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Everything posted by Guest108830

  1. Sister company is not selling any materials to the Prime, only services (people) and at the same cost the Prime would charge the Gov't, but sister is without fee. I assume FAR 31.205-26 applies regardless if company is not subject to CAS (but as a result of holding an adequate accounting system as determined by DCAA)? Seems if this can all be done via accounting system, then inter-organizational. If sister "sells" is services to Prime, which would include profit / fee, then not an inter-organizational transfer and subcontract is required.
  2. This is the first instance the company is crossing this bridge. I can find nothing that requires use of an actual subcontract document or any guidance that alludes to the actual mechanism for such. I've seen posts that call out policies and determinations of commercial items vs non-commercial and how to address the make vs buy for the record. But have not seen any support that states, Prime must provide all mandatory flowdowns, etc. to sister and treat as Prime / sub relationship even though its an inter-organizational transfer. We all know it's incumbent upon the person(s) advocating use of a subcontract to come forward with its authority as opposed to others having to disprove. And at the same time, I'm trying to advocate that a subcontract is not necessary. Can't find authority one way or another. Additional concern is if company opens the door to using subcontract documents, it also opens the door to audit of said subcontract, whether by DCMA or otherwise. Whereas, if addressed via accounting only, company can explain its rationale at the accounting level with DCAA or otherwise.
  3. I've read a number of postings concerning intercompany transfers. It appears to always devolve into CAS and price vs cost approach. For a small business not subject to CAS, but having an adequate accounting system, I have a question concerning the document used as between the Offeror and its sister or affiliate or division. Have an ID/IQ capable of Fixed Price as well as Cost Reimbursement (services) Task Orders. Was issued under a competitive Small Business Set-Aside. Fixed Price rates are hard coded into the ID/IQ for 5 years. Proposed under DoD along with a sister company and proposal stated sister (as sub) will perform using the exact cost / pricing as Offeror. FAR 52.244-2 names the sister company by name as an approved sub within the ID/IQ. Question - what is the form of document that should be used as between the Offeror / Prime and its sister company? There is no existing internal policy in place that addresses this. Some internal individuals state a subcontract is necessary, along with all terms and conditions, including FAR / DFAR flowdowns is required. Others say, perhaps a two page document stating, as a policy, inter-organizational transfers will be treated at cost (e.g., no markup) and that's it, no subcontract needed. If a subcontract document is used, find it difficult to believe the Prime would ever have occasion to invoke termination for convenience or default, let alone a myriad of other terms and conditions against its sister, including trying to secure an insurance cert naming Prime as an additional insured, waivers of subrogation, etc., among other. For those internal individuals that say, don't use a subcontract, just create an internal policy and this should be sufficient and the Prime will address the work via the accounting system. While others say, need to use an actual subcontract with stated scope, labor categories, physical invoicing, etc. Is there anything definitive as to what physical document, if any, is necessary to be in place as between the Prime and its sister company per FAR, DFAR, or other authority when dealing with inter-organizational transfers? Thank you.
  4. Perhaps I'm reading 31.205-18 wrong when it says "required in the performance of a contract." When I say performance, I'm saying performing a portion of the PWS. What I believe is being mentioned here, however, is where a proposal is expressly "required" to be submitted once under contract for various things. When I look at it this way, it makes more sense. It's not the performance of work that's being referred to, but rather, whether the contract signed has a express clause requiring a proposal to be submitted for some attribute.
  5. FAR 31.205-18 Independent research and development and bid and proposal costs defines B&P as: Bid and proposal (B&P) costs means the costs incurred in preparing, submitting, and supporting bids and proposals (whether or not solicited) on potential Government or non-Government contracts. The term does not include the costs of effort sponsored by a grant or cooperative agreement, or required in the performance of a contract . Small Business with a Small Business Set-Aside award. CAS does not apply to small businesses. No certified cost or pricing applies. Compensation is T&M and within DoD. The effort is for General Services (not construction, not professional services). Contract term is base 5 years with 5 one year option periods, total 10 years. A Letter Contract (per FAR 52.215-25 Contract Definitization) has been entered into while the broader contract is being definitized / negotiated (there are some insurance anomalies associated with aircraft services). Question - the costs (time / hours) associated with contract negotiations on the broader contract - should these hours be charged to as B&P or charged as G&A / Overhead? Reason asking, B&P excludes costs (time / hours) associated with "performance of a contract." Does a Letter Contract constitute "performance of a contract" and thus because limited performance is taking place under the Letter Contract, therefore, any costs in furtherance of the Letter Contract, which would include negotiations of the broader contract, should be considered other than B&P? According to DoD, contract negotiations should be considered B&P https://www.acq.osd.mil/dpap/policy/policyvault/usa002866-11-dpap.pdf
  6. This would be for non construction. Thanks for clarifying.
  7. Usually with RFP's comes a question and answer period where prospective Offerors may ask questions with regard to the RFP and receive answers back from the Gov't. What if no time period for Q&A expressly exists within the RFP under a DoD Commercial Acquisition? I researched FAR 52.212-1 Instructions to Offerors (which is in the RFP) and did not find any standard language that addresses such. Is the Q&A period right up to the very end of the submission time if not indicated otherwise in a DoD Commercial Acquisition (SF1449)?
  8. Per DoD Memo, https://www.acq.osd.mil/dpap/policy/policyvault/USA001998-21-DPC.pdf, DoD is providing the KO's an option as to roll in the DFAR clause into contracts, task orders, etc. awarded before October 15, 2021. To me, this is further evidence that merely issuing a bilateral mod at the ID/IQ level does not automatically apply to the awarded task orders and a subsequent bilateral mod must be performed at the Task Order level.
  9. With the issuance of the COVID DFAR clause, the Gov't is issuing bilateral mods to various DoD ID/IQ's, among other. There's a common belief by a number of KO's that issuance of a bilateral mod at the ID/IQ level naturally and automatically applies to all (Task) Orders issued thereunder. When pressed for the authority, the KO's tend to cite FAR 52.216-18 ( b ) Ordering or DFAR 252.216-7006( b ). There appears to be no evidence within this clause stating a modification at the ID/IQ level also constitutes a (bilateral or unilateral) modification at the (Task) Order level. I see only the authority to issue Orders themselves and a conflict provision. Wouldn't each Task Order have to be modified separately through a bilateral to include the newly minted DFAR clause?
  10. What I'm gathering is that there's really nothing wrong with the FPH approach (that I've laid out). Whether the Contractor receives 100% of its fee (per year) early under a FPH approach, is not really relevant.
  11. Vern. Nope, no percentage stated. Just hours and dollars.
  12. here_2_help. What would I do about it? Nothing. The fact that I and or others may believe it may be a CPPC is to no avail. Need a board or court to ultimately make a determination.
  13. Retreadfed = factor (2) does not appear to be present. There is no percentage being billed, just the $2.02 per hour.
  14. Most certainly going to bring it up with the KO. Neil - your approach is what I was thinking as well. Answer the mail, but at same time, indicate that such does not apply.
  15. DFAR 252.242-7005 Contractor Business Systems is present within a single award ID/IQ negotiated services RFP / solicitation. This is a Small Business Set Aside under the Army. In addition, DFARS 252.215-7002, Cost Estimating System Requirements, 252.242-7006, Accounting System Administration and 252.245-7003, Contractor Property Management System Administration are also present. There are no Cost Accounting Standard (CAS) provisions / clauses within the ID/IQ (no 52.230-1, 52.230-2, etc.) The ID/IQ appears not to be a "covered contract." And, whereas, Small Businesses are expressly exempt from all CAS per 48 CFR 9903.201-1(b)(3). The KO has requested Offerors (through ENs) to supply supporting documentation to meet the requirements of DFARS 252.215-7002 and 252.242-7005. DFARS 252.242-7005 requires the contract be a "covered contract" (meaning CAS applies) and 252.215-7002 does not apply to small businesses per PGI 215.407-5-70(b)(2) and (c)(1)(iii), "Contracting Officer shall --- Not apply the disclosure, maintenance and review requirements to other than large business contractors." Does 252.242-7005 and 252.215-7002 apply, given the facts above? If so, how? If not, why not?
  16. Perhaps I should be asking the question in a different way. I understand the "repair" and "refurbishment" aspect of (d)(2)(iii). It's the "replacement" aspect that seems to run afoul of para. (h). Para. (d)(2)(iii) says, "[a]ny...replacement...shall be at Contractor's expense." The words "any...replacement" is without bounds. This appears to ignore the how and why the replacement became necessary to begin with (i.e., was Contractor negligent?). If accurate, this appears to cut against the grain of para. (h) whereby the Government bears the burden of risk of loss, even if Contractor (and or its subs) were negligent, save for certain limited exceptions. Any authority / case involving interpretation of the GFP being marked "as-is" and risk of loss would be appreciated.
  17. The word "Replacement" is present within (d)(2)(iii). Wouldn't that be considered a "loss" having to replace a GFP item?
  18. Pursuant to FAR 52.245-1 (d)(2)(iii), if the Gov't indicates its providing its Government Furnished Property (GFP) in "as-is" condition, doesn't that reverse the risk of loss from the Government (pursuant to 52.245-1 (h)), to the Contractor? If yes, DoD is not supposed to use 52.245-1 Alternate I (per DFAR 245.107(1)(ii)) which Alternate reverses the risk of loss of GFP to the Contractor. Isn't this the same thing as using Alternate I, having the Government declare the GFP in "as-is" condition? 52.245-1 (d)(2)(iii) states: "(iii) The Government may, at its option, furnish property in an "as-is" condition. The Contractor will be given the opportunity to inspect such property prior to the property being provided. In such cases, the Government makes no warranty with respect to the serviceability and/or suitability of the property for contract performance. Any repairs, replacement, and/or refurbishment shall be at the Contractor’s expense."
  19. I get it. Thanks again for all the responses.
  20. I appreciate your comments. Thank you.
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