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How to Handle Legal Documents

Overview

The University has a number of procedural requirements for the preparation, negotiation and execution of legal documents.

There are a number of documents/policies which you will need to familiarise yourself with before proposing that the University or any of its controlled entities enter into a legal arrangement. They are:

Execution of Legal Documents :
Summary Steps:

To understand how the above documents work and how to handle a legal document, read these steps: .

  1. As a preliminary step, you will require approval of the proposed agreement by the relevant Unit Head in your area.

  2. Assuming that there is managerial approval for your proposal, you should print out and familiarise yourself with the DEF, which must be completed for all legal documents which the University enters into and before any legal document is signed (see step 6). The DEF does not need to be provided to the other party to the legal agreement. Rather, it is an internal record to show that appropriate approval requirements have been met. So, familiarise yourself with the DEF so you know in advance what approvals/sign-offs you need.

The Legal Document:  

  1. The next step is to determine what sort of legal document/agreement is appropriate to record the details of the proposal. This is where you will need to read the Guidelines for Legal Documents . These guidelines identify 10 different categories of legal documents, from normal services agreements (services to and services by Swinburne) to more specific agreements such as research, confidentiality, government and property agreements. The attached flowchart table to locate the appropriate category to these guidelines should help you.  

       

  2. Once you have identified the category and, if applicable, the monetary amount, the guidelines will direct you to either download one of the standard Swinburne Template Contracts contained on this site, or contact another area such as Swinburne Research or Swinburne International, or otherwise to contact Swinburne Legal for further information about which legal document may be used for your proposal.

    3.  

  3.  The legal document will generally be negotiated with the other party before it is reduced to a final form legal agreement. This may involve consultation with Swinburne Legal, particularly if there is a proposal to amend a standard Swinburne Template Contract or in cases where it is intended that the other party's contract will be used. Swinburne Legal can assist by advising you on the contract terms and the level of risk.      

How to complete the DEF & execute the Legal Document:       

  1. Once you have a legal document in final form, you should complete the DEF. Both the Guidelines for Legal Documents and the Execution of Documents Signing Policy assist in DEF completion.    

  2. In summary, you will note the following:

    • The Execution of Documents Signing Policy will help to complete the middle section of the DEF where, you will note, it requires signatures from:
      the same person responsible for signing the agreement* (remember the DEF must be completed before the agreement is signed);
      the "proposed signatory"; and
      the relevant "Unit Head" (manager for the relevant area).

    • The Guidelines for Legal Documents policy identifies whether other areas in the University need to be involved in reviewing and approving the proposed agreement (i.e. Finance, Legal, International, Swinburne Research and/or Swinburne Knowledge) and in this regard sign the DEF as detailed at the bottom of the form. Refer to Swinburne Legal if you require assistance.

  3. It is perhaps easier to complete the DEF internally first and then forward to any other areas as required under the Guidelines for Legal Documents.

  4. Upon completion of the DEF you should attach it to the final copies of the legal document. The legal document is now able to be signed by the appropriate Swinburne representative who has delegated authority to sign in accordance with the Execution of Documents Signing Policy. Note before this person signs the agreement they should have signed the attached DEF.

  5. It does not matter whether Swinburne or the other party(ies) sign first.

  6. Normally each party to a legal document keeps an original signed copy. You should give the University's original copy of the agreement and the original DEF to Swinburne Legal and take a photocopy for your file.

*In short, the Execution of Documents Signing Policy is a delegation instrument. It identifies the appropriate personnel who have delegated authority to sign the proposed legal document on behalf of the University (bearing in mind that all legal documents entered into are on behalf of the University and not a faculty or person at the University).

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