Situation is as follows:

We are in 2020. IDIQ over TINA, supplier submits certified cost or pricing data for the price of the parts for 2024-2025. Cost analysis is developed, eventually the price is agreed upon. IDIQ is never placed. 

2 years later, we pick the IDIQ back up and look to issue to the supplier as was negotiated and agreed upon in 2020. No new documentation. Are we, the prime contractor, at risk of defective certified cost or pricing data? 

3 hours ago, TNT1 said:

Are we, the prime contractor, at risk of defective certified cost or pricing data? 

Yes.

12 hours ago, TNT1 said:

IDIQ is never placed. 

 

12 hours ago, TNT1 said:

we pick the IDIQ back up

Ok, I’ll bite here… TNT, please clarify what you meant. What is the IDIQ for and between which parties? You and a supplier? You and the government? 

Are you saying you never issued (“placed”) an IDIQ subcontract? Or never issued (placed) an order against an IDIQ subcontract? Who never “placed  the IDIQ”- the government or you, as the prime to a sub? 

What do you you mean by “we pick the IDIQ back up”? 

Are the prices you negotiated two years ago already reflected in your prime contract price? Is your prime contract fixed price?

 

Sorry, I don’t understand the context of your question. 

@joel hoffman IDIQ between the prime and a sub for pricing for units to be procured in 2024-2025. Pricing was agreed upon 2 years ago, but reasons that are unclear the IDIQ was never formally placed with the supplier. "Pick back up" refers to the prime contractor now formally issuing the IDIQ to the sub. 

14 minutes ago, TNT1 said:

@joel hoffman IDIQ between the prime and a sub for pricing for units to be procured in 2024-2025. Pricing was agreed upon 2 years ago, but reasons that are unclear the IDIQ was never formally placed with the supplier. "Pick back up" refers to the prime contractor now formally issuing the IDIQ to the sub. 

Thanks, TNT.  How does that relate to the price of the prime contract for those units? Was the price included in your contract back then? 

16 hours ago, TNT1 said:

Are we, the prime contractor, at risk of defective certified cost or pricing data? 

Are you asking are you at risk of the sub having submitted defective certified cost or pricing data, or are you asking if you the prime are at risk of having submitted defective certified cost or pricing data to the government when you received the prime contract?

Thanks all - let me clarify: we are a prime contractor and the IDIQ is going to be placed to the prime's (our) sub. As the prime, is our sub's CCPD (now 2 years old, but was certified at time of price agreement) at risk of being identified in a later Government audit as not current, accurate, and complete? The price agreement was reached 2 years ago, but the IDIQ was never released. The FAR speaks to the data needed to be certified at time of price agreement, but in this situation, price agreement was reached 2 years ago through negotiation but the IDIQ was never issued to the sub. 

@joel hoffmanLook at the OP:

17 hours ago, TNT1 said:

2 years later, we pick the IDIQ back up and look to issue to the supplier as was negotiated and agreed upon in 2020. No new documentation. Are we, the prime contractor, at risk of defective certified cost or pricing data? 

What he wants to know is whether he should get new (updated) certified cost or pricing data. The answer is yes.

 

3 hours ago, TNT1 said:

As the prime, is our sub's CCPD (now 2 years old, but was certified at time of price agreement) at risk of being identified in a later Government audit as not current, accurate, and complete?

What do you think the consequences to you would be if an auditor makes such a finding?  Is your prime contract an FFP contract?  If not, how is the prime contract priced?

Just for my understanding, if the IDIQ is awarded at the prices that were negotiated and agreed in 2020, as the OP stated, why would updated data be needed? I can see needing new data if you want to negotiate different prices, but why if they agree to the same prices? The requirement is to certify to the accuracy and completeness as of the date of agreement on price. They are now using the agreed-upon prices.

True, some of the underlying data may have changed, but again, the award was at the agreed price. It is very likely that costs have gone up, but why force a change if the seller is willing to honor the old prices?

@Fara FasatThe OP is with a prime contractor. Presumably, the prime is negotiating prices with a supplier for something that will go into something it is going to sell to the government. If the prime must provide certified cost or pricing data (CCPD) to the government, and if it must provide subcontractor (CCPD) to the government as part of its proposal, then it must certify that the subcontractor data are accurate, complete, and current as of the date of price agreement with the government. It doesn't matter when the prime reached a price agreement with the sub.

Do you think the prime should certify that two year old subcontractor data are accurate, complete, and current as of today, or do you think the prime should ask the sub to update those data? 

Thanks Fara & Vern. We might consider that the future releases against the IDIQ are likely to be tied to a future prime contract, but at this time, not tied to the Prime contractor's proposal to the Government. In the event that the IDIQ pricing is incorporated on a future proposal to the Government, then the CCPD would still be "outdated" in the sense that it is from 2020 (or 2022 if we get it refreshed), which one might assume is why the FAR references that the data needs to be current at time of agreement on price.

Most higher up individuals at my company are of the position that the price was agreed upon and the letter of the law dictates that the negotiated pricing does not need to be re-evaluated. The opposite position seems to be rooted in logic...but my research for clarity has not yet yielded a clear result. 

 

I don't see anything in the OP's facts that says the prime is now providing certified data to the government. So let's break this into two parts: prime is now submitting certified data; and prime is not submitting certified data but is just now issuing the sub's IDIQ. In the latter case, I think there would no need for updated sub data. Why would you need it and what would you do with it?

I think there are other issues. Are the prices still valid or was there an expiration? If I were the sub I would want to re-open the negotiations and resubmit the data, but that doesn't appear to be what is happening. I think that as long as the prime is not now submitting and certifying data, and is awarding to the sub at the old negotiated prices, then the data supporting those prices are still valid.

I do agree that if a prime is now submitting and certifying data, then it should obtain updated data and a certification from the sub. 

Just saw TNT1's latest post. I'm not sure, but it still doesn't look like the prime is submitting and certifying any data to the government. 

2 hours ago, TNT1 said:

Thanks Fara & Vern. We might consider that the future releases against the IDIQ are likely to be tied to a future prime contract, but at this time, not tied to the Prime contractor's proposal to the Government. In the event that the IDIQ pricing is incorporated on a future proposal to the Government, then the CCPD would still be "outdated" in the sense that it is from 2020 (or 2022 if we get it refreshed), which one might assume is why the FAR references that the data needs to be current at time of agreement on price.

There is apparently no open action for the current ID/IQ or delivery order involving the parts in question. Yes, as Vern said,  the data needs to be accurate, complete and current as of the time of agreement with the government for any future proposal for the parts.

 

2 hours ago, TNT1 said:

Most higher up individuals at my company are of the position that the price was agreed upon and the letter of the law dictates that the negotiated pricing does not need to be re-evaluated. The opposite position seems to be rooted in logic...but my research for clarity has not yet yielded a clear result. 

The old subcontract proposal isn’t tied to any current action or prime contractor proposal. Any future action on this or for another contract would require then certified CURRENT, complete and accurate data. Old C and P data that predate a proposal for a new action by several years aren’t “current”. 

3 hours ago, Fara Fasat said:

Just saw TNT1's latest post. I'm not sure, but it still doesn't look like the prime is submitting and certifying any data to the government. 

@Fara FasatI'm sticking with my response to the OP question. And that is my response to all further queries in this thread.

19 hours ago, TNT1 said:

Most higher up individuals at my company are of the position that the price was agreed upon and the letter of the law dictates that the negotiated pricing does not need to be re-evaluated.

Here is what the statute says about subcontractor CPD "An offeror for a subcontract (at any tier) of a contract under this chapter shall be required to submit cost or pricing data before the award of the subcontract if the prime contractor and each higher-tier subcontractor have been required to make available cost or pricing data under this section and the price of the subcontract is expected to exceed $2,000,000."

In your situation, why do you think the statute applies?

My understanding from TNT’s somewhat cryptic explanations is that somebody (prime and sub?) agreed on a price for out-year parts but apparently no line items for the parts were incorporated into the prime contract.

It is unclear whether the government had agreed on the prices but that would seem moot if the prices weren’t incorporated as line items or optional line items. TNT didn’t say that the certificate of current cost or pricing was submitted to the government at the time.

TNT indicated that the parts might be added to this contract at some future point or might be purchased under a separate, future contract or task order(s).

 

 

Perhaps this June 2020 contract clause, if included in the prime, may answer the question. Not sure what predecessor dated clause might apply instead, since the date of prime award was not clear to me. I would require the subcontractor Certificate of Current Cost or Pricing Data date of execution be a date as close as practicable to the date of subcontract award, whenever that may be. I would require that the subcontractor annotate its Certificate to state the date price agreement was reached.I would require the "as of" date on the Certificate be the same date as date of execution.

52.215-12 Subcontractor Certified Cost or Pricing Data.

As prescribed in 15.408(d)(1), insert the following clause:

Subcontractor Certified Cost or Pricing Data (Jun 2020)

      (a) Before awarding any subcontract expected to exceed the threshold for submission of certified cost or pricing data in Federal Acquisition Regulation (FAR) 15.403-4(a)(1), on the date of agreement on price or the date of award, whichever is later; or before pricing any subcontract modification involving a pricing adjustment expected to exceed the threshold for submission of certified cost or pricing data in FAR 15.403-4(a)(!), the Contractor shall require the subcontractor to submit certified cost or pricing data (actually or by specific identification in writing ), in accordance with FAR 15.408, Table 15-2(to include any information reasonably required to explain the subcontractor 's process such as the judgmental factors applied and the mathematical or other methods used in the estimate, including those used in projecting from known data , and the nature and amount of any contingencies included in the price), unless an exception under 15.403-1(b) applies. If the threshold for submission of certified cost or pricing data specified in FAR 15.403-4(a)(1) is adjusted for inflation as set forth in FAR 1.109(a), then pursuant to FAR 1.109(d) the changed threshold applies throughout the remaining term of the contract , unless there is a subsequent threshold adjustment.

      (b) The Contractor shall require the subcontractor to certify in substantially the form prescribed in FAR 15.406-2 that, to the best of its knowledge and belief, the data submitted under paragraph (a) of this clause were accurate, complete, and current as of the date of agreement on the negotiated price of the subcontract or subcontract modification.

      (c) In each subcontract that, when entered into, exceeds the threshold for submission of certified cost or pricing data in FAR 15.403-4(a)(1), the Contractor shall insert either—

           (1) The substance of this clause, including this paragraph (c), if paragraph (a) of this clause requires submission of certified cost or pricing data for the subcontract ; or

           (2) The substance of the clause at FAR 52.215-13, Subcontractor Certified Cost or Pricing Data -Modifications.

(End of clause)

 

Edited February 6, 20223 yr by Neil Roberts
add "as of date" language to first paragraph

Neil TNT wrote "We might consider that the future releases against the IDIQ are likely to be tied to a future prime contract, but at this time, not tied to the Prime contractor's proposal to the Government. "  From this it does not seem to be a prime contract for which the "sub" would do any work.

18 hours ago, Retreadfed said:

Neil TNT wrote "We might consider that the future releases against the IDIQ are likely to be tied to a future prime contract, but at this time, not tied to the Prime contractor's proposal to the Government. "  From this it does not seem to be a prime contract for which the "sub" would do any work.

Edited:  

A thought occurred to me. TNT’s company might have an ID/IQ contract with a supplier that isn’t under or pursuant to any government contract(?) But it would be strange if a private contract was formulated  pursuant to FAR format and clauses.

TNT never did clarify some questions that respondents asked: 

1.  “Who” (Supplier, TNT’s company, Government?) agreed to the prices?

2. Was it was pursuant to a federal contract or task order?

3. Why, if negotiated pursuant to an existing contract or task order, was it was negotiated but never ordered? Never added to the prime contract. (Basically, why was it negotiated in the first place?) 

4. What type of pricing (cost, FFP, etc,) is such a federal contract priced at? 

This is another case of an ambiguous scenario, with the OP adding some detail from time to time, which has resulted in much speculation, guessing, pontification, etc., etc.

Edited February 7, 20223 yr by joel hoffman

6 hours ago, Retreadfed said:

Neil TNT wrote "We might consider that the future releases against the IDIQ are likely to be tied to a future prime contract, but at this time, not tied to the Prime contractor's proposal to the Government. "  From this it does not seem to be a prime contract for which the "sub" would do any work.

@Retreadfed, looks to me like the negotiations took place in connection with a current or future follow-on Government prime contract.

10 hours ago, Neil Roberts said:

@Retreadfed, looks to me like the negotiations took place in connection with a current or future follow-on Government prime contract.

Who knows? See my edited post above. Anyway, the certificate is meaningless now.
 

 

18 hours ago, Retreadfed said:

Neil TNT wrote "We might consider that the future releases against the IDIQ are likely to be tied to a future prime contract, but at this time, not tied to the Prime contractor's proposal to the Government. "  From this it does not seem to be a prime contract for which the "sub" would do any work.

Who knows for sure? Anyway, the certificate is meaningless now. 

3 hours ago, joel hoffman said:

Anyway, the certificate is meaningless now. 

Joel, why is a Certificate of Current Cost or Pricing Data meaningless now (or in the future?)