I Was Just Awarded a Contract!

Now What Do I Do?Donald E. Shannon PMP, CFCM, CPCM, Fellow

Before You Sign

Read/review the draft (or model) contract and all attachments

Does it agree with your proposal

Dollars and dates agree with proposed or negotiated terms

Have requested changes been made

Are clauses correct for the type contract

Requesting Changes

Put them in writing

Support request with factual material

Administrative error

Exceptions

Inappropriate clause or verbiage

Signing (see FAR 4.1)

Individual. Signs in their own name. If dba follow their signature with “an individual doing business as [name of firm]

Partnership. Signed in the partnership’s name. Contracting Officer has right to request list of partners authorized to bind the firm.

Corporation. Signed in corporate name followed with “by” and the signature/title of the signing official.

Joint Venture - signed as above by each member of the JV

Authority to Bind

Is the individual signing the contract authorized to commit the firm?

Owner or sole proprietor

General Partner

Authorized by office and/or letter of appointment

Agents must be able to prove authority to bind to Contracting Officer

Fully Executed Contract

Once the contractor signs they return to Contracting Office

Contract is signed on behalf of the government by contracting officer

“Fully Executed” copy returned to contractor

Work done prior to receiving fully executed contract is ‘at risk’ and may not be unpaid

Contract Kick-off

With Government (e.g., Pre-construction etc)

Review specific terms and conditions including Davis - Bacon or Service Contract Act

Identify contract reporting requirements / deliverables

Review SOW and Schedule

Contract Kick-off

Internal meeting

Introduce all team members and roles including subcontractors

Review Statement of Work, Project Plan and schedule

Review contract requirements such as safety and security

Identify deliverable items and work breakdown structure

Establish account codes (as necessary) and allocate budgets

Subcontracts

Award subcontracts to other team members

Ensure Contracting Officer consent to subcontract is obtained

If you have an approved purchasing system then only contracts specified in 52.244-xx need consent

If you do NOT have an approved purchasing system then consent required for all actions over the simplified acquisition threshold or as specified in 52.244-xx

Subcontracts

If contractor has an approved purchasing system read Clause 52-244-2 (d) for limitations e.g., “the Contractor nevertheless shall obtain the Contracting Officer’s written consent before placing the following subcontracts:”

Ensure subcontracts are competitively awarded. Note: Subcontracts proposed with team members are assumed to be competitively awarded.

Modifications to subcontracts could require CO consent

Communications

Communications plan for internal and external stakeholders

All contractual communication goes through single point

Deliverable items have transmittal letter

If contractually related requirement does not come from CO it is not official/binding.

Communications

COR/COTR may issue “Technical Guidance”

COR/COTR must be designated in writing by CO

Guidance must be in writing to be binding

Guidance may not change schedule, cost, or quality requirements but may clarify or elaborate on existing technical requirement(s)

Communications

Establish a communications log and document

Telephone calls (include a summary if needed)

Meetings (include minutes)

Letters or memos (include tracking or log number)

Maintain correspondence log and attachments as part of contract file

Record Keeping

Information should be stored in a contract file

Files may be kept on paper or electronically

Accounting records may be maintained separately

Contract file should be neat, orderly and document decisions or actions with respect to contract

Contract File Contents

Pre-award information

Solicitation and Proposal with all amendments and attachments

Correspondence including clarifications

Record of discussions / negotiation

Contract File Contents

Model contract and information concerning requested changes

Letter contract

Fully executed contract and all modifications

Authorization to proceed (if applicable)

Contract File Contents

For ID/IQ contracts

One file for the basic contract

Additional files for task orders/delivery orders

Copies of contract deliverable items and/or transmittal letters

Information pertaining to purchases and subcontracts

Contract File Contents

Contract value and funding worksheet

Copies of invoices and vouchers

Listing of government property

Special permissions

Operate government vehicles

Purchase from government sources

Contract File Contents

Performance documentation

Direction from Contracting Officer or COR/COTR

Do the Work

Begin performance of the contract effort

Maintain accurate records of the work done

Time sheets and payroll information

Record of inspections or acceptance

Record of rework to correct deficiencies

Measure and Report Progress

Submit periodic performance reports as required by the contract

Update schedule to show planned vs actual performance

Evaluate spending vs. budget or spend plan

If incrementally funded prepare limitation of funds/limitation of cost notices

Create estimate at complete and determine if work can be completed within ceiling/value.

Deliver Products

Deliver on time, to the correct location and use the prescribed transportation

Accompany delivery with appropriate documentation

Obtain a copy of government inspection or acceptance documentation confirming delivery

Invoice

Prepare and certify invoice / payment voucher per contract guidelines

Provide supporting documentation

Certified payrolls

Delivery receipts

Submit to address specified in contract via approved method (WAWF or paper copy)

Control Scope Creep

Contractor only obligated to do the work in the contract

Excess work may not be paid

Beware of unauthorized individuals requesting changes

Forbearance may set undesirable precedent

Control Scope Creep

Constructive change -- “Verbal or written acts or omissions by an authorized government official that are of such a nature that they have the same effect as a change order”

Contractor MUST notify co in writing they believe direction constitutes a change

Unauthorized procurement

“Authorized official” directing change may really not be authorized to do so

Only the Contracting Officer is empowered to obligate the government

Changes Clause

Modifications (changes) can only be issued by authorized individual e.g., contracting officer

Contractor required to implement change upon notice (which could precede actual modification)

Contractor may (but does not have to) be asked to propose cost for additional work before modification

If change/modification is issued unilaterally by C.O., then contractor may request equitable adjustment of contract value

Disputes

If modification (value usually) can not be satisfactorily negotiated then a dispute ensues

Disputes will be remedied by the disputes clause in the contract.

Arbitration

Mediation

Litigation

Claims

If dispute not resolved to contractor’s satisfaction they may file a claim

Claim is reviewed by CO

CO issues “final determination”

Contractor may sue if determination is adverse

Contract Close-out

Physical Completion - All deliverable items received and accepted

Settle all subcontracts

Release of liens

Payment

File necessary reports e.g., patent, royalty, technical reports

Contract Close-out

Disposition of government property and classified information

Completion invoice

Any Value Engineering Change Proposals settled.

Allowable cost audit (cost type contracts)

• Final Indirect cost rates and final invoice.