Affiliation Agreement Legal Form Review Procedures
What: Procedures for University personnel who have responsibility for obtaining Affiliation Agreements from placement sites, and/or responsibility for making arrangements for student placements for internships and practicums.
When does the Office of Legal Affairs, Risk and Compliance (OLARC) need to review an affiliation agreement:
If an agreement has been proposed by a placement site.
If a placement site makes substantive revisions or additions to an existing OLARC-approved affiliation agreement template.
If there is a clause about dispute resolution (mediation, arbitration, etc.) that OLARC has not already reviewed and approved. If there is no language about this, review is not required.
Exceptions: Legal form review is not needed for:
Any agreements with the Department of Veterans Affairs, as VA will not make changes; however, the agreement must still be entered into COLT for signature processing.
An affiliation agreement that was created using a template that was approved by the OLARC within the last 5 years (agreement must include a footer with the OLARC approval date), as long as the placement site does not request any substantive revisions or additions.
When to submit an agreement that needs legal form review?
Review takes an average of two weeks after your submission.
How to submit/begin the affiliation agreement legal form review process:
Step 1: Completely read the agreement, including any referenced or associated forms or exhibits.
Step 2: Fill in any blanks and make any needed revisions to spelling and grammar. OLARC prefers to review agreements in their final form.
Send all agreements and attachments in Microsoft Word, if possible. Make changes to the documents using Track Changes before submitting the agreement for OLARC review. If a site will not provide Microsoft Word versions of the agreement, convert what they have provided into a Word document.
As you read through the agreement, prepare a list of questions and comments for OLARC and include them in the comments text box at the bottom of the Affiliation Agreement Review Checklist.
Step 3: Submit the Agreement, any attachments, and a completed checklist with any questions or comments through the Student Affiliation Agreement Review website.
Step 4: How to respond to the Checklist Questions.
1. Are all exhibits and appendices attached to this submission? If no, explain what is missing and why.
2. Have you read the entire agreement, including all exhibits and appendices? You must read the agreement before submitting. This ensures that the agreement serves your purposes and/or says what the other entity told you it would.
3. Does this agreement represent your understanding of your program’s obligations and does it meet your needs? If No, reach out to the site to see if they will make changes so it will conform to your understanding. If they refuse to make changes, note what change you requested and their reason for refusing.
4. Have you verified that WMU’s name on the agreement says the “Board of Trustees of Western Michigan University on behalf of [College/Department]”? Only the Board has the authority contract with outside entities on behalf of the University. Check that the wording is correct in the title, the preamble (if any), and in the signature block. The contracting party should not be a department, school or individual. If No, we will send the agreement back to you to make the changes.
5. Have you verified the other party’s information? The other party’s information must include full name, address, legal status (i.e., corporation, partnership, government agency, etc.), and a contact person. Add the other party’s address, or at least the state where located, to the preamble of the agreement, and make sure there is a name of a contact in the Notices section.
6. Does the agreement have an indemnification clause? This clause will either refer to indemnification, “hold harmless,” or something similar.
7. Is there a clearly identified start and end/review date? The agreement should not be open-ended. If an end date/review date is not included in the agreement, edit the agreement to be in effect for a maximum of 5 years, at which point it will be subject to review.
EXAMPLE: This AGREEMENT will continue for a term of five years, at which point it will be reviewed and may be renewed.
8. Is the agreement governed by the laws of Michigan? The relevant language will be something similar to, “This Agreement and all claims arising out of or relating to this Agreement shall be governed exclusively by the laws of the State of Michigan and will be subject to the jurisdiction of the courts thereof.”
If not, you can (in order of preference): 1) ask that the language change to apply Michigan law; 2) keep silent on the issue by deleting it; or 3) obtain a statement, in writing, from your Dean or equivalent stating the Department will cover the costs of any additional litigation fees associated with possible out-of-state litigation. This statement can be a memo or an email – it does not have to be formal.
NOTE: For CHHS, and other certain programs, the Provost and the Dean have given blanket authorization to accept out of state/country placement, and any possible increased fees. Therefore, if you are submitting a CHHS agreement, you do not need to provide the written statement. All other programs must contact your Dean or equivalent for the written statement.
9. Does the agreement require that the student be covered by the University’s insurance? The University provides liability insurance for students, but does not provide workers compensation insurance or personal health insurance. Business Services reviews submitted agreements regarding insurance coverage as part of this legal form review.
10. Does the agreement require that the student have his/her own health insurance? It is important to know this information before signing so you can communicate it to the student(s).
11. Does the agreement allow students to complete their program if the agreement terminates early? This provision ensures that the parties’ business decisions will not negatively affect students’ academic experiences.