The SOW outlines the service UCSF is receiving and clearly explains the responsibility of the supplier. You need an SOW for:

• all purchases of Professional services, Consulting or Personal services as defined by the University of California’s (UC) Business and Finance Bulletin 43. 
• common services that include multiple phases, timelines and milestones. 
• change orders to existing purchase orders (POs) for such services. 
• any service provided as part of a purchase of goods/equipment.(for example, purchases of equipment or software that include a complex service component)

You generally do not need an SOW for the purchase of goods; however there may be certain similar purchases with a service component involving multiple phases, timelines, and milestones (for example, purchases of equipment or software that include a complex service component) that will need an SOW.

If you have questions, please call your department-assigned buyer. 

Completing the SOW does not have to be a painful exercise. Generally, you should:

1. Download the UCSF SOW template.
2. Work with the supplier to complete the SOW and make sure it accurately describes the services you are buying and your expectations around them.  
3. Once you are satisfied that your SOW reflects the work, your department may sign under “Read and Understood." The supplier may sign under the Supplier Name section. 
   Note: Your signature is not binding at this point, and you still need a  signature from Supply Chain Management (SCM) to make UC’s commitment official. 
4. Fill out the appropriate BearBuy form and attach the signed SOW and any additional documents which may be required for the service you are buying.This will create a requisition.
5. Submit your requisition for departmental approval and SCM review. 
    

SCM professional buyers will:

1. Review the legal aspects of the SOW to ensure nothing written conflicts with State/Federal law or UC procurement policy.  
2. In addition, the buying team has significant experience procuring services and will identify any glaring issues with the SOW (like the ‘gotchas’ listed below). If we find any discrepancies, we will work with you and the supplier to resolve the conflicts before the purchase order is issued binding your department and the University to the agreement.  
3. Sign the SOW to make it an official commitment between the UC Regents and the supplier. 
4. Issue the purchase order.

Yes. Have them complete the project overview describing the deliverables, timelines, etc. You should review the SOW prior to signing or attaching it to your requisition. If they did not accurately describe your expectations for the work, you will need to work with the supplier to better represent the project in detail.

Yes. However, note that SCM is required to insert specific language into all SOWs before an SCM buyer can sign and approve the document. If we receive a supplier's SOW template, we will need to negotiate with the supplier and come to an agreement. In most of these cases, two- to three- weeks is added to processing times. Our advice is to keep the SOW as close to the UCSF standard template as possible to help move the procurement process faster.

The department needs to carefully understand and agree to the work and expectations outlined in the SOW. Once completed, UCSF is obligated to pay any invoicing associated with the project. As a result, you should receive the SOW and have your project team/leadership review it carefully to ensure it accurately describes the work you need completed before submitting it to SCM. If your supplier sends it directly to SCM, we will send it back to you in the department asking for your review and acceptance.

Contact your department-assigned buyer.

Please see FAQ above which addresses when an SOW is required. In general:

• Services procured on the Amount Based PO form that have phases, milestones or timelines
• Services procured as part of a capital equipment purchase
• All professional services/independent consultant/personal services requisitions 
• Services procured as part of a software or cloud services requisition
• Change Order forms for requisitions originally submitted with an SOW

The SOW contains three signature blocks:

1. One for the supplier to signify their acceptance; 
2. One (“Read and Understood”) for your department to signify that the SOW meets their expectations for the project. We recommend the department person responsible for the project sign the document.
3. One for SCM to commit funds and bind the University to pay for the service and carry out any expectations listed in the SOW.  

Note: Until all three signatures are on the SOW and a PO is issued, the SOW is not considered a valid, binding document.  
 

• Work is summarized too broadly: The SOW is the official record of the work the supplier is contracted to complete. It should describe the expected outcomes, any deliverables, and it should include timelines/dates. If we don’t list what we expect in the SOW, we cannot hold the supplier accountable if they fail to meet our expectations.  
• Follow-on work: Generally, no supplier who has been awarded a consulting services contract may submit a bid for, nor be awarded a contract, for the provision of services, procurement of goods or supplies, or any other related action that is required, suggested, or otherwise deemed appropriate in the end product of the consulting services contract.
  
  If you have a multi-phase project that includes researching a problem, formulating a project to solve the problem, and then executing the project then you must contact your departmental buyer to bid out the entire project BEFORE you begin the work.  Otherwise, California law will exclude your supplier from executing or even bidding on any work in which they took part in creating. This law applies even if UC is managing the project.
• Modified acceptance criteria: You should read and understand the acceptance criteria section in the SOW. It outlines under what circumstances your department will need to pay. Many times, suppliers will delete/change the acceptance criteria in the SOW so that UC will pay regardless of quality or completeness of work, or weaken available remedies to fix unacceptable work.  
• Adding legal terms to the SOW: Some suppliers add legal clauses that overrule the UC Terms and Conditions. These are never in UC’s best interest and our professional buyers will work to negotiate these out of the SOW every time, which may delay your order.