A special two day course on government contract terms and conditions. Comprehensive coverage of the core contract clauses and their implications as contract building blocks.
A sentence-by-sentence examination of the major clauses appearing in standard government contracts - what they say; what they mean; their effect; what you can do to minimize risks.
The Substance
Fundamentals is an entry level course in government contracting focusing primarily on contract clauses and analyzing those clauses. Unlike commercial contracting -- where the buyers and sellers have a great deal of flexibility in developing terms and conditions -- in federal government contracting, there are clauses mandated by the Federal Acquisition Regulation (FAR) and various agency FAR supplements. Each government contract contains dozens of standardized clauses that are prescribed by the FAR and that neither the contracting officer, nor the contractor has the flexibility to omit or generally change. Many times, these clauses are incorporated by reference only, rather than spelled out.
All professionals involved in the award or administration of a government contract must understand their rights and obligations under these clauses. Failure to do so puts their organizations (and sometimes even themselves) at risk. This course will provide a detailed analysis of the more important FAR clauses found in federal government contracts. By analyzing and discussing the clauses under the guidance of experienced instructors, you will be better equipped to understand their requirements and successfully perform or administer the government contract or subcontract.
The Students Who is this course for?
First (and most obviously), the relative newcomers to government contracting... starting on the way up...be they administrators, lawyers, engineers, accountants or other professionals. Second, the specialists who have been working in limited areas of procurement, without ever having had the opportunity to familiarize themselves with the complete picture... who need to find out how all the pieces fit together. Third, the veterans who may feel the need for a refresher, or may wish to acquaint themselves with some of the special topics which only this program covers.
Fundamentals Of Government Contracting Course Curriculum
FIRST DAY
9:00 Introduction To Government Buying
Introduction to the FAR System -- Parts of a contract and what they include; how they relate to one another, including: the schedule, general provisions, general conditions, special conditions, technical provisions, drawings and specifications. Features of, and differences between, methods of contracting and types of contracts. Clause prescriptions. Types of clauses commonly encountered in a Government contract; applicability of the FAR System and government common-law to subcontractors.
Simplified Acquisitions Under FAR Parts 12 and 13 - Abbreviated FAR provisions and clauses for use when selling commercial items and small-dollar items to the government.
1:00 Contract Clauses Commonly Included in Contracts
Cost-Reimbursement clauses - Allowable Cost, Fixed Fee & Payment: Limitation Of Cost; Limitation Of Funds clauses; "Reasonableness" and "allocability" of costs; recoverable and unrecoverable costs; overhead and profit. Government protection against overruns-notices to government; contractor's "best efforts" and right to stop work.
Patents & Data clauses -- Inventions developed under government contracts-title, license and miscellaneous treatments. Effect of contractor's independent research and development. Patent indemnification; authorization and consent. Technical data requirements; protection of proprietary information.
Invoicing & Payments -- Right to, and time of, payments. Cash flow problems. Invoice and voucher submission. Advance, progress, partial and final payments.
Inspections & Warranties -- When, where and extent; reinspections; delay; excessive inspection; inspector's authority and conduct. Acceptance and the government remedies. Liability after acceptance. Latent defects. When warranties are used -- cost; effects. Type of defects; duration; government notice; extent of contractor's liability; warranty on corrected work; subcontractor's warranties. Implied warranties under FAR Part 12 and the Uniform Commercial Code.
SECOND DAY
9:00 Changes & Other Remedy Granting Clauses
Changes - Elements of a change. Who can order changes. What can and cannot be changes under the FAR's Changes clauses. "Constructive" changes and "cardinal" changes. Price adjustments. Making and defending changes claims.
Suspension & Delay -- The Suspension Of Work, Stop-Work Order and Government Delay Of Work clauses. When recovery is possible. Notice requirements. Proving delay and costs. Limitations on recovery amounts.
Government Property -- Government-Furnished Property (GFP) - The government's obligations and contractor's responsibilities. Remedies available under the clauses.
1:00 Claims & Disputes
The Disputes Process -- The Disputes clause. Notices which must be given under remedy-granting FAR clauses; types of claims-those under the contract vs. breach claims; required elements of a viable claim; certification of claims; appealing adverse Contracting Officer Final Decisions.
Default Terminations -- Government right to default terminate under the Default clauses. Procedures. Government waiver of rights. Contractor defenses-excusable delays; waiver of delivery schedule; Government reprocurement following default; contractor liability for excess costs under applicable FAR clauses.
Convenience Terminations -- Scope of Government right to terminate for its own convenience under the Termination for Convenience clauses. Steps in a convenience termination. Contractor cost and profit recovery. Pre-contract and post termination costs; loss formula. Settlement by mutual agreement vs. Government determination.
