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Fara Fasat

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  1. No dribbling. It's a hypothetical that I added to because we had a split on whether a TO had to be awarded to only a division, or to any division on the corporation. It's a discussion forum after all.
  2. The work it would take would meet the definition of a commercial item and is exempt from CAS.
  3. OK, this got interesting. Now here is a practical example of how it could make a difference. Same as before -- IDIQ contract. MNO gets an award. Now a TO comes along that is a CAS-covered TO. Division MNO is not compliant and does not have a disclosure statement. Division QRS does, so it wants to submit a proposal for the TO, and will sub some of the work to MNO. And yes, between the two of them, they can do all the work in the TO. Assume Retreadfed's case -- that the contractor is the corporation. Can they do this, or can the government refuse to accept the proposal?
  4. ji: you've injected something not in the scenario -- a subsidiary. A subsidiary is an entirely different creature from a division. A subsidiary actually is a separate legal entity, with its own incorporation. If a contract (or TO) is awarded to a subsidiary, it will be in the subsidiary's name, not the parent ABC Inc. Let's keep this discussion on divisions. Carl and ji: I did a sampling of contract files, and all use the name of the corporation, e.g. ABC or ABC Inc., in block 8 of the SF30. They were not awarded in the name of the Division that submitted the proposal. It appears that the government knows that the entity that is legally bound is the corporation, not just a division. So in response to your statement that "the contract would be awarded to the specific division.", I would have to say no, it was awarded to the corporation. I will add however that there is a block labeled "code" but the entries there are inconsistent. Sometimes it has the DUNS number of the division; sometimes the CAGE Code; and sometimes it is blank. Furthermore, in a SAM registration, the first few pages all ask for the name of the legal entity. It doesn't ask for a division name until several screens in, and even there it's optional. To further complicate things, D&B assigns unique DUNS numbers to different locations of the same division. In my company we maintain SAM registrations for different locations of the same division, because they have different addresses and points of contact even though the rest of the information is the same. Those locations (we call them branch offices of the division) have been awarded contracts for work in their location, but the award document states the corporation, ABC Inc. ji -- on what grounds would you reject a TO offer from a different division? The award says ABC Inc and you're getting an offer from ABC Inc. I still think that a TO should only go to the division that submitted the proposal for the IDIQ, but is that just a common understanding or is there a legal basis for that? To put a practical face on this, what if a different division was more capable of handling a particular TO? When you reject them, their response is "The IDIQ was awarded to ABC Inc, I'm ABC Inc., you can't reject me"
  5. I assume your answer is that the multiple-award contract holder is the specific division, not the whole legal entity. I think so too, but what makes me hesitate is that contacts are awarded to legal entities, not parts of one. Contracts typically say something like "This contract is between ABC Inc, doing business through its MNO business, and ...". If the company gets sued, the entire legal entity is liable no matter what division caused it.
  6. Sorry, that should have been "its use of the phrase...." A momentary loss of grammarly ability, for which I gave myself a rap on the knuckles.
  7. Same basic scenario as part 1 -- MATOC IDIQ, work awarded by task order (TO). Basic question: who can get awarded a TO? Background info: Contracts are awarded to legal entities, like corporations. However the government requires its contractors to have a SAM registration, which is tied to a unique DUNS number and CAGE Code. Corporations can have multiple DUNS numbers, sometimes hundreds or even thousands, representing different business units within the corporation, conducting widely different business. For example, corporation ABC Inc has multiple divisions. Division DEF makes fighter aircraft; Division GHI performs IT services; Division JKL makes and sells safety products, and so on. Each Division has a unique DUNS number, a SAM registration, a unique CAGE Code, unique banking information in SAM, different NAICS Codes, etc. Let's say Division MNO in ABC Inc proposes on and is awarded a spot on a MATOC IDIQ. Then a TO RFP comes out that MNO decides can be better performed by Division QRS. Can Division QRS propose on and get awarded a TO under the IDIQ that was awarded to Division MNO? After all, they are the same legal entity, ABC Inc. My initial impression -- No. The IDIQ was awarded to a specific division of ABC Inc. While they are the same legal entity, the IDIQ was based on an evaluation of the capabilities, responsibility, etc, of Division MNO, not QRS. By the way, don't look to SAM for the answer. SAM is hopelessly schizophrenic. Some questions require you to answer as the whole corporation, and some require you to answer as the specific business unit. It's use of the phrase "Is your business or organization, as represented by the DUNS Number on this entity registration ... " doesn't help. Interested in the forum's perspectives.
  8. ji20874 - contractor, not government. Trying to determine whether an awardee has the option to decline to bid on a TO, or whether an agency can insert a requirement that awardees must bid on all TOs. The RFP is ambiguous ( of course), but has some language about a 'dormant' status that suggests that you have to bid to retain a spot in the IDIQ pool.
  9. Basic Question: are awardees under a multiple award IDIQ contract required to submit a proposal on all task orders? Scenario: RFP for multiple award, IDIQ contract. Ordering instructions only say that agency will follow fair opportunity requirements in FAR 16.505. Responses to questions indicate that all offerors on the IDIQ are expected to be able to perform at all anticipated locations world-wide, and to be able to meet individual requirements for all TOs, such as security, access, foreign requirements, etc. RFP also states that "Contractors can request to be placed in a dormant status if they are knowingly unable to propose for a period of time." This does not answer whether contractors can choose not to propose. Q1: is there anything in the FAR that addresses whether MAC awardees are required to propose on all TOs. 16.505(b)(v)(4) says that contractors might need to make "informed business decisions on whether to respond to potential orders" which suggests they don't have to propose on all TOs. 16.505(b)(v)(5) states "Whether contractors could be encouraged to respond to potential orders by outreach efforts ... " which also suggests that proposing on all TOs is not mandatory. Q2: can an agency put in the contract that all awardees must submit a proposal on all TOs?
  10. We're talking to them today. My guess is that they want the right to fully use the software on the computers it is installed on at their site, and they don't understand that restricted rights gives them that. Hence the mash-up of 'unlimited' and 'government purpose.'
  11. Vern -- not DoD. That's why 52.227-15 is in the RFP, not 252.227-7014. I thought the reference to 52.227-15 was sufficient. Besides, do you really read the government's question as a request to negotiate something other than the standard license rights? If so, then what is it that the contractor needs to clarify? It's the government that wants something different. Carl read it right. "Unlimited" and "government purpose" are two very different terms, and even if this were a DoD contract, the CO combined them in a way that makes no sense. For a non-DoD contract, there is no 'government purpose' category. And yes, we're already asking the government to clarify what it wants. Just thought people might get a chuckle out of the government mash-up.
  12. Thought this might bring a smile to some faces, or maybe cause some to weep in despair. Contractor submits with its proposal a list of software that qualifies as restricted computer software, in accordance with 52.227-15. Government sends back a question, stating that it needs "unlimited government purpose rights" in the software, and asks contractor to clarify its offer.
  13. Is anyone else having trouble getting to the Ask A Professor ("AAP") site ( https://dap.dau.mil/aap/Pages/default.aspx )? For a couple of weeks now I have been getting an error message saying the site can't be reached. Just need to know if it's being blocked by my company network or whether the problem is at the DAU end.
  14. Or "a really futile and stupid gesture on somebody's part." (Otter, contracting officer for Delta House).
  15. Yes, but I don't see in there an equivalent to the contractor's certification at 33.207(c). At the risk of this going off on a tangent, there's a reason why Congress thinks it's important that a contractor should be required to put its signature to the words "I certify."
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