Inter-Agency Contract Transfer

[Scjet]

Scenario: A contract that is currently being administered by DoD will now be managed by NASA. What would need to be done contractually to accommodate the transfer?

[KodiakBuyer]

Scenario: A contract that is currently being administered by DoD will now be managed by NASA. What would need to be done contractually to accommodate the transfer?

There will need to be a written Memorandum of Understanding between the two agencies, signed by the appropriate people, plus a separate contract to be administered.

This MOU will list the responsibilities of the gaining and losing agency and will cover who is responsible for which costs and responsibilities.

Will there be a NEW (separate) contract for the same items? Or are you talking about a DOD contract being administered by NASA? If so, I forsee problems as the clauses are not the same. For a clear break in responsibilities and payments, a new contract under the gaining administering agency is easier.

Talk to your Grants and Agreements Specialist.

[Scjet]

There will need to be a written Memorandum of Understanding between the two agencies, signed by the appropriate people, plus a separate contract to be administered.

This MOU will list the responsibilities of the gaining and losing agency and will cover who is responsible for which costs and responsibilities.

Will there be a NEW (separate) contract for the same items? Or are you talking about a DOD contract being administered by NASA? If so, I forsee problems as the clauses are not the same. For a clear break in responsibilities and payments, a new contract under the gaining administering agency is easier.

Talk to your Grants and Agreements Specialist.

Thanks! Unfortunately, there will not be a "NEW separate contract" and therin lies the unknown challenges.

[Velhammer]

Scjet: Are you talking about transferring the administration of the contract, or "novating" the entire contract (PCO and ACO functions) from DoD to NASA?

[govt2310]

I have a situation along the same lines and need guidance/advice. Dept of Treasury's FEDSOURCE has a current order off of a GSA BPA it is administering for a customer agency. Unfortunately, the FEDSOURCE is going away - it will not exist in a few months. So the customer agency, who is also a customer of the DoD contracting shop I am in, wants us, DoD, to take over administering this order for commercial supplies and services. It sounds to me like a Government-side version of a "novation" and/or "assignment of claims" is called for, but I can find no guidance in the FAR (FAR 42 addresses novations by contractors, etc). So how is this supposed to be done?

Some specific questions we are running into here are:

FEDSOURCE contracting staff broached the idea of a termination for convenience, and then whoever the new contracting shop is could compete the requirement to form a new contract or order. The contractor threatened to litigate if this happened. The contractor, of course, wants a sole-source to itself for at least the remainder of the period of performance. Is it possible to do a Justification and Approval for Limited Sources by stating that DoD is simply taking over from a soon to be defunct contracting shop, FEDSOURCE, so even though we would administratively do this by creating a new order off of the GSA BPA, it is actually just a continuation of the old order, and that is why we think it is "OK" to "sole source" it to the incumbent contractor? And in that old order, could we just put all the DFARS, AFARS clauses that are appropriate? Do we still need to execute an MOU between FEDSOURCE and DOD if FEDSOURCE isn't going to be around much longer anyways?

Does anyone have any real life, previous examples of having done this before?

[Guest Vern Edwards]

Such a transfer would not be a novation. All you're talking about is delegation of contract administration. See FAR 42.202. See also FAR 42.002.

The idea of termination and reaward is ridiculous.

[Velhammer]

Gov2310: I've seen a "government novation" done on two occasions. The first was during the first Gulf War, when we novated our contracts over to the Saudi government, primarily so they could assume the payment function. In this case, there was literally a locally generated legal form called a Novation Agreement, written in both languages, that required the signatures of the Gov't KO, the Saudi Gov't Rep, and the contractor. The second occasion was when an office within the same DoD component closed. In that case, unilateral modifications were issued by the closing office, transferring all PCO and ACO functions to the gaining office. Since there were no changes in the general terms and conditions, it was relatively straight forward.