Subcontractor, independent consultant, materialman

[lotus]

In federal procurement, is there a distinction between a subcontractor and an independent consultant?

When preparing a consulting agreement, should the prime contractor include flowdown clauses and and insurance requirements in the consulting agreement?

 

Is there a distinction between subcontractor and materialman?

 

 

[Neil Roberts]

I do not know what an "independent" consultant is. FAR 31.205-33 defines consultant services as follows:

(a) Definition. "Professional and consultant services," as used in this subsection, means those services rendered by persons who are members of a particular profession or possess a special skill and who are not officers or employees of the contractor. Examples include those services acquired by contractors or subcontractors in order to enhance their legal, economic, financial, or technical positions. Professional and consultant services are generally acquired to obtain information, advice, opinions, alternatives, conclusions, recommendations, training, or direct assistance, such as studies, analyses, evaluations, liaison with Government officials, or other forms of representation.

Typical government contract clauses that are required to be flowed down, indicate they are to be included in subcontracts. A consultant contract, as defined above, is not in my view, a subcontract.  For example, FAR 52.244-2 defines subcontract as follows:  Subcontract means any contract, as defined in FAR subpart  2.1, entered into by a subcontractor to furnish supplies or services for performance of the prime contract or a subcontract. It includes, but is not limited to, purchase orders, and changes and modifications to purchase orders. The confusion comes up often when Supplier Management is tasked with issuing consultant agreements, whereas their expertise is subcontracts. Consultant agreements should be handled by a specialist, whether they are in Supplier Management, Contracts or some other group so as to avoid the confusion.

I do not know what insurance requirements you are referring to. Your company may have general business requirements it wants in all contracts issued.

Your question about "materialman" needs more detailed information about the situation that prompted your question. 

[ji20874]

You might think in terms of subcontractor, supplier, and consultant.  A first-tier subcontractor might be brought on specifically to perform some part of the contractor’s obligation under a prime contract.  A supplier might be a party who ordinarily provides materials or services needed by the contractor in the ordinary course of business, and not for that prime contract.  A consultant might be a party who helps the contractor improve its operations.  This is not precise, but this is helpful to me.  In some circumstances, it is difficult to parse among these, or to reconcile these with established but problematic written definitions.  A materialman might be either a subcontractor or a supplier, depending on the facts.

[here_2_help]

This is something that the contractor's purchasing policies should define -- for that contractor.

• Job shoppers (Agency-supplied temporary labor)
• Consultants
• Subcontractors
• Other suppliers

Those terms should be defined with respect to the contractor's purchasing system. They are not synonyms for one another.

 

[Neil Roberts]

40 minutes ago, here_2_help said:

his is something that the contractor's purchasing policies should define -- for that contractor.

I believe it is something the company's policies should define as to what function is responsible for those items. Agency supplied temporary labor and consultants aren't necessarily part of supplier management/purchasing function and when that is the case, those requirements should not be routed to it.

[Vern Edwards]

10 hours ago, lotus said:

In federal procurement, is there a distinction between a subcontractor and an independent consultant?

@lotusRead the definition of subcontractor at FAR 44.101 and then tell us what you think.

[Vern Edwards]

10 hours ago, lotus said:

Is there a distinction between subcontractor and materialman?

@lotusSometimes yes, and sometimes no.