Jonesey66

wvanpup, I understand your point. I simply cited those two examples as cases where the contract language was clear that the Government had a right to ask for removal of a contract employee for a speciific infraction. A legal opinion wasn't needed, in my judgement. Do we need a legal opinion for every adverse action, when the language is clear, and the rights of the parties are clear (i.e. deductions?) I've got the point, loud and clear, that we need to consult Legal for an unusual, nebulous and potentially "serious labor relations and legal consequences", and in those cases I've done so (the two examples notwithstanding). But not for every little thing.

Thanks All! You all are the best! I wish I would have found this site years ago.....! Vern, I've taken several classes from some years ago, including the FAR boot camp, it was a great help to me then, and you've given me great insight now.

Sorry, I'm new to Wifcon; and I'm still learning. I was trying to use the "quote" funtion. Ignore this post.

Interesting answers...and I appreciate the dialogue. Perhaps I had given too much detail, which I'd only provided to lend some context, so rather than give more detail, I'll give less. The heart of my question was this: Given the contract language for removal of an employee from contract work, which is rather vague "...unsuitable or otherwise objectionable...". Is a CO acting within the limits of their authority and in IAW the contract, in asking for removal of an employee when there clearly is a problem with a contract employee, unrelated to overall contract performance (per se)? What constitutes an employee being "unsuitable" and "otherwise objectionable" (constant use of foul language? bad personal hygiene? overt religious, or anti-religious, displays? an abrupt uncooperative personality?) The contract language says that type of determination is at the sole descretion of the Government, but that is as vague as it gets. When I was a "working CO", I've asked for removal of a contract employee several times under this language, without a problem (the contractor willingly complied). Without consulting Legal counsel, I might add. And just recently, one of my CO's asked for removal of a contract employee, without a problem (and without consulting counsel). Addmittedly, the circumstances were a little bit more clear cut, and fairly well documented, in these cases (stealing, sleeping on the job, etc.). (BTW, it's not the CO's boss, or even her boss' boss, that is recommending disciplinary action; it's someone four levels above the CO, for what its worth. The three levels above the CO don't feel that this merits formal disciplinary action.) "A real businessperson would have quietly discussed the problem with the company's management and asked that they solve the problem ... A cordial, informal discussion might have solved the problem without the formality of a removal demand. " I agree that the practical solution would be to negotiate some type of settlelment, which in fact did happen. GSA rescinded the removal request, allowed the Chief Engineer to remain in place, re-assigned the Building Manager to another property for the remainder of the contract performance period, allowed the contract run to conclusion, and did not exercise the option. (Remember, this current topic is the prologue to the original subject of this conversation, "what documentation is needed when not exercising options".) I'm less concerned with what the CO should or should not have done with respect to practical business relations, and the management-Legal dynamic, and more concerned with the broader question of what are the limits of the Government's authority under this contract language, and if there is case law in this regard. So far, taking away from what was said in one the earlier responses, I'm left with the Government shouldn't be "arbitrary and capricious" in these matters - that seems to be the best advice from the land of the Legal Beagles when confronted with this type of language. Thoughts?

No, no violation of some internal rule to consult Legal; more of a "why didn't you consult Legal?" before taking this action. I'm a bit removed from the actual meeting in which the CO was told this, but my understanding is they thought this was untenable because: 1. There was no formal documention of the Chief Engineer's behavior (dates, times, description of actions) 2. The contract language doesn't apply to this type of behavior. It clearly states other reasons (i.e. security), but this action could not be taken under this language. 3. The contract was otherwise being performed satisfactorily (as far as I know). Interestingly enough, this case is leading to an internal "unoffcial" policy that all adverse contract actions be reviewed by Legal before being executed.

Excellent! Thanks the replies and case law cites; they are extremely helpful. This particular case had a lot of layers to it, that will probably lead to other discussion topics. I'll mention another, one that I alluded to earlier. As I stated before, when the relationship became so toxic between the Building Manager and Chief Engineer, at the request of the Building Manager, the CO issued a notice to have the Chief Mechanic removed from working on the property, under language in the contract: H.8. Removal from Contract Work (a) As provided in the clause entitled "Qualifications of Employees", the contracting officer or a designated representative may require the Contractor to remove any employee(s) from GSA controlled buildings or other real property should it be determined that the individual(s) is either unsuitable for security reasons or otherwise unfit to work on GSA controlled property. This shall include, but not be limited to, instances where an employee is determined, in the Government's sole discretion, to be incompetent, careless, insubordinate, unsuitable or otherwise objectionable. ( b ) A contractor employee may also be removed where the continued employment of the contractor employee in connection with the Government work is deemed, in the Government's sole discretion, contrary to the public interest, inconsistent with the best interests of security, or a potential threat to the health, safety, security, general well being or operational mission of the facility and its population. The reason for the removal was the Chief Mechanic was "insubordinate", therefore "unsuitable". Again, numerous instance were verbally cited to the CO over a period of months, and they seemed to be escalating with the passing of time, to point it was just not working. (The Chief Engineer was a middle-aged man; the Building Manager was a twenty-something young woman; one of the the overall contentions from the Government being that the Chief Engineer did not like "taking orders" from a young woman"). The "insubordination" claim stemmed from the Chief Mechanic not taking direction from the Building Manager; he would only perform if he received direction from her supervisor. There where also claims that he tried to intimidate her, bully her (he's much larger physically than she), etc. Again, the dates and times of these incidents were not documented. I should add briefly, that the CO issued this notice without consulting Legal counsel. After the fact (the contractor vehemently protested by hiring a lawyer) the Government's Legal counsel and upper management stated that the removal should not have been issued, under this provision. Not sure if this was a legal decision, a contracting decision, or a practical decision, but the CO is being proposed for disciplinary action because of her decision to issue this notice of removal under this contract language, for this purpose. My followup question being, given the circumstances as presented, and considering the contract language cited above, did the CO have authority to demand removal of the Chief Engineer from the contract? (Not fire the employee; just have him removed from working under this particular contract.)

The FAR, and contract clause 52-217-9 (as well as Professor Edwards' blog post of Jan 26, 2014), give adequate instruction on what must be done to exercise an option. My question is: if the Government decides NOT to exercise an option, what level of documentation is needed? What recourse does the contractor have, if any? We had a interesting case here, that has sparked some debate (at least from me). We had a contract to provide Operation and Maintenance services for a federal building. To make a long story (kinda) short, the Chief Mechanic and the Building Manager did not get along, to point they were no longer speaking. The CO issued a notice to have the Chief Mechanic removed from working on the property, under language in the contract that allowed the Government to make this request (another long story, that I plan to start another post about). There was some back and forth at the local level, then a series of meetings with the company president, his attorney, the government's higher management and its attorney. A deal was agreed to that allowed the contract to continue with the Chief Engineer in place, but it was reasonably clear that the two parties could not work together (the Building Manger was re-assigned to another property). At that point, the contract had about 4 months to go on the current performance period. The CO sent the contractor a courtesy notice that the Government was not exercising the option, more than 60 days before the end of the contract. A couple of relevant points to make in the particular case: The contractor's performance in providing services was, in all other respects, satisfactory, as far as was documented. This was a case of an extreme personality conflict between the principals, with allegations of the Chief Engineer being "intimidating", "bullying" and not taking direction from the Building Manager. These allegations were not adequately documented in a meaningful way, but were being conveyed from the Building Manager to the CO verbally over a period of many months, in an escalating fashion. There are some other details in this case that are important in how this ultimately played out, but they aren't important for my basic question. After a series of internal meetings with our top management, our attorney and our Regional Procurement Officer (top procurement official), the consensus was that the CO should have had "proper" documentation from the Building Manager to not exercise the option, especially since performance otherwise was satisfactory. Our RPO went on to say that the Government could not decline to exercise the option, and then re-solicit the same requirement without a significant change in scope. (Totally disagree with this; I think he's confusing this with T4C.). So anyway, my general questions are these: what level of documentation is needed for the Government to make a determination to not exercise an option? In the case above, where performance is otherwise satisfactory, there is a undocumented personality conflict (but acknowledged as an actual fact by both sides), is this sufficient reason to not exercise an option (whether there is documentation or not)? Is there case law/precedent on this issue that you can point me to in this regard?