PATRICK3 Posted March 19, 2022 Report Share Posted March 19, 2022 So I have a modification that I'm doing, but the changes clause that I'm using wasn't in the original contract. I'm adding that clause to the contract through a modification. My question is, must I do a modification by itself to add that actual clause, then do another modification utilizing that clause, or can I add that clause and use it all in one mod? I hope I didn't confuse anyone. Basically, do I need to do 2 separate modifications? Link to comment Share on other sites More sharing options...
Don Mansfield Posted March 19, 2022 Report Share Posted March 19, 2022 Hmm. Do you think that you can't modify the contract unless it contains the Changes clause? Link to comment Share on other sites More sharing options...
C Culham Posted March 20, 2022 Report Share Posted March 20, 2022 There is no standard that I am aware of. Do it as you wish. Link to comment Share on other sites More sharing options...
Retreadfed Posted March 20, 2022 Report Share Posted March 20, 2022 On 3/19/2022 at 2:52 PM, PATRICK3 said: the changes clause that I'm using wasn't in the original contract. Is it a part of the contract by operation of the Christian Doctrine? Link to comment Share on other sites More sharing options...
Vern Edwards Posted March 20, 2022 Report Share Posted March 20, 2022 On 3/19/2022 at 11:52 AM, PATRICK3 said: So I have a modification that I'm doing, but the changes clause that I'm using wasn't in the original contract. I'm adding that clause to the contract through a modification. My question is, must I do a modification by itself to add that actual clause, then do another modification utilizing that clause, or can I add that clause and use it all in one mod? So you want to (1) add the changes clause, then (2) issue a change order under the clause, and then (3) make an equitable adjustment for the change in a subsequent mod at a later date. Is that right? Link to comment Share on other sites More sharing options...
PATRICK3 Posted March 21, 2022 Author Report Share Posted March 21, 2022 Doesn't have to be that one. Just in general, must you have to do a mod first, in order to use that clause. Period Link to comment Share on other sites More sharing options...
C Culham Posted March 21, 2022 Report Share Posted March 21, 2022 14 hours ago, Vern Edwards said: Is that right? This thread is rolling along in two topics. The OP may have answered your question in the Contract Administration topic area. Link to comment Share on other sites More sharing options...
Vern Edwards Posted March 21, 2022 Report Share Posted March 21, 2022 I just realized that, but he hasn't responded to me. Link to comment Share on other sites More sharing options...
Vern Edwards Posted March 21, 2022 Report Share Posted March 21, 2022 @PATRICK3 So you want to (1) add the changes clause, then (2) issue a change order under the clause, and then (3) make an equitable adjustment for the change in a subsequent mod at a later date. And you want to know if you can do (1) and (2) in the same mod. Is that right? Link to comment Share on other sites More sharing options...
PATRICK3 Posted March 21, 2022 Author Report Share Posted March 21, 2022 Yes @Vern Edwards, Exactly that! Thank you Link to comment Share on other sites More sharing options...
Vern Edwards Posted March 21, 2022 Report Share Posted March 21, 2022 @PATRICK3If I were your CO I would allow you to write one modification that both adds the clause and issues the change order. You have to write it carefully. You (1) add the clause and then (2) issue the change, both via one supplemental agreement, and state that an equitable adjustment, if required, will be made by subsequent agreement. Now some COs might object, stating that adding the clause must be done bilaterally and issuing the change order must be done unilaterally and that those must be done under separate modifications. I don't think that's necessary, but different COs do some things differently. If you can, (1) add the clause, (2) issue the order, and (3) make the equitable adjustment all in one mod. I don't know what type of contract you have, but, arguably, you could assert that the changes clause is in the contract by operation of law (Christian Doctrine) and that you don't need to add it by modification. But it might just be easier to add it by mod. Finally, you don't really need the changes clause if the contractor agrees to the change. But if you think you might make other changes the clause might be needed. Link to comment Share on other sites More sharing options...
ji20874 Posted March 21, 2022 Report Share Posted March 21, 2022 1 hour ago, Vern Edwards said: Finally, you don't really need the changes clause if the contractor agrees to the change. Right on! This is a correct principle that is not well understood in our community. I don't need the changes clause for a bilateral modification -- I only need it for a unilateral change order. Link to comment Share on other sites More sharing options...
PATRICK3 Posted March 22, 2022 Author Report Share Posted March 22, 2022 This is great @Vern Edwards! Thanks a lot for the information!!! Link to comment Share on other sites More sharing options...
PATRICK3 Posted March 22, 2022 Author Report Share Posted March 22, 2022 One last thing though @Vern Edwards or @ji20874, if you don't need the Changes Clause or any clause to do a modification, then you simply leave this box blank which states... "THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:"? Thanks again for the feedback Link to comment Share on other sites More sharing options...
ji20874 Posted March 22, 2022 Report Share Posted March 22, 2022 Patrick, Your question has been hashed and re-hashed many times in WIFCON, and there is no consensus answer. But let me ask you: Is an entry in the box necessary? If the box were left blank, would the modification be defective in any way? Link to comment Share on other sites More sharing options...
Vern Edwards Posted March 22, 2022 Report Share Posted March 22, 2022 8 hours ago, PATRICK3 said: if you don't need the Changes Clause or any clause to do a modification, then you simply leave this box blank which states... "THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:"? 😁 @PATRICK3 You have hit upon one of the longest-standing issues in government contract administration—What do you insert in Standard Form 30, block 13c, when you change the contract by mutual agreement? Contract specialists and file reviewers have argued about that since I was a GS-05 novice. I have never heard or given an answer that everyone agreed upon. Can you enter "mutual agreement of the parties" or do you have to cite some statute, regulation, or contract clause? I like "mutual agreement", but I have known plenty of competent people who would say that's dead wrong. They would want to cite some statute or regulation. I know people who would cite the U.S. Constitution. I've seen "United States Code" without reference to a specific section; "48 CFR"; and "FAR Part 43". I'd go along with ji20874's idea of leaving it blank, but I know that many, perhaps a majority, would object to that. The block's there—gotta be filled, right? Great trivia question at the club over beers. Link to comment Share on other sites More sharing options...
C Culham Posted March 22, 2022 Report Share Posted March 22, 2022 @PATRICK3 Consider for the future a search within WIFCON when you have a thought or question. Could save you some time and provide valuable reference. Link to comment Share on other sites More sharing options...
Vern Edwards Posted March 22, 2022 Report Share Posted March 22, 2022 Funny reading that 10 years later. Link to comment Share on other sites More sharing options...
bob7947 Posted March 22, 2022 Report Share Posted March 22, 2022 I merged the 2 topics of the same name and deleted the first post of the "author." It appears that the merge routine was successful. Link to comment Share on other sites More sharing options...
PATRICK3 Posted March 23, 2022 Author Report Share Posted March 23, 2022 Thanks again @Vern Edwards and everyone else! Valuable information and I'll definitely do that next time. Link to comment Share on other sites More sharing options...
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