dmuir Posted December 21, 2010 Report Share Posted December 21, 2010 The short story: We responded to an RFP with a proposal for approx. $100K. Client did not have budget, asked for lower price. We responded with another proposal with a new lower price and carefully explaining what parts of the SOW were not included in our new price. Task Order awarded for lower price. Now Client is expecting full SOW for reduced price. This is a services contract (environmental audits). Did we err by signing the Task Order without the TO referencing changes to the SOW? We thought we had stated clearly what was offered at the price. I have been looking for "order of precedence" clauses that might indicate if the conditions in the proposal might be automatically incorporated but have the clauses I've found so far are for Utilities or construction work... Is there another topic I should be searching under? (I looked at wifcon about "incorporating proposal" into award and apparently, it is frowned upon.) Thanks. D Link to comment Share on other sites More sharing options...
Guest Vern Edwards Posted December 21, 2010 Report Share Posted December 21, 2010 If you signed the order, and if the order includes the full SOW without expressly incorporating your revised offer, then you may well be out of luck. The general rule is that signed documents that are supposed to document the entire agreement between the parties (i.e., "integrated agreements") supersede prior written and oral statements or agreements to the contrary, unless the signed document is ambiguous in a way that is pertinent to any disagreement. This is sometimes called the parol evidence rule. See Cibinic and Nash, Formation of Government Contracts, 3d, 199-210. However, this is very complicated, and you need professional advice. You really must consult an attorney. Link to comment Share on other sites More sharing options...
dmuir Posted December 22, 2010 Author Report Share Posted December 22, 2010 Thanks. We hope we can avoid litigation by frank discussions with the Client. At this point we're looking for our best argument. We were hoping for a stronger position than if the referenced SOW is the full original, then we signed in error. We understand that it's the COTR's job to get as much as possible but with a large reduction in price, it just can't pass a cost/price analysis smell test. It's just not possible - we'd be guilty of underbidding... Anyway, thank you for your assistance & thank you for this site. happy holidays! D Link to comment Share on other sites More sharing options...
Retreadfed Posted December 22, 2010 Report Share Posted December 22, 2010 Thanks. We hope we can avoid litigation by frank discussions with the Client. At this point we're looking for our best argument. We were hoping for a stronger position than if the referenced SOW is the full original, then we signed in error. We understand that it's the COTR's job to get as much as possible but with a large reduction in price, it just can't pass a cost/price analysis smell test. It's just not possible - we'd be guilty of underbidding...Anyway, thank you for your assistance & thank you for this site. happy holidays! D What's wrong with underbidding? Link to comment Share on other sites More sharing options...
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