Office of the General Counsel (OGC) has primary review of:
- academic agreements (other than for the purchase of goods and services)
- affiliation agreements
- facilities use agreements for use of University facilities
- gift agreements
- income/revenue producing agreements
- leases
- non-research collaboration agreements
- publishing agreements
- purchase and sale agreements
Submission of Request for Review
Requests for review of income/revenue producing contracts must first be submitted to the Provost’s Office for approval and if approved, the Provost’s Office will submit the request to OGC for review or drafting of a contract.
Requests for review of any contracts related to the acquisition, lease, sublease and/or disposal of real estate (this includes licenses, use of Brown owned or leased facilities, and easements) as must first be directed to Real Estate & Strategic Initiatives for consideration and if determined that the transaction fits within the University’s strategic plan, the Real Estate Office will submit the request to the OGC for review or drafting.
All other requests for review or drafting of a contracts by the OGC must be submitted directly to a specific OGC attorney or to the general email account : OGCcontractsadmin@brown.edu.
OGC Review
The written contract is a business document that can be legally enforced. The OGC’s review of a contract or drafting a contract upon request of a department is not an approval of the business terms or authorization to proceed with the transaction. OGC review is to assess that the contract, as written, is legally sufficient - i.e. complies with relevant federal and state laws, policies and procedures, conforms to the University’s expectations, adequately protects the University’s interests and rights, and appropriately allocates risks among the parties. It is the authorized signatory’s decision whether to enter into the business transaction at the price negotiated.
In order for OGC to timely review and assess and/or draft a contract, please contact OGC as early as possible to provide adequate time prior to the anticipated start date of the relationship. All requests to review or draft a contract must be submitted before the work begins and before the contract is signed on behalf of the University with ample time between the time the request is submitted and the contract begins for an informed review that will provide for favorable terms to Brown.