 2

3 Business Acquisitions Dispositions Joint Ventures Letters of Intent & Memorandum of Understanding, that are binding, with a purchase price of: Up to $X: of management Executive Committee $X+: of: management Executive Committee and Board of Directors Definitive with a purchase price of: Up to $X: of management Executive Committee $X+: of Board of Directors Equipment Leases and Purchases *All Terms of All Equipment Leases Must Be Approved By Treasurer Financing & Bank Loan, Notes, Mortgages, Security Documents and Letters of Credit or Guarantees related to the following principal amounts; and Hedging Related (Forwards, Swaps, Caps, or Option, Other Derivatives) with a notational amount of: [Insert Appropriate Levels] Bank and Investment Accounts/Stock Buyback : [Insert Appropriate Levels] Credit/Payment : [Insert Appropriate Levels] Global Sourcing and Procurement $X: of VP Global Procurement Page 3

4 HR/Benefits Business Associate : VP HR Health & Welfare Plans: SVP HR Incentive Plans: 401k, Pension, & ESPP Plans: Employment, Non Compete, Non Solicitation with Associates: SVP HR Termination/Severance Benefits : Offer Letters: Relocation : Merchandising [Insert Appropriate Leve and Contract Type] Page 4

5 Customer Company Realty Letters of Interest (to Lease, Acquire, Sublease, or Assign Interests in Real Property): Real Estate Rep Real Estate Interests & Architectural Base : VP Real Estate for Construction, Facility Contracts & Definitive Retail/Non Retail/NAC : Facilities Home Office or Similar Facilities Contract: Page 5