Do university policies create enforceable contracts with students? Rossi v. University of Utah Explained

In Rossi v. University of Utah, the Utah Supreme Court addressed a critical question for educational institutions and students: when do university policies and procedures create legally enforceable contractual obligations?

Background and Facts

Christina Rossi was dismissed from the University of Utah’s Neuroscience Ph.D. program after conflicts arose with her faculty mentor regarding her dissertation research. She sued the university for breach of contract, alleging violations of various university documents including the Student Code, Faculty Code, Research Misconduct Policy, program policy statements, and a remediation plan letter. She also claimed breach of the covenant of good faith and fair dealing and negligence.

Key Legal Issues

The central issue was whether university policies, procedures, and documents automatically create contractual relationships with students. The court also addressed whether universities owe students a fiduciary duty or special tort-based duty of care in the educational context.

Court’s Analysis and Holding

The Utah Supreme Court rejected the notion that all university documents create enforceable contracts. Instead, the court applied traditional contract law principles, requiring evidence of a bargained-for exchange between the university and student. The court emphasized that enforceable contractual terms must constitute “promises made in exchange for a promise or performance by a student.”

Importantly, the court found that the university’s General Catalog expressly disclaimed being “a contract between the University of Utah and any person or entity,” which was fatal to Rossi’s contract claims. The court also rejected establishing a general fiduciary duty of educators to students, noting that professional responsibilities are typically governed by internal university procedures rather than tort law.

Practice Implications

This decision provides important guidance for both universities and students. Universities should carefully consider whether their policies and documents disclaim contractual intent, while students and their counsel must identify specific promises made in exchange for tuition payments or other student performance. The decision clarifies that general policy statements and procedural manuals typically do not create enforceable contractual obligations absent evidence of a true bargained-for exchange.