Professional Services/Independent Consulting

Professional Services

Professional Services are defined by University policy as “infrequent, technical and/or unique functions performed by independent contractors whose occupation is the rendering of such services. While not limited to licentiates (i.e., persons granted a license to practice a profession or skill), the services are considered ‘professional,’ and the contract may run to partnerships, firms or corporations as well as individuals.”

Further guidance from UC’s Office of General Counsel adds that the services being provided (not necessarily the supplier) require a professional license, or the supplier is able to obtain Errors & Omissions insurance for the services. 

Examples of professional services include medicine and the medical arts, architectural and engineering services, research, and the performing arts. Other examples may include video/film production and photography. In an engagement for a professional services contractor, the University has the right to control only the result of the service, not the manner of performance.

Independent Consultants

Independent Consultants generally provide advice only, and then only in matters of University administration and management. Per policy, “An independent consultant is an individual not employed by the University of proven professional or technical competence who provides primarily professional or technical advice to the University and the University does not control either the manner of performance or the result of the service.”

An Independent Consultant Agreement is only to be used “for services which are of an advisory nature, provide a recommended course of action or personal expertise, have an end product which is basically a transmittal of information either written or verbal, and which is related to University administration and management.” As such, “consulting” engagements, as defined by policy, will be rare.

Please note that Professional Services and Independent Consulting agreements take longer to establish a final contract than buying goods due to negotiations on intellectual property rights and protection of information.  Please plan on processing your BearBuy Requisition at least 30 days in advance of the proposed contract date.

Buying Professional and Consulting Services

  1. Establish a Statement of Work (SOW).  Establish payment structure based on completion of job, achievement of project milestones, or phases of work or provision of acceptable deliverables.
  2. If you are buying Independent Consulting Services and wish to consider using the contractor for assistance in implementing their recommendations, you must include such a contingency in the Statement of Work at the inception of the original agreement. Typically this would be included as a “phase of work” which the University, at its discretion, may or may not elect to authorize and may accordingly amend the agreement if necessary. This is because once you engage in a Consulting Agreement, there are significant prohibitions and restrictions in Public Contract Code Section 10515 - 10518 on the consultant being able to provide services, goods or supplies during or subsequent to their engagement as a consultant (for example, they may not perform implementation of the advice they have offered during an engagement unless it was included in the initial Statement of Work).

3. Complete the BearBuy Professional Services/Independent Consulting BearBuy form. You must provide the following information:

  • A detailed Statement of Work, specifying deliverables, milestones, schedule, and acceptance criteria must be provided as an External Attachment. This detailed Statement of Work differs from the “Brief Project Description” provided on the Form itself.
    • Include a proposed budget, preferably associating progress payments with accepted work/deliverables/milestones. The budget or estimated contract value can be entered into the Not-to-Exceed Price on the BearBuy form.
  1. If PHI and HIPAA are involved, select “HIPAA” in the drop-down box on the BearBuy form, next to where it states, “If the supplier has access to Protected Health Information (PHI), select HIPAA. Otherwise select NO.”

  • If PHI/HIPAA is applicable and UC PHI is being transmitted or stored outside the University’s systems, you must initiate an IT Security  assessment as soon as possible so as not to hold up release of your PO for this assessment.
  1. As mentioned above, there are significant prohibitions and restrictions in Public Contract Code Section 10515 -10518 on a consultant being able to provide services, goods or supplies during or subsequent to their engagement as a consultant. Accordingly, please select “yes” or “no” from the drop-down box next to the question, “Does this service result from a current or prior Independent Consulting Agreement with the supplier?” and if yes, provide the PO/Consulting Agreement number if it is known. SCM will consider whether the new work could conflict with the Public Contract Code as well as whether any exceptions apply.

  2. Selection Justification Box – Describe why outside services are required and why University employees cannot perform the service. University purchases require demonstration of selection of an appropriate supplier and of price reasonableness for all Federally funded purchases over $10,000 and for all non-Federally funded purchases over $25,000. Attach any supporting documentation you may have. Please explain why this supplier was selected, and why their price is reasonable, in the selection justification box. If this is the only vendor who can provide this good or service, then please complete and attach a Single or Sole Source Justification instead. If attaching documentation, you can enter “see attached” in the selection justification box.

  3.  Note that the BearBuy Professional Services / Independent Consulting Form should only use Commodity Codes 00331 (Consulting Services) and 00170 (Professional Services). While the drop-down box next to “Commodity Code” provides a number of options, only one of these two should be selected.

  4. For Consulting Agreements, after the SCM Buyer establishes the final contract content, SCM will secure a departmental signature on the contract. UC Policy designates that the Consulting Agreement attached to the PO be signed by the department person who can approve the purpose and contents of the engagement. The individual in this role is called the Program Review Official. Typically this individual is a Dean, Chairperson, Vice-Chancellor or Senior Director.                                                                                                                                                     

Important Links

  •  Policies governing independent contractors for UC can be found in BUS 77.
  • Policies governing independent consultants for the UC can be found in BUS 34.