Guidelines for Grant and Contract Management

404B. Subaward Agreement -- Non-Federal (Prototype)

(Note: To be used for RESEARCH subawards, normally with another university. It does not work and should not be used for other kinds of subawards or purchase orders that might be issued with funds from a grant or contract.)

*

THE UNIVERSITY OF CHICAGO
SUBAWARD AGREEMENT

Whereas, Name of Organization, ("Short Name") and The University of Chicago, ("Chicago") enter into this subaward for the performance of a portion of the work supported by Name of Sponsor ("Sponsor Name") (Chicago assigned ID # #####), awarded by Name of Sponsor to Chicago, under the direction of Name of Principal Investigator ("PI"). The parties agree to the following terms and conditions:

ARTICLE I.
Scope of Work: (Short Name), in a study under the direction of________, shall exercise its best efforts to carry out the program indicated in Exhibit A, attached hereto and made a part of this subaward.

ARTICLE II.
Period of Performance: The period of performance shall extend from (Start Date), through (End Date), unless sooner terminated as provided herein or extended by mutual written agreement.

ARTICLE III.
Consideration: This is a cost-reimbursable agreement with a not-to-exceed condition. Chicago shall reimburse (Short Name)'s actual costs for the performance of work under this subaward in the amount not to exceed $________, in accordance with Exhibit B, attached hereto and made a part of this subaward.

[ (Applicable if subaward includes cost-sharing)

(Short Name's) Cost-Share: $ xx,xxx.xx
Reimbursable Costs from Chicago: $ xx,xxx.xx
Total Project Costs: $ xxx,xxx.xx ]

ARTICLE IV.
Payments: Chicago shall reimburse (Short Name) upon receipt and approval of invoices that will be provided to Chicago in form and detail as indicated in Exhibit C. Invoices should be sent to:

Administrator's Name
Administrator's Address

(Short Name) shall provide Chicago with a final invoice within 45 days of the subaward end date.
[ (Applicable if subaward includes cost-sharing)

(Short Name) shall furnish quarterly Matching Funds Expenditures Reports in the form as shown in Exhibit D. These reports will be sent no later than 45 days after
the end of each quarter and 45 days after the end of the period of performance and submitted to:

Name and address of Administrator for Chicago's PI

with a copy to:
The Office of the Comptroller
Restricted Funds
The University of Chicago
1225 East 60th Street
Chicago, IL 60637 ]

ARTICLE V.
Reports: (Short Name) shall furnish technical reports to Chicago of its findings and progress made during the term of this subaward. The technical reports relating to this subaward shall be submitted to:
P.I. Name
P.I. Address

ARTICLE VI.
Publications: (Short Name) agrees that all publications that result from work under this subaward will acknowledge that the award was supported by (Sponsor Name) but it should be made clear that (Sponsor Name) does not take responsibility for any statements or views expressed in it.

ARTICLE VII.
Changes: This subaward constitutes the entire agreement between the parties regarding the subject matter herein. Any changes to this subaward shall be made in writing and must be signed by authorized representatives or their designees.

ARTICLE VIII.
Termination: Either party may terminate this subaward upon thirty days written notice to the other party. However, in the event that the (Sponsor Name) terminates the award to Chicago prior to the award's end date as stated in ARTICLE II of this subaward, this subaward will be immediately terminated. In the event of termination, Chicago will reimburse (Short Name) for all expenses incurred through the date of termination, contingent upon Chicago receiving said funds from the (Sponsor Name).

ARTICLE IX.
Notices:

For Business Matters:

For Chicago: Susan L. Boone, Deputy Director - University Research Administration

ARTICLE X. (Not to be included for reverse agreements-another entity giving support to Chicago.)
Conflict of Interest: (Short Name) shall disclose to Chicago any perceived or apparent conflict of interest related to the scope of work of this subaward. In signing this subaward, (Short Name) accepts the responsibility for disclosure, to the Principal Investigator at Chicago, of all applicable perceived or apparent conflicts of interest.

ARTICLE XI.
Equal Opportunity: During the performance of the work under this subaward, (Short Name) shall not discriminate against any employee or applicant for employment because of race, color, age, religion, sex, national origin, handicap, or special disabled or Vietnam Era veteran status, and all the provisions of the non-discrimination clause set forth in Executive Order No. 11246, as amended, are hereby incorporated by reference into this subaward.

ARTICLE XII.
Indemnity: (Short Name) indemnifies Chicago for any loss, claim, damage or liability, of whatsoever kind or nature, which may arise from or in connection with the work to be performed under this subaward.

ARTICLE XIII.
Patents. Inventorship will be determined according to U.S. patent law. (Short Name) shall promptly notify Chicago Principal Investigator in writing of any such inventions or discoveries. (Short Name) hereby grants to Chicago a royalty-free, non-exclusive license for internal research purposes to any (Short Name) invention or discovery.

ARTICLE XIV.
Audits. (Short Name) shall permit auditors acting on behalf of the University to audit the (Short Name)'s financial records for this subaward.

THE UNIVERSITY OF CHICAGO Name of Organization:
____________________________
Authorized Signature and Date
____________________________
Authorized Signature and Date
Susan L. Boone
Deputy Director
University Research Administration
____________________________
Typed Name and Title
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