GOVERNMENT CONTRACT COACH
Winning and Performing Your First Government Contract
David G. Gatchell
Government Contract Coach:
Winning and Performing Your First Government Contract
Copyright 2022 by Gatchell, David G.
Four Gifts Publishing, Austin, TX
All rights reserved. No parts of this publication may be reproduced
or transmitted in any form, or by any means, electronic or mechanical,
including photocopy, recording, or any information storage
and retrieval system without exact written permission
from the author/publisher.
The publisher and the author make no guarantees concerning the
level of success you may experience by following the advice and
strategies contained in this book. The reader accepts the risk and
acknowledges that results will differ for each individual.
The examples provided in this book show exceptional results,
which may not apply to the average reader, and are not intended to
represent or guarantee that you will achieve the same or
similar results. This book is not intended as a substitute
for consultation with a legal professional. The use of this
book implies your acceptance of this disclaimer.
ISBN Number 979-8-9867200-0-5 (paperback)
ISBN Number 979-8-9867200-1-2 (ebook)
Library of Congress Classification Number
HD 2346 DG 2022
Editor: Mindy F. Reed
Designer: Rebecca Byrd Arthur
Printed in the United States of America
TABLE OF CONTENTS
The Basics of Getting Started 13
Register to Do Business with the
United State Government 17
Bidding Entity 19
Country of Business Formation 20
Country of Business Ownership 21
Small Business Identity 22
Small Business Administration (SBA) 23
Size Standards 23
Federal Regulations (FAR) 29
Identify Opportunities 33
What makes an opportunity 33
Types of Competition 34
Internet Sourcing 35
Direct relationships 40
Subcontractors vs Prime Contractors 42
Types of Notices 53
Sources Sought 53
Request for Information 54
Pre-solicitation & Solicitation 56
Uniform Contract Format 58
Award Notice 61
Qualify Opportunities 62
Do I Qualify? 63
Acquisition Strategies 65
Low Price 65
Best Value 66
Proposal Evaluation Process 67
Simplified Acquisitions 73
Rough Order of Magnitude 76
Independent Government Estimate (IGE) 76
Fiscal Year End 77
Plan Your Team 80
Joint Ventures 81
Mergers and Acquisitions 86
Technical Proposals 87
Typical Experience 87
Past Performance 88
Contract Provided 89
Government Databases 91
Negative Past Performance 91
Personnel Assignments 95
Team Structure 96
Individual Requirements 97
Price Proposals 100
Typical Requirements 100
Contract Form 100
Bid Schedule 101
Representations & Certifications 104
Financial Disclosures 105
Payment and Performance Guarantee 110
Contract Types 116
Unique Contract Vehicles 118
Sole Source 124
Contingency Contracting 125
GSA Schedule Contract 128
Next Steps 136
Follow Up 137
Be Available 138
Pre-award Audit 145
Freedom of Information Act 146
You won, now what? 153
Scope of Work 153
Delivery Requirements 154
Cost Loading 160
Quality Control 161
Reporting & Inspections 164
Stop Work Orders 168
Federal Regulations 170
Request for Equitable adjustment 175
Invoicing and Payments 179
Completion and Handover 187
Contract Close Out 190
Review Request 199
Appendix: Representations & Certifications 201
About the Author 213
This book is dedicated to all the small businesses of the world,
the start-up’s, and the Mom and Pop establishments.
It is not easy forging ahead on your own.
To all entrepreneurs who realize that there must be a better way,
or those who just want to be their own boss,
I salute you.
Former US President Theodore Roosevelt said it best in 1910
and his words ring true today.
It is not the critic who counts; not the man who points out how
the strong man stumbles, or where the doer of deeds could have
done them better. The credit belongs to the man who is actually
in the arena, whose face is marred by dust and sweat and blood;
who strives valiantly; who errs, who comes short again and again,
because there is no effort without error and shortcoming; but who
does actually strive to do the deeds; who knows great enthusiasms,
the great devotions; who spends himself in a worthy cause; who at
the best knows in the end the triumph of high achievement, and
who at the worst, if he fails, at least fails while daring greatly, so
that his place shall never be with those cold and timid souls who
neither know victory nor defeat.
SECURING A GOVERNMENT CONTRACT IS A GOAL
for many small businesses. Winning and successfully performing
a federal contract can potentially help grow your
firm exponentially. There are many benefits of calling the
world’s largest buyer one of your clients. There are also many
challenges. Recognizing which is which is important as you
decide whether or not to pursue such opportunities.
I’ve been paying federal income tax my whole working life,
but that had been my only financial relationship with the US
Government until later in my career. I also recall, when I was
younger, visiting Washington D.C., touring the White House,
and seeing all our government monuments and statues in all
their glory. At no point did I ever consider one day working
for or selling to the United States Government.
In late 2003, I had the opportunity to work for a US engineering
and construction company based in Tashkent, Uzbekistan.
At that time, my professional credentials included being a
graduate civil engineer with about 4 years of engineering
and project management experience. My new job was
managing the construction of temporary facilities for the US
Army and US Air Force at US air bases in Central Asia. Our
projects were mostly on two separate installations: Karshi-
Khanabad (K2) Air Base in Uzbekistan, and Manas Air Base
in Kyrgyzstan. I was lucky to be able to travel to both bases,
meet with clients, supervise construction activities, and
add overall value to our deliverables. I thoroughly enjoyed
working alongside the Army and Air Force personnel and
took distinct pleasure from giving them the best possible
facilities in which to do their jobs and fulfill their missions,
despite what was otherwise a challenging and somewhat
When back in the office in Tashkent I was partly focused on
remote project and construction management, and partly
(the other 40 hours of an 80 hour workweek) focused on
new business opportunities. This was my first exposure to
government contracting. I had to learn what it was, where
to find opportunities, how to perform, the pros and cons of
these contracts, etc.
A couple years later in 2005, I worked for an international
joint venture between American and Turkish companies,
based in Kabul. I was responsible for managing a $15M
Job Order Contract (JOC) throughout the region. My main
focus was primarily team building and operational set up for
task order (individual project) execution. Then, in 2008, I
went to work directly for a Turkish contractor, sharing my
time between Ankara, Kabul, and Kandahar. I was program
managing a $250M MATOC for facilities construction
throughout Afghanistan. Later that year, I decided to go off
on my own, so I set up shop in a spare room of an Afghan
friend and business owner’s office. This is when I first started
applying and sharing what I’d learned with others trying to
get contract awards from the US Government.
There are countless pundits and consultants out there that
who know all the contracting clauses, legal issues, purchasing
vehicles, and other technical components of working with the
government. A lot of them have good advice to offer, on specific
issues. In fact, I communicated with many such experts in the
process of writing this book and I appreciate their feedback.
There is a wealth of information available online for all the
specific information needed. This book touches on many
of these issues, but more importantly, it is written from the
perspective of an actual government contractor, drawing on
some 15 years’ experience as a prime contractor.
In this timeframe I’ve been fortunate in the results my teams
have achieved. Under my leadership as Founder and President
of Fellgroup, we have accomplished much, including the
• Projects successfully delivered in 10 countries
• Positive performance reviews from US Army Corps of
Engineers, US Army, and the Regional Procurement
Support Office for US embassy construction worldwide
• Contract revenue from US Government sources of $60M
• Won 7 individual multi-year Multiple Award Task
Order Contracts (MATOC), 1 Indefinite Delivery
Indefinite Quantity (IDIQ) contract with a total ceiling
expenditure of a combined $375M
• At peak maintained 10 separate site offices across two
countries with one regional management hub
• Positively impacted 1,000’s of people’s lives through
our projects, management and unique approach to
I hope that by sharing my story, my wins, and my losses, you
will learn that you too can create a path forward with work for
the government. It is not all roses, but if I can do it, so can you.
My goal for this book is to provide inspiration, motivation and
confidence to small business owners and entrepreneurs. If it
encourages a single business to pursue a course of business
with the federal government then I will consider it a success.
THE BASICS OF GETTING STARTED
It should go without saying that before a business can sell
to the USG they need to have a product or service available
for sale; preferably one that the government is looking to
procure. While it is possible for an individual to work for the
government, in most cases, that is a job as a federal civil servant
with an employment contract (W2 status) or as a consultant
or independent contractor (1099 status). Securing a job
with the USG is quite different than pursuing procurement
opportunities and contracts, which is the focus of this book.
The content here is intended to provide familiarity with
procurement practices, increasing a business’s chances of
finding great work opportunities.
This book is primarily written for small to medium sized
business with an already established product and/or service,
business plan, and some experience. For companies in their
infancy, before any actual business takes place, (i.e. pre
revenue) their focus should be on further developing their
sales and corresponding business operations. Once they have
a few successful sales under their belts in the private or local
government sector, they will be much better prepared to dive
into USG procurement.
It is important to recognize that there is a significant
learning curve associated with selling to the government.
There is a lot to comprehend, so be prepared that it will
likely take a while to win the first contract. In my experience,
it took more than a year of continual bidding before we
broke through and won our first prime contract. (More on
prime and sub-contracting later) Once we secured the first
opportunity however, subsequent opportunities were a
little easier to come by. Of course, any learning curve can
be shortened dramatically by building out the best possible
support team, including specialists in government business
development, contract law, accounting, SBA services, and
others. These skills will be covered elsewhere in this book.
A few key business practices can make a dramatic impact
on your future success:
1. Do a good job with your current customers—exceed
2. At completion of work, or delivery, get a certificate
of completion, recommendation letter, or other
documentation of successful performance.
3. Develop strong relationships with your bank to
allow for growth. Try to obtain lending and access to
other funding opportunities.
4. Don’t be intimidated!
Selling to the USG is not easy, but it is relatively simple.
Each opportunity is released in a formal solicitation which
clearly details all the necessary requirements for bidding.
This will include:
1. Providing details to your corporate structure,
2. Work experience,
3. Product or service requirements,
4 Personnel, financial, and anything else relevant to that
Don’t be intimidated by the length of the solicitation,
100+ pages. The actual solicitation eventually becomes the
award and contract, if successful. This will also include the
length of the referenced acquisition regulations, Federal
Acquisition Regulation (FAR), Defense Federal Acquisition
Regulation Supplement (DFAR), and others, 1,000+ pages.
If you have a service or product that the government
needs to fulfill their mission, then they want you to succeed.
In my experience, most of the government employees I’ve
worked with are fair minded, transparent, and willing to
help contractors succeed. It’s not easy performing contracts
for the US Government, and it’s even less so winning your
first contract, but the process is straightforward in most
Regardless of the size or focus of a given contractor, with
the right approach, attention to detail, and patience, it is
possible to earn the USG’s business.
If you and your employees are conscientious, well intentioned
individuals with strong core values and a desire to deliver
good work, then working for the United States Government
might be a path worth pursuing. If, on the other hand, you’re
an evil-doer intent on taking advantage, mistreating others,
and aiming to make a dollar at the expense of others, then
you should look elsewhere for opportunities, or rethink
being a business owner.
The USG places a high priority on ethics and includes
certain clauses to this effect in standard contract language. The
Federal Acquisition Regulation (FAR), which will be covered
later in this book, include a detailed subpart dedicated to the
conduct of contractors and their subcontractors.
Subpart 3.10—Contractor Code of Business Ethics
This clause includes the following top level policy line:
“Government contractors must conduct themselves with the
highest degree of integrity and honesty.”
Recognize also that ethical standards apply to both sides of
the equation, contractors and government representatives.
As we get started with the topic of government contracting,
it is worth mentioning that government representatives are
also required to exhibit fairness and impartiality in all their
dealings with contractors. At no point can a contracting officer
hire a contractor because they like them, have a personal
connection, or just want to bypass the rigid procurement
process. Steps must be followed in order to preserve a fair
and equitable procurement process.
Understand that the USG wants to work with solid
companies that want to work hard, deliver good work, and
make reasonable profit. If that’s you then I hope this book
can help you meet your objectives.
REGISTER TO DO BUSINESS WITH THE USG
In order to pursue and win business with the federal government,
it is necessary to register with the official US
Government website www.sam.gov. This is a simple process
but does include multiple steps—steps that change periodically.
The process was updated in April of 2022.
Basic Steps to Register
1. Apply for an Employer Identification Number (EIN)
with the Internal Revenue Service (IRS) at www.irs.gov.
Unless you’re a recently formed entity you should
already have this.
2. Visit www.sam.gov, sign up, submit your email
address, and authenticate. Once authorized you’ll
receive confirmation that You’ve Created an Account
3. You will then be alerted as follows, excerpt straight
The unique entity identifier used in www.sam.gov has changed.
On April 4, 2022, the unique entity identifier used
across the federal government changed from the
DUNS Number to the Unique Entity ID (generated by
• The Unique Entity ID is a 12-character alphanumeric
ID assigned to an entity by www.SAM.gov.
• As part of this transition, the DUNS Number has
been removed from www.SAM.gov.
• Entity registration, searching, and data entry in
www.sam.gov now require use of the new Unique
• Existing registered entities can find their Unique
Entity ID by following the steps here. (*follow steps
• New entities can get their Unique Entity ID at
www.SAM.gov and, if required, complete an entity
4. Follow the steps to Register your newly created
account at www.sam.gov. This is where you have to
provide information about you and your company.
www.sam.gov takes you through the process easily.
5. Once all information is populated, your account will
be registered and you will be assigned your codes:
a. Unique Entity ID (UEI)
b. Commercial and Government Entity, CAGE or
NCAGE (for non-US, NATO entities), code that
should be included in all contractual correspondence,
6. You are now able to click on your active registration
and see all the relevant information, including the
codes listed above. It also possible to edit your profile
from here as well, including updating points of
contact (POC) and editing corporate information as
well as product and service codes
These are the general steps. However, since the requirements
change every few years be sure to get an updated list of steps
with all current registration sites and processes online to be
sure you’re following the latest and greatest process. Since the
registration process was changed in 2022, many of us in the
govcon space still think in terms of the old system, which
included the proprietary DUNS number as issued through
the company Duns & Bradstreet. For this reason I included
the full excerpt straight from www.sam.gov detailing this
change above. Regardless though, as things change, so will
www.sam.gov and whenever you’re ready to register another
entity, the new process and requirements will be integrated
into the platform, as they recently did with the change over
from use of DUNS.
Registering your company to do work with the USG is a
simple process and totally FREE! When you start searching
the internet for “how to register my company to do business
with the government” you will be bombarded with offers
from many sources to do this for a fee. No need. Do it for
yourself and learn the process from your own experience. The
government wants as many potential contractors as possible
to ensure good competition and as a result want to make the
procurement transparent and fair to all participants.
As with all requirements on a USG contract, specific entity
requirements will be spelled out exactly in the solicitation. If
anything is unclear, do not hesitate to request clarifications
during the question and answer phase of proposal preparation.
Without such clarity, there will be too much ambiguity with
the initial proposal as well as with any subsequent response,
protest, etc. Get clear on the requirements from the beginning.
In general, the requirements under discussion here are
those initial go/no-go requirements. If you don’t qualify in
this stage, you won’t be eligible to submit a bid.
Government procurement departments typically contract
with corporations or formal partnerships. Most frequently,
these include, but are not limited to:
• Limited Liability Corporation (LLC)
• C Corporation
• Limited Liability Partnership (LLP)
These don’t have to be US formed and based entities. In fact,
foreign entities are typically given equal rights in terms of
qualifications. There is no penalty with the USG for being a
non-US entity, with a few exceptions as below.
Country of Business Formation
The USG maintains a list of companies banned from doing
business with the government. This list includes those
countries with whom the USG has sanctions, embargos, or
other restrictions. If your entity was formed in any of the
following countries, I recommend reviewing the solicitation
thoroughly, or reaching out to the contracting officer to see if
you are eligible for a given opportunity.
Countries typically banned from doing business with the
• North Korea
This list changes with the frequently changing global
political environment. If and when there is public discussion
of sanctions between your country and the USA, it would
be worthwhile to investigate how this affects you and your
company, as well as the work you can do with and for foreign
actors. Sanctions, embargos, or other restrictions, from either
country, related to either your nationality or the products
you supply (think military hardware) can disqualify from
your legal participation in a tender for the USG.
Note that these nationalistic restrictions are not just
between the contracting officer and the companies eligible
for a tender. Sanctions and embargos apply throughout the
term of any resulting contract. As a personal example, tor
construction in Afghanistan, most of the materials were
procured abroad and delivered overland. One popular route
was procurement in the Middle East, Dubai for example.
Transportation began by sea to Pakistan, then overland
through Pakistan and into Afghanistan. This route was fine.
An alternate source of materials was Turkey where we found
good quality for low prices. The most direct route was to go
overland from Istanbul to Herat in Western Afghanistan, via
Iran. We learned early on that any product that transited Iran
was disallowed from use on any project site. Any material
found on a site that was made in Iran was certainly prohibited.
As such, we had to route all deliveries from Turkey around the
Caspian Sea and through multiple former Soviet Republics
before entering Afghanistan from the north. This added
considerable time and cost to our material procurement, but
we had to do it in order to follow the USG’s sanctions on Iran.
Country of Business Ownership
Some funding sources within a government complex,
prioritize contracts to US entities and/or companies owned
by US citizens. In this scenario, all or a majority of the
monetary benefit stays in the USA. This is obviously politics
at work. In these cases, you would not only be required to
document where your company was formed, but also show
nationality for all individual owners of that company. I have
rarely seen this, but it does happen.
The Department of Defense (DOD) gets their funds
from numerous sources within the USG. Some funding is
overt, such as a publicly announced contract with Boeing for
new fighter jets, Other funding is covert, and we will never
know about the funds or how they were used. Depending
on the type of work and national security, we won’t know
everything our government does.
Some of DOD’s budget is appropriated as Military
Construction (MILCON) funds for major projects. In my
experience, any contracts using MILCON funds gave US
entities a pricing advantage. To qualify as a US entity, more
than 50% of the business’s ownership has to be American.
Entities that qualified for this opportunity were given, during
proposal review, the USG price proposals. This is usually
a 10-20% price reduction for evaluation purposes. If two
competing entities had bids of $100M each, and were otherwise
comparable, the review board would consider the USG’s entity
price at a discount and compare it to the full price foreign bid.
Effectively, the US bid, discounted to $80M, was competing
with the foreign bid of $100M. It is tough for a foreign entity
to compete with such a strong bias. The intended result is that
the funds stay in the US and/or the USG gets a good deal.
Small Business Identity
When filling out the forms for your www.sam.gov registration
you’ll be asked about any certifications regarding your
business size. This is where you will submit any designations
you might have for the company such as a certified small
business, women owned small business, veteran owned
small business, etc. Read on to learn about the Small
Business Administration and how this agency can help you
establish your company as well as bid and perform work for
Small Business Administration (SBA)
The United States Government created the Small Business
Administration to help small businesses succeed, especially
when selling their product or service to the US Government.
It is in the government’s best interest to encourage new and
small businesses to compete on their contracts. This helps
competition grow while keeping prices as low as possible. It
further reduces the governments reliance on any one firm,
which would of course lead to less than ideal negotiations.
The government always needs to be in the driver’s seat in
The SBA offers multiple types of support for small
businesses. Small business is defined as those businesses
with less than certain levels of revenue.1 Each industry has a
unique threshold of revenue below which is considered small
business and therefore eligible for small business awards.
This threshold is called the size standard.
Each industry has their own standard for what qualifies as a
small business. In fact, the SBA publishes a list of more than
1,000 NAICS codes and their corresponding size standard.
The following is a small excerpt from SBA’s published list of
Size is defined either by annual revenue or number of
employees. Based on the above table it is understandable that
an individual soybean farmer with annual revenue less than
$1M would be classified as a small business, and therefore
eligible for small business opportunities and support from
Codes NAICS Industry Description
111110 Soybean Farming $1.00
211120 Crude Petroleum Extraction 1,250
221111 Hydroelectric Power Generation 500
236117 New Housing For-Sale Builders $39.50
238110 Poured Concrete Foundation and
Structure Contractors $16.50
311111 Dog and Cat Food Manufacturing 1,000
326111 Plastic Bag and Pouch Manufacturing 750
334111 Electronic Computer Manufacturing 1,250
442110 Furniture Stores $22.00
444110 Home Centers $41.50
481111 Scheduled Passenger Air Transport. 1,500
484110 General Freight Trucking, Local $30.00
511110 Newspaper Publishers 1,000
541330 Engineering Services $16.50
561110 Office Administrative Services $8.00
562111 Solid Waste Collection $41.50
611110 Elementary and Secondary Schools $12.00
721110 Hotels (except Casino Hotels)
and Motels $35.00
811111 General Automotive Repair $8.00
812111 Barber Shops $8.00
Aug 19, 2019, Small Business Administration2
Fig. 1- Size Standards
SBA. For a contractor building new houses however the
threshold is $39.5M. Any contractor with NAICS 236117 and
less than $39.5M would qualify for small business support.
Research the latest listing from SBA with updated size
standards for your industry and specific NAICS code. If you
qualify as a small business, you are eligible to bid on more
opportunities as well as rely on some support from SBA. If
your revenue or employee counts exceed the thresholds then
you are NOT eligible for these opportunities. Of course, by
the time your firm has such relatively high revenues or team
size, you have already achieved a high degree of success and
no longer need consideration as a small business.
Note that a company may be considered a small business
in one industry or for one NAICS code, but may not qualify
as a small business for another NAICS code. If ever you think
an incorrect NAICS code has been applied to an opportunity,
and thereby prohibiting your inclusion, be sure to reach
out to SBA or the contracting agency directly to ask for a
correction in coding and size standard.
In an effort to encourage disadvantaged companies from
working with the USG, the SBA maintains certain types
of work, certain contract structures, and certain funding
amounts in categories set-aside from the open marketplace.
These set-asides are meant to incentivize individuals from
specific groups to start their own businesses and pursue
contracts with the USG. The most typical such set-asides are
for the following types of businesses:
• 8(a) designated small business, owned by socially and
economically disadvantaged individuals
• Veteran Owned Small Business (VOSB)
• Service Disabled Veteran Owned (SDVOSB)
• Woman Owned Small Business (WOSB)
• HUB Zone, located in Historically Underutilized
Business (HUB) areas
Check out more information about set-asides directly with
the Small Business Administration (SBA).
It is worth noting here that there is a difference between
being a small business versus being an 8(a) designated small
business. The former, simply being a small business as per the
appropriate size standard requires no effort or certification.
If your revenue is under the size standard in your industry,
you are a small business. However, if you meet certain
social and/or economic disadvantages you may qualify for
the 8(a) set aside for small businesses. The 8(a) designation
requires working with SBA to verify qualification and then
proceed to get certified. When asked about your small
business certification the question probably refers to 8(a) as
there is no certification for simply having revenue under the
Sometimes, the USG wants to encourage and prioritize
US businesses, other times they aim to incentivize foreign
country business when it supports their mission. For example,
for much of Afghanistan’s Reconstruction, the international
community, spearheaded by the USG, maintained an Afghan
First policy, effectively promoting and incentivizing growth
of local companies and capacities. While this policy was in
effect, non-Afghan companies were not eligible for certain
USG contracts. The result was that hundreds of new Afghan
owned companies were formed, many of which bid and won
prime contracts, which was the intention. This was a win-
win for everyone except the foreign contractor who was now
limited in what business he could pursue.
The Afghan First policy was a set-aside to benefit local
industry. A set-aside is when the government interferes with
market forces to the benefit of certain business or individuals.
In the case of Afghanistan, this set-aside allowed local firms
to gain their footing, develop their own competencies, and
strengthen the overall capacity of the country.
8(a) Small Businesses Certification
The 8(a) program is one of the numerous set-asides
previously mentioned that help small business establish
themselves working for the government. However, uniquely,
the 8(a) designation is more than a simple set-aside for
contracting opportunities; it’s an entire program built to
support small companies and help them win, perform, and
grow. Getting certified as an 8(a) small business is just the
first step and there’s no guarantee of any actual work with
this certification. 8(a) certification opens a door but doesn’t
guarantee a contract. After receiving the certification it can
take more than four years to get the first contract.
Some opportunities are set-aside for 8(a) firms only. The
small business will prepare its proposal and compete against
other 8(a) firms, with the winner awarded the contract. However,
the actual contract will be written to SBA who assigns it to the
winning company. This way SBA is front and center alongside
the winning bidder. SBA works with them to ensure successful
performance from contract signing all the way through
contract closure, and then continues helping them win another
and another bid, supporting with coaching, growth, financial
challenges, etc. As such, SBA staff know each individual 8(a)
company personally. This is a long and supportive relationship
aimed at growing successful companies.
Services for Small Businesses
The SBA offers various services to support small
businesses, some of which include the following:
• Business Counseling: Free guidance and support from
qualified and experiences coaches, all across the USA.
They can help you plan and manage your growth and
achieve your goals.
• Guaranteed Loans: Typically the SBA doesn’t actually
give out loans, but they work with local qualified
banks and they guarantee the bulk of the loan amount,
oftentimes this is 90%, to reduce the risk of the
lending bank. Find out which banks near you are
working with SBA in this context.
• Business Development: SBA has their own web
resources to support small business contracting
efforts, points of contact for information on set-asides,
mentoring programs, and much more.
The SBA is a government agency purposed with supporting
new and small businesses so that the government has a
variety of vendors with whom to work. There is a wealth of
information and support available for those who wish to take
advantage. Let them help you!
Tim Jeffcoat, the current District Director of SBA in
Houston, shared with me a few nuggets of information to help
companies looking to enter the federal contracting market:
• Visit the www.SBA.gov website, read everything
available about government contracting, take the
available trainings, and learn everything possible.
Understand how the USG goes through its purchasing
process before trying to sell. Take time to invest in
• Reach out to local SBA office for support. The Houston
SBA office has more than 250 mentors and advisors in
their ranks, all available to support small business for
free. These partners can help put together funding
requests in a format a bank will appreciate, so go to SBA
first, before going to the bank. The SBA relationship is
long term, not just to help win a contract, but to work
with you as you manage and grow your business.
• Find and connect with your local Procurement
Technical Assistance Center (PTAC)
Procurement Technical Assistance Center (PTAC)
In addition to the small business support offered by
SBA, local Procurement Technical Assistance Centers, or
PTACs, offer similar support, but only for companies with
some experience. If your company has zero experience and
zero revenue they won’t offer much help. Frequently these
centers are housed in existing facilities such as universities
or institutes for higher learning. For example, the PTAC for
Central Texas shares space at the University of Texas at San
Antonio. In Houston the PTAC is attached to the University
PTACs are funded by the Department of Defense (DOD)
and their services are free to users. The service description
from the San Antonio PTAC reads:
We provide assistance to small business owners to
expand their business into federal, state, regional,
county, and local markets with government agencies,
and military installations. PTAC staff provides advising,
training, and networking opportunities through
specialized classes, monthly networking meetings,
matchmaking events, and one-on-one assistance.
So, not only can your local PTAC help you get into federal
contracting but they can also support
your effort with state and local markets.
Federal Acquisition Regulation (FAR)
The primary source for USG acquisitions and procurement
is the Federal Acquisition Regulation, https://www.acquisition.
gov/?q=browsefar. The FAR was original prepared to
combine regulations from all individual agencies into one
comprehensive resource. Be warned, it is a robust tome,
and certainly not something you would want to dedicate
weekends to reading. For companies looking for their first
USG contract, or those who are still new to USG contracting,
you don’t need to read the whole thing, nor is it expected
that you’ll understand each clause before bidding, or even
after winning a contract. I like to compare the FAR with the
US tax code, both are extensive works and no one has time
to learn them all. In fact, it is only lawyers and accountants,
who either prepare taxes or service government contracting
organizations, who read them in their entirety. Managing the
FAR is a separate skill set. However, it is a skill you that you
need to be aware of, but not proficient in executing.
There are literally thousands of individual regulations
contained within the FAR. At any given time it should be
assumed that some of these are being updated. New versions
of individual regulations are released periodically as they are
updated. Be sure to note the date of the regulation cited in
your contract and pay attention for any important updates to
the same regulation during your performance. For multiple
year contracts it is very possible one or more regulations
impacting your work might change during the course of
performance. In these cases, bring up the specific change with
your contracting officer and discuss how best to adjust.
The following excerpt explaining the structure of the FAR
comes from www.acquisition.gov:
1.105-2 Arrangement of regulations.
(a) General. The FAR is divided into subchapters, parts
(each of which covers a separate aspect of acquisition),
subparts, sections, and subsections.
(b) Numbering. (1) The numbering system permits the
discrete identification of every FAR paragraph. The digits to
the left of the decimal point represent the part number. The
numbers to the right of the decimal point and to the left of
the dash represent, in order, the subpart (one or two digits),
and the section (two digits). The number to the right of the
dash represents the subsection. Subdivisions may be used
at the section and subsection level to identify individual
paragraphs. The following example illustrates the make-up
of a FAR number citation (note that subchapters are not
used with citations):
(2) Subdivisions below the section or subsection
level consist of parenthetical alpha numeric, using the
(c) References and citations. (1) Unless otherwise stated,
cross-references indicate parts, subparts, sections,
(2) Subdivisions below the section or subsection
level consist of parenthetical alpha numeric, using the
(c) References and citations. (1) Unless otherwise
stated, cross-references indicate parts, subparts, sections,
subsections, paragraphs, subparagraphs, or subdivisions of
(2) This regulation may be referred to as the Federal
Acquisition Regulation or the FAR.
(3) Using the FAR coverage at 9.106-4(d) as a typical
illustration, reference to the–
(i) Part would be “FAR part 9” outside the FAR
and “part 9” within the FAR.
(ii) Subpart would be “FAR subpart 9.1” outside
the FAR and “subpart 9.1” within the FAR.
(iii) Section would be “FAR 9.106” outside the
FAR and “9.106” within the FAR.
(iv) Subsection would be “FAR 9.106-4” outside
the FAR and “9.106-4” within the FAR.
(v) Paragraph would be “FAR 9.106-4(d)”
outside the FAR and “9.106-4(d)” within the FAR.
(4) Citations of authority (e.g., statutes or Executive
orders) in the FAR shall follow the Federal Register form
Obviously, there is a lot of information here (government
lawyers are not known for their brevity). However, a basic
understanding of the FAR will allow you to open it up and
find the information you need, when you need it. A few key
points on using the FAR: Each clause in the FAR is dated and
updated periodically. They are not all updated at the same
date. Even different clauses in the same subpart or section
could have different dates on them. When reviewing the FAR
clauses in your contract, be sure to note the date of the clause
included. If for example, your contract refers to one clause
from FEB 2015, that is the exact clause you need to follow,
regardless of whether the clause was later updated in 2020.
Things change so be aware.
What Makes an Opportunity
Before we get into the mechanism to find an opportunity
we need to discuss what an actual opportunity entails. The
United States Government has very rigid rules and regulations
regarding procurement, including steps that every contracting
officer needs to follow when developing a new project. Any
opportunity released by a federal source will have gone
through a number of steps, including, but likely not limited
to, the following:
• Needs statement – what the government needs and why
• Project definition – how to fulfill this need
• Committed funds – allocation of the required budget
for this project
• Acquisition plan and/or strategy
We’re not training government contracting officers with
this book. The above description is enough for our purpose,
which is to simply illustrate that there are steps that need to be
taken before an idea, want, etc. becomes an actual opportunity.
Until these steps (and potentially others) are performed by a
contracting office, there is no opportunity for the government
to procure a service or product, nor opportunity for a
contractor to sell a service to the government.
In my opinion, the most important of these steps from
the government side is the commitment of funds. I’ve seen
and heard countless ideas for improvements, upgrades, and
expansions, shared with me unofficially as a contractor,
only to die a quick death once the individual with the idea
learned that his or her plan was not part of a budget. I’ve
learned not to waste my time chasing ideas like these as they
typically don’t go anywhere. Once however, an opportunity
is released formally, it’s already gone through the necessary
steps, including getting its necessary budget. This is when I get
excited about pursuing an opportunity.
Also, in order to qualify for an opportunity it is important
to identify if this client is a good fit for what a contractor
provides. There are hundreds of agencies out there that may
need services similar to what you offer. It is almost impossible
to pursue all of them with a high level of customer service and
overall responsiveness. Sure, it is possible to slap together a
generic statement of qualifications, send it to 500 contracting
officers with a Dear Sir/Madam email, but don’t be surprised
when no one responds.
A better approach is to conduct your own research. Identify
the agencies that are the best fit for your company. It is much
more advantageous to take a personalized approach to meeting
and getting to know a half dozen agencies, learning what they
need specifically, and learning their lingo. Consequently, you
will be able to communicate with them in ways they understand.
The greater the familiarity you have with an agency’s culture,
norms and lexicon, the closer you will be to really being able to
connect their needs to what you can offer.
Types of Competition
There are primarily two different types of competition with
Full and Open solicitations are open to anyone who meets the
requirements. This doesn’t mean that any company will qualify,
but none are restricted from submitting an offer. The good
news is that if you can put together the best possible proposal,
you stand a chance to actually win the opportunity. The bad
news is that every other potential competitor could also qualify
so there will most likely be an abundance of bidders.
Restricted opportunities are only available to set-aside groups,
small business, disadvantaged, etc. The good news here is that
likely the biggest players in your industry will be prevented
from competing. The bad news is that you might also be
restricted if you don’t meet the specific setaside requirement.
The primary source of new opportunities with the USG is
online at www.sam.gov. This online platform was previously
called www.fbo.gov, the acronym for ‘federal business
opportunities.’ When you first go to the link, you will be asked
to set an entity ID: a 12-character alphanumericBID assigned
to your business by https://www.sam.gov. The Entity Checklist
has detailed information and informative links, including the
difference between signing-up and registering.
There is a wealth of information included on this site,
including Contract Opportunities. This is the main clearing
house site for government procurement so expect a long list
of potential opportunities. The website www.sam.gov includes
most but not all opportunities. Some opportunities are too
small to be released through this format, some are confidential
and no one will ever know about them, and there other some
other unique situations where procurement is handled on other
sites or directly with an agency. Regardless, www.sam.gov is
the primary source for anyone getting started in government
contracting. Be sure to filter accordingly, using product or
service type, geography, and other relevant fields.
A specific example search in the contract opportunities domain
yields the following:
• Before any filters placed there are 88,675 entries under
• Search construction, yields 10,365 unique results
• Filter Place of Performance to Texas, reduced results to 395
• Response date, next three months, reduced results to 29
• Notice type, solicitation, reduced results to 12
The result here is 12 unique solicitations, also known
as acquisition opportunities, calls for work, etc. You can
examine responses due in the next three months, for services
in Texas, USA, including a keyword such as “construction.”
Upon further inspection, these opportunities might not be for
construction services but just include the word construction
in the announcement. For example, USG could be procuring
construction paper for arts and crafts, so be aware.
An alternate to the search above would be:
• Notice type: solicitation. Yields 10,670 results
• Filter—Place of Performance: Texas—reduced results
• Filter—Product or Service Information, Product and
Service Code, select Y—Construction of Structures/
Facilities—reduced results to 12
• Response date—next three months—reduced results to 0
The result here gives you 12 construction opportunities,
but none are current. Be aware that www.sam.gov keeps
records in their database for potentially years after the
initial announcement, so not all results are actually active
Overall searching for new business opportunities online
is not too different from searching for something you want to
buy from your favorite online store. You filter your searches
all the time. In this case, instead of searching for that red, wool,
sweater, with delivery available in 5 days, and free returns,
you’re defining the ideal product or service you want to sell to
In your first visit to www.sam.gov it is worthwhile to explore
to see what information is available and what opportunities
might make sense for you. It also sometimes makes sense to
pivot according to what the USG wants to buy. For example,
if your primary business is selling paper products, stationary,
etc., but the government is looking to buy printed materials,
then there may be an opportunity for you partner with a
printer, using your own materials, and make good on this
Be sure to filter specifically for your NAICS or SIC codes
when searching for new selling opportunities.
Product and Service Codes
The North American Industry Classification System,
NAICS, classifies businesses based on what service or
product they supply. Businesses typically have a primary
NAICS code. Although they have to choose one initially, may
also have additional associated codes if they sell different
products or services.
NAICS uses a hierarchical structure. A hierarchy is the relationship
of one item to a particular category. The organization of
NAICS is as follows:
• Sector: 2-digit code
• Subsector: 3-digit code
• Industry Group: 4-digit code
• NAICS Industry: 5-digit code
• National Industry: 6-digit code
Note: Three sectors are represented by a range of 2-digit
codes. These include Manufacturing (31-33), Retail Trade
(44-45) and Transportation and Warehousing (48-49).3
The first two digits of the 6 digit NAICS code designate the
industry sector of work performed.
Code Industry Title
11 Agriculture, Forestry, Fishing and Hunting
42 Wholesale Trade
44-45 Retail Trade
48-49 Transportation and Warehousing
52 Finance and Insurance
53 Real Estate Rental and Leasing
54 Professional, Scientific, and Technical Services
55 Management of Companies and Enterprises
56 Administrative and Support and Waste
Management and Remediation Services
61 Educational Services
62 Health Care and Social Assistance
71 Arts, Entertainment, and Recreation
72 Accommodation and Food Services
81 Other Services (except Public Administration)
92 Public Administration
Fig. 2-NAICS Industry Sector Codes
Each additional digit further defines the specific industry.
As an example, lets dive deeper into the codes used in the
construction industry, which starts with 23****.
• Sector, 23**** – Construction
• Subsector, 236*** – Construction of Buildings
• Industry Group, 2361** – Residential Building
• National Industry, NAIC code, 236117 – New Housing
As you can imagine from the above example, there are
hundreds of individual 6-digit codes, covering very specific
products and services across the 20 different sectors. Identify
your primary and any associated NAICS codes here:
The USG has a propensity for codes and classifications.
There is another one you will need when defining your
company and product. The Standard Industrial Classification
(SIC) code is another way to identify your firm’s field of
expertise and what you can do for the government. The SIC
code was actually the predecessor to the NAICS code, which
as I understand it, was supposed to replace SIC in 1997. In
an effort of over redundancy however, many sites still require
both 6-digit NAICS and 4-digit SIC to be fully vetted.
The Department of Labor still maintains a full SIC
manual at https://www.osha.gov/data/sic-manual
There are numerous commercial websites to look up
NAICS and SIC codes as well as the government ones listed
above. Use the internet to become familiar with the codes
and to get acquainted with a few basic concepts. The SIC
system is broken down into 99 distinct major groups, each
designated by two digits. These two digits form the first two
of the four digit SIC code. The third digit is the industry
group. The fourth digit further defines the product or service.
Based on the construction in Texas example introduced
above, below is an example for identifying the SIC code.
• Major Group 15: Building Construction General
Contractors And Operative Builders
• Industry Group 152: General Building Contractors-
• 1521 General Contractors-Single-Family Houses
In my experience, both NAICS and SIC codes are a
relatively unimportant component of the overall process
of winning and succeeding with obtaining a government
contract, but you will need to know the codes for your
business. While it is certainly possible to win an award
without having the actual service or product code in your
SAM profile, it is such an easy step that there’s really no
reason not to do so. By not including the actual codes,
you potentially open your award up for protest by a losing
bidder—one grasping at straws to win business. Unlikely
they’ll win, but it will certainly slow down the contracting
process and no one wants that.
Additionally, it is possible to identify opportunities directly
with USG representatives if you have a personal relationship.
This is most likely possible if/when you are already working
on/at a government facility, or as a supplier for another
vendor or as a subcontractor. Develop your own connections
and ask those responsible for procurement if/when new
opportunities arise. Typically, such local offices have minimal
purchasing power but can buy local services and products to
enable them to fulfill their missions. Any large purchases, or
those with significant scope, would most likely be handled
by the agency procurement team, with any resulting contract
handed down to the field office once contracted.
I’ve certainly experienced difficulty engaging with
program offices and contracting officers in advance of
winning a contract. Understandably, they are pressed for time
and hesitant to share much with any potentially interested
vendor who may contact them. In fact, such initial outreach
is best suited for other agencies such as the Small Business
Administration or representatives from the Department
of Trade. Take advantage of all possible Industry Days,
information sessions, and any other meetings to grow your
network. Once you gain the trust of a contracting professional
within a department you wish to conduct business, cultivate
Take care with your approach to government officials.
A contracting officer contact of mine, who currently serves
one of the larger federal agencies, and who needs to remain
anonymous due to her professional role, shared the following
quote with me:
Be professional—we may be “big government” in
contracting but contracting is still run by people. You
would be amazed at how many vendors/businesses
are unprofessional to the point of harassment in their
interactions with government employees. While there may
not be an “official” blacklist for rude vendors, we absolutely
do keep record of those that we don’t want to work with
and will go out of our way to not work with them.
In general, don’t focus a strategy around direct selling.
However, it is worth recognizing that once you’ve established
a business relationship with a federal client there may be other
opportunities for ancillary sales. Of course, be sure to be
fully prepared, including registrations, teaming agreements,
product codes, etc. (all discussed later in this book), before
taking the direct approach. If you show up unprepared to a
potential client, likely you won’t hear from them again!
If you’re looking to work as an employee you’d be best
served looking at www.usajobs.gov to find such opportunities
Subcontractors vs. Prime Contractors
Prime contractors are those who sign contracts directly with
the United States Government. Subcontractors work under
the prime contractors and have subcontracts with them.
When you win your first contract directly with the USG
you are considered a Prime Contractor. In this case, prime
means primary or first, as in the primary or first contract
and relationship holder. Any contractors you hire to perform
services on that contract are considered subcontractors. Sub
as in subject-to or secondary to the prime. There are certainly
advantages to being a prime contractor, but there’s also a lot
of opportunities, for small and big companies alike, such as
The prime contractors that you may have heard about are
some of the biggest companies in the world. Wikipedia has a
great table listing out these companies, the dollars obligated
to them (from the USG), and the percentage of dollars
obligated to total dollars spent by the USG. For brevity we’re
only showing the top 30.4 The numbers are BIG!
Not surprisingly, these numbers fluctuate based on
where the government spends their money every fiscal year.
Also, the relative ranks change as expected. Per this recent
table, Lockheed Martin was the top earner of Federal dollars
in 2019 with some $48 Billion in funds obligated. From the
government standpoint, funds are obligated when they are
contracted. If for example, they award a $10B contract for
new fighter jets in 2019, the full $10B would be recorded
as obligated in 2019, even though it will take years for that
contract to be fulfilled and for Lockheed to deliver and receive
payment. Obligation is different from revenue. Regardless,
these are big numbers.
Top 100 Contractors of Fiscal Year 2019
Global Vendor Name
1. Lockheed Martin $48,666 8.23%
2. Boeing $28,089 4.75%
3. General Dynamics $20,961 3.55%
4. Raytheon Company $16,351 2.77%
5. Northrop Grumman $16,101 2.72%
6. McKesson Corporation $9,640 1.63%
7. United Technologies $8,849 1.50%
8. Huntington Ingalls Industries $7,617 1.29%
9. Leidos $7,272 1.23%
10. L3Harris Technologies $6,878 1.16%
11. Humana $6,807 1.15%
12. Honeywell $6,364 1.08%
13. BAE Systems $6,310 1.07%
14. Fluor Corporation $5,254 0.89%
15. Booz Allen Hamilton $5,147 0.87%
16. AECOM $4,592 0.78%
17. Science Applications
International Corporation $3,936 0.67%
18. General Electric Company $3,528 0.60%
19. General Atomics $3,462 0.59%
20. TRIAD National Security $3,357 0.57%
21. ANSER $3,352 0.57%
22. Jacobs Engineering Group $3,346 0.57%
23. Centene Corporation $3,205 0.54%
24. Atlantic Diving Supply $3,194 0.54%
25. California Institute of Technology $3,054 0.52%
26. Battelle Memorial Institute $2,972 0.50%
27. KBR $2,967 0.50%
28. Oshkosh Corporation $2,885 0.49%
29. CACI $2,872 0.49%
30. Bechtel $2,812 0.48%
Fig 3- Top 100 Contractors
Lockheed Martin, as an example, has significant resources
in-house, and according to their website has 114,000
employees worldwide.5 Even with this workforce, they still
need to hire out certain components of their deliverables to
other firms—these firms are subcontractors. It is possible
to be both a prime contractor selling power generation
equipment, for example, to the government directly while
also selling similar equipment to another prime contractor
for them to use on their prime contracts.
It should be noted that the USG wants the major prime
contractors to essentially share the wealth and hire small
businesses as subcontractors. In fact, many of the larger
contracts, $100M, $1B and up, actually require that a certain
percentage of the work to be subcontracted out to small
businesses. There’s a clause in the FAR specifically for Small
Business Subcontracting Plan (FAR 52.219-2). If your potential
USG client requires this provision, it will be noted in your
solicitation. Further, other agencies sometimes have their
own requirements. For example, the Department of Veterans
Affairs (VA) oftentimes includes a requirement for contracts
over a certain threshold to include subcontracts specifically
to Service Disabled or Veteran Owned Small Businesses
(SDVOSB or VOSB).
Note that a small business is identified by the Small
Business Administration (SBA) and is based on revenue
dollars or employee counts. These metrics differ across
industries. See subsequent chapters for more details and
information on how to get certified as a small business.
There are certainly two distinct schools of thought about
which type of contract a small business or start up should
pursue as their first foray into the government contracting
world. I’m a strong proponent of going straight to the
source and starting with your very own prime contract.
There are some vocal proponents however of starting as a
subcontractor. We’ll start the conversation with going the
subcontractor route and then get into the opportunities of
starting as a prime.
In some cases, the subcontract route is the only option
for involvement in USG work. For example, let’s say your
business fabricates widgets that go into aircraft engines,
which are critical to the aerospace industry. The big aerospace
companies need these components, but the government
likely will never buy them directly as the government is more
inclined to buy finished products from Lockheed Martin than
all the components separately. So, if this is similar to your
business strategy then you need to sell to the companies who
need your product for USG work. As such, subcontracting is
the way to go.
In my experience, if a subcontractor provides a critical
service or valuable product they are treated well. If Lockheed
Martin cannot get the components it needs, their timeline will
be compromised, which will not only negatively impact their
budget, but will damage their reputation as well. They are
dependent on their subcontractors. The ones that may have
proprietary or single source products or services need to be
treated well. However, if the subcontractor is more or less just
providing a basic commodity, then they may be treated, less
well. The difference may be evidenced in how responsive the
prime contractor is to inquiries or the timeliness of payment.
One of my firm’s joint ventures had done construction
work on a government installation in West Africa. The
government, using one of their global MATOCs (described
later) brought in one of the leading global contractors, a
multi-billion dollar business, to prime the effort to develop
significant infrastructure on this same site. We were not able
to bid on this work as it went to a preselected pool of large
companies, as is typical MATOC practice, nor would we as a
small entity have even gotten close to qualifying. We wanted
to participate in the opportunity in some way, however, so we
could give our team members additional work and generate
some marginal income. Working as a subcontractor to this
large prime would help us build a reputation with one of the
largest engineering and construction companies in the world.
To do so we were willing to do whatever they needed as
a way to get our foot in the door. We bid on a number of
individual construction tasks, mostly peripheral to their main
objective, such as small scale infrastructure improvements,
operations support, and maintenance. We were selected to
provide and service portable toilets. Not exactly my dream
subcontract, emptying port-a-potties at a remote West
African air base, but this was meant to be the proverbial “foot
in the door.”
The prime beat us down on price even before we got
the subcontract. On their specific prime contract with the
government they were billing the USG directly for each toilet
we provided and each time we had it serviced. The amount
they billed, and got paid directly, was somewhere around 5x
what we charged for the same service. This was verified when
the subcontracts manager inadvertently sent us, no doubt by
mistake, his billing statement up chain. We could have been
peeved by this information. Instead, I decided, “No harm, no
foul,” because they were doing good business and making a
good spread. We wanted to learn how to do this ourselves, so
being in close proximity to a leading prime contractor was a
win for us.
I’m not certain if we were treated poorly because we were
a subcontractor, it could have been because we were cleaning
toilets. I do know that our prime spent an inordinate amount
of time not approving line items on our weekly invoices and
thereby denying us hundreds of dollars in income that we
needed to pay for our operations. For example, we were
servicing some 20 individual port-a-potties. Each one needed
to be cleaned periodically by our team and then have a prime
contractor representative sign off on the work that was done.
It proved challenging to track down this one guy on an air
base and either get him to visit all the toilets with us to verify
our work was done, or just convince him that we met our
obligations and get his signature. Frequently, we were not
successful getting him to sign, usually because we couldn’t
find him before submitting our invoice, so the local manager
threw out our requests. It was almost laughable, the amount
of time these guys spent rejecting our invoices well exceeded
the value of those invoices! Likely they were billing their time
for the same task at a highly inflated rate so they were happy
to assign their hours to our toilet cleaning, thereby raking
in billable hours, while also reducing our income. Increasing
top line revenue while also cutting down on costs is a great
business strategy for becoming more profitable.
We did, in fact, get beat up on the financial aspects
of being a subcontractor. If my experience was simply a
small fish getting eaten by a big fish, I’d have been much
more at ease. Unfortunately however, there was an overall
attitude towards us as a subcontractor that branded us as
an under-valued contributor. It’s one thing to work for a
large, profitable firm and try to help grow their profits. That’s
commendable. It is another thing in to try to do so at the
very direct expense of someone else. This approach and
resulting attitude is only possible on a team if it is developed
at higher levels and spread downwards. Again in my
experience, no one inherently wants to beat up on the little
guy. There was an overwhelming attitude of disrespect from
the prime contractor’s representatives on this subcontract,
similar to how I’ve seen other prime contractors treat their
The prime’s team members were just following the
business’s cultural norms, which appeared to discount the
efforts and values of the small companies who they relied
on. This is how I saw things in the construction industry. I
think the difference lies not in the industry in question, but
in the perceived value of the work being performed. We
were maintaining portable toilets on an airfield, a job most
any firm could have done, even if not many others wanted
to do it. Maybe our prime contractor knew that if they lost
us they’d just bring in the next group on the list. This goes
back to selling commodities. In general, selling commodities
that many others are also selling means you’ll be fighting
with your competition in a bloody ocean of cost cutting and
self- sabotage just to barely stay afloat. The poor treatment a
smaller business may receive from prime contractors might
be incentive enough to pursue a more valuable, and unique,
product or service.
Recognize that when a prime contractor needs a service or
product that they can’t handle inhouse, or for whatever reason,
they will source externally. Unless the service or product
is single source, they will almost certainly be entertaining
multiple prospective vendors. Requesting proposals (RFPs)
from as many potential subcontractors as possible is the
norm. With minimal effort, I’ve been able to get on multiple
prime contractors’ bidding list and consequently, get all their
relevant RFPs. One thing about prime contractors is that
that are usually very good at breaking a scope of work down
into smaller packages of work, packages that are more easily
comprehended by subcontractors. That is the good thing. The
bad thing is that they have a tendency to waste the time of a
number of interested subcontractors by engaging with them
about a new opportunity, requesting time sensitive materials
and pricing, scheduling, and other corporate documentation.
I’ve found myself running around in circles week after week
trying to meet every need of a potential subcontract manager
for a job we wanted. Back and forth, back and forth, financial
disclosures, schedules, team organization charts, logistics
plans, in addition to detailed price proposals breaking down
material costs, labor costs, overheads, and our profit margins.
The result of these demands is that we inadvertently gave the
prime contractor all the info needed to negotiate down to a
pencil lead with their preferred subcontractor. Most likely,
they were going to go with them anyway. We provided a
second (third or fourth…) bid price from which they levered
against their preferred vendor.
Of course, if and when a prime is actively bidding against
their competition, time is of the essence. The information
from the subs is no doubt of value. The question is, how
precise is the information the subs are providing? Subs are a
valuable entity and should not be treated like a commodity
or afterthought. Their businesses are just as important and
they don’t appreciate having their time wasted. If however, a
prime is fully engaged in the relationship, and treats a sub like
a valued contributor, it is much more likely they’ll be using
not only the requested information, there a good chance that
if they win the bid, the subcontractor will get the work too.
Unfortunately, I’ve come across some irresponsible
companies, that somehow, either by luck or force, were able to
maneuver their way into a large prime contract. Once they get
the work, they take advantage of all the subcontractors who
want to work with them. I’ve also seen many less reputable
prime contractors, with regards to an upcoming task order,
MATOC or other, will misrepresent their prime contract status
with potential subcontractors, just to get the subcontractors to
exhaust all their efforts preparing proposals and pricing. These
less reputable companies then take the prepared materials
and use them for their advantage, often misrepresenting their
actual relationship with subcontractors.
For example, they’ll claim they have a contact, as if they
already secured or won it, when in fact, all the companies
on that overall contract (again MATOC or similar) are
still bidding on that task order. Many smaller firms are
intimidated, or in awe, of prime contractors and will spare no
effort for even a marginal chance at securing a small amount
of work. I can certainly relate to that! But over time, and with
experience, I’ve learned that there are good prime contractors,
and not-so-good prime contractors and I want to work with
the good ones. Remember, if a subcontractor is selling a
relative commodity, something easily exchangeable—that’s
a tough position to be in and efforts to win subcontracts
will likely have a low win rate. This was our situation. If a
subcontractor fills a unique and irreplaceable product or
service to the prime contractor—that’s another story. I’m
now always leery to commit too much time to preparing bids
and proposals as a prospective subcontractor as I know such
time spent has a poor return on investment unless I have
something exclusive to offer.
Overall, be sure you know all entities involved in the bid.
This not only includes the actual prime company, but also
the individuals with whom you are conversing, or emailing.
If they’re giving you proper attention and honest feedback,
then there’s a chance of working together. In my experience
however, when a prime is guarded, aloof, and/or talks down
to potential subcontractors, they are overtly demonstrating
how they consider and treat subs. Learn from this because it
is certainly not going to get any better in the unlikely event
that you actually win a subcontract with these guys.
Be sure that any subcontract you sign includes key
performance indicators regarding your expected role on the
project and deliverables. Often, primes will just hand over the
prime contract and say ‘do this’ without a more detailed plan
regarding what, how, and when their subs perform. This can
spell disaster for a sub in the event they perform one way, but
the prime was expecting another result. Any ambiguity in a
subcontract is going to benefit the prime at the end of the day.
Don’t be left holding the bag and having to perform rework
due to a lazy prime.
I actually started my career as a consultant to prime
contractors, helping them bid, win, and implement their own
contracts. As a result of my success with prime contractor
clients, I formed a joint venture and worked on securing
awards as a prime contractor directly with the USG. In those
early days, there was no shortage of prime opportunities.
Government contracting officers, CO or alternatively KO
(Contracting Officer), to distinguish from a Commanding
Officer, or their Contracting Officer Representatives (CORs),
are always looking for ways to satisfy requirements. In my
experience. they’ve always been open to working directly
with smaller companies and first-time government prime
contractors. For small businesses they don’t expect you to
understand all the intricacies of working for the government.
They do, however, expect you to be an expert in your field.
Your expertise is why they are willing to give you a chance.
If a small company has the energy and resources to navigate
the government contract, solicitation, and proposal process,
in most cases, the government agency will provide support
needed post award to understand the unique requirements
of working for the federal government. The procuring agency
won’t help you win your first contract, but they will help
you satisfy it once you have won the bid. Read on to learn
about the Small Business Administration (SBA) which does
in fact help small business throughout the acquisition cycle,
including bidding and performance.
I recommend going straight to the source whenever
possible. In most cases, a prime contractor is better protected
during contract execution than is a subcontractor. Of course,
if the prime contractor won’t pay for work delivered by the
subcontractor, then the subcontractor can lodge a formal
complaint directly with the USG client. In these cases the
COR will get involved to ensure that all subcontractors
are paid appropriately and prevent abuse from the prime
contractor. Even with such assurances, bringing in the COR
is time consuming. You as the subcontractor has already
accrued costs for product and/or services. If the prime
contractor refuses to pay you’re going to lose a lot of money.
Working directly for the USG can provide some peace of
mind that you will get paid, eventually.
For most, it is bidding that proves most intimidating.
However, with the right approach, any competent contractor
can succeed in not only the bid, but in working directly for
the federal government.
There are various points of view if a business new to
USG contracts should start with prime contracts or as a
subcontractor. There is no one answer. Each contract is unique
and each relationship with a contractor and/or solicitor
is unique. My best advice is to fully understand what the
projects needs and have confidence in what you can provide.
TYPES OF NOTICES
Some notices from the government will be released while
the subject agency is still thinking about, considering, and
potentially planning for a new requirement. This happens
well in advance of an actual acquisition and these notices are
therefore considered to be pre-acquisition. Once a decision
has been made regarding the best direction to take, the
agency will proceed with their acquisition strategy.
The USG may start exploring a new project and oftentimes
they will float a basic request on www.sam.gov to see what
level of interest and capability there may be for such a
requirement. These are called Sources Sought Notices. These
are commonly listed when the government is trying to utilize
new technology or move into a new geography where they
lack direct operational experience. Sources sought Notices
are totally voluntary to bid, but you can use them as a way to
educate the USG client and to better understand the space
in question. In most cases, you will never hear back from
the client, but if they decide to move forward, you will most
likely be included in any announcements.
Oftentimes, these notices include a series of questions to help
educate the client and can address some of the following topics:
• Preferred technology and why
• Typical timeframe for performance
• Risks and obstacles
• Rough Order of Magnitude (ROM) for expected pricing
• Any other key information the USG needs in order to
best evaluate this as a potential opportunity
Simply responding to a Sources Sought Notice offers
you zero advantages once an actual solicitation is released.
However, there are ways to use such responses to your
advantage. If your business is unique and you can educate
the client on the benefits of using your technology, then
you may influence what they choose to include in their
future requirements. This is called shaping the requirement
and doing so puts you in a preferential position once a
solicitation is released. Since you have familiarity with the
requirements, you should have a leg up on the competition
whose products may not follow the same guidelines or meet
the same specifications.
Successful shaping comes from experience and a strong
commitment to building and maintaining relationships with
potential and current contracting or program offices. To learn
more about this I’d recommend reading An Insider’s Guide to
Winning Government Contracts by Joshua P. Frank. In this
book Frank discusses multiple ways to effectively shape, or
in his words, ghost, upcoming requirements. He discusses
in depth numerous creative ways to influence a requirement
during the pre-acquisition phase of procurement.
Request for Information
New Product or Service
Requests for Information (RFIs) in the context of
business development, different from those used in project
management and discussed later, are another tool the
government uses to solicit feedback from industry. These
can be similar in some ways to sources sought, but typically
include some questions to help solve the agency’s problem.
Ideally, feedback received during the RFI process would
influence any decisions to move forward with a potential
Sources Sought and RFIs are both pre-acquisition tools
and can be used to the contractor’s advantage. Of course a
contractor can ignore these requirements or simply respond
with boiler plate feedback requiring very little effort. This
takes very little time but the return is arguably zero. The
opportunity with pre-acquisition communications is to
actually influence the resulting acquisition and this takes
significantly more effort.
The goal is to respond with information of value to the
client. This can include recommendations to improve results,
streamline performance, meet updated codes and regulations
of which client may be unaware, and anything else that prompts
further reflection from the agency. Contractors should use
these opportunities to demonstrate their value, knowledge
base, and experience, short of submitting a qualifications
statement. This is where strategic marketing can really play
a useful role. Think about what your firm does better than
the competition, especially better than the incumbent, if
any. If your team just acquired some new technology that
reduces production timelines by a half and no one else in
the market has this technology, you need to share that with
client. Recommend they require this new technology on
their acquisition for the benefit of the agency. If your team of
engineers are all professionally licensed by a local jurisdiction,
suggest to the potential client that this be a requirement of
any resulting acquisition as it will provide he client with a
higher level of proficiency and accountability. If you have a
preferred position on an existing contract mechanism, GSA
Schedule Contract, MATOC, etc., all discussed later, suggest
that this opportunity be distributed through those channels
to allow a faster acquisition. These are just a couple examples
of how a contractor can influence an acquisition during the
preacquisition phase. If you ever read a solicitation and it
sounds like it was custom prepared for one of your competitors,
they probably influenced it before it was even released!
Sometimes, in regard to new requirements, USG will
issue a basic summary of the possible upcoming opportunity.
This “synopsis” is usually a short document, one to two pages,
with an overview of scope and delivery requirements. There
is very little actionable information contained in a synopsis,
but it does alert you to what the government has under
consideration. There is no guarantee that anything will result
from the synopsis, and keep in mind, since the USG put so
little effort into the announcement, don’t expect much. If
a decision is made following the issuance of a synopsis to
proceed, the USG would then issue a pre-solicitation or go
directly to a solicitation as below.
Pre-Solicitation & Solicition
When the USG is serious about a new requirement and wants
to ensure the widest distribution and greatest competition,
they may issue a preliminary solicitation. Typically, this
pre-solicitation includes most of the requirements, terms,
conditions, and valuation that would eventually come out in
the solicitation. However, the government has yet to make
any commitment. In my experience I’ve seen pre-solicitations
languish in the process, sometimes evolving into a different
solicitation after a few months, or sometimes disappearing.
I use the pre-solicitation as a call to action to plan a team,
secure or establish relevant resources, develop preliminary
partnerships, and put in motion a plan to bid that will
hopefully allow me to win the upcoming solicitation.
The USG agency may refer to this formal announcement
as a solicitation. In other scenarios, it may be called a request
for proposal (RFP) or request for quotation (RFQ). In
general, these are all the same thing, namely a formal, official,
request for some service and/or product that you have the
opportunity to bid on for your company. Typically, an RFQ
is used when the client knows exactly what they want. In this
case, there’s very low variability on potential service offerings
and the price is really the main item in question. This is very
common with equipment and supply procurement. On the
other hand, RFPs are used when a client wants each potential
offeror’s unique proposal for a given task. In these cases price
is only one piece of the equation.
The solicitation is where, as they say, “the rubber hits
the road.” Once it is released, the clock starts ticking on
the submittal timeframe. Most solicitations I’ve pursued
typically require a 30 day turnaround time. However, many
turnaround responses are extended. Regardless of any
extension however, by the time a solicitation is released,
you need to be ready to build out your team, proposal, and
pricing. If the release of the solicitation is your first USG bid,
then time is likely against you as the competition has already
been planning for this for months. Better get going!
The solicitation is really the meat and potatoes of
procurement. This is where all details are included, so you can
verify if you qualify or not, and you can gauge the magnitude
of a resulting contract. Throughout the solicitation process
there typically is significant correspondence from the client.
The process is meant to be interactive. At this point, the
USG has made their best effort to prepare as thorough as
possible Statement of Work, Specifications, Timeframe, and
all associated contract clauses and language. Rarely however
does the initial solicitation release remain the same over a
number of weeks during the proposal preparation stage.
Following announcement, the USG might host a
conference to clarify any points in the written solicitation.
This is a great opportunity to get some face time with the client
and ask any questions you may have. Note that any answers
or other feedback from the client should not be accepted as
fact unless, and until, they formally issue an amendment
to the solicitation, including any changes and answers to
questions. At no point should you accept a verbal response or
instruction from a government representative. All feedback
and changes need to be shared with all prospective bidders to
ensure that all bids meet the exact same requirements.
The USG is good at explicitly issuing instructions for a
successful bid. Of course, there are frequent disagreements
on the subjective components of a proposal, but the objective
list of requirements is usually crystal clear. The USG gives
instructions down to the required page numbers, font size,
and packaging or electronic submittal format. The following
chapters will discuss in depth each typical component of a
proposal and what’s required of you and your firm to qualify
and then win your first USG contract.
Uniform Contract Format
The FAR includes a standard format for contracts, called the
Uniform Contract Format, or UCF, which is also used for
the solicitation since the solicitation document essentially
becomes the contract for the winning bidder. Pasted below is
the first part, which shows the schedule, or layout that most
solicitations and contracts follow. Check the FAR site for more
information as needed. Understanding this basic format is a
good starting point.
15.204-1 Uniform contract format.
(a) Contracting officers shall prepare solicitations and
resulting contracts using the uniform contract format
outlined in Table 15-1 of this subsection.
(b) Solicitations using the uniform contract format shall
include Parts I, II, III, and IV (see 15.204-2 through 15.2045).
Upon award, contracting officers shall not physically
include Part IV in the resulting contract, but shall retain it
in the contract file. (See 4.1201(c).) The representations and
certifications are incorporated by reference in the contract
by using 52.204-19 (see 4.1202(b)) or for acquisitions of
commercial products and commercial
services see 52.212-4(v).
I’ve seen many solicitations follow this format exactly
and I think this is governed by a given agency or office. Other
agencies follow this loosely, including most of the same
components but not always referring to them in the exact
way as in the UCF.
Part I-The Schedule
A Solicitation/contract form
B Supplies or services and prices/costs
C Description/specifications/statement of work
D Packaging and marking
E Inspection and acceptance
F Deliveries or performance
G Contract administration data
H Special contract requirements
Part II-Contract Clauses
I Contract clauses
Part III-List of Documents, Exhibits, and Other Attachments
J List of attachments
Part IV-Representations and Instructions
K Representations, certifications, and other statements of
offerors or respondents
L Instructions, conditions, and notices to offerors
M Evaluation factors for award
Table 15-1 – Uniform Contract Format6
In most cases, when the government makes an award they are
obligated to announce winners and values of resulting contracts
to the unsuccessful bidders. For higher profile contracts,
oftentimes these results are posted publicly on www.sam.gov.
Sometimes however, in my experience, it takes a long time for
any result to be posted. This can be due to various issues, one
of which is that some higher value contract actions require
congressional approval before being made public. If you’re just
casually tracking a new opportunity but not actually bidding,
it will likely be a long time before you learn the result. From
my experience, once you have established connections with a
specific contracting office, based on your successful work, it
will be much easier to directly ask for the result.
Award notices can in fact be useful, especially those
related to large and multi-year contracts (see Unique Contract
Structures). In the event that you were too small to qualify,
or maybe you just lost the bid, there may be opportunities to
subcontract with the eventual winner.
It can be overwhelming to search the government database
and see literally hundreds of potential prospects. It is
important to understand exactly what you’re seeing—so set
expectations straight from the beginning. Some notifications
you will see online will not be actual opportunities because
they won’t be opportunities for you. It is important to
understand the particulars of each listing and subsequently
distinguish on which ones you should spend your time.
While this may seem overwhelming at first, over time and
with experience, you will get better at filtering out all the noise
and finding opportunities that fit your company quickly. Also,
the more opportunities you review from the same agency
or office, the more familiar you become with their specific
requirements, regulations, and means for conducting business.
To the extent possible, a given contracting officer, or
maybe even an entire contracting office, will try to reuse
formats from one opportunity to another. This is good news
for a contractor as once you fully review one the next one,
and subsequent on to that, become very easy to digest. I
do however share a cautionary tale later in the book about
getting complacent in my reviews. In one situation, my
proposal was considered unresponsive because I used an old
format, from a different KO in the same office, with slightly
different language. Our proposal wasn’t even considered.
Regardless though, you’ll get much more adept at reviewing
requirements, formats, etc. from a given agency or office.
Do I Qualify?
Exact qualification requirements will be spelled out in every
solicitation. It should go without saying that any successful
bid includes a professional and thorough proposal; however
there are requirements beyond a professional presentation.
Certain requirements for which your proposal can be rejected
• Entity: who are you and from where is your company?
Certain opportunities are ONLY available to certain
entity types. This is a go/no-go factor, meaning your
proposal is either a ‘go’ for further review by client, or
it is a ‘no-go’ and it is disqualified from further
• Team: who specifically is going to actively execute this
contract? You must identify all team members,
including, subcontractors, vendors, independent
contractors, and direct personnel. Can you ensure they
are all law abiding firms or individuals? Inclusion of
even a single sub-entity or individual who may have a
ban or prohibition in place, due to their own previous
actions or due to their countries of origins and
sanctions thereon, can lead to eventual rejection of
Such above disqualifiers will result in your proposal being
rejected for non-compliance. If there’s nothing at the top that
disqualifies you and your firm from participation, then it is
worth delving deeper into the details for the given solicitation.
As with all new business activities, it is important to
understand what competition you will face. The USG
maintains a database of all previous government contracts,
including contractor, value, and place of performance, to
name just a few of the data fields. This is called the Federal
Procurement Data System and can be viewed and searched
by the public using the ezSearch link https://www.fpds.gov/
ezsearch/fpdsportal. It is not 100% thorough however, as
some contracts remain confidential and in my experience the
database isn’t consistently updated. There is a definite value
in knowing how and where the government has spent funds
in the past as a way to predict where they will go in the future.
FPDS helps you understand which contractors might
be expected to bid on future opportunities and which ones
may or may not be preferred vendors in certain industries
or geographies. We can at least learn about potential major
players in advance of losing bids to them.
Note that in addition to using the government’s database
as a source of intel on competition, the same results might
be useful in identifying partners or other team members.
If there is a name that keeps popping up in searches with
significantly valued contracts over a decent period of time,
then they would likely be a reputable firm and a respectable
partner if you’re not in direct competition. The opposite can
sometimes be true, however. If a firm only appears to have
won only a single contract in a space that is full of opportunity,
then there is a chance that their performance was NOT up to
USG standards and they were either terminated from their
sole contract or were disqualified from future work.
Price is the single most important factor in many acquisitions.
I have never seen price being the only factor under
consideration. In my experience, I have seen a lot of Low
Price Technically Acceptable (LPTA) acquisitions. For an
LPTA bid you will be required to meet some basic threshold
of technical acceptability before you can be considered for
the low price selection. LPTA acquisitions are used when
procuring a relative commodity, such as basic construction
services, where the client would expect many proposals, and
many of those from individuals just starting a company, or
really small firms with little to no experience under their
belt. The technical acceptance threshold is used to ensure
the contractor hired actually has the experience, skill, and
capability to perform the work.
Technical acceptability is very simple, you either meet it
or you don’t. The LPTA acquisitions I’ve been involved with
included experiential requirements such as:
• One relevant project completed valued at greater than $1M
• Project Manager with minimum of 10 years relevant
For pricing, it is obvious that contractor’s need to present
their best price from the beginning, including minimum
viable overheads and profit. What may be less obvious is what
goes into the associated direct costs. When the government is
looking for a low price solution, they’re looking to fully meet
their specifications for the lowest possible cost to the agency.
This means that if your solution includes features, widgets,
services, etc. that are not explicitly called for in the solicitation,
you likely will be overpricing that item. For example, let’s
say the Department of State wants to re-roof some of their
individual residences and call for a 25 year shingle. You
typically service commercial or individual home owner needs
and prefer to use a 30 year shingle. If you include pricing on
the 30-year shingle in your bid your cost on this item will
be higher than that from your competition who follows the
specification more closely and includes the requested and
lower quality 25 year shingle. The extra 5 years of lifespan was
not wanted by the client and they will not want to pay a dollar
more for such a luxury. Even if the net cost impact in your bid
is marginal, there is some impact for which you will get no
credit. Only give the client what they want!
LPTA acquisitions are popular with government agencies
for their simplicity and speed, however results are not always
ideal. In fact, a contracting officer with the Department of
Veterans Affairs (VA) recently told me that, “LPTA is being
heavily scrutinized, as it doesn’t always produce the highest
quality of service or commodity/customer service.”
Best value acquisitions allow the government to pay higher
than the lowest price if there is a justifiable advantage or other
quality differentiator. While LPTA contracts are oftentimes
an easier entry point to government contracting for small
businesses, best value contracts are harder to come by before
a contractor has established themselves and built a solid
reputation. I learned my lesson this with the first ever bid I
submitted for my newly formed company.
The US Army Corps of Engineers (USACE) was building
out resources at a partner facility in Romania and they
wanted to construct a new motor pool. The basic concept
included, gravel and fencing to provide a secure area for
storing vehicles. We were brand new, no corporate experience
to speak of, but we had individual experience, which we
included. More importantly, we had a local subcontractor on
our team and we used his experience and past performance
in our proposal. As I recall, our proposed price was in the
ballpark of $450,000. We lost to a very well established
Turkish contractor who had done $100’s of millions of
reconstruction work in Iraq for USACE and was deemed
well experienced. The sole reason we lost was due to “lack of
experience for the prime contractor.”
Pursuing best value acquisitions only makes sense when
you have, or can build, a clear position as the best. We were
too young and inexperienced at that point to give the client
the comfort they needed. They might have taken a chance on
us in a low price scenario, but we were deemed to be not the
best value to the USG.
Proposal Evaluation Process
Reviewing low price bids essentially comes down to a single
number and whoever has the lowest one wins. LPTA reviews
typically look at the numbers first and all proposals are
ranked by price, and then reviewed in order (starting with
the lowest) until the first technically acceptable proposal is
identified. In these cases, if you’re not the lowest price offer
your proposal may not even be evaluated. Best value reviews
look at the technical proposal first and the proposal is selected
that meets or exceeds most of the technical requirements.
Only after the best proposal is selected do the reviewers open
the price proposal. Best, of course has to be clearly defined in
the solicitation to ensure all bidders, and reviews, know what
Best value is a significantly more complex review and is
based on the weighting provided by the client. Whichever
strategy is used, the evaluation criteria and review process
will be fully detailed in the solicitation, leaving little room
for interpretation. In the event that the criteria or process
is not crystal clear, it is recommended to ask for further
explanation and clarity during the question and answer
phase of a solicitation.
The USG will likely use some form of adjectival rating
system to evaluate each section or factor of your proposal.
One such system is shown below.
ADJECTIVAL RATING DEFINITIONS
COLOR GRADE ADJECTIVE DEFINITION
Blue O Outstanding
Proposal meets requirements and indicates
an exceptional approach and understanding
of the requirements. Strengths far outweigh
any weaknesses, /risk of unsuccessful
performance is very low.
Purple G Good
Proposal meets requirements and indicates
a thorough approach and understanding
of the requirements. Proposal contains
strengths which outweigh any weaknesses.
Risk of unsuccessful performance is low.
Green A Acceptable
Proposal meets reqiorements and indicates
an adequate approach and understanding
of the requirements. Strengths and weaknesses
are offsetting or will have little or no
impact on contract performance. Risk of
unsuccessful performance is moderate.
Yellow M Marginal
Proposal does not clearly meet requirements
and has not demonstrated an
adequate approach and understanding of
the requirements. The proposal has one or
more weaknesses which are not offset by
strengths. Risk of unsuccessful performance
Red U Unacceptable
Proposal does not meet requirements
and contains one or more fediciencies.
Proposal is unawardable.
Fig. 4- Adjectival Rating Definitions
Of course you want to aim for Outstanding ratings on
each section or for each factor. If a given solicitation includes
three factors, such as, Experience, Past Performance, and
Personnel: each will be given a rating. Then the combined
result will be compared against all other bidders. The one
with the optimal score will win the bid.
Your offer Good Good Acceptable
Winning Bidder Outstanding Acceptable Good
Fig 5- Adjectival Results
Once ratings for each factor are finalized, they are
compared with the competition. In the illustration above, the
winning bidder had a slight advantage over your offer. In the
event that two proposals have identical total scores, then the
reviewers will look at price.
It is advisable to aim for outstanding on each factor. I’ve
lost multiple bids because we had one too many acceptable
or the competition had one more outstanding rating than our
Below is a debrief from one of our failed bids. Identifying
information redacted to preserve confidentiality between
client and contractor. Remember that we only get debriefs
when we DON’T win! If this feedback is used constructively
it can be a great learning tool for what to improve on in the
Fig. 6-Sample Debrief
This is what a real written debrief looks like, straight from a client.
This is what a real written debrief looks like, straight from
a client. When I receive a result like this I always have
some mixed emotions. I mean, our proposal sections were
outstanding, good, and acceptable after all! No glaring
deficiencies and overall we sound like a pretty good choice
for this job. In general terms, if you tell me my proposal is
acceptable I’ll be pretty happy until you add that the winning
company was outstanding and then my acceptability is put
into perspective. This should serve as a reminder that on a
best value acquisition it is imperative to aim for outstanding
on every section of a proposal.
Did you also happen to notice that our price was $6,995,992
LESS than the successful offer. In other words our proposal
offered a 25% discount off our competitor’s price, BUT
THEY STILL GOT THE AWARD! This is a perfect example
of how a best value selection plays out. The US Army Corps
of Engineers in this example was more focused on meeting
their quality requirements and reducing whatever risks they
anticipated that they were willing to pay a premium.
Recall that in a low price, or low price technically
acceptable (LPTA) acquisition strategy this would not be the
case. On an LPTA a contractor just needs to get an acceptable
rating across all evaluation factors to be considered, and then
it simply goes to the lowest price.
In my experience, both strategies can be strong opportunities if
approached correctly. As a reminder for the different strategies:
• Best value—assemble the best possible team, aiming
for an outstanding rating on all factors. Bring in well
qualified partners, subs, vendors to help your team
max out the ratings. Add value, even when this i
increases your price. The client wants value so deliver it.
• Low price—Assemble a strong team, aiming for
acceptable or higher on all factors. Minimize costs
Always prepare a proposal based on what the client tells you is
most important. This way you can avoid the disappointment
of losing a bid due to a misalignment of goals.
The federal government recognizes that the procurement
apparatus is oftentimes slow, bulky and bureaucratic. While
a robust process to ensure fairness, transparency, and
responsible utilization of federal funds is critical in some
situations, it doesn’t make as much sense and is inefficient.
To adequately address risk vs. reward on new procurements
the USG has taken efforts to reduce the burden of contracting
for smaller and lower value procurements thereby allowing
more small businesses to participate, as well as making life
easier for contracting officers. Monetary thresholds have been
established for procurements that are eligible for a simplified
The Defense Acquisition University, DAU, presents simplified
acquisitions procedures (SAP) as below.
Simplified Acquisition Procedures Policy
The simplified acquisition threshold (SAT) is $250,000. The SAT
can vary depending on the particular acquisition situation. For
acquisitions of supplies or services for supporting a contingency
operation or facilitating defense against or recovery from cyber,
nuclear, biological, chemical, or radiological attack, the SAT is (i)
$800,000 for contracts awarded and performed, or purchases
made, inside the United States; and (ii) $1.5 million for contracts
awarded and performed, or purchases made, outside the United
States. FAR subpart 13.5 raises the threshold for use of SAP for
commercial items to $7.5 million.
Agencies are required to use SAP to the maximum extent
practicable for purchases of supplies or services not exceeding the
SAT. However, this policy does not apply if an agency can meet its
requirement using –
• Required sources of supply under FAR Part 8 (e.g., Federal
Prison Industries, Committee for Purchase from People Who
are Blind or Severely Disabled);
• Existing indefinite delivery/indefinite quantity contracts; or
• Other established contracts.
An agency must not break down requirements that are valued
greater than the SAT merely to avoid having to use procedures
other than SAP.
A supplier’s submission of a quotation under SAP is not considered
a formal offer, and cannot simply be accepted by the Government
to form a binding contract. A contract is established only when the
supplier accepts the Government’s order, either in writing or by
actually commencing performance.
The Government-wide commercial purchase card is the preferred
method to purchase—to pay for micro-purchases, which are
supplies or services valued no more than $10,000. Micro-
purchases may be awarded without soliciting competitive
quotations if the contracting officer or designated official considers
the price to be reasonable.
For purchases exceeding the micro-purchase threshold but not
exceeding the SAT, a Request for Quotation (RFQ) is used for
soliciting competitive quotations. Once quotations are received and
evaluated and the award decision is made, the Government issues a
The use of blanket purchase agreements is another common
The key take-away here is that a small business can sell
a product or service up to $250,000 with relative ease and
with less competition using SAP. For some companies, a
quarter million dollar purchase would be big news. For
others, such a contract value may be considered too small to
pursue. However, if using SAP a company can set up volume
ordering and sell say 10 units of the $250,000 product or
service then we’re talking about $2.5M in new revenue. Most
small businesses would jump at that!
The micro-purchase threshold of $10,000 is also worth
looking into. Of course, in some industries this would not
be practical. For example, as a construction contractor we
never sold anything for such a small sum. However, many
companies selling products, and even some selling services,
have offerings that can be packaged together in sub $10,000
packages. Using the micro-purchase threshold can be a great
way for a small business to get their foot in the door with the
federal government. Plus, these purchases are typically done
by government credit card so you’ll get paid immediately.
And similar to with the SAT above, selling in volume at the
micro purchase threshold can yield a good income stream
with relatively low sales effort.
Rough Order of Magnitude
The Rough Order of Magnitude (ROM) is determined
through cost analysis by the client, and typically is presented
as a range. Usually, these ranges are pretty large, and meant
to allow for geographical, environmental, and potentially
other contingencies. Typical ROM ranges include:
• $25,000 – $100,000
• $100,000 – $250,000
• $250,000 – $500,000
• $500,000 – $1,000,000
• $1,000,000 – $5,000,000
• $5,000,000 – $10,000,000
• $10,000,000 – $25,000,000
• $25,000,000 – $100,000,000
These are useful to the most appropriate scenarios. If you’re
just starting out, the best strategy might be to focus on the
lower range ROMs and leave the $25MM jobs for the big
players in your space. If you are already the “big guy,” with
similarly valued experience, then you should consider those
In my experience, I’ve frequently seen where the resulting
contract award actually falls out of the ROM. For
example, multiple times I’ve seen ROMs of $5-10MM be
awarded for only $4.5MM. Rarely have I seen a contract
awarded over the ROM.
Independent Government Estimate (IGE)
In addition to preparing a ROM for a new requirement, the
USG will also prepare their own, more detailed estimate. This
Independent Government Estimate (IGE) forms the basis for
the price the client can actually pay for the given scope of work.
The USG prefers to award a contract for the lowest price
possible. Even on best value acquisitions, when the client
selects other than the low price offeror, the USG will do
their best to negotiate and or get some preferential pricing
considerations. Pricing is always important, but it is not
always the MOST important factor. The IGE then lets USG
know how much something should cost. Bids significantly
lower than the IGE are met with some skepticism as
the client will doubt a company’s understanding of the
requirement or their ability to actually deliver it. As such,
there is typically a lower limit to what the USG will pay on a
specific project. In my experience that has been 10% lower
than the IGE.
For example, if the USG determines the IGE to be
$5,000,000, the lowest value at which they can legally contract
would be $4,500,000, effectively 10% lower than the IGE. This
tactic protects the government from low ball contractors,
those trying to secure a contract at an unrealistically low price
only to start demanding change orders and making other
claims against the client from day one. It also protects against
hiring a shoddy contractor who either didn’t understand the
scope of work, or who wasn’t able to effectively price out the
job. Either way, the USG wins by limiting how little they can
pay for a given scope of work.
Fiscal Year End
A final potential strategy to consider is timing. The US
Government’s fiscal year starts every October 1, meaning
the previous year ends September 30. At the beginning of
ever fiscal year, typically during the 1st quarter (October –
December), agencies and departments secure budgets for
the entire year. Oftentimes towards the end of the fiscal year,
they find that they have underspent on their budgets and aim
to spend what they have before they lose those funds. For a
government agency, it is important to fight for every dollar
of budget to ensure they have the supplies, equipment,
labor, etc. needed to fulfill their respective mission.
However, once they earn a budget, if they don’t spend it
all, it goes back into the general coffers and has to be hard
fought again to get it back. Agencies don’t like to have to
do this. As a result, towards the end of the fiscal year, there
is typically an uptick in procurement as they try to spend
their remaining budgets.
It is worth noting that year-end wrap up agencies are
trying to spend their budgets so they don’t lose them. Also
during this time, budgets are reexamined and potentially
reallocated. Because of the potential for a budget to get
reallocated before a contract can be awarded, most likely
out of the contracting officer’s control, many solicitations
during this time of year are labeled Subject to Availability
of Funds (SAF). This is an opt-out clause for a contracting
officer in the event that the money doesn’t come through.
What does fiscal year end mean practically? In my
experience selling construction services to the government,
a majority of the contracts we have been awarded have come
in September, with multiple contracts signed specifically
on September 30, just in the nick of time. In our business,
we’re on heightened alert for new requests in August, which
gives us time for proposal preparation and subsequent
review before inking a contract by the end of September.
This situation doesn’t only apply to construction, similar
increase in volume of solicitations and awards during
this timeframe occurs in other industries, primarily
office supplies, basic services, and consumables. Based on
your industry, it might be worth noting this as a time of
Remember that just because it is year-end and the client is
on a tight deadline, it will still take weeks to review a proposal
and issue an award. Most likely, a proposal submitted in
August would be expected to award by end of September,
maybe a little sooner, but with the high volume of contracts
to award, many awards get slowed down and come in just
before the deadline.
PLAN YOUR TEAM
Your team needs to be more than just you and your current
employees. You’ve obviously had some success so far in
your business selling to local entities, be they governmental,
industrial, or commercial; however, selling successfully
to the federal government may require some additional
competencies or skill sets. It is a benefit to plan as robust a
team as possible in the positive event that you are successful
in winning your first USG contract award!
If your goal is to sell USG the same $1,000 software
package that you’ve been selling to global corporations
for years, then your current team probably has more than
enough capacity to add a new client. If your goal, however, is
to scale your business by securing larger and more complex
projects than you’ve done before, then you will most likely
need to grow your team to meet expectations.
Get the team members you can find and pay them well.
Identify early on who you need on your team to ensure
contract success and arrange for them to join you, contingent
on you winning that first contract. Utilizing freelancers allows
you to have the best personnel on your team, but without
the burden of payroll until their expertise is actually needed.
For future contract workers who agree to work with you on
individual projects, be sure to put your agreement in writing.
A simple contingent job offer letter, with all relevant terms,
and signed by company and individual should suffice. This
should be included in your proposal for each freelancer who
forms a critical piece of your proposal or who helps you meet
any specific contractual requirement.
Your contract will most likely have some discussion on
how subcontractors are dealt with and in some cases,
subcontracting is explicitly prohibited, meaning the prime
has to carry out all the work themselves. Usually, however,
subcontracting is permitted but subcontracts need to be
registered with the client. This requirement actually protects
the subcontractor. In the event that the prime contractor fails
to pay the subcontractor for work performed, or otherwise
treats them poorly, the subcontractor has recourse directly to
the client. Payment guarantees are held by the client in many
cases to help ensure the prime contractors make good on
their commitments to their subcontractors.
Subcontractors form a critical part of any project team,
regardless of the scope they provide. On large and complex
projects, some subcontractors are brought on board from the
beginning, during the proposal preparation stage. As such,
they are an integral part of the bidding team, oftentimes even
contributing their own experience and/or past performance
to meet the solicitation requirements and thereby allowing
the team to qualify.
Other times, and commonly for smaller scale scope items,
subcontractors are added as needed during performance.
Most often this is when scope is non-critical and/or total
subcontract amount is a small percentage of overall contract.
Be sure to research any subcontractors and partners. A quick
search at www.fpds.gov (Federal Procurement Data System
website) might be useful. Search using the ezSearch page.
My firm first engaged as a prime contractor by forming a joint
venture (JV) with a competent local contractor who had per
formed well on multiple projects and wanted to grow by winning
more and larger-scale USG work. I brought my knowledge
and experience working with the federal government as well
as strong project and program management skills. We had
less business experience than our partner firm, and I wanted
considerably less risk in our ventures; therefore, we were the
minority partner in our JV. Together, we performed about
a dozen individual projects totaling more than $50M. We
delivered value to numerous agencies in different geographies
and generated a decent profit for all involved.
In my experience, JVs work best when each party has
its own distinct capabilities and advantages and neither
poses any direct competition threat to the other partners.
JVs aren’t meant to carry a weak company at the expense of
a stronger one. They are meant to allow all firms involved
to have access to opportunities they otherwise would have
no chance of winning or performing successfully on their
A JV can be established with a long-term goal of developing
a new market, securing multiple contracts, and growing both
firms over the course of many years. A strategic venture like
this can help scale both firms and is most appropriate for noncompeting
firms, those with distinctly different deliverables.
For example, a local construction contractor might team up
with a foreign pre-fabricated building manufacturer. In this
example, the local contractor would gain an advantage by
adding manufacturing to their capabilities. They likely have
access all required materials at a discount and preferred
delivery terms, which is an additional benefit. Gaining access
to new markets and teaming up with a reliable local partner is
a win-win for both parties.
There are various types of JVs. They can range from more
tactical ones such as winning and executing a single contract
to mega projects, which are often are won by joint ventures
or other similarly structured consortiums. Projects that are
too large for any one firm to complete can gain success is by
joining forces with an otherwise competitor.
One example is building a new interstate highway. Assume
this is a $5B contract for 100 miles of new roads that needs to
be completed in five years. Adding a billion dollars a year of
work would be a big stretch for most companies. However, if
five regional road building companies teamed up and divided
the project into sections each one could be successful. This
would require creating a joint management group to oversee
the progress and report back to the client. In this scenario,
each of the five firms would get $200M in road work per year,
a much more manageable increase for an already successful
entity. During the performance period of this mega project all
five firms would work together under the umbrella of the JV.
However, outside of this specific project, each firm would be
free to continue their own efforts and compete against each
other. At completion of the JV contract their joint relationship
Another impressive example of a successful JV was one
I worked for many years ago. Due to the volume and size of
some of the requirements coming from the US Army Corps
of Engineers in Afghanistan back in the 2008-2010 timeframe
(and continuing for another five years or so), five of the leading
Turkish construction contractors joined forces to win a $250M
Multiple Award Task Order Contract (MATOC) covering a
five year duration. This would equate to an average of some
five individual $10M projects each year, a nice opportunity for
the winner. The Turks had a good reputation in the Afghan
reconstruction market as providing high quality at a low price,
a good combination, however they knew it would be hard to
compete against some of the large US or global contractors on
a contract this size. As a Best Value acquisition they wanted
to exceed every requirement and have the best, most relevant
experience, past performance, team members, etc. in their
proposal. To do so, they set up a five-member joint venture
that included terms for which company performed each task
order and how profit was shared between the members. Not
only did they win a seat on the MATOC, but they also won the
first five individual task orders that were awarded shortly after
issuance of the overall MATOC.
JV agreements are typically written by an attorney and are
legally binding documents. No doubt your lawyer will have
his/her input in this. The USG also has their requirements for
JVs performing USG contracts and every solicitation will list
any such specific requirements. Some explicit requirements,
reproduced verbatim from a recent solicitation, include:
• A Joint Venture offeror must submit with its technical
proposal a copy of the joint venture agreement upon
which the Joint Venture organization has been
formed. The joint venture agreement must indicate:
• that the joint venture is in existence as of the date
and time that proposals are due to be submitted;
• or, alternatively, that the joint venture will automatically
take legal effect immediately upon
notification to the joint venture of contract award;
• and that any joint venture’s legal existence will
continue through actual completion of the
project and warranty period which is the subject
of the solicitation.
• If the joint venture agreement was not originally
written in English:
• The offeror must provide an English language
translation of the joint venture instrument.
• The English translation must be accompanied by
an original signed statement by an authorized officer
or representative of each of the joint venture partners,
• declaring that the English translation is true and
• The joint venture agreement must be signed by a representative
of each joint venture partner who has the
requisite authority to bind the partner to the agreement.
• The joint venture agreement must state on its face
the basis of the authority of each signatory. The
chief executive of each joint venture partner must
be identified in the joint venture agreement.
• The joint venture agreement must explicitly state within
its terms that each member of the joint venture is jointly
and severally liable to the Government for all of the
obligations of the joint venture with respect to completion
of all work and services under the contract expected
to result from the Solicitation.
• The terms of the joint venture must detail, in terms of
percentages, where appropriate, the relationship of the
joint venture parties in terms of:
• business ownership,
• capital contribution,
• and profit distribution or loss sharing.
• Additionally, the joint venture agreement must
specify the person or persons who are authorized to
sign the Solicitation’s Standard Form 1442, on behalf
of the joint venture partners, binding the entire joint
venture to its proposal and any obligations under any
contract which may result from the Solicitation.
As well as ensuring the USG’s requirements are met, you have
to meet the concerns and demands of each party involved, and
each of their lawyers. The more parties in a venture the longer
it takes to reach consensus and finally sign an agreement. After
establishing a JV with the best possible partner firms, you
will need to register this new entity with the government on
www.sam.gov. Registering a JV follows the same procedure
as registering any other entity type. Instead of selecting entity
type of LLC or Corporation, you would select partnership or
joint venture if such choice available.
Note: This book is not meant to be source of any legal advice;
do not use it as such. Be sure to get your attorney involved to
prepare, review, and edit any agreement to meet your needs,
those of your partners, and all local jurisdictions, in addition
to meeting the requirements of the USG as laid out in the
solicitation. In my experience, this is one of the areas where a
lawyer can be invaluable and certainly earn their fees.
Mergers and Acquisitions
Merging with or acquiring another company is certainly
another way to strengthen your team, grow your experience,
and bulk up on your past performance in an effort to get
your foot in the door of federal contracting. A successful
transaction allows the lead entity to use the best experiences
and performances from both companies to win and perform
new work. In these cases, be sure to educate any potential client
about such M&A proceedings, new capabilities, terms and
structure, etc. that may be relevant. It is especially important in
a proposal to illustrate what changes have been made and how
they will positively impact the results to a client.
The mechanics of any M&A transaction are complex, and
require teams of business experts, lawyers, and months of
effort, which are beyond the scope of this book. If you’re in a
position to be considering either a merger or an acquisition,
well done, you have already achieved a great level of success.
If going down the path of Mergers and Acquisitions,
I strongly recommend Steve Preda’s book, Buyable. I read
this recently and got a new take on what makes a business
actaually sellable, i.e a buyable company. It points out a lot of
the mistakes I’ve made over the years! Learning about this is
valuable to companies looking to sell, as well as those looking
to buy another company in order to improve their success with
the USG or other clients.
Technical proposals usually have strict formatting requirements
that need to be followed. This frequently includes a
few basics, as below:
• font type
• font size
• margin size
• number of total pages
• number of pages per section
Should these requirements not be followed, your proposal
may be disqualified for noncompliance. Best practice is to
always utilize all of your page allowances. If you manage to
summarize on one page when you’re allowed two, re-write
with more detail, insert pictures to add even more value. The
proposal is your platform from which to shine. Make sure to
take full advantage of the opportunity to have the USG look
at your material. Impress them with your professionalism.
Below is a sample listing of all the requirements for one
Technical Proposal we prepared. It is cut and pasted directly
from the solicitation.
Fig 7-Technical Proposal Requirements
A contractor’s goal with a proposal is to be well received and
deemed responsive to the USG’s request. Responsive means that
you offer the government what they want, how they want it,
and present it in the way that they want it. Nothing flowery or
in any way hard to follow. Everything should be clear, concise,
and honest without “fluff.” Stay within the page allowance. A
proposal format is not the place to demonstrate your unique
graphical design skills, nor should it be considered as an outlet
for your creativity. Follow the instructions to the letter. Your
business, experience, and team may be unique, but presenting
them effectively to a potential client in a proposal has to be
done explicitly according to the requirements.
How you’ve done in the past, your past performance, is used
as a direct indicator of how you will do in the future, on a
client’s project. While experience is considered what you
have done, past performance is considered how you did it.
While experience is primarily objective, past performance,
on the other hand, is highly subjective. You should be able
to describe your experience quantitatively as the below
• number of projects completed: 7;
• total contract value, $4,344,123;
• new asphalt paving placed, 100,000sf;
• lines of code written, 10,000;
• manpower delivered, 200,000 man-hours/year; etc.
These are high-level examples of what you did from your own
experience. It should be comprehensive of your performance.
There are two primary ways for a client to check on your past
• Contractor provided past performance documentation
• Government databases
Most solicitations will include a section for a contractor
to document their past performance and often times this
section has no page limits. The client wants to see how you
have done even more so than what you have done!
This is the place to include all corporate documentation that
can help the USG make a determination on past performance.
• Completion Certificates
• Certificates of Appreciation
• Client Awards
• Evaluations: Interim and Final
• Specifications, Performance Ratings, Test Reports
• Anything else that will give client a sense of how well
you will perform on their job
If there are page limits, follow them and get your best
information up front. If there are no limits, include all the
positive content you have. Regardless of the quantity of
past performance you have and/or are allowed to include,
its highly recommended to include a cover page with a
table of contents that lists each individual document as well
as which project referenced. If requested to provide past
performance on the same projects used under “experience,”
be sure to follow the same sequence in this section. If pages
are not limited, you can include an extra section in the past
performance table of contents for additional documentation.
Always try to get in as much information as possible while
following any solicitations requirements or restrictions.
John Dewey, CEO of the Dewey Electronics Corporation,
emphasizes: “The government loves evidence, not opinions.
‘We did a good job’, or ‘it was really challenging’, are opinions.
An article or recommendation letter from a third party is
evidence. As for products, spec sheets, and marketing speak
about features or performance are ok. Formal test reports are
He adds: “Also note that you should never expect the
reviewers to search for info not in your proposal; such as
doing a Google search on all of your company’s product or
services. If it will help you win, put it in! They might ask
others or do a search, so be sure what the learn won’t sink
It should be noted however, that the past performance
section is not the only section of a solicitation. Your submitted
proposal also provides insight on past performance.
Representations and Certifications, as included in the Price
Proposal, typically requires a bidding contractor to directly
answer questions that pertain to performance. Although
it might include a potentially damaging question, you still
need to answer—honestly. This is mandated per the Federal
Acquisition Regulation (FAR), and failure to respond could
be cause for disqualification.
FAR 52.209-5 CERTIFICATION REGARDING DEBARMENT,
SUSPENSION, PROPOSED DEBARMENT, AND OTHER
RESPONSIBILITY MATTERS (MAY 1989)
The Offeror has [ ] has not [ ], within a three-year period
preceding this offer, had one or more contracts terminated for
default by any Federal agency.
Answering the above question in the affirmative in your
Reps & Certs can be grounds for elimination from a given
solicitation. Take this seriously; it is a reminder of the
importance of meeting all your obligations to your clients
and delivering everything required per your contracts. Your
intention and attention should, ideally, prevent you from ever
receiving a Termination for Default (T4D) because if you do
get one, you will have to report to clients for three years.
The USG maintains all contract records in the Contractor
Performance Assessment Reporting System, or CPARS
(https://cpars.gov/). If you’re currently looking at your first
government contract then this wouldn’t apply to you, yet. If,
however, you’ve done any work for the USG in the past, there
will be a record in CPARS and the client very likely will check
their database while reviewing your proposal.
Just because the USG holds on to all past project records
doesn’t mean that your specific proposal review board is going
to dig this up. The USG tries their best to be as thorough as
possible on all fronts—specifically regarding to contractor
performance. However, it is a big job and an even bigger
database to manage. In my experience, a given contracting
officer may not have all of your government records in front of
him/herself when making a determination on your proposal.
What does this mean for you? First, always be honest
and follow all requirements as laid out in your solicitation.
Second, don’t disqualify yourself. Put the onus of rejection
on the client. Just as when you’re applying for a job and you
provide references, all the names you provide are going to
offer a glowing review of you as an employee. Right? I mean
who would ever give a reference from a boss who fired them?
Same with past performance. Lead with all your positive
reviews and let the client just try to find something negative
about your firm.
Negative Past Performance
In an ideal world, all our projects are best in class, our
clients love us, and we exceed our profit goals. Life is good.
But what happens when it is not? If a company has been
around for a while it probably had a project, contract, or other
engagement that didn’t end exactly how all parties involved
wanted. How do we address this with a potential client?
Negative past performance can be either a poor rating
on an evaluation from a past project or the more serious
termination for default.
First, let’s say you received a negative formal project
evaluation or some other less than ideal result. If you’ve
ever applied for a job and had to submit three professional
references, you already understand that you’re going to pick the
three people who will say something nice about you. You are
going to make a better impression if each of the selected three
have some degree of success and credibility in their respective
fields, not just your Dad’s golfing buddy. You’re definitely
not going to include your former boss to whom you texted
your resignation at 1:00 a.m. on a Saturday morning, with
zero notice, which included multiple inappropriate emojis.
It would be unwise to include him/her as one of your hand
selected professional references the same way you wouldn’t
want to lead with a failed project in your Past Performance.
Of course, just because you don’t include it yourself, doesn’t
mean the client won’t have access to the negative review, but
don’t make it your responsibility to provide more ammunition
than required to be used against you!
If and when you feel it necessary to address a specific
failure of performance, you can include a summary of what
went wrong and how you made corrections in the past
performance section. If and when your reasoning is fair and
accurate, the client will usually accept it. Better yet, engage
directly with the client as the perceived failure is happening.
Conflicts do occur and occasionally you may see things
differently than a client. Of course you’ll certainly try to
rectify the situation to their satisfaction, but sometimes due
to personnel limitations, available financing, or other factors
outside your control as a contractor, you will complete the
contractual work but the client remains dissatisfied. Consider
it a win if you’re able to salvage the relationship while losing
the project. If you remain on good terms with the COR who
gives your company a poor rating then there’s a good chance
at a second chance to demonstrate your commitment to
excellence. If a contract ends with the client unhappy with
performance, AND unhappy with the contractor relationship,
then future opportunities become less likely.
Most agencies release their project evaluations through
the CPARS system. The process for finalizing a formal
evaluation includes the client preparing their comments and
ratings and then giving the contractor a chance to respond.
When you receive positive feedback, it’s a good idea to
confirm the results and sign/respond in a timely manner.
When receiving negative feedback, it is critical to respond
timely and argue your case. This is the best place to formally
object or rebut any criticisms and present your reasons for
why things went the way they did. These comments will
forever be attached to your formal CPARS evaluation so
use this time and space wisely. However, as with all things
government contract related, be responsive, even when
you object to the government’s findings, be sure to respond
formally with your justifications and go on the record with
Second, let’s look at your required response to FAR
52.209-5. If you have had a contract with a federal agency
terminated for default (T4D) in the past three years, you
have to say so. The good news is that this is only true for three
years from the date of such termination. Then you can go
back to proudly claiming has not [x]…. But for the moment,
you have to address this issue.
If the client doesn’t already know about your T4D, when
they read the answers submitted with Reps & Certs, in your
price proposal, alarm bells are going to go off. In any type of
high pressure, short timeline, acquisition cycle, such an alert
can blemish your offer. As such, I’d recommend engaging
with the client as much as possible leading up to submission
of your proposal, taking every chance to accept responsibility
for a failed past project while educating them on steps you’ve
taken to course correct, possibly to include upgrading team
members, securing a greater level of financing, new office
structure, etc. As with the negative evaluation, a narrative
justification to a T4D can be added in a proposal’s past
Recognize that the Reps & Certs are typically included
in the Price Proposal, which is reviewed separately from the
Technical Proposal, and by a different team. Price Proposal
formats typically do not allow space or pages for additional
narratives. Of course you could take up valuable space in a
technical proposal to address how much better you are now
than when you had a previous termination, but the Technical
Proposal reviewers aren’t even going to see the T4D callout.
A conundrum, no doubt. The best course of action is to be
open, transparent, and proactive about sharing this critical
piece of information with multiple client reps before you
A confidential contracting source shared the following
advice with me for contractors, I quote:
Ratings Matter – when we consider awarding to
vendors, we absolutely look at their past ratings and
whether they have ever received a termination (for
any reason). This can make or break the decision to
award a new procurement. My advice would be if there
are performance issues or concerns, address them
immediately and satisfactorily. I have seen vendors that
have performed satisfactorily for 10+ years, but when
it comes time for a big dollar award, a past rating that
is less than satisfactory will come to light and cause the
CO to question whether or not they are responsible
enough to receive a larger award.
Regardless of what potential negative information there
is out there about your company in general (hopefully not)
or a specific project gone bad, a contracting officer has to
follow the evaluation criteria set forth in a solicitation. They
are not allowed to discard your proposal out of hand due
simply to a previous blemish. If there is no mention in the
solicitation of mandatory criteria and past performance isn’t
the most important factor, your proposal should receive due
review process. Of course your debrief will detail the steps
that were taken in the review process so you will have some
visibility on how your past performance was treated.
Past Performance is typically a lower priority factor on
low price acquisitions in most cases. Many solicitations state:
“the absence of past performance will be neither treated
favorably nor unfavorably.” This means that if you have no
past performance to submit, you will receive a ‘neutral’ rating
on this factor, which is more than enough to move forward
in the process to price evaluation. Best Value acquisitions,
on the other hand, typically use past performance as one of
a handful of factors used in the review. A contractor needs
to maximize their rating in each factor so all positive past
performance must be provided. You’re looking to get an
‘outstanding’ here! Overall, with past performance, every
contractor’s goal should be to perform their work to the
satisfaction of their client. If this is accomplished, very likely
the past performance will take care of itself.
Your personnel are those individuals who are actually going
to perform the work in a given Statement of Work. This
information is of critical importance to a client. They want
to know who’s going to be on the other end of the phone
call and who’s going to come to their meetings. If the client
includes this section in their solicitation then you should be
advised that the people proposed are in fact an important
Oftentimes, a client will list out the requirements for the
team as well as individual requirements for each team member.
To ensure that all appropriate roles are filled, the client may
require all bidders provide a basic team structure or key
personnel. For example, a facilities design project might
require the following:
• Project Manager / Team Lead
• Civil Engineer
• Structural Engineer
• Mechanical Engineer
• Electrical Engineer
• Fire Safety Engineer
Most, if not all, of the positions required in a shared team
structure will be high-level team members. This comes
with the expectation that all related support roles, drafting,
administration, junior engineers, etc. will be appropriately
filled by any firm submitting a bid.
Responding to a given team structure requires each bidder
to have names of individuals for each seat. Illustrating a team
approach is most often done with a simple organization
chart or other form of project or reporting hierarchy. In our
example, the Project Manager would be at the top of the org
chart with all the specialty engineers and architects reporting
to him/her. More complex requirements can have significantly
more complex organizations.
Further, if your team is composed of individuals from
different companies as may be the case in joint ventures or
when using key subcontractors during the bid stage, then
their employer will likely need to be shown on the chart to
illustrate from where each resource is being provided. I’ve
always preferred to illustrate this by using different color
cells or blocks for each representative firm included in the
The client wants to see that you have a team of personnel
ready to execute the new contract. That is step one regarding
team and staff. Step two is to prove the relative value of each
team member. Oftentimes, resumes or CVs are required in
this section, and oftentimes, the client will limit each required
resume to one or two pages, just to prevent the proposal from
As with all submittals to the government, I like to present
these resumes in a simple format that gives the client all the
information they need upfront. Some typical requirements
• Years of experience
• Specialty: Project Management, Civil, Electrical, etc.
• Professional licensure: Professional Engineer (PE),
Licensed Architect (RA, AIA), etc.
• Other credentials: Project Management Professional
(PMP), MBA, etc.
• Description of experience
If the requirement is for a Project Manager with 10 years
relevant experience the government wants to see proof of 10
years of experience as a Project Manager, not someone with a
total of 10 years professional experience who recently started
project managing. I learned this the hard way and lost la bid
because we were non-compliant on personnel requirements.
Very disappointing as this should be the easiest section in
which to excel!
Make sure there are no inconsistencies between what is
claimed as a qualification and what is listed in the description
of experience. If someone is listed as a Mechanical Engineer,
but their degree is in Electrical Engineering, a clarification is
required. In my experience, it is risky any time a clarification
is necessary. If something isn’t straightforward and easy for a
reviewer to check their box, there’s a chance that they won’t,
and you lose out on the opportunity.
The bid proposal is not the time to show your team
members diverse interests. Don’t add anything into their
resumes that could potentially distract from the goal
of proving that your engineer exceeds all the written
requirements. Aim high. If your client wants a mechanical
engineer, find the most experienced engineer, with the highest
number of possible degree (BS, MS, PhD) in mechanical
engineering. Show the progression with titles changing over
his/her career, for example, from junior mechanical engineer,
to staff mechanical engineer, to senior mechanical engineer,
to lead mechanical engineer…you get the point. Make it
crystal clear that your mechanical engineer not only meets,
but exceeds the requirements. Show the client that you have
best possible team.
Granted, in some cases, you won’t have the best people for
each role or you may not have anyone at all to fill a specific
seat. Deal breaker? Nope. All you have to do is find that
best qualified candidate and have them commit, in writing,
to work on your team should you be successful either as a
freelancer or an employee.
We had bid lots of design-build construction projects over
a couple year period and we had all the necessary engineers
who exceeded all the typical solicitation requirements. Then
one time, there was a new requirement for a unique structure.
It required a special fire sprinkler system—a system that
none of our previous work required. We had no one on our
team with any relevant qualifications. The proposal needed
to include a resume for our Fire Protection Engineer. We bid
on this project, one that would give us good visibility, new
challenges, and was expected to be profitable. However, we
didn’t have the team to meet all the requirements. We would
have to overcome this potential set back.
A quick internet search yielded dozens of results for fire
protection engineering firms. After a relatively short period
of time we found one who specialized in the type of facility
for which we were bidding. They gave us the resume from
their top Fire Protection Engineer, and a commitment letter
for him to handle all the fire related design on our job. We
built this additional service into our budget and were able
to have the best possible specialty engineer on our team.
We didn’t need to hire directly, or even hire in advance, we
just needed to show how we were going to meet (i.e. exceed)
this requirement. Things worked out well, we won the bid,
brought on our third party engineer as a consultant to do
the fire protection engineering, and had a successful project.
Just a few thousand dollars to a third party allowed us to
have the best possible engineer in the required role. There
were likely many firms who failed this requirement and were
disqualified, thereby giving us a distinct advantage.
Don’t let one requirement stand between you and a new
project. There is always a way to add the best resources to
your team in order to have the best qualified team!
Price proposals should follow the same formatting as in the
technical proposal unless specified otherwise.
For reference, here is a sample listing of all the requirements
for one Price Proposal we prepared. It is copy and pasted
directly from the solicitation.
Volume 2 shall contain FACTOR 5 (all TABS listed below).
TAB 1: Proposal Cover Sheet
TAB 2: Signed Offer, Standard Form 1442, with all
TAB 3: Price Proposal Schedule
TAB 4: Completed Representation and Certifications,
Section 00600 or ORCA
TAB 5: Financial Capacity
TAB 6: Financial Responsibility, Form A5
TAB 7: Letter of Assurance
The first section in a price proposal is typically the SF1442
form. The Standard Form 1442, Solicitation, Offer, and Award
is sent to you as the solicitation. Your response becomes the
offer. If you are successful, the client will sign it as an award.
This needs to be copied exactly as it is in the solicitation with
the bidding contractor signing appropriately and completing
page two as necessary. The form is subdivided into numerous
fields of data, or blocks, from 1 to 31A, B, & C, each with its
own unique information. Ensure the following actions are
taken on page two of
the SF 1442:
• Block 14—Name and address of contractor
• Block 15—Telephone number of contractor
• Block 19—List each formal amendment and issuance
• Block 20A, B, C—Name/Title, Signature, Offer date
Formal amendments are typically issued using a Standard Form
30. Following inclusion of SF1442 in the proposal, typically
each SF30 must be included, completed as required, and
mirroring those amendment numbers listed on the SF1442:
• Block 8—Name and address of contractor
• Block 15A, B, C—Name/title, signature, date
Any bid from a joint venture is typically required to have
signatures from all partners on the SF1442 and each SF30.
Section 00100 of the solicitation will include the format
needed for submitting your pricing for a given offer. Based
on the complexity of the requirement, this schedule can be
a single number, or it can be a multi-page table of values,
adding up to the total bid value. Best practice is to use the
exact format as presented by client to avoid causing any
misunderstanding by reviewers.
If your proposal pricing includes any special conditions, it is
critical to include them as part of the bid schedule, immediately
following is fine. Note: Most solicitations explicitly prohibit
conditions so including a single such condition could be cause
Below is an actual bid schedule as submitted for a firm fixed
price design-build facility project we won. Note that CLIN
refers to Contract Line Item Number.
Fig 8- Sample bid schedule
The above example is a price table for a fixed price bid as is
typical in the construction industry. Oftentimes, we are also
required to present our overhead rates and our General and
Administrative (G&A) rates. These are appropriate on cost
plus, reimbursable, or time and materials contract types.
Overhead (OH) rate includes the indirect costs associated
with direct costs, those than can be traced to a contract,
project or task objective. Examples of typical overhead costs
include, personnel time spent in higher level meetings or
trainings, associated travel, hiring costs, and proportionate
rents and utilities.
G&A expenses are incurred in the day-to-day running
of a business. These are not tied to any specific function or
department, and are not associated with a direct project cost.
Examples of G&A include rent, consulting fees, business
development fees, salary and benefits for legal, accounting,
information technology (IT) and executive personnel.
If you are ever asked to provide fully burdened rates, be
sure to include all direct and indirect costs, as well as your
appropriate markup for OH and G&A. Profit would need to
be added to this fully burdened cost. Let’s say you sell cleaning
services and the direct wage for a cleaner is $20/hour. You’ve
calculated your contract specific OH rate to be 8% and your
G&A is 4.5%. The fully burdened cost for this team member
is $20 + $1.60 + $0.90 = $22.50/hour. If presenting a price
you would add your profit margin, say 20% for this example
or $4.50, and charge or bill the client a total of $27.00/hour.
The nuances between OH and G&A are critical on
more sophisticated contracts and especially those that
invite or require a strong financial review from the client.
For fixed price contracts and simple purchase orders this
is not typically required. If, however, you have a cost plus,
reimbursable, or time and materials contract it’s worth it to
properly and accurately separate these distinct categories
with your accountant at contract inception. More on
contract types later. If you’re ever faced with a financial audit
by a government agency, Defense Contract Audit Agency
(DCAA), or other, you’ll be well served to have your books
in order in advance.
Representations & Certifications
This section is relatively straightforward but was definitely
written by government lawyers, so it can take a while to read
and understand exactly what they want you to “represent
Representations and Certifications (Reps & Certs) as they
are commonly called, can be written out in your proposal,
mirroring those required in the solicitation. However, it is
more common nowadays to print out the forms from your
Online Representations and Certifications Account (ORCA).
This will be available once you complete all the required
entity registration information online at https://sam.gov/
Of special note in this section on pricing is the Certification
of Independent Price Determination. With every bid you
submit as a contractor, you will have to certify that your
pricing was made independently of any competition. This is
meant to dissuade collusion between competitors to inflate
prices or otherwise manipulate the procurement process.
Any statements made in a proposal to the government,
if ever proven to be false, could be used as grounds for
litigation against a contractor. As a small business, such legal
jeopardy could spell real trouble for the company. Always
be transparent and honest with all communication to the
government, as you would to any prospective client. If ever
in doubt about how to proceed on an issue with potential
legal consequences, this would be the ideal time to engage
A sample of Representations and Certifications can be
found in the appendix.
Each contracting officer makes their own decisions regarding
what information that is needed in a proposal. Based on the
size and complexity of a given project, the client may ask for
specific financial information beyond just your pricing. A
• Audited financial statements
• Profit & Loss statement and balance sheet
• Proof of funds
• Bank Letter of Assurance
Audited financial statements
If the client is under the impression they are taking a
big risk on you for this project they will want to check your
certified financial records. Most commonly, this is in the
form of an audit by your Certified Public Accountant (CPA).
In my experience, clients have requested three years of such
audited financial statements.
A formal audit by your CPA requires the accountants to
go through all your books, verify with external parties that
the transactions were in fact legitimate, and present their
findings. Such an audit takes a significant amount of time,
one-three months, typically at the beginning of the year or
tax cycle. This is just for a small business; larger businesses
can take even longer. I usually start these early January.
Audits come at a significant cost as well. In the US I’ve seen
these range from $5,000 – $20,000 for small firms. Of course,
it all depends on how much time it will take the accountants
to do the work, which is why the range stated is so wide.
There is a faster and cheaper route, however. A formal
review of your books by your CPA carries almost as much
weight as a full audit. The main difference is that whereas
in an audit they verify that the transactions are valid by
checking with customers, vendors, etc. In a review they do
not. By taking your word that the transactions are accurate
the CPA spends considerably less time on your books. This
means reviews are typically done faster, one-two months,
and cheaper, $1,000-$5,000. Again, these rough estimates are
just a guide and every company will have different structures
and every CPA will have different fee schedules.
Obviously, if you’re preparing a bid that requires three
years of financial history you need to have these documents
ready to go. It is highly unlikely to get one year of audited
financials in the allotted timeframe, much less three!
For most small businesses just starting in the government
space, it is unlikely your first contracts are going to require
such formal financial reporting as a condition of award. I
include it here for your understanding and future planning.
Profit & Loss Statement and Balance Sheet
If you’re running a business, you’re already tracking these
key metrics. If your business very small, or in pre-launch
mode, be sure to include accounting in your team’s must have
skill sets. On some of our earlier bids, financial history was
required so we just printed out three years of P&L and Balance
Sheet and had our accountant sign them. In my experience,
the level of detail on required financial disclosures is directly
proportional to the magnitude of the contract in question.
Every industry is different, but a relatively small contract,
by your own industry standards, would likely have minimal
requirements. If you’re already a big player in the industry,
delivering large projects or contracts to other clients, and
have working for the USG as part of your business plan, then
be prepared to provide your most up to date financials with
most of your bids.
Proof of funds
Most government contracts I’ve worked on prohibit any
payments in advance and in general such advances are only
allowed in unique situations. Of course this depends on the
industry, but as a general rule, the government never wants
to get behind on payments, meaning they never want to give
up leverage to a contractor. As such, you’re most likely going
to have to finance your operations until your first payment
milestone, whenever that may be.
The government needs to know that you have the ability to
finance your initial work and often will require supporting
evidence of your ability to perform without financial support
from the client. Some ways to prove your financial capability:
• Bank statement for checking/savings account showing
a healthy balance
• Loan agreement from bank or other lending source
• Letters of Credit
• Accounts Receivable, showing amounts due and when
• Other contract timelines with expected payouts,
typically requires further explanation to illustrate why
and when you expect future funds that don’t show up
on your AR
Whereas I have seen the government frequently ask for a
contractor’s current financial assets, I have never seen them
ask for current liabilities! This is a weakness on the side of the
government. At bid time, a contractor may be able to show
proof of $100,000 in their account plus $250,000 in potential
loans and lines of credit. Between bid submission and award,
which often takes months, the financial picture can change.
In that time it is possible that the contractor started another
new job with its own significant cash outlays. It is also
possible that other bills came due during the waiting period,
and now the contractor is down to a very low cash balance.
If this is the case, they will have a hard time initiating and
successfully completing the government’s job, despite the
client’s best intentions.
Bank Letter of Assurance
A Bank Letter of Assurance is a formal letter from a bank
stating that they will provide the Bank Guarantee at a later
date. I’ve seen these frequently in multi-phase acquisitions
such as MATOCs. In these cases, the Bank Letter of
Assurance shows the client that a contractor has the ability to
get guarantees in the future; however, such assurance holds
no monetary value and should not cost anything for the bank
to write on your behalf.
From the bank’s perspective they typically are not able
to make any firm commitment without some qualification,
even if such language differs from the typical language the
client may request. In my experience the bank always has
to soften the language or add a clause to the effect that it
depends on a contractor’s future financial position. The
bank, and no one else for that matter, knows what’s going to
transpire between provision of an assurance and the actual
requirement for a guarantee in the future. I’ve never had a
client comment on this relatively minor change in language
on a Bank Letter of Assurance.
It is worth repeating here, the importance of always being
transparent and honest in all client communications. Never
falsify any documentation in order to meet a requirement.
Never attempt to mislead a client. I’ve never been asked
anything about our Bank Letter of Assurances after the fact,
most likely because we’ve always been able to produce the
necessary and subsequent Bank Guarantees when needed. If
a problem does cause the client to investigate, the contractor
will find themselves in serious trouble if the bank’s version of
events do not align 100% with the version presented by the
contractor. Don’t risk it!
If the government ever thinks, and then get proof, that a
contractor lied to win a job or misrepresented realities during
performance, its game over for that relationship. I’ve been
on the receiving end of flexibility and grace, at times, from
our CORs and KOs. We’ve done our best to offer the same
to them as much as possible over the years. In my opinion,
however, if a client thinks they’ve been lied to, that’s when the
gloves will come off and a whole team of government lawyers
will be “out for blood.”
When the Government hires you to do a job they want to
ensure you will actually deliver on your obligations. To do
so, many contracts include guarantees to incentivize the
successful contractor to actually finish the job. You may ask,
why would a contractor bid on a job, win it, and then not
want to or be able to finish it? Maybe the work was not as
expected, or the initial financing is not available, Note that a
guarantee is distinctly different from a warranty, which may
also be part of your contract. Warranties are discussed at
length later on.
Guarantees have been the single biggest hurdle to
growing my firm. It is not complex, but it has proven very
difficult. Meeting the guarantee requirement can typically be
done through a couple different structures:
Payment and Performance Guarantee
Let’s say you win a one million dollar contract to provide
some service to a government agency and your contract
requires a 10% payment guarantee and a 10% performance
guarantee. What is the difference?
• A payment guarantee ensures that a prime contractor
pays their vendors and subcontractors. In the
event they do not, the government can call this
payment guarantee and make such vendors whole for
products or services delivered to prime contractor
under their contract.
• A performance guarantee ensures that a prime
contractor performs according to the terms of a
contract. This includes following safety requirements,
meeting quality objectives, following approved
delivery schedule, and abiding by all relevant rules
and regulations. If a contractor fails to perform, the
client can call this guarantee and cancel the contract.
A bank guarantee is a simple instrument, typically in letter
format, from your bank to the client. For the two 10%
guarantees required for the example contract, a bank would
need to write two separate letters, each guaranteeing $100,000
directly to client in the event that contractor failed to meet
their contract duties. Simple, right? Now you just need to
find a bank willing to put their name on the line for you!
If you don’t have a designated bank (not very practical),
you’ll have to find one that trusts you.
In my experience, banks don’t like to trust. They’d much prefer
to cover themselves in case the worst case scenario actually
plays out. I’ve met with countless banks over a long period of
time and they all start out with a strong commitment to the
relationship, but I never found even one willing to put any
money on the line, or take any risk on me and my firm.
So the question becomes, how to get a bank letter of
guarantee? Based on my experience, the only way I’ve
been able to get such a letter is to offer 100% collateral to
the amount the bank is guaranteeing. Collateral is typically
anything of value that the bank can take ownership of in the
event that client calls the note, or guarantee. Typical collateral
• Cash. This is the most common in my experience. A
bank takes very little risk when I put up $100,000 in
hard cash for them to hold onto in exchange for a
guarantee valued at $100,000. The bank is really just a
• Real estate or other valuable asset. An asset such as a
house or building can also be used, but not at face value.
If I have a house with a current market value of
$1,000,000, the bank will gladly take the deed for this
in exchange for a letter of guarantee, but the maximum
value would be reduced to reflect the amount of cash
actually received if/when the bank had to quickly
liquidate in order to pay off a client who calls the
guarantee. I’ve seen bank’s accepting between 50-70%
of an asset’s value in such cases. In this example, I’d
be able to use $500,000-700,000 from the asset as
collateral. The discount allows bank to sell the asset
quickly, pay off all closing costs, and have net proceeds
exceed their payable amount to client, plus some
margin for their efforts.
Calling denotes the client has exhausted all other means of
getting job done, and final course of action is to essentially
call the issuing institution, usually the bank, and ask for
due compensation according to terms of the guaranteeing
instrument. Typically, the letters of guarantee are written
such that if/when a client needs to call on the guarantee,
it is very simple. The bank doesn’t even need to tell the
contractor about the call. The only way such a system benefits
a client is if they have unilateral access to the guarantee for
nonperformance. This may lead to a prolonged contract
dispute. When you get to this point in a contract dispute, its
game over, and the client will get your money regardless how
much you may protest.
Bank guarantees are used frequently for foreign projects
that are deemed higher risk to potential lenders. Domestic
projects, based in the USA, are likely to accept, and in fact
Bonds are typically an insurance product similar to what
you may have for your home or vehicle. My car insurance
includes $100,000 maximum per individual and $300,000
of total liability coverage. If I’m ever in an accident where
I cause injury to others, my policy will compensate up to a
maximum of $100,000 for each effected individual up to a
maximum of $300,000 total liability coverage. The amount
I pay for this coverage is based on my own personal risk
factors, which include, age and type of vehicle—as just a few
of the contributing factors. For this coverage, I may have to
pay a premium $50/month or $600 total per year. There are
additional layers of coverage such as collateral, for when a
tree falls on my hood in a storm; uninsured motorist, for
when I get hit by someone who doesn’t have his/her own
insurance; and a few others. Each type of coverage would add
to the total premium.
Bonding on a USG contract is similar to the liability
portion of a vehicle insurance policy. Following our guarantee
example, I need two separate 10% bonds. Each of these bonds
would be worth $100,000—a total liability to the insurer of
$200,000. For this amount of liability, an insurance provider
would underwrite an applicant, such as your company, and
offer a rate based on certain risk factors. Risk factors in the
bonding business include length of time in business, track
record, and financial capacities, to name a few of the most
The better your track record and financial status, the
better the offering from an insurer. Typically bonds cost from
1-5% of the liability amount per year. So for the $200,00 in
our example, your annual premium could be $2,000-$10,000.
This is pretty standard for common work types in America.
Any higher risk deliverable such as, new technology, or
foreign installations, will come with higher premiums, or
insurer will simply decline coverage for these contingencies.
Warranties are relatively simple brand promises to the
customer, regardless of that customer being the USG or an
individual buyer. A typical warranty states that a manufacturer’s
goods will perform as advertised for a specific period of
time. If you buy a Whirlpool microwave from Home Depot,
the manufacturer (Whirlpool) promises that the microwave
will work for a one year period. If you ever have a problem
with this product and reach out to Home Depot, the retailer
or seller, they will instruct you to contact the manufacturer
directly. In my experience, when I file a complaint directly
with a manufacturer, and prove my case and qualification,
oftentimes they will arrange for delivery of an equal or similar
product directly to me in order to make good on their product
warranty. This is how warranties work in the commercial
space in which you and I operate frequently, and is similar
with online purchasing.
When selling to the USG there are essentially two structures
for warranties. First are the explicit warranties required in the
scope of work and the product and/or service you actually
deliver. Such warranty requirements can be spelled out such as
25 year roof life span, a five year life span on asphalt wearing
surface, etc. Even once you complete the terms of a contract,
your implicit and explicit warranties will be actionable, so
be prepared in the event the client calls you in a couple years
with an issue they weren’t expecting and one for which they
will expect your quick response. Of course in the event of a
product not living up to its warranty, the manufacturer will
have a chance to make it right, or risk their reputation with this
and likely other clients. If you’re goal is to build a successful,
long term business, always stand by your warranties.
The second type of warranty is that from a third party
manufacturer of parts or equipment included in your deliver
able. For example, if your firm is hired by the USG to build a
new kitchen facility on a government installation, the scope
of work will include brick and mortar construction, as well as
procurement, delivery and installation of kitchen equipment
such as stoves, ovens, refrigerators, freezers, microwaves, and
likely many others. Of course these items will be purchased
from leading manufacturers of those products. In these cases,
the warranties from a manufacturer such as Whirlpool, will
be given to the client on handover of the project so the client
can follow up directly with the manufacturer if any problems
come up. The good news is that if a microwave breaks in the
first year it is not your problem unless you made it.
Quick and responsible responses to any warranty calls are
a good way to show a client the type of responsible business
you are building. Warranty responses also can provide a
direct line of communications with an end user of the facility
you built, and with the right approach, might lead to further
work, either with same original client or with whoever’s
using your original deliverable. A warranty call is the USG
again putting their trust in you, so make good use of this.
Contract types are typically dependent on the nature of service
or product being delivered, not on the actual customer. For
example, a construction project for the federal government
will typically follow the same type of contract as if performed
for a commercial client, municipal government, or private
individual. Contract types are not unique for the government,
however we’ll include a brief overview of some of the most
used across industries.
The Project Management Institute (PMI) offers up a detailed
introduction to four of the most common contract types, as
1.) Fixed Price Or Lump-Sum (FP) means a fixed total price
for a well-defined product. If the product is not well
defined, both parties are at risk—the buyer may not
receive the desired product or the seller may incur
additional costs to provide it. Fixed price contracts
provide the buyer with defined cost without overruns,
although the initial cost may be higher to account for
risks and unknown factors. For the seller or vendor, the
advantage of a fixed price contract is a well-defined
product with definite scope and deliverables, although
the seller does bear the risk of loss if costs overrun or if
the project entails more details than originally anticipated.
2.) Cost Reimbursable/Cost Plus a Fixed Fee (CPFF)
contract is payment (reimbursement) to the seller for
actual costs plus a profit. Types of costs include: direct
costs incurred for the exclusive benefit of the project
(salaries of full-time staff), and indirect, such as overhead
(generally calculated as a percentage of direct
costs). This type of contract has the advantage for the
buyer of no cost overruns on fee, just on materials. As
with a fixed price contract, it provides a higher initial
cost but also has the risk of material overruns. For the
vendor or seller, the advantage is again a well-defined
product, but with risk of loss, which is limited to a loss
on service only, not materials.
3.) Cost Reimbursable, or Cost Plus Incentive Fee (CPIF)
contracts means payment (reimbursement) to the seller
for actual costs plus incentives for meeting or exceeding
selected project objectives, such as schedule targets or
total costs. This type of contract may help keep projects
within budget and on time. The advantage to the buyer
is that the incentives may help keep the project within
budget, but the buyer also has the risk of exceeding
expected costs. The seller or vendor gets a reward for
staying within the budget or schedule but also bears the
risk of not meeting that budget or schedule.
4.) Time and Materials (T & M) contracts include the cost
of supplies plus compensation for actual time spent at
a fixed-price. It is an open-ended agreement for time
and materials. Undefined costs may escalate into project
overages with this type of contract. This type of contract
is especially useful for projects where the scope is difficult
to define and protects the seller from cost overruns,
although the buyer will be the one bearing the risk of loss.
One advantage is that vendor relations are generally better
under this type of contract, provided project phases are
put into place. Again, good scope definition and agreement
is essential to a successful outcome.
From the above contract definitions, you can see that the seller
bears most of the risk with a fixed price contract, the buyer
with a cost plus fixed fee contract, both share with the cost
plus incentive and the buyer bears the risk with a time and
There are other types of contracts and the FAR offers
up a few additional options. Most frequently, the contract
type used will follow industry best practices. For example,
most of our work has been Firm Fixed Price (FFP), which
adds an extra layer of specificity on the standard Fixed Price
contract, and is typical for well-scoped construction projects.
Whatever your industry norms, contracts with the USG will
likely follow a similar contract format.
Unique Contract Vehicles
The most common contract is a single, fixed price contract
with a clearly defined deliverable. You win the contract,
deliver the results, and get paid accordingly. Usually, such
contracts come with a lot of competition, and in order to
grow your business, you’ll need to keep bidding and bidding
just to stay in that competition pool, and you’ll lose a lot
more bids than you win. Instead, you might want to consider
alternate contract structures, which may reduce competition
while offering opportunities beyond those currently available
as single contracts.
The Multiple Award Task Order Contract is my favorite award.
I’ve had the most success winning these and performing
their task orders. I remember a time when business was
booming for some of our larger competitors. We didn’t know
from where or how they got all these new contracts. We were
scouring the government websites to find new opportunities,
but many contracts seemed to go over our heads and directly
to the larger firms. Why?
The larger corporations were playing a smarter game. They
realized that fighting tooth and nail on low price contracts with
open competition was a losing battle. Even if they could win,
they wouldn’t be able to make a profit. Typically, the smaller
companies focus exclusively on these smaller opportunities,
mainly because they are more obvious and the proposal
requirements are easier to meet.
MATOCs on the other hand, are usually more complex
and take a lot longer for a company to actually have an
actionable project in your portfolio. Extra time and effort
is really the only downside for your business development
team—it doesn’t impact operations. The positive attributes
• Qualify to bid and perform work for 5-10 years
• Limited pool of selected contractors—so greatly
• Often times, larger and more complex projects
• Less competition means more work and more profit
• Most are issued for a fixed project or well-defined
• More attractive opportunities to a company’s benefit
MATOCs have been the lifeblood for my company for the
past 10+ years. Recently, we’ve held separate MATOCs for
construction services throughout all of West/Central Africa,
South Africa, and the Republic of Georgia. After we win our
seat on the contract, typically alongside three to four other
contractors, we receive the exclusive right to bid on new
task orders for the geography in question. With the reduced
competition, these contracts can be a great opportunity
for new or smaller companies to do some good work and
The challenge with earning a place on a MATOC is
timing. The solicitation will most likely be released on www.
sam.gov with about 30 days to submit a bid. That’s a short
timeframe for any bid, much less a complex long term vehicle
such as a MATOC. If the www.sam.gov announcement is the
first you’ve heard of this new opportunity it is going to be
difficult for your company to win a seat. However, with an
attentive approach there are ways to find a way to get your
Most MATOCs are recompeted on a five year basis.
As soon as you learn about such a contract vehicle in your
industry or geography, do your research. It is important to
identify when the last contract was issued and who maintains
seats on the vehicle. If it was issued last year, you’re going
to have to wait a while for a recompete. However, if the
original contract was signed four and a half years ago, its ripe
for a recompete. Start engaging with the contracting office
now to learn how things are going, what the plan is for re-
competing the requirement, and when you should expect
to see something on www.sam.gov. This is also the time to
start planning your team. You can reasonably assume that
a recompete is going to look similar, but not identical, to
its predecessor contract. Conduct your research similar to
how this book addressed identify opportunities. Be sure to
put yourself in a good position for a quick turnaround on a
high quality proposal aimed at winning your seat on the next
MATOC. This is called capture management and the most
successful contractors are really good at it!
This approach is appropriate for recompeting any of the
long term contract vehicles presented below.
Single Award Task Order Contracts (SATOC) are
identical to MATOCs, but with only one awardee, you. This
means that once you win the initial competition, all task
orders will come to you, typically with minimal negotiation
as you would have been selected for your trustworthiness,
and cost competitiveness from the beginning.
Job Order Contracts (JOC) are single awardee contracts
with a set price list for all possible deliverables. Typically,
JOCs are priced out by bidding certain coefficients to apply
to fixed rate schedules. Such schedules can be government
or industry standard list of rates. Your coefficient would be
applied to those rates to include overhead, profits, and any
additional mark-up or discount you want to include. If, for
example, the USG order is for a building, you would include
quantities of all materials required from a most basic level,
and then apply agreed unit prices with their coefficients, and
add these up. This is your project or job order value.
JOCs are good for the government as they can pretty
much order anything they want and don’t need to have
some detailed scope of work or internal estimate from
the beginning. Making these administrative efforts the
contractor’s responsibility, doesn’t only mean it is easier for
the government, but it also offers potential for much greater
profit margins for the contractor.
Indefinite Delivery/Indefinite Quantity (IDIQ) contracts
are typically used whenever overall scope is unclear and hence
indefinite. Delivery means the who (you), what, where, when
and how of the project. The quantity refers to an indefinite
quantity of service during a fixed period of time.
Following the Nepal earthquake in 2015, the USG decided
to respond by helping to rebuild schools and other educational
facilities. My firm won one of four seats on a $200M IDIQ
contract for reconstruction of educational infrastructure
throughout the country. The government knew what they
wanted to do (rebuild schools), but they didn’t yet have all the
details on the where, when, how many, etc. This was a good
opportunity though which to use an IDIQ structure contract,
allowing to set an initial budget and then develop projects
that met their objectives. This is a faster approach than having
to scope out each project in advance.
In our example, we won the initial contract and then had
to bid on individual task orders once the USG and their design
contractor had finalized designs for individual projects. We,
along with the other selected contractors, put together our
own unique pricing in response to each task order, with the
lowest priced bidder winning that project. This is typical for
how an IDIQ contract works. Sometimes however, the IDIQ
is awarded to only one firm.
Blanket Purchase Agreements (BPA) are very basic structures
where contractors or vendors provide price lists for
materials, products, equipment, etc. that they have on offer.
If a contractor is competitive, the USG will sign a BPA with
them, allowing ease of ordering and speedy delivery. I’ve
seen this with furniture, raw materials, and containerized
facilities. Each of these are relatively straightforward and
a price list format works well. The client benefits from
discounted prices for bulk purchases, uniformity across
locations, and simplified paperwork. For a vendor this is a
great opportunity to sell in quantity.
Technically, BPAs are not actually contracts, but rather
purchase agreements, and as such they are not legally
binding. The client chooses to order from a given contractor
or vendor, and the contractor then decides if they want to
honor the pricing agreement. We consider a BPA as a vehicle
to potential sales, similar in many ways to actual contracts,
and as such, it has been included in this section.
A A A
All of these contract structures are long-term in nature
and build on any contractor’s strengths, while giving the
customer consistent and reliable responses, even if at slightly
higher cost than soliciting each project separately. Obviously
these contract types are in the best interest of the USG,
otherwise they wouldn’t be used. These are no doubt also
very valuable for a contractor, allowing them greater scale,
dependability, and opportunity for growth.
It should be noted however that while these contract
vehicles: MATOC, SATOC, JOC, and IDIQ, offer a great
opportunity, for the reasons mentioned above. Winning
them is just the first step and there is no work actually
guaranteed. Take for example one of our five-year MATOCs
for construction services with a total contract ceiling of
$25M. We won the contract, alongside four other contractors,
and we took a “victory lap.” Then we competitively bid each
task order that was released. In one case, there were only two
actual task orders that came out in the first year, which we
lost on price, and none thereafter. The client kept extending
the contract by granting the option years, but they had no
more plans to actually use this vehicle for actually work
so we had nothing else on which to bid. No bids, no task
order awards, no work. So, despite feeling really good about
winning the overall MATOC, and adding the $25M ceiling
amount to our success column, we ended up with zero work
from this opportunity.
Most long-term vehicles such as MATOCs do include
some minimum guarantee amount so that the contractors
knows they won’t be walking away with zero in revenue. In
the above example, on our $25M contract there was a $5,000
minimum guarantee. This meant that if we failed to win a
task order, or if the government failed to issue task orders,
through no fault of the contractor, we would get the minimum
guarantee. Wow thanks. So, all our effort including a two
phase bidding cycle to win a seat on this particular vehicle,
multiple task order bids (all of which failed), and five years of
following up and maintaining the client relationship, all for
a paltry five thousand dollars: Lesson learned, don’t count
your MATOC dollars before they hatch!
While these vehicles are definitely worth pursuing,
despite the small risk of not actually winning any real work,
there is one contract mechanism even better than those listed
above: Sole Source procurement.
Sole Source Contracts are used when only a single
company can fulfill the requirements of a new contract
and as such is issued without competition. These are very
hard to come by and not something a contractor can
control directly. However, if a client ever mentions the
possibility of giving you a sole source contract, jump on
the opportunity. For this prospect to happens, you would
have already established yourself in the marketplace as a
product or service leader—most likely someone who can
offer something that no one else can. Typically, with any
sole source award or any other non-competitive action by
the government, the agency is required to present their
justification for such an award.
One sole source contract that got a lot of negative publicity
was in 2003, during the second Iraq War. That is when the
US Army Corps of Engineers (USACE) was tasked with the
massive undertaking of putting out all the oil well fires. USACE
awarded the contract to Kellog Brown and Root (KBR), which
at the time was a wholly owned subsidiary of global giant
Halliburton. Halliburton was the company for which former
Vice President Dick Cheney was CEO before serving in the
George W. Bush administration. This massive contract valued
at $7B and due to span five years, was essentially gifted to KBR
with zero competition.9 We only know of this case because of
the whistleblower within the USACE who filed her objections
and testified in front of the US Senate.
Like KBR in the case above, a contractor needs to have a
significant advantage to even be considered for a no-compete
contract such as sole source. When your company gets to the
level of being considered for such billion-dollar contracts
then arguably the value of this book is diminished for you. If
the book helped you get to that point, well, congratulations
to us! If you have some unique value add, supply chain
near-monopoly, or patented technology, and your service or
product is something the USG actually needs, then be prepared
to negotiate directly with your government representative
about selling without competition. Such opportunities are not
advertised and unless you’re the recipient, you and the rest of
us will most likely never hear about which companies got
which contracts with zero competition. If good competition
is available, then the USG will use it to their advantage,
widely publishing the opportunity, selecting only qualified
bidders, and hiring only the best value or low price offeror. If
not, then be ready for your first sole source contract.
Another potential mechanism is the single source
contract. In a single source scenario, two or more firms are
found to be capable to fulfill the requirement of a new contract,
however the agency selects one without competition.
As with the sole source award, with any single source action
the government is required to present its justifications.
In certain situations, procurement rules and regulations may
be changed, simplified, or streamlined in order to meet more
critical, contingency conditions. Contingency contracting
is typically used to support military actions, emergencies,
humanitarian relief, and other similar urgent responses,
both domestic and international. Such contracts are easier
and much faster than typical acquisitions. The federal
government’s response to the Covid-19 pandemic was the
most recent contingency level response, as speed was essential.
During declared contingencies, the agency, frequently DOD,
will increase funding thresholds for new procurements. For
example, the Defense Acquisition University (DAU) includes:
• The micro-purchase threshold increases from $10,000
to (i) $20,000 for any contract or purchase made inside
the U.S.; and (ii) $35,000 for any made outside the US.
• The simplified acquisition threshold increases from
$250,000 to (1) $800,000 for any contract or purchase
made inside the U.S., and $1.5 million for outside the US.
• The simplified acquisition procedures authorized by
the test program for commercial items increases from
$7.5 million to $15 million
• When a humanitarian or peacekeeping operation is
declared, the simplified acquisition threshold is raised
to $500,000 for DoD purchases that are awarded and
performed, or purchases that are made, outside the
United States in support of that operation.
(Note: Consult FAR Part 2.101 and/or DFARS 202.101 for
In addition to the increase in the thresholds, simplified forms
and procedures are authorized due to the urgency of the
mission. FAR Part 18 (Emergency Acquisitions) describes
the acquisition flexibilities permitted.10
These contracts may be issued quickly and with a
more relaxed adherence to typical procurement rules and
regulations; however, this does not relieve the contractor
of following basic standards of ethics and responsibility. Be
sure to document all efforts made, even when not explicitly
required by your new contract, because, especially on high
dollar efforts, the USG may very well decide to audit your
books, financial, personnel, subcontracts, etc.
It is especially important on such emergency response
efforts to follow all governing humanitarian or military
guidelines, regarding Human Trafficking and Anti-Kickback
policies. For example, you must ensure all employees,
vendors, and subcontractors are in full adherence. Stay
informed and up to date on trainings for all team members.
Contingency contracts can be highly profitable for a
well-established company in the right place at the right
time. Again think of KBR putting out oil field fires in Iraq.
The USG will pay top dollar for immediate capabilities to
solve urgent problems. This is not a starting point for a new
company but an opportunity for a well-established company
to leverage the experience and capabilities they already have.
A company would not need to be experienced working for
the government, but they would need to otherwise have a
strong history of performance and commitment.
Such contracts can be completely new contract awards,
or they can utilize any of the previously introduced long
term contract vehicles. Let’s assume that the US Army Corps
of Engineers maintains a MATOC for construction related
services along the US Gulf coast. Further, let’s assume that
there’s a hurricane that causes significant damages to federal
facilities in the area. In this scenario, the MATOC can be used
for contingency response to ensure services are delivered to
the affected areas as quickly as possible. If such a contract is in
place, it is usually in the government’s interest to use it instead
of spending the considerable time in setting up a new contract.
GSA Schedule Contract
The General Services Administration (GSA), www.gsa.gov,
another agency within the USG, is the one primarily tasked
with procuring goods and services for all other agencies.
Selling to the USG via the GSA is typically done through the
use of a GSA Schedule Contract, sometimes referred to as
getting on the GSA Registry. The following excerpt is directly
The Schedules Program is the most widely used federal
procurement program. Over 12 million commercial
items are available under various Schedules.
If you choose to sell via Schedules, you must be registered
in the System for Award Management (SAM). To
qualify as a Schedules contractor, your company must be
in business a minimum of two years and show an annual
revenue of at least $25,000.
Under GSA Schedules (also referred to as Multiple Award
Schedules and Federal Supply Schedules) Program, GSA
establishes long-term governmentwide contracts with
commercial firms to provide access to over 11 million
commercial supplies (products) and services. While GSA
Schedules Program is only one of GSA’s procurement
vehicles, it is one of the largest programs and the most
preferred for commercial products and services.
The Schedules Program was designed to provide discount
resources to all GSA federal agencies worldwide, as well
as state and local governments. Under this program, a
contract holder can sell to any government agency with
just one source, instead of having separate contracts
with each agency.
GSA Schedule (also referred to as Multiple Award
Schedule (MAS) and Federal Supply Schedule) is a longterm
governmentwide contract with commercial firms
providing federal, state, and local government buyers
access to more than 11 million commercial supplies
(products) and services at volume discount pricing.
In FY2020, the 24 legacy Schedules were consolidated into
a single Schedule, broken down into 12 large categories.
MAS Consolidation is one of the four cornerstone
Initiatives of GSA’s Federal Marketplace (FMP)
strategy, GSA plans to modernize and simplify the
buying andnselling experience for customers, suppliers,
and acquisition professionals. GSA’s new single Schedule
solicitation features a simplified format with streamlined
terms and conditions, new large categories and subcategories,
and updated Special Item Numbers (SIN)
that will make it easier for contractors to offer, and
agency partners to buy, products, services, and solutions.
Visit the FMP page under MAS Consolidation for more
information and resources.
For buyers, MAS saves your agency time and money.
For industry, MAS is your direct link to the government
The beauty of selling to the GSA through a Schedule
Contract is that you can actually sell your services to any of
the agencies included under the GSA umbrella. According
to Wikipedia, GSA oversees more than $66B in annual
procurement.12 To illustrate this potential opportunity I’m
going to add in language and narratives directly from www.
gsa.gov to show how this looks, including:
• Categories of work to be procured
MAS Categories include:
1. Office Management Category
2. Facilities Category
3. Furniture & Furnishing Category
4. Human Capital Category
5. Industrial Products & Services Category
6. Information Technology Category
7. Miscellaneous Category
8. Professional Services Category
9. Scientific Management and Solutions Category
10. Security & Protection Category
11. Transportation and Logistics Services Category
12. Travel Category
Fig. 9- MAS category example from www.gsa.gov
Office Management Category
Office Management Services and Products provide federal
agencies with solutions that support the fully functional
workplace, reduce your operational costs, and free up your
resources so you can focus on core mission activities.
Multiple Award Schedule 99 contractors stand ready
to support government buyers with thousands of products,
supplies, and services under the following subcategories
• Audio Visual Products and Audio Visual Services
• Document Services
• Mail Management
• Publication Media Products & Services
• Office Supplies
• Office Services
• Office Management Maintenance and Repair
• Printing and Photographic Equipment
• Records Management
Not sure about which products will best suit your workplace
needs? Contractors available under office management can
provide a comprehensive assessment of existing agency
objectives, capabilities, and funding obligations and can
provide recommendation(s) and support in developing
requirements for a total office solution. Customers can also
utilize office management to access education and training.
You can count on our industry partners to help your
office work faster, easier, and smarter by bringing the exact
tools, supplies, and working atmosphere directly to your
workers to establish peak performance.
Note that some of the above language targets other
agencies. GSA needs to show individual offices and contracting
officers what they can do for them. GSA is only relevant as
long as it’s meeting the needs of other federal agencies.
Subcategory example per www.gsa.gov:
Audio Visual Products and Audio Visual Services
GSA offers a large selection of professional audio/
video equipment, signal data solutions, and recording/
reproducing equipment to meet your Image Capture
requirements. From hand-held camcorders to professional
audio/video equipment, GSA provides a one-
stop shop for all of your professional needs. Designing,
outfitting, and managing your needs has just become
easier. Many items in the office management category
are Energy Star and Electronic Product Environmental
Assessment Tool (EPEAT) compliant.
SIN Title Description
Photographic analog and digital
Cameras and Imaging Systems and
Services (Photo Instrumentation)
— Provides for sale, lease and/or
customization of specialized analog
and digital, high definition, high-speed,
photographic imaging equipment and
systems including professional broadcast
studio and location equipment used in
a wide array of commercial, military
and medical/ industrial applications.
Imaging and Recording Products
include but not limited to high speed
film and video cameras, photonics
imaging systems, aerial and underwater
recording systems, optoelectronic
devices and imaging products, laser
and photo detector imaging systems,
334290OS Overseas (International)
Audio Visual Products for overseas or
international use. Does not include any
products that could be included under
the Audio Visual Products category
equipment and accessories, such as
radar (except airborne), underwater,
light, and laser equipment
541990AV Professional Audio/
Photographic Services and Solutions —
(Total Small Business Set-Aside Includes
a full range of Photographic Film,
Imaging, Digital Services and Multimedia
Duplication, Conversion Services and
Web-Site Photo Storage Services
Fig. 10-GSA Subcategory Description
This chart illustrates the depth of specificity within the
GSA Schedule Contract. This one thread starts with Office
Management, proceeds to Audio Video Products, and then
to analog and digital cameras. This is only one thread. You
may not sell cameras, but there very likely is another SIN
number for a product or service that you do sell. Check out all
the categories in detail at www.gsa.gov. Note the Total Small
Business Set-Aside for Professional Audio/Video Services.
Government agencies use www.gsaadvantage.gov as
a resource to see what products and services the GSA has
available to them. Take a look to see what products similar
to your business that are currently on offer and who’s selling
them. Note: just because you may not see your specific product
on the site, this doesn’t mean the USG doesn’t need it, nor
does it mean there is no competition. Alternatively, seeing
your exact product for offer by someone else doesn’t mean the
USG isn’t going to additionally buy from another vendor.
The basic qualifications needed for winning your first
GSA Schedule Contract, as mentioned above, include:
• Minimum two years in business
• Minimum $25,000 in annual revenue
If you don’t meet both of these, wait a little while longer
and/or get those revenues up. The threshold is pretty low
though so most small business will qualify at the two year
mark. If you’ve been in business for more than two years
and you’re not selling $25,000 of product, listen to the
market: Either change your product or put in more effort…
regardless. A business bringing in less than $25K annually, is
too small for the government to consider for these schedules.
Don’t spend your time on process until you can answer
yes to the following questions:
1. Does your business sell a product or service that meets
a specific need of the GSA as per their categories,
subcategories and SIN + description?
2. Did you start your business more than two years ago?
3. Do you have more than $25,000 in annual revenue?
If all three are yes then you’re good to go! Step one is to
register on www.sam.gov, which was addressed earlier in
entity registration. Once you are registered, you will have
your CAGE code and login details for www.sam.gov.
Getting placed on a GSA Schedule is no small task and
requires significant effort. In fact, there are consultants who
only specialize in helping contractors get on the schedule.
This is a relatively heavy lift in terms of proposal preparation
and process, and as a result, the cost can be substantial.
Of course it depends on consultant, contractor, economic
environment, etc. however, a simple Google search shows
that these fees can range from $6,000 up to $15,000 for small
businesses and grow from there up to $40,000 for larger
firms. For a small business even a $6,000 cost simply to get
on schedule is a big pill to swallow, especially for those just
above the minimum threshold of $25,000 in annual revenue.
Most small to medium companies cannot afford outsourcing
this effort. Even for those companies who can afford it, I’d
recommend against it. It is so much more beneficial for
a small business owner to learn how GSA schedules work
directly and not start your government contracting journey
beholden to a third party consultant.
It is worth a small celebration once you get on your first
GSA schedule, but hold off on spending all your projected
profits for a minute. It took a lot of effort to get here and either
you did it yourself or you paid a third party. Regardless of what
path you took, you made it, congratulations. But now the real
Getting on schedule is just the first step. This doesn’t mean
you can sit back and just watch the contracts, revenues, and
profits roll in. Quite the contrary. In fact, many companies
who get placed on GSA schedules, never win a single contract
so they never generate a single dollar of revenue. Chew on this
for a moment…even if you spend thousands of dollars to get
on the schedule, you still might not get any work.
A GSA schedule is similar in some ways to a MATOC and
other contract vehicles mentioned earlier. It’s a vehicle that can
take you where you want to go with growing your business, but
you have to provide the fuel. Once you have a schedule, you
need to MARKET IT. It is your job to tell any and all prospective
customers that you have a schedule and they can easily order
from you. This makes it easy for an agency, which is the point.
Other Notes on the GSA
Note that the GSA does in fact have multiple types of
contracts available to them, beyond the Schedule Contract.
These include IDIQ, BPA, Sole Source, as well as those for
larger scope items such as design and construction requiring
a typical request for quotation (RFQ) or request for proposal
(RFP) process. These contract structures have already been
addressed and the process with GSA is no different than with
other agencies. Additionally, the GSA uses Government-Wide
Acquisition Contracts (GWACs), as below, according to www.
GWACs are pre-competed, multiple-award, indefinite
delivery, indefinite quantity (IDIQ) contracts that agencies
can use to buy total IT solutions, including both products
and services. A GWAC contract requires a vendor to be
registered in the System for Acquisition Management (SAM)
but does not have a minimum “years in business” experience
or an annual revenue minimum to pursue a contract.13
GWACs are highly specific, only relevant to the IT industry,
and consequently are not further addressed in this book.
Submitting a bid can be a simple email to the procurement
officer, or it can include uploading to a government website.
Either way, I always recommend following up with the
recipient, usually by email, so that I have written proof the same
day to ensure they actually received it. There are a number of
issues that could prevent an email going through, especially
size of attachment, so be sure to follow their instructions. Also
check junk or spam identifiers, internet outages on either end
of the transmission, or congested networks due to the high
volume of submissions at the deadline.
When practical, it is recommended to actually submit
a few hours before the actual time deadline. This allows
some time for trouble shooting if faced with a technical
issue. You need to make sure you have an opportunity to
connect directly with the client if you can’t seem to be able to
submit, and/or need a second chance to submit. If your only
submission goes in at 11:59 a.m. for a 12:00 p.m. deadline,
there’s really no time to adjust to any complications.
Be sure to submit ON TIME. This is pretty basic, but don’t
expect to have your proposal accepted if you’re a minute late.
Submitting on time and in the method required is part of
being responsive on a bid. As an example, we had spent at
least a month preparing our proposal for the construction
of a new facility. Submittal was required to be in hard copy,
original + 4 copies of the technical proposal and original +
1 copy of the price proposal. We printed, bound, wrapped
technical and price separately, and then boxed it up. There
was unusual traffic that afternoon due to the unexpected
arrival of the President, and many roads were shut down. As
a result, our courier got to the delivery point five minutes
late. The client receiving agent wouldn’t accept it. Such a
waste. So, always submit on time and prepare for mishaps.
I learned my lesson early on in my contracting experience.
We spent a month preparing a bid for a government agency
for whom we had not worked before. This meant additional
time spent learning their specific bidding requirements and
building out a proposal template to meet their standards. We
were bidding on a lot of work at that time. This particular
one was submitted and I moved on to the next proposals.
The solicitation stated that an award would be made in 30
days, so I set on my calendar to follow up on day thirty. Big
mistake. When I reached out at this point, the contracting
officer had no idea who I was. When I informed her of my
company name and the fact that we bid on her contract of
a month ago, she was still in the dark. I checked my email
to verify that the submission did in fact go through, and it
did. I forwarded it to the contracting officer and she told
me that she never got it, and now they had already awarded
that contract to another firm. All said, we didn’t even get a
chance. Lesson learned! From then on I have always followed
up immediately after submittal to ensure the client received
our submittal package, and then I typically allow two to four
weeks to allow the mechanics of government contracting to
work their magic before sending a friendly reminder email,
or phone call, weekly, just to ensure the client knows our
name and is including our proposal in their evaluation.
Note that every government agency has different standards
and requirements for proposals, and even contracting officers
who work for the same agency in the same office and serving
the same geography have different specific requirements and
formats. Back in 2010, we were bidding multiple contracts daily
with the same contracting office. Each solicitation had the same
requirements, or so I thought. I copied and pasted from one
proposal to the next in order to avoid having to rewrite pages
of language. Dozens of proposals were received in response to
this one specific low price acquisition, so the government was
looking for ways to thin their stack. One of the requirements
was a specific quoted clause to which we had to confirm our
commitment. We did so frequently, so this was not a big
issue, and obviously one I didn’t spend much time on for this
proposal. Turns out, the actual contracting officer for this bid
was a different person than with other recent proposals, and had
a slightly different word arrangement, although the exact same
intent. We were disqualified for non-compliance and our offer
was never evaluated for its merit. A waste of time and effort on
our part, and arguably a loss to the government as well. Lesson
learned! Remember, each word has to be correct in a proposal or
it might get thrown out. Copy and paste with caution.
Follow up and do your best to understand where you stand
with the client on a specific acquisition. In my experience, part
of being considered for an opportunity means being available
for the client to answer questions and reply to feedback.
Again, be responsive. Typically, we were asked to confirm our
timeframe for performance, verify access to finance sufficient
to execute, and explain our approach to performing multiple
projects with limited resources. Never did we submit a bid,
wait a month and then receive a contract in our lap. There was
always some communication from client illustrating that we
were at least a contender, but clarification was needed.
In one instance, I remember, we had lengthy discussions
and negotiations over the course of a month following
bid submission—only to not get the award. This period
of negotiations was followed by another month of relative
silence from the client, only to result in us getting the dreaded
Notification of Unsuccessful Offer. Very little information
was included in this letter, but upon further strenuous
communications, the client did tell us that we failed to prove
our case during negotiations so they opted to go with another
contractor. This was the only time we entered into negotiations
with the client without a positive outcome. In hindsight, we
should not have remained silent. We should confirmed the
client had all the information needed from us.
When you finally hear a result from the client, you are within
your rights to request a debriefing regardless of the outcome.
Usually, debriefs are requested by the losing bidders, but it
is also possible to request one when you win, if you think
there’s any value to be gained. I request a debrief anytime
we lose a bid and the result isn’t crystal clear. If for example,
the acquisition was LPTA and the winner’s bid amount is
less than ours, it is pretty clear why and how we lost. I’ve
never asked for a debrief in cases like this. In my opinion,
debriefing a successful award is usually unnecessary as I’m
about to engage with the client directly to start performance.
I expect any relevant feedback would be forthcoming in the
initial contract kick off call or meeting.
I’ve had debriefs in person, by phone, or written up
formally. If and when the solicitation evaluation factors are
complex, I’ve usually seen a formal write up; when such factors
are simple, a phone call usually suffices. Even in a loss, it is
possible to win with a client by being professional, responsive,
and by sharing value with your agency representative. If they
come away from a debrief, or any other communication
regarding your failed bid, with a positive impression of you
and your company, they will most likely have you in mind
with the next acquisition.
Protest (if you disagree with results)
In my experience, USG contracting is done with the best
intentions by the government. However, mistakes are
occasionally made. More often than not, what may appear
to a losing contractor as prejudicial treatment, is really the
government making an objective decision based on pre-set
objectives and requirements. It is hard for a contractor to be
completely objective in reviewing their failed bid and usually
such reviews are in fact subjective to a company’s selfevaluation.
We take pride in our work and company, which means it is
difficult for a contractor to be unbiased in the determination
of value in their own proposal.
Any company selling to the USG needs to get comfortable
arguing their case and protesting failed awards when necessary.
I’ve personally submitted formal protests four times. One of
these determinations was overturned, although I presented
compelling cases for all four.
It is frustrating after months of effort in preparing a bid
and then waiting for weeks or even months for a response,
only to learn you did not get the award. Immediately request
a formal debriefing. If you don’t agree with the findings laid
out in the debrief, you have two choices: accept it and move
on or file a protest. A protest takes additional effort—effort
no one wants to put forth without good reason. Remember,
your company is not the only one that did not get the reward.
Multiple contractors felt they didn’t get a fair evaluation. The
government isn’t going to budge, especially with relatively small
firms with limited experience protesting the government. If
you are fervent about the outcome and want to put in the time
and effort, then you may consider filing a protest.
There are typically two types of protests:
• Filed directly with the contracting officer who gave the
ruling being protested.
• Filed with the Government Accountability Office, GAO.
As with everything, follow the instructions in the
solicitation regarding how to protest.
Some of the major players in the government contracting
space spend millions protesting when they don’t win. They
do this because they’re already making millions (or Billions)
in profit from government sources, even though there’s only
a small chance they will be able to overturn the original
decision. The USG certainly knows that the bigger the
opportunity the more noise the losers are going to make,
regardless the reason.
The GAO, www.gao.gov, is the agency responsible for
ensuring both the government and the contractors who work for
them are held to certain standards. They handle formal protests
and publicly share such cases and the results. A quick review on
their site typically shows a lot of cases where the government’s
ruling is: ‘We deny the protest’ and few with a ruling of ‘We
sustain the protest.’ One can search all decisions and current
docket at https://www.gao.gov/legal/bid-protests/search.
GAO’s annual report to congress for 2021 includes the
following excerpt regarding protest filings:
Summary of Overall Protest Filings
During the 2021 fiscal year, we received 1,897 cases:
1,816 protests, 43 cost claims, and 38 requests for
reconsideration. We closed 2,017 cases during the fiscal
year, 1,931 protests, 45 cost claims, and 41 requests for
reconsideration. Of the 2,017 cases closed, 401 were
attributable to GAO’s bid protest jurisdiction over
task orders. Enclosed for your information is a chart
comparing bid protest activity for fiscal years 2017-2021.
Most Prevalent Grounds for Sustaining Protests
Of the protests resolved on the merits during fiscal year 2021,
our Office sustained 15 percent of those protests. Our review
shows that the most prevalent reasons for sustaining protests
during the 2021 fiscal year were: (1) unreasonable technical
evaluation; (2) flawed discussions; (3) unreasonable
cost or price evaluation; and (4) unequal treatment. It is
important to note that a significant number of protests filed
with our Office do not reach a decision on the merits because
agencies voluntarily take corrective action in response to the
protest rather than defend the protest on the merits. Agencies
need not, and do not, report any of the myriad reasons they
decide to take voluntary corrective action.14
Note that they do not report on the actual corrective
action taken by the specific agency. Of importance here is that
a mere 15% of the protests that reach GAO for resolution are
sustained, meaning the protesting contractors wins a decision
in their favor. My main take-away here is that there is a chance
for some type of corrective action directly by the agency being
protested against, and failing that a small chance (15%) of
reprieve from GAO. This said, also recall I’ve lost many bids,
complained frequently, and even submitted multiple protests.
Never once did the client apologize for the perceived injustice
or bring the contractual mechanism to a halt when my
concerns were shared with everyone on the decision board. It
just wouldn’t make sense for them to take that much time and
effort. To minimize the need for any eventual protest you must:
• Follow all instructions of the bid to a ‘T’
• Aim for an Outstanding rating on every category,
exceeding every requirement
• Put all possible value in your proposal, don’t leave
anything for future discussion points
Responding to the bid thoroughly and honestly gives the
government every chance to award the job to your firm. My
lesson learned is to put all your effort into winning the bid
and thereby avoid any need for protests, which have proven
to be a costly and losing endeavor.
An example of a high profile government contract protest
goes back to the early 2010s when the US Air Force announced
the competition for a new long range strike bomber, later
named the LRS-B or B-21. The successful offeror would
receive more than a decade of new and highly profitable work
and, as a result winning this contract, became a must for the
major aerospace players.
In 2010, in the lead up to this competition, global rankings of
the top three contractors included:
1. Lockheed Martin: $35B
2. Boeing: $19B
3. Northrup Grumman: $17B15
To ensure success, the top two companies, Boeing
and Lockeed-Martin combined forces on a joint bid.
Their primary challenger was Northrup, also a massive
corporation and major player in aerospace, but significantly
smaller than both Boeing and Lockeed-Martin individually
and dwarfed when compared with the partnership between
the two giants. The expectation was that Boeing-Lockheed
would definitely win.
In October of 2015, the Defense Department awarded
the contract to Northrup Grumman at an estimated initial
value of $20B+, with an expected lifetime value of upwards of
$80B. The deciding factor was apparently cost. No doubt the
leadership at both Boeing and Lockeed-Martin was highly
dissatisfied with this decision and so they promptly protested.
In the subsequent three months the GAO reviewed all of the
losing bidder’s concerns and eventually decided in February
of 2016 to deny the protest. 16
I can only assume that everything put forward by Boeing
and Lockheed-Martin, from their original bid to all of their
protest documentation was fully developed and painted a
compelling argument in their favor. I mean, when the top two
companies in an industry team up on an opportunity they
don’t just plan to win, they plan to crush the competition. Yet
they lost to a competitor a fraction of their size.
So, lesson learned. Even the best prepared and most
strategically positioned firms can still lose an opportunity,
and fail on a protest, especially if and when there’s someone
else who can better meet the client’s needs. In this case the
need was lower cost and Northrup delivered.
My good friend John, who also runs a business that sells to
the US Government, likes to remind me of the philosophical
adage ‘Hanlon’s Razor’ whenever I am at the receiving end of
a perceived injustice. It states:
“Never attribute to malice that which is
adequately explained by stupidity.”
It may be more appropriate to replace ‘stupidity’ with ‘being
overwhelmed’ or ‘incompetence’ or general ‘neglect’, but the
sentiment resonates with me.
There have been many times where I was sure that we
had been passed over for a new opportunity because of
some deception, fraudulent contracting practices, or other
dishonest behaviors. Sure, there are occasional cases of
very real fraud and corruption within certain agencies, but
these are few and far between and certainly not the norm.
I’ve learned to always give the contracting officers and other
government representatives the benefit of the doubt in such
cases. They are human like us and as a result sometimes
mistakes are made. However, such mistakes and any resulting
fallout, such as losing a bid, were most likely not targeted
at me, made out of any malice, or in any way meant to
discriminate against us. More likely, it is that the government
employees are overworked and trying their best to serve the
agency they represent.
Many months may have passed from your last communica-tions
with the client to an eventual award. In such circumstances,
the USG reserves the right to revisit some of the contractor’s
offerings before an actual contract is signed. This is called a
pre-award audit. In my experience, such audits typically evolve
around a contractor’s ability to perform and usually require:
• Current financials, cash on hand, credit available
• Team and resource availability
Such audits are not mandatory, but if the client is ready
to hire your firm for a new requirement they want to ensure
that you are ready to start such a project immediately.
We’ve seen audits conducted with the same level of
formality as the original solicitation, including formal
requests for information and required formal submittal of
documentation. We’ve also had cases where a contracting
officer has asked us by email to verify that we still have the
finances and personnel to perform. I recall one situation
where we had bid on a dozen or so new projects just before
the end of the USG fiscal year. We were being considered
for multiple jobs so the KO needed to verify that we could
handle more than one project at the same time. We provided
a breakdown of our financial resources to show we had the
funding necessary to start all projects simultaneously and
make progress until first invoices and cash flow. We further
provided a breakdown of direct personnel, partner resources,
and preliminary subcontractor commitments to illustrate
how we could meet multiple requirements simultaneously.
By satisfying the client that we could in fact handle multiple
projects we succeeded in winning eight individual projects at
that same time.
Freedom of Information Act
In an effort for transparency, the USG created the Freedom of
Information Act (FOIA) to provide a pathway for individuals
or businesses to request and eventually receive information
critical to their interests. Reporters and journalists frequently
cite the FOIA as the source of information in a report they
wrote or some issue on which they reported.
Since 1967, the Freedom of Information Act (FOIA)
has provided the public the right to request access to
records from any federal agency. It is often described
as the law that keeps citizens in the know about their
government. Federal agencies are required to disclose
any information requested under the FOIA unless
it falls under one of nine exemptions which protect
interests such as personal privacy, national security,
and law enforcement.17
The exemptions are as follows:
• Exemption 1: Information that is classified to protect
• Exemption 2: Information related solely to the internal
personnel rules and practices of an agency.
• Exemption 3: Information that is prohibited from
disclosure by another federal law.
• Exemption 4: Trade secrets or commercial or financial
information that is confidential or privileged.
• Exemption 5: Privileged communications within or
between agencies, including those protected by the:
• Deliberative Process Privilege (provided the records
were created less than 25 years before the date on
which they were requested)
• Attorney-Work Product Privilege
• Attorney-Client Privilege
• Exemption 6: Information that, if disclosed, would
invade another individual’s personal privacy.
• Exemption 7: Information compiled for law enforcement
• 7(A). Could reasonably be expected to interfere with
• 7(B). Would deprive a person of a right to a fair trial
or an impartial adjudication
• 7(C). Could reasonably be expected to constitute an
unwarranted invasion of personal privacy
• 7(D). Could reasonably be expected to disclose the
identity of a confidential source
• 7(E). Would disclose techniques and procedures for
law enforcement investigations or prosecutions, or
would disclose guidelines for law enforcement
investigations or prosecutions if such disclosure
could reasonably be expected to risk circumvention
of the law
• 7(F). Could reasonably be expected to endanger the
life or physical safety of any individual
• Exemption 8: Information that concerns the
supervision of financial institutions.
• Exemption 9: Geological information on wells.18
There are certainly newsworthy occurrences of FOIA releases.
(Some have even inspired movies). However, there is a
potential business benefit to having such access. As you start
bidding on new contracts you will certainly expend a certain
amount of effort and often times also hard costs. You want to
make sure that your investment is generating some return. The
expectation is that you will eventually win that first contract
and presumably make up your costs spent on the contracts
you didn’t win. If you are pursuing a large scale, high value
contract, there will most likely be others interested in the same
opportunity. In cases where you lose, you may want to reach
out to FOIA to learn more about the winning bid, bidder, and
other relevant details of the resulting award, since such details
are typically not publicly advertised.
After what could be months, if not years, of engaging with
the client, preparing data, information, submitting proposals,
pricing, etc. you may receive a very simple one page letter
notifying you that you lost. I’ve been there and it is extremely
frustrating. To make matters worse, when already on the
losing end of a new opportunity, the client will be unlikely to
further engage with you now that they have already selected
their preferred contractor. I’ve found government contracting
officers are very helpful and eager to engage while I’ve been
one of their active contractors. However, while on the outside
looking in, they have been the opposite of eager: reluctant,
hard to reach, ignoring my calls, etc. Of course, if you
determine that your bid was overlooked incorrectly, or you got
an objectionable rating, you certainly have the opportunity to
protest the decision. Note: I’ve never heard of anyone getting a
result from FOIA quickly. Often times, people have submitted
requests multiple times over the course of years to get the
information they require. So, don’t expect FOIA to be a quick
solution. However, for critical items, it can be a long term
source of information you may otherwise not have access to.
In my experience, these requests are best suited or larger firms
with entire legal departments devoted to such efforts.
If you decide that filing such a request is in your best
interest, the first step is to go to www.foia.gov and select Create
a Request. You will need to select the specific department
from which you a requesting the information. As mentioned
above, these requests are not instant. For example, once I
select Department of the Army for the agency in question. I
was immediately informed that for the year 2020 the average
processing time was
• 6 working days for simple requests
• 48 working days for complex requests
The site further stated that the documents I requested
may already be public and they provided the agency’s direct
site. Most government agencies maintain their own unique
offices and websites exclusively to manage FOIA requests.
First, check to see if the information you need is already
available, (i.e. previously requested by someone else). If not,
then submit the request yourself. Make sure to follow the
instructions for following up on the specific agency’s site.
CONGRATULATIONS! Winning any new contract is a
positive development, especially if it is your first success with
the US Government. Well done.
Every contract I have won has been announced with a
Notification of Award. Alternately, ever contract we lost,
and there were many, came with a Notice of Unsuccessful
Offeror, sent to all bidders who were not selected. Obviously,
the Notification of Award is what you want to get!
Upon award, the USG will countersign the two page
standard for SF1442 Solicitation, Offer, Award, that was
included in your submission, typically at the beginning of
any price proposal. To avoid miscommunications, the USG
includes all their contractual requirements in the SF 1442,
which is included in any announcement of procurement or
solicitation, the contractor includes and signs these forms in
their proposal—with their offer. If successful, the government
counter signs the form with an award. As such, when the
USG finally awards you the contract, you don’t have to sign
it because you already did during the proposal phase.
Note that cell 17 includes the final agreed upon price for
the work proposed. This number may have changed since
your original submission due to negotiations with the client,
inclusion of options, or other reasons. Be sure to check that
the final number is listed. For complex work, this cell usually
references an attached price table instead of simply listing a
single number. For accounting purposes, this number is the
total obligation the government has made to your company
for this effort.
In order to convert this obligated amount into actual
revenue to your company, you have to perform! The work has
Fig. 11- Sample SF 1442 Form Fig. 11- Sample SF 1442 Form
Once you receive the Notification of Award and the signed
SF1442, it is go time. This is when the clock starts ticking on
any contract clauses, but this is not the start of the period of
performance. First, for service type contracts the USG needs
to issue a specific Notice to Proceed (NTP). Regarding requirements,
the client will host a kickoff conference to signify the
start of the contract. Many contracts require a contractor to
take certain steps immediately following award. Typical such
• Insurance: workman’s compensation, defense base act
(DBA) for international projects, general liability
• Bonding or Guarantee: from bank or insurance provider
• Banking details for ACH (Account Clearing House)
Payment, very simply bank routing and account
number for all payments
• Personnel: list roles and responsibilities, and authority
levels, and introduce client to your team. If solicitation
required certain credentials for team members,
be sure to include same personnel from your proposal.
Your contract will list out specific requirements. Many of
our contracts required us to submit proof of insurance within
seven calendar days following contract award, and payment
and performance guarantees, based on contract value, within
14 calendar days. Different contracting officers had different
requirements so frequently, these durations fluctuated by a
week in either direction. If you didn’t read through all the
contract language during proposal preparations it would be
advantageous to do so now.
I have found the USG to be a bit flexible on these upfront
requirements. Sometimes, logistics worked against us all and
we needed an extra few days or weeks to get together a specific
requirement. Sometimes, this was due to environmental
issues such as government holidays, bank holidays,
key personnel on leave, storms or weather disruptions.
Sometimes, the deadline was unrealistic as was the case with
requiring a bank guarantee in seven days. Despite effective
planning from our side, there was always some additional
signature or other bureaucratic hurdle to overcome, which
we never received in that first week. As long as we were
transparent and communicative with our contracting officer,
they allowed a grace period for us to make good on all preperformance
In one instance, during proposal preparation, we secured
a local bank’s commitment to issue a bank guarantee as
required for a specific construction project. The bank wanted
30% cash collateral for whatever amount they guaranteed.
We agreed to this demand. We were awarded this work,
but when we went to the bank to write the guarantee, they
reneged on our agreement. Now they wanted 100% cash
collateral. We were not in a position to post this amount of
cash just for the opportunity of performing this contract.
Despite numerous, and lengthy negotiations with both the
bank and the client, neither side had any further flexibility
and almost two months after getting the award, our contract
was Terminated for Default (T4D). Once the USG awards a
contract, they want their chosen contractor to perform
and will usually grant a grace period within specific time
requirements, which the contractor must meet to continue
with the award.
You Won, Now What?
Every contract I have won has been announced with a
Notification of Award. Alternately, ever contract we lost,
and there were many, came with a Notice of Unsuccessful
Offeror, sent to all bidders who were not selected. Obviously,
the Notification of Award is what you want to get!
Upon award, the USG will countersign the two page
standard for SF1442 Solicitation, Offer, Award, that was
included in your submission, typically at the beginning of
any price proposal. To avoid miscommunications, the USG
includes all their contractual requirements in the SF 1442,
which is included in any announcement of procurement or
solicitation, the contractor includes and signs these forms in
their proposal—with their offer. If successful, the government
counter signs the form with an award. That said, when the
USG finally awards you the contract, you don’t have to sign it
because you already did during the proposal phase.
Scope of Work
Once a contact is in place and you begin performance, your
progress will be measured against the scope of work, as
written in the contract. This scope of work was detailed in the
complete Statement of Work (SOW), which included all the
additional contract language, clauses, and other requirements.
The SOW will be measured, but the entire statement of work
needs to be followed, including abidance by all relevant
federal regulations. Note: Technically, the acronym SOW
refers to Statement of Work, although oftentimes in practice
Statement and Scope are used interchangeably. Statement
typically refers to the broader contract while Scope refers to
the more unique project detail.
Typically any contract or SOW will include a schedule of
deliverables including the product scope and timeframe.
Some examples follow:
• Construction contracts typically include a scope of
work and a delivery timeframe such as 365 days to
complete the entire SOW and handover the project
• Design contracts are usually broken down into phases,
35%, 65%, 95%, 100%, with established time requirements
for each phase
• Software contracts are similarly broken up into phases:
wire frame model, user interface (UX), etc.
• Service contracts track hours. Cleaning services, for
example, would consider personhours per day or
month as the leading deliverable
The USG likes to break down deliverables into well-
defined features of work in order to enable easy tracking and
periodic payments. Design contracts, for example, have their
scope of work broken down into phased deliverables from the
beginning. Construction contracts on the other hand only
include an overall project duration. Immediately following
any award for construction services it is the contractor’s
responsibility to prepare a detailed schedule, breaking down
the overall scope into much smaller and well-defined work
packages. This is called a work breakdown structure or
WBS. An example in construction might be a schedule on
north canopy horizontal steel framing, or road station 0-100m
asphalt wearing surface. By breaking down the SOW into
smaller packages, it is more practical to schedule, perform,
and be compensated accordingly.
Regarding project delivery, it is worth noting to whom
you’re actually delivering. Yes you work or your contracting
officer and your KO will hold you accountable for meeting
the terms of your contract. However, the KO is not the
beneficiary of the contract. Usually during the early stages
of a new contract, the contracting office will host a project
kickoff meeting and introduce all the stakeholders. Of special
importance is the actual end user. This is the beneficiary of
the work you’re delivering. Now if you’re installing a new
HVAC system in the contracting officer’s office, then the
KO and end user are one and the same. This however is
uncommon. Much more likely is that your KO is responsible
for delivering certain requirements to a separate government
office. This end user is a critical stake holder who’s satisfaction
is important to the overall success of the project. However, as
a contractor, you report to the KO who is the only authorized
contracting officer who can take any actions related to your
contract, including changing scope, approving payments, etc.
Once you receive the notification of award, or other similar
notice from the client, you need to start taking action on
your new contract. I’ve lead the start-up phase on dozens of
individual prime contracts and know firsthand that this is
a relatively straightforward process; there is nothing overly
complex about it. However, it is critical to get things moving
quickly and efficiently. The challenge with contract start-up
is that many items need to be done in parallel and submitted
at the same time. Submittals may include, but are not limited
to schedules, team credentials, licenses to perform work,
etc. All the required plans, such as a quality control plan,
safety plan, security plan, procurement plan, etc. should be
included. A lot of information is required up front before you
can lift a finger to perform the actual contract tasks. This is
critical because you need to start making progress as soon as
possible in order to start generating revenue.
I bootstrapped my company’s growth from infancy into
prime contractor status, meaning I had no outside investors and
as a result, I never had extra cash in the bank. I needed income
from one project to pay the bills on other projects and certainly
to pay for our time and efforts going after new opportunities.
Consider this, you may have spent six months pursuing a new
contract, following the steps laid out in this book, and you
finally win a contract. That’s great news recognizing that not
all your bids will result in a contract. However, you’ve been
incurring costs from your business development efforts for that
entire six months. Maybe now your BD efforts can transition
into project management efforts, but unless your company
has really deep, and full, pockets—cash flow, you’re going to
need this new income to stay afloat. Streamline your startup
activities, start making progress towards your deliverables
quickly, and if you’re successful, and a little bit lucky, you may
get your first payment in a few months!
This is not just my own experience. Throughout the
course of writing this book, I’ve met with many current or
former government contracting officers. The most frequently
repeated cause for struggles or failure from a new government
contractor was their failure to be adequately prepared once
the contract was awarded.
In order to prepare for success on a new contract, a contractor
needs to be adequately capitalized. This means you have
enough financial resources on hand to effectively start up
your new contract. Some options for this include:
• Cash reserves in the bank
• Lines of credit with a financial institution
• Favorable terms with vendors and subcontractors
• Credit cards (in an emergency)
These financial instruments are critical to pay your team,
buy any upfront materials or services, and otherwise kick off
your contract, up to and beyond the date when you’ll actually
receive your first payment. In most of our contracts, we’d work
on deliverables for a month, prepare an invoice, and then expect
payment typically two to four weeks later. This means that in
normal circumstances we got paid about one to two months
after the work was done. At start-up, it can take longer before
you will invoice the client due to the submittal and approval
process, which if managed poorly, can drag out for months.
Regardless, a contractor should be capitalized for a minimum
of two to three months of normal operations, start-up costs, and
initial project related procurement in order to be positioned for
a successful project execution. Companies that fail to prepare
their finances adequately are doomed from the beginning.
A brief mention of insurance during the start-up phase is
warranted. Any contract will list out any specific insurances
required during its performance. Typical insurance policy
• General Liability
• Professional Liability
• Vehicle & Commercial Auto
• Worker’s Compensation
• Builder’s Risk
• Bonding—as part of a financial guarantee
• Cyber Insurance (a new entry )
These are some of the most common types of insurance,
but many more are out there. In general, protecting your
company’s interests on a job for the USG is not much different
than doing so on a project for a commercial, institutional, or
On all of our international construction projects, we
have to have Defense Base Act (DBA) Insurance to protect
our workers on foreign soil. This was essentially a worker’s
compensation plan just for employees stationed outside
the USA. For domestic team members, a typical worker’s
compensation policy was all we needed.
Be sure to follow the explicit requirements in your contract.
Further, review the FAR Subpart 28.3 for more information.
Any USG client will want to ensure timely delivery of whatever
they buy. Of course things happen, there can be security
issues, weather events, or supply chain disruptions that cause
delays, but the USG will always want to know where you
are with progress, how the actual progress compares to the
planned progress, and when you plan to complete the job. It
is impossible to gauge progress without first mapping out the
course of delivery for the entire job.
The first step in scheduling is determining your proposed
plan. This is done by breaking down your project into easy
to track activities and then assigning a number of days
for completion of each activity. Each activity is connected
to preceding (before) and succeeding (after) activities
by certain logic that you will need to build into your
schedule. In very basic terms this means that an activity
such as pouring concrete for a foundation comes before
laying brick on that foundation. Pour concrete would be
considered a predecessor to lay brick and the brick couldn’t
start until the concrete work had finished, and cured. For
a simple project, a schedule is appropriately simple; the
more variables, parallel activities, and constraints that you
add however, can really make developing a schedule an
activity all to itself. Building out a schedule can be a lengthy
process, but if you’re in a business that typically requires
complex schedules, you already have a team for this and
the appropriate expertise.
Typical project management methodologies prescribe
using a Work Breakdown Structure, or WBS, to subdivide
the scope of work into more easily trackable features of
the project. Some industries call these definable features of
work. Each feature of work is then subdivided again, with
those new subdivisions subsequently getting subdivided,
and so on, until the entire projects is broken down into
easily “digestible” chunks. This requires significant effort
but it is worth it to both contractor and client to know
exactly what needs to be done and when in order to have a
successful project and meet the completion date.
I’ve seen many contractors who treat the schedule as
simply a contract requirement, something the client wants
them to submit before they can receive their notice to
proceed. This is a near sighted perspective. The schedule
isn’t only for the client’s benefit. If developed thoroughly,
it can really help a contractor think through the project,
identify any activities that may need some extra time, or
effort, and plan for success from the beginning.
Scheduling can be done using different technologies dependent
on complexity of project.
• Low complexity, 10+ activities or so—basic table format
• Medium complexity, 100+ of activities—a more
developed spreadsheet or using basic functions of
• High complexity, 1,000+ activities—full use of
professional scheduling software such as Microsoft
Project or Oracle’s Primavera
Now that you have a fully functioning schedule it is time to
assign costs to each activity. Each activity should be broken
down by assigning respective costs. Cost is what you spend
to acquire some product, material or service. Price is how
much you sell it for to a client or customer. Price always
needs to be marked up to include your management,
overhead, and profit at the same rate as your overall bid. For
example you’re building a kitchen for a client that includes
provision of appliances. A stove costs you $500 at your retail
provider, which is your direct cost. Your team has to manage
its procurement and delivery and they need to be paid too.
This is your indirect cost. You’ve also got overhead costs such
as, office rent, vehicles, legal, accounting, etc. This overhead
further adds to your cost. When you add all these costs
together—direct, indirect, and overhead—you get your total
cost. On top of this, you still need to add your profit margin.
All costs plus profit gives you the price at which you are selling
your product or service. If in our example you estimate your
indirect costs at 15% of the direct costs, your overhead rate
at 8% and a profit markup of 20% then you need to add 43%
to any given direct cost. The $500 stove becomes a $715 price
you sell to the client. From the client’s side, this becomes their
Your price = Client’s cost
$75 $40 $100 $715
Fig. 12- Price Calculation
Any discussion of your cost loaded schedule is really a schedule
of your individual prices. Never sell the stove for $500 as you
will be losing money.
In all the work I’ve done for the USG, quality is primary
goal. I’ve learned this lesson multiple times from multiple
KOs. USG reps can offer some flexibility on delivery timing
if and when necessary, and often are open to negotiations
on price, but they’re not interested in buying anything
low quality where they get little for their money. Rightly
so as they are entrusted to effectively and consciously
spend public funds. Also, for industries where safety is
paramount, such as construction, all work must be carried
out with the highest safety standards, this is a deal breaker
if not followed.
Quality is typically defined as performance against a
predetermined standard, a standard which will be referenced
in your contract or spelled out in your scope of work. A
contractor will need to prepare a Quality Control Plan during
contract start-up, addressing their approach to meeting all
required standards on a project.
Safety and security play an important role on any contractual
performance for the USG. Safety typically refers to protection
from conditions or causes that may cause harm. Most
contracts require the submittal and approval of a contractor’s
safety plan before they are given any notification to proceed.
Then, during performance, the agency will expect and
actively demand that this plan is actually followed. In my
experience, whatever flexibility a COR may have related to
a contractor’s performance, and oftentimes their struggles,
ends when it comes to safety. Clients can be relatively quick
to issue a stop work order for safety violations.
We’ve done a lot of work in Afghanistan and on the
African continent. In many of our project locations, cultural
norms did not include wearing hard soled boots and hard
hats on construction sites. In fact, very few of the basic
safety protocols followed on construction site in the US were
considered necessary. Generally speaking, in the US and
other more developed countries, safety is a well-accepted
practice in most lines of work. At the end of the day, our
workers want to go home to their families, and the companies
that hire them are committed to keep them safe. Elsewhere in
the world, this level of commitment, from either employee or
employer, is nonexistent. Sadly, workers’ lives are less highly
regarded so corners are often cut to save money, and these
cut corners sometimes result in tragic accidents, leading to
disability and/or death. Yes, safety is critical.
On these jobsites, we had to build a team of safety officers
to enforce safety practices, specifically the use of hardhats
and boots. We got reprimanded every time a single worker
was caught without his hardhat on the site, or if/when he
had changed into his sandals, which happened much more
frequently that one might think. Our client on these jobs,
the US Army Corps of Engineers, made safety a priority and
would either stop our work temporarily when violations were
reported, or they would threaten to do so and our team would
have to effectively stop the work to reeducate the workforce
(again) on the value of working safely. This was a long process
and even when we thought we had helped to change some of
the norms related to safety, a guy would inevitably show up
without his boots. He was promptly sent home.
Security is protection from threats or danger. The Department
of Defense (DOD) is the government agency most directly
related to our collective defense. All our military branches
are held within the DOD. Also, numerous other agencies
are involved in our collective security such as the CIA, NSA,
FBI, etc. Security is a big deal at home and abroad, but is not
limited to just securing our borders and foreign held interests.
When a contractor is hired to perform work that includes
some degree of threat or danger, they will be required to
conduct an assessment of threats and devise a plan to mitigate
negative effects. On projects where this is relevant, a thorough
security plan will be required before work can proceed.
Such plans are very common when working in a war
zone or other conflict area. In these cases, security relates
first and foremost to personnel, but also to materials,
logistical transports, and facilities, especially when those
are federal facilities.
A more recent entry in typical security requirements is
that for cybersecurity. As cyber threats continue to expand
and proliferate, expect to see more requirements in contracts
for how best to protect data and intelligence. This is a growing
field and with the current global political environment,
it is expected to only get bigger. According to Jeannett
Jackman, former federal contracting officer, Cyber security
is very high on the USG’s list. While all the details related to
implementing cybersecurity processes have yet to be ironed
out, “it is a major concern for protecting government data.”
Accordingly, any future cybersecurity requirements for a
contractor would very likely flow down to all subcontractors
Reporting & Inspections
Reporting like most things depends on the individual client.
The purpose of reporting is to keep the client informed on
how their project is progressing. Of course if you have a
simple supply contract, the reporting may be minimal, you
just need to have the correct amount of product delivered
according to your schedule. Even with simple supply cases,
the client would be in their rights to ask for reporting on
your inventory quantities, supply chain status, and delivery
capabilities. I’ve found that the more transparent I can be
with a government client the better. In my experience, the
USG doesn’t always want or need to know specific details of
each phase, but they do want you to communicate progress
on the various stages of the project. The greater confidence
you can give a client the easier your job becomes.
I was involved in a fuel supply solicitation for the Defense
Logistics Agency (DLA) where the successful contractor
would be required to secure their own reserves of jet fuel
(JP8) and other variants. As part of our proposal, we had
to document agreements we had in place with all regional
sources and the respective amounts of fuel committed to us.
During execution of the resulting contract, the successful
contractor was required to meet the delivery requirements
and also keep the client continuously updated on the supply
and delivery capabilities. Supply can be depleted over time,
weather and security can impact routes, and other supply
chain issues can have a significant impact on a contractor’s
ability to delivery. As fuel is critical to any government
mission, the client was adamant about staying current on all
supply related issues. This was done through reporting.
I’ve done projects for CORs immediately outside
their offices. In these cases, for better or worse, the client
is watching your progress every minute of the day. It is
important to put your best, most experienced people on a job
like this. However, even with the client’s eyes directly on their
job, daily, we were still required to submit weekly progress
reports (it was a short overall project), including actual vs.
planned progress, and listing out any problems we faced or
action we needed from the government. Alternately, we’ve
done a lot of large remote projects, remote for both us and
the client. For large projects (large based on your industry
standard), clients will typically have their own representation
on site, or they will send a third party inspector to ensure
project standards are met.
It is a luxury to have a USG representative on your site
as they can offer support when you may have a problem. A
third party inspector is more valuable to the client than to
the contractor as the inspector’s primary job is to find issues
with your performance. In some cases, this can be mutually
beneficial if the inspector wants to help or be an advocate.
More often, I’ve encountered inspectors who need to prove
their value by commenting or complaining on irrelevant,
innocuous, and otherwise insignificant issues. Even if a
third party inspector is required, the contractor will still be
required to submit their own reports and the client will be
looking for these reports to mirror their own findings, or
those of their third party.
On smaller remote projects they client typically won’t
have representation on location and will only send out a
third party inspector at critical milestones throughout the
term of the contract. In these situations, it is critical for
the contractor to take an even higher level of responsibility
regarding reporting and ensuring transparency with the
client. With remote construction projects, we’ve had to
include photographic reports monthly, with a minimum of
50 relevant and high quality photographs, with descriptions.
Doing so really kept the client in the loop and we often had
questions based on those photos. It was when the content
of those photos didn’t meet the client’s expectation that they
decided to send out their inspector or visit themselves.
Every agency we’ve worked with has their own style and
requirements for communication on a contract. In fact,
every individual COR has their own approach to working
with contractors, so there’s no one size fits all approach to
successful communications. Formal requirements will be
listed in contract, scope of work, or other project documents.
Actual requirements, as per your KO/COR will be discussed
at the contract kick off meeting. If client doesn’t initiate this
conversation be sure you do. It is critical to get clarity from
the outset to understand what the client wants to see and
hear from you throughout progress performance.
Typically, any contractual relationship will include
multiple modes of communicating, in person, email, phone
calls, etc. Occasionally, we still see some snail mail, but this
is inconvenient for both sides. When things are progressing
well and the client is content with performance, typically calls
and emails suffice. When necessary, however, a more formal
approach will be used. Regardless of the specific mode, the
important thing is to establish a positive communications
flow with your client, however that may look.
If a client wants to go on the record formally they will
issue serial letters. These are formally written and sequentially
numbered letters informing of some important action. Serial
letters can be used to convey notices to proceed, stop work
orders, critical requirements, and disciplinary actions. Such
a formal letter needs to be responded to timely and formally.
When a client and contractor fail to see things the same
way and conflict persists, despite one or more serial letters
presenting the government’s case, a cure notice may be
issued. Cure notices are more formal than a serial letter and
are used for serious cases where a contractor fails to perform
according to contract requirements. Typically, a contractor
is required to respond within 10 days of receiving the notice
so it is critical to document when such notice was received
and get started with a response immediately. If and when a
contractor receives a cure notice, it means that their contract
is in jeopardy and an immediate resolution is required in
order to prevent termination.
The cure notice is meant to give the contractor a final
chance to correct course before starting termination for
default (T4D) proceedings. How a contractor responds is
critical. Once a contractor receives the cure notice, it means
that their attempt at convincing the government, likely
through the exchange of multiple serial letters, has failed,
and the client wants things their way. The government can be
very demanding when they get to this point. There are two
primary courses of response:
One, continue to disagree, for whatever reason, protest,
etc. Fighting the USG on a cure notice is a loser’s game and
even with a team of lawyers costing $1,000’s per day, there is
a very low chance of success. Without an experienced legal
team here the result is all but guaranteed. The government is
dead serious here so be ready to receive a T4D promptly if
you don’t correct action immediately.
Two, accept that whatever battle you’re fighting isn’t
worth getting terminated and attempt to make amends.
Amends in this case mean immediate actions to convince the
government that you will do what they want. At this point, a
contractor has lost any position to negotiate. Do what they are
telling you to do, explicitly, regardless of the cost, disruption,
or other hurdles you have to jump. This is where a contractor
starts jumping, really high.
If you go with option two, good for you. You have chosen
wisely. That said, in the process of repeated serial letters,
delays, etc. you’ve likely burned through some bridges with
your client. Time to get on track and make efforts to repair
those relationships at the same time your correcting the
performance deficiencies on a contract.
Stop Work Orders
Despite the best intentions of all involved parties, occasionally
work needs to be stopped to address a critical issue. On a
construction project a contractor is required to identify and
name a single individual responsible for safety at the location.
This safety officer is granted authority from a ranking and
accountable company representative to stop work on site due
to any perceived safety violations. This would be considered
an internal stop work order from within the contractors team.
Secondly, a similar stop work order can come from a COR
for performance issues. These are typically in response to
unsatisfactory performance related to safety, quality, or other
critical items. In my experience, a stop work order is only issued
by a client after a softer direction is issued, but responded to
insufficiently by contractor and client needs to escalate.
Finally, there are times when the client needs to issue
stop work order for circumstances outside of the contractor’s
control, and that have nothing to do with a specific project.
These are infrequent but when they do occur are most likely
a result of events happening at a much higher level within the
United States Government. One example would be a funding
bill getting held up in Congress. In this case, an agency might
not get the expected funds in a timely manner and as a result,
not be able to commit to paying a contractor. If this happens,
they will tell the contractor to stop work and thereby stop
incurring any further expenses on behalf of the client until
the financial situation can be resolved.
Stop work orders are not taken lightly because by their
very nature they slow overall progress and increase costs. A
safety officer will only issue one in critical situations. Same
for a COR. The responsibility for time and costs incurred
during a resulting work stoppage are the responsibility of
the guilty party, in most cases the contractor. A contractor
wouldn’t be given any extra days on the contract to account
for the stoppage nor would they be granted any additional
budget for an extension of overhead costs or other losses. If
the stoppage was a result of slow congressional action as in
the above example then a contractor would be in their right
to claim for such additional time and cost.
When you sign a one hundred page contract, assume
that there are thousands of additional pages included for
reference, These pages include requirements the USG has
every right to enforce on your job. In my experience however,
99% of all requirements are in fact included in the SOW. The
USG representatives managing your contract have limited
time to review hundreds of pages of government regulations
in advance, as do you, and typically any relevant external
references will be spelled out in the SOW to avoid either
party from overlooking them. The sum total of all referenced
documents does in fact form your contractual obligation, but
in practice 99% of the requirements related to your job will be
in your scope, or already standard practice in your industry.
It should go without saying that all industry standards,
codes, etc. are required to be followed on any USG contract,
whether referred to explicitly or not. If you are hired by the
USG to deliver construction services, the client may infer
by your interest and past performance, that you are well
versed in concrete work and governing codes such as the
American Concrete Institute (ACI), American Society for
Testing and Materials (ASTM), and various local, state, and
national building codes. Very likely, each of these codes will
be included by reference in your contract. If for some reason
a specific code or reference was omitted from your contract,
feel free to ask the question. Whenever in doubt, perform to
all governing standards, be they municipal, state, or federal.
Always be prepared, whenever there may be a conflict, to
meet the most stringent requirements.
There is in fact a provision in US contracting law that
gives the agency the benefit of the doubt if and when certain
items are left out of a contract. This is called the Christian
Doctrine after the plaintiff in a case some decades ago, and is
best summarized by the Baker Hostetler Law Firm:
Since 1963, the federal government has relied on a doctrine
first advanced in G. L. Christian & Assocs. v. United States to
read certain terms and provisions into its contracts despite
the lack of any express reference thereto. This “Christian
doctrine” has been used to remedy errors and omissions by
contracting officials who fail to include provisions satisfying
two criteria: First, the provision must be mandatory, and
second, it must reflect a “significant or deeply ingrained
strand of public procurement policy.” Although this doctrine
has historically had the effect of imposing substantial costs
and obligations on unsuspecting contractors after the fact,
the government’s reliance on this doctrine has waned in
recent years. However, a recent decision from the U.S.
Court of Appeals for the Federal Circuit reaffirmed the
doctrine’s relevance, demonstrating the need for contractors
to continue evaluating the completeness of their contracts.19
This means that contractors assume that they are required
to meet the more stringent letter of the law, even if a certain
clause isn’t explicitly written in a contract. Further, from
As a consequence, contractors should maintain constant
vigilance for potential government errors or omissions
in solicitations that could impact contractors’ ability
to perform. Failure to do so could result in substantial
unexpected costs down the road, rendering contracts
difficult—or even impossible—to perform.
In summation, just because the agency with whom you
are contracted neglected to include some higher agency
regulation or clause in your contract, it doesn’t relieve you
as a contractor in any way of having to perform according to
said higher level regulation. So, as the lawyers say, maintain
The Federal Acquisition Regulation (FAR) governs all government
procurement. In addition however, certain agencies have
their own supplemental regulations, relevant when working
for them only. Some of the agencies with supplements follow:
• Department of Defense Federal Acquisition Regulation
• Department of Energy Acquisition Regulation (DEAR)
• Department of Health and Human Services Acquisition
• Department of Homeland Security Acquisition
• Department of Veterans Affairs Acquisition Regulations
• Environmental Protection Agency Acquisition
• General Services Administration Acquisition Regulation
• National Aeronautics and Space Administration Federal
Acquisition Regulations Supplement (NFS)
• Nuclear Regulatory Commission Acquisition Regulation
The above list is not exhaustive and there are many other
supplements to the FAR, including one for each military
branch. Your contract will list out all supplements relevant to
Often, we receive contracts that include a base bid plus options.
When submitting a bid on such a contract, it is important
to understand that the base bid is the only work you will be
guaranteed and the options may or may not be awarded. If
they are awarded they may be included in the award of the
original contract, or the options may be awarded separately,
and much later. Specific terms, dates, etc. for ordering the
options will be clearly detailed in the solicitation. If and when
the client decides to exercise an option, they have the right to
do so and the contractor as an obligation to respond just as
with the original contract award.
The client decides if they really want or need any options,
typically if they have a decent amount of time post original
award date to make such a determination. We’ve had yearlong
construction contracts on which option items can be
exercised up to six months into performance. As these options
are not guaranteed, they are after all, optional, I’ve learned a
thing or two about budgeting contracts with base and option
items. Most importantly, I try to include indirect costs and
overheads attributable to the optional work in the based bid
value. Yes, there’s a risk that this can inflate the base bid value,
but the alternative, in the event the option is not awarded, is
that I lose the overheads that were attached to the options,
even though I likely still used those funds in running the
team and project in performance of the base bid alone.
In my experience, let say we’re building a $1M facility
at a remote location and the bid includes options for road
paving and installation of a radio tower, say for $25,000 each.
To perform the base items we need to stand up a local team,
site office, services, transport, etc. plus our typical general
and administrative, or overhead expenses. I consider these
our indirect costs for the project. In most cases, assuming
duration stays the same, these indirect costs won’t change even
if we add option items to our performance. In this example,
if the client awards both option items totaling $50,000, this
amount will cover all direct costs, including labor, materials,
equipment, etc. plus our profit. The reminder to myself when
bidding on base plus option contracts is to not distribute
indirect costs through to the option items. I lost by doing so
once, and I’ll try not to repeat that mistake!
Of course options are not technically changes as they are
part of your original bid. In some ways however, they act
somewhat like a contract modification with a pre-agreed
value. Regardless, you don’t know if these are ever going to be
awarded so they shouldn’t be expected.
The USG’s processes are formally, even bureaucratic, as should
be expected. After all, they are dealing with thousands of
small businesses and millions of dollars. As such, any change
or modification to an existing contract would not be official
until the contractor receives a signed SF30 with the details
of such change, including change to scope, cost, and time.
Oftentimes, small changes to scope don’t even impact cost
and/or time for the contract. Large scope changes are more
complex and likely add to both the cost of the project and the
scheduled time to complete.
I’ve seen countless instances where a USG representative
visits a site or otherwise engages with a contractor in a
discussion about the project. During the conversation he/she
expresses things that should be changed, modified, replaced,
etc. Often, these items are just brainstorming or thinking out
loud. Such conversations carry absolutely zero obligation for
the contractor. In USG contracting, it is typically only the
contracting officer who has any authority to change your
contract. If you receive direction from someone other than
the KO, be cautious and don’t make any changes to your
operations. In fact, keep moving forward as per your written
contract until you receive written and signed instructions by
an authorized person.
I’ve experienced team members in the field who stop or
alter operations based on a verbal discussion or instruction
with a client representative, or even with a third party. If the
client points out something that you did incorrectly, by all
means correct it as soon as possible. If however, the feedback
is strictly an individual’s preference, take no action until such
feedback is formalized in an official correspondence. This is
no different to how a contractor should respond to any client
instruction—government or private sector.
Inexperienced client representatives sometimes fail to
understand the impact their words can have on junior, or
less experienced contractor staff. The best case scenario for
field identified change is for the client representative to call or
otherwise communicate with his/her KO at their head office,
explain the situation, and have their supervisor write up a
formal amendment on SF30. This is then sent to contractor
leadership who will subsequently disseminate instructions
throughout the contractor team as appropriate. In most cases,
field personnel do not need to be involved in such discussion
until details are agreed upon and a new plan is signed and
ready for implementation.
Requests for Equitable Adjustment
Most changes are brought about by the client. In some
cases, however, the contractor may face escalating costs,
unexpected site conditions, or other situations where they are
due additional compensation. In these cases, the contractor
should prepare a request for equitable adjustment, REA. If
presented in a compelling manner the client can approve such
an adjustment and then move forward with a corresponding
modification as above.On fixed price contracts however, in
my experience these are hard to get approved. Even when
the circumstances surrounding your REA might seem
straightforward, the client most likely will resist increasing
their costs. I’ve had very little success trying to get such
For example, we had a project in a very remote corner
of West Africa, access for which was done on non-paved
secondary and tertiary roads. To say these roads were in poor
condition would be an understatement. To even call them
roads would be generous. Regardless, these routes could be
used to get to our site and execute our scope of work. Then, a
couple months into our project, the road washed out. There
was one section of this single track dirt road that crossed a
streambed and in a pretty normal rain event the banks on
both sides collapsed. This was the only route in and out of
our project location, so there went our access.
We start every project with best intentions to exceed client
and beneficiary expectations on quality, schedule, safety, and
with little to no cost growth. So, faced with this debilitating
access issue, we developed a work around. We used pickups
to deliver materials to one side of the collapsed road, and
then used local labor to unload and carry by hand down into
the now mostly dry river bed. They then went up the other
side and loaded waiting motorbikes to carry the materials the
remaining mile or so. If you’re thinking that sounds really
inefficient, well you would be very correct. However, by taking
this approach, we were able to keep some materials supplied
at site, and do our best to keep critical activities in progress.
Not surprisingly though, we were not able to get everything we
needed across so our schedule did slip.
Throughout the project our site team was working with
the local authorities who were responsible for the road. It was
their responsibility to fix it. We had good relations with the
local villages and leadership, but something as consequential,
and costly, as repairing a collapsed road was not something
they could turn around quickly. It took three to four months
for the road to repaired to a point where we could drive
over it with materials. During this period we well exceeded
our labor budget for the whole project just in hand carting
materials from one side of the collapsed road to the other.
Our local team members used ingenuity to solve a
significant problem, even though this cost us more money.
Our focus was on getting the job done and we were confident
that the client would understand the conditions under which
we performed and make us whole at the end of the project.
Once the road repairs were completed, and we were able to
return to full production capability, we prepared our request
for equitable adjustment. This request included extra costs
incurred as a direct result of the road collapse. Our request
was professionally presented with pictures of the damage,
pictures of our team carrying lumber across a riverbed by
hand, calculations for the extra labor expenses, etc. We had
to present this request although the client already knew full
well about the situation and had seen site photos spanning
months. They even had their own people visit the damaged
road. This was a well know issue for many months. However,
all our requests for cost adjustments fell on deaf ears; no one
was interested in compensating us for this condition. Most
contracts include clauses for differing site conditions, changes,
and other unknowns. A weather event washing out the single
access road should have fallen under each of these conditions,
however the client was not receptive to any compensation for
our extra efforts.
This was disappointing for me personally as I had truly
thought our USG client would have our back when unknown
conditions arose. Sadly, this was not the case. There is often
talk from the government about starting a new project
in a spirit of partnering. That is a great idea, one to which
we certainly prescribe. The reality unfortunately is that the
government’s version of partnering can differ drastically from
a contractor’s version. In my experience, contracting officers
are eager to partner with contractors as long as it doesn’t
cost them anything. Once additional work is required, due
to some unforeseen condition, the burden and cost falls
squarely on the contractor’s shoulders.
INVOICING & PAYMENTS
Any solicitation will include requirements for invoicing,
including timing, frequency, and format. A simple contract
will likely have simple invoicing requirements. A more
complex contract or scope of work will likely have more
robust invoicing requirements. For example, let’s say your firm
has a BPA with a government agency for desktop computers.
In May, your client orders and you deliver 10 units, each at a
price of $1,000, for a total delivery of $10,000. Upon delivery
and acceptance you can submit your invoice immediately for
payment. This is a very simple invoice.
On a construction contract, a complete invoice submittal
to the client typically includes most or all of the following
• Client invoice
•Prompt Payment Certification and Supporting Data
For Contractor Payment Invoice
• Prompt Payment Certification
• Progress schedule including appropriate cost loading
• Photographic report documenting proof of progress
• Updated Submittal Register
The required prompt payment certification is required with
any invoice or payment request and includes the following:
I hereby certify, to the best of my knowledge and belief, that:
(1) The amounts requested are only for performance in
accordance with specifications, terms, and conditions of the
Fig 13- Client invoice Fig 13- Client invoice
(2) All Payments due to subcontractors and suppliers from
previous payments received under the contract have been
made, and timely payments will be made from the proceeds of
the payments covered by this certification, in accordance with
subcontract agreements and the requirements of Chapter 39 or
Title 31, United States, Code; and
(3) This request for progress payments does not include any
amounts which the prime contractor intends to withhold or
retain from a subcontractor or supplier in accordance with the
terms and conditions of the subcontract.
(4) This certification is not to be construed as final acceptance
of a subcontractor’s performance.
Prime contractor is required to sign this with each
The most critical piece is the progress schedule with cost
loading. If your cost loading is done properly, then this is a
relatively straightforward process. You simply multiply each
activity’s cost by its respective percent complete and then sum
up all the resulting amounts to get your total billable amount.
The following example comes directly from one of our
school construction contracts and shows a snapshot from
our cost loaded schedule. This schedule was prepared and
managed using Primavera schedule software, the preferred
technology for such contracts with the US Army Corps of
Engineers. This schedule was used as supporting evidence on
an invoice. Note that the highlighted rows are summations
of the line item amounts below; all these summation lines,
commonly called hammock items as they hold a series of
activities listed below, should sum up to the total contract
price. Remember, that all numbers used in a cost loading
are actually a contractor’s prices. Each line item in a costs
loaded schedule should be a fully loaded price, including all
materials, direct and indirect labor, management, overheads,
profit and anything else contributing to your deliverable and
included in your original bid for the work in question. The
summation of all summary or hammock line items in a costs
loaded schedule should amount to the total contract value for
which you are obligated.
Fig. 14 – Cost Loaded Schedule Fig. 14 – Cost Loaded Schedule
All our projects require photographic progress reports
in addition to the above documentation. We developed our
own proprietary software to make this easy for us as we
were managing a dozen different sites in remote locations,
all with similar construction requirements. In order to not
confuse pictures between projects we built a platform that
organized and displayed photos, along with notes, time/date,
and geotags, so we were able to verify where and when each
photo was captured. This worked out well for our home office
to track progress and made for very simple generation of
photographic reports whenever the client needed. A sample
of such a report follows:
Of course, all the relevant details regarding payment should be
included in your contract. A few key items to recognize from
the beginning include the mechanism for paying contractors
and the timing.
In my experience, the USG has always paid us via Automated
Clearing House (ACH) transfer from a government
account directly into our account. One of the post-award
documents required is the ACH form, listing out your
banking details to allow the government to pay you when
the time is right. Be sure this information is kept up-todate.
The government also requests banking details when
you complete your online SAM registration at www.sam.
gov. I’ve had situations where the client paid to the account
listed on SAM, without looking at the ACH form we
submitted for a given contract. If ever in doubt, talk to your
KO or someone directly in the finance department of the
agency with whom you work. I’ve learned it is best to not
leave this to chance.
The finance or payment office is a critical member of the
government’s team responsible for executing your contract.
They are not however, responsible for your performance—
that’s the KO’s job. The finance officer from the USG is
responsible to manage payments once they are informed by
the KO or COR that you are due a payment. A contractor’s
primarily relationship is with the contracting officer and it is
with him or her that an invoice is submitted, negotiated, and
approved. Once approved by the COR, it is passed on to the
finance office for payment. Typically, we only get in touch
directly with the finance office if or when a payment goes
missing, or something goes wrong. Usually, any issues that
arise during the invoicing and payment process are on the
approval side, and hence a question for our COR, and not on
the actual payment side. It is good to know who to contact if
you have an actual payment issue, but in my experience, I’ve
rarely had to go this route.
Timing for payments is very important to understand
before you submit your first invoice. The client will likely
have an internal schedule for when payments can go out. In
my experience, this was governed by internal governmental
financial schedules and the last week of a given month, plus
the first three to five days of the succeeding month were
considered ‘black’ and the payment window was ‘closed.’ The
goal of any contractor is to get paid as quickly as possible
to reduce the amount of time you have to self-finance your
operations. A couple extra weeks of no cash flow and extra
financing charges can kill the profitability of a project.
Typically, if a payment is processed early enough on any
given work day, the transfer is completed the same day. The
later in the day, however, that the client pulls the trigger on
the transfer, the lower the chances you have of receiving it
the same day. Worst case, you’d have it first thing when banks
open up again on the next business day. One day may not be
a big deal; however, if it is a Friday before a 3-day weekend
this could be a big deal. No one benefits from your payment
being in limbo and inaccessible for potentially 72 hours.
Our clients typically paid us once per month. Occasionally,
during a period of high volume billing they would be
gracious enough to allow once mid-month as well to alleviate
our financing issues, but this was a favor, not an obligation.
The government payment window went dark around the
20th of the month, of course depending on the actual days
of the work week in question. We mapped all these days out
in advance so we knew exactly when the last day was for a
client to send out our payment. If this was on the 20th of the
month, which happened to fall on a Monday, then we needed
the payment ready to go on Friday the 17th so that worst case
scenario, it would be submitted early morning on the 20th
and still pay out. Armed with this information, we aimed to
have a draft invoice ready internally on Monday/Tuesday,
submit Wednesday allowing one day for any discussions
and/or negotiations, resulting in an approved invoice on
Thursday and giving the KO a day to submit his/her request
for payment. Assuming this was eventually submitted by
close of business on Friday, we’d receive the payment first
thing Monday morning. This was the goal. However, reality
rarely played out so well.
The more buffer the better on timing for payments. If
you have one primary point of contact, your KO, and his/
her office is busy (aren’t they all!), and he/she happens to
get sick or take a two-week holiday (they won’t always tell
their contractors about their upcoming family vacation to
Disneyland!), then you might be out of luck. This happened
to us a lot, even when the USG made it crystal clear that
getting our invoices paid was a critical event, it appeared
to be much less critical to them when we needed the funds.
Having a $100,000 payment delayed for two to four weeks for
any reason, especially a lack of diligence from the client, is a
painful situation—especially when that $100,000 of revenue
had more than $100,000 of costs attached to it!
Also recognize that the first invoice from a new contract
will sometimes have issues. There are a number of items
on the client side that could potentially slow this down or
halt a transaction; for example, having the incorrect bank
account listed for payment, not having passed all relevant
data from contracting office to finance office, or just a basic
miscommunication. On the contractor’s side, it is also possible
to submit the wrong form, not sign a document in the correct
place, or not copy the right individual in the submittal email.
Since there are many moving parts where things can go wrong,
it’s a good idea to work out the kinks early on. One strategy is to
submit an invoice early on in the contract, before too much has
been completed. This is just to verify the invoice and payment
mechanism is working as expected. If it is not, the kinks can be
worked out before much bigger money is on the line.
The Prompt Payment Act should be referenced in your
contract. This act commits the government to paying
contractors and vendors timely and assigns penalties, i.e.
interest charges, if and when they do not. We actually were
the beneficiary of this act on a few occasions working for the
US Army. Our specific contracting office was overloaded
and the representatives were overworked. A couple times
our invoices were submitted, approved, yet processed for
payment some weeks late. When we finally got paid, the
numbers didn’t match up and I raised the question. It turns
out, when the COR recognized that they were late in paying
us, he cited the Prompt Payment Act and actually added in
interest for the number of days they were late. It was a nice
gesture and I appreciated the level of accountability displayed
by this COR. That said, any interest paid out is a very low rate
and not something to plan to receive.
Paying Your Subs
One trick we deployed multiple times when working
with vendors or subcontractors was to tie all subcontractor
payments to our actual receipt of payment from client. Our
subcontracts included a clause to this effect, ‘pay when paid,’
and this saved us considerably pain. Understand however,
that ‘pay when paid’ may be difficult for a third party to
absorb. If for example, a roofing subcontractor completed the
roof on your building on the 5th of the month, he wants to
get paid right away, and rightly so. He has workers who need
to get their payroll out as well as material costs to recoup.
Most likely, he will push back on having to wait until the 20th
or beyond to get paid for his work from two week prior. Any
negotiation with subs on this topic will most likely result
in a higher cost for the sub as they will have to extend any
financing for the additional time period. In my experience,
this relatively small extra cost is worth it when I don’t have a
bill due on the 5th and have a zero bank account balance.
COMPLETION AND HANDOVER
You’ve worked diligently over the course of the project and
now you’re done—it is time to handover the completion
to the client. First, there are a number of steps to prepare.
Of course the actual steps you need to take depend on the
scope of your project and requirements in your contract, but
typically will include:
• Prepare an internal checklist for testing/inspecting all
components of the project
• Ensure everything passes your internal checklist
• Perform the pre-final inspection with the client and
create a punch-list of all the identified issues.
• Correct all punch-list items
• Final inspection with client and formal handover
• Receive formal project evaluation from client
A facility construction project actually does have a hand over
of the keys. This was typically how we documented an actual
handover and/or transfer of a project or facility. Other types
of projects would require a different transfer mechanism, but
all projects and contracts need to be physically handed over to
client. Every handover includes appropriate levels of signatures,
where the client signs their receipt of your deliverables. Be
sure to get these signed at the time of handover to avoid any
confusion later on. That way you won’t have to chase down a
government representative to sign your documentation.
Handover is important as it signifies the completion of
project delivery, however it does not yet mean the contractor is
free and clear of all responsibility. As an example, my firm built
a dozen primary and secondary schools across West Africa,
mostly in remote locations. Our sites were sometimes hard to
get to, roads washed out, there was occasionally political strife
and protests in the streets that obstructed movement. Most
sites were a long way from the larger cities and even farther
from the capital city. When we finished a project, usually the
beneficiary, or school headmaster, would ask us for keys so
they could start using the facility. Anytime we gave keys we
had to get the beneficiary to sign a receipt as this signified
what the government considers beneficial occupancy. It is
always important to document when exactly the beneficial
occupancy starts as this was the trigger point for our one-year
of continued warranty, during which the client continued to
hold our performance guarantee. There was a very real cost
to us for warranting our facilities and we were eager to have
the clock start ticking as soon as we had completed our scope
of work. Of course any such handover of keys to a beneficiary
would need to be conducted with full agreement by the client.
In the case of our schools, following completion, it took the
client a month or two before they were able to schedule their
own site visit. As no one wanted the new facilities to remain
vacant and potentially be vandalized, the client agreed to
our handover directly to the beneficiary and agreed for the
warranty clock to start ticking from that date.
When the project is complete, your client—typically the
COR most directly involved in managing the effort from
the government side—will prepare a formal evaluation in
CPARS. The client prepares their findings and then sends
them to the contractor to solicit their feedback. Note: there
is a limited amount of time in which to respond before
the comments are frozen and a contractor will no longer
be able to add feedback and/or confirm the evaluation.
This is an important part of establishing a contractor’s
past performance and reputation. Always respond to these
request to add comments! This is where a contractor can
acknowledge the client’s positive comments, add supporting
commentary, or rebut the government’s findings. It is
highly unlikely any contractor comments will influence the
USG’s evaluation, but this format does give the contractor a
chance to go on the record with their version of events when
needed. Being responsive here is important in growing a past
performance library that shows your positive results while
also addressing any perceived negative evaluations. Failure to
respond to a CPARS evaluation is usually interpreted as a lack
of responsiveness, or worse, acceptance, by the contractor.
Use your voice and leave your comments in every evaluation.
CONTRACT CLOSE OUT
As is common in the leading project management processes,
closing out a contract is a separate activity from completing a
project. Typical to the contract close out process are:
• Signing releases
• Completion or expiry of warranties
• Release of any retained fees
• Final client evaluation
Contracts for construction services typically include a
minimum of one year for the period of performance (POP).
That is the duration of the contractor’s actual operations,
executing the scope of work. When you add the preliminary
steps, warranties and then eventual closeout, to this POP, you
can easily add another year or two. It is important to realize
that a one year project will likely remain on your books for two
or more years, depending on commitments beyond just the
scope of work. A 12-month warranty is clearly going to add 12
months. This doesn’t mean that on day one of the 13th month
you’re free and clear, however. Just as it takes a few weeks
upfront to establish a warranty and associated guarantee, it
takes time after expiry to formally close this out. Formality
is typically required when banks or other guarantee holders
are involved and they need to verify that the government has
in fact released their contractor, and subsequently themselves,
from any further liability.
Each bank or lender is slightly different with different
risk profiles and different policies and procedures. One
bank we’ve worked with extensively time and again released
our funds the day the warranty term expired. At project
completion, we always receive a completion certificate listing
key items, including total project cost, planned duration,
actual duration, actual completion date, and length of any
warranties. With this information, our bank would wait until
such duration had passed, and assuming they didn’t hear of
any warranty calls from the client in that timeframe, they
would release our collateral. This bank was easy to work with
and had our best interested in mind.
A different bank we worked with had slightly more
stringent requirements. At expiry of warranty, the bank
wrote directly to the client and asked for a written release of
the guarantee and for a return of the original. As the original
guarantee was submitted to the client in hard copy via Fed-Ex,
the bank required a similarly wet stamped and signed release
sent via delivery. Ironically, in many cases the client lost or
misplaced our original hard copy guarantees and had to write
a separate letter to bank informing them that original was no
longer available, but that the bank was in fact released from
all liability. I understand it can be hard to maintain records
for 2+ years, especially when team members turn over, but
it is ironic when the USG can’t meet the requirements they
impose on their contractors!
Remember, the contract close out is not instant event and
will not happen the day your liabilities expire. I learned this
the hard way. Early on when we bid projects that required
guarantees, I’d budget out the costs for any guarantee over
the POP + any warranty period. In many cases, these
were 12-month projects so I included associated costs for
12 months for a payment guarantee and 24 months for
performance guarantees. For our guarantees we either had
to take a loan, and thereby pay interest, or we used our own
capital and I had to pay ourselves interest. Either way, money
First off, the guarantee is required immediately following
award and typically goes along with contract signing. The
POP does not begin until all post award items are fully
resolved between client and contractor, and the client is ready
to sign off on the project. Sometimes there are items on the
client’s side that require the contractor to wait a number of
weeks following your award before they can issue an eventual
notice to proceed (NTP) and start your POP clock. Once
the clock ticking, a lot of construction project schedules slip,
for a whole variety of reasons—some certainly within our
control, and many others far outside of our control. Again, at
project completion, the administrative process takes time to
return any payment guarantees. This also pertains to contract
completion to return any performance guarantees at expiry of
warranties. This all adds a number of weeks on the front end,
from submission of guarantee to issuance of NTP. Then again
if there’s any slippage in your execution that would add more
weeks. Finally, just when you’re expecting your release, either
payment guarantee at project completion or performance
guarantee at contract completion and expiry of warranty,
you have to wait additional weeks for the administrative
mechanizations of the USG to go full cycle, eventually
resulting in a contractor finally being made whole. I learned to
increase finance or interest charges for guarantees by 25-50%
to allow for additional time. Time for which I was responsible
and needed to include to appropriately cover costs.
You’ve now gone through a long and involved process to bid
and win a contract with the US Government and you want
the chance to execute this contact and fulfill your obligations.
Sometimes however, things change—sometimes for reasons
within and sometimes for reasons outside of your control,
and a contract needs to be terminated. The most common
types of termination are:
• Termination for Convenience (T4C): Usually something
changes from the USG’s side and they are no longer able
to conduct this project. I’ve had this happen on construction
projects where before the contactor is actually
able to start work, local authorities dispute land ownership,
sometimes reneging on previous agreements, and
thereby making the project moot. The government is
usually receptive to compensating a contractor for
reasonable costs associated with initiating a project,
including all direct, indirect costs and overheads. They
will try to make you whole following a T4C.
• Termination for Default (T4D): This is what you don’t
want to get! Default means the government is not
satisfied with a contractor’s response on a given contract
and is left with no way to complete the project. A T4D is
typically a long time in the making; you won’t or
shouldn’t be surprised by this. T4Ds should be avoided
if possible as they are essentially a black mark against
any company. Illustratively, on typical representations
and certifications included with any new bid a
contractor must answer that they have, or have not
had a contract terminated for default within the past
three years. Any terminations for default will stay on
your record with the USG indefinitely and for three
years you have to disclose this upfront. This is not where
a new company wants to be as they’re trying to grow
Whatever the situation is with your contract, the USG will
communicate officially at each step. As mentioned above,
when the termination notice finally arrives on your desk you
will have beenin discussions with the client for a long period
of time, months for sure and maybe even years, depending
on the complexity of your situation.
I’ve been involved in multiple terminations for convenience
and these are relative non-events. It is a lose-lose
scenario as the client had invested a lot of time and effort into
developing the project and contracting it out and the contractor
of course spent significant effort, time and expenses, to bid
and initiate the work. Unfortunately, however, sometimes
things just don’t work out, despite the client’s best efforts and
your best intentions. Oftentimes, the client will regret having
to cancel a contract with a new firm, who so far had shown
promise, and to the extent legally permissible, they likely will
encourage and support you winning another opportunity.
Usually T4Cs end on positive terms for all involved.
Terminations for Default are a different story. I’ve been
involved with two T4Ds. The first one I mentioned previously.
We bid a project, won, but then the bank changed their tune
regarding the amount of collateral we needed for them to write
the guarantee. They increased it from 30% to 100%, making
performance untenable for us. For three months following the
award, we were in continual contact with the KO, explaining
our situation. We even requested a reduction in the dollar
amount of the guarantee to something we could afford to
secure with 100% cash. Many communications were conducted
via email, phone, and in person meetings, but everything of
substance was put into a government issued serial letter, each
with a unique number. The USG sent us serial letter 001
and we responded. Then they sent serial letter 002, and we
responded. And so on…. Unfortunately, the client would not
budge on the requirement. We didn’t really have any hope
they would, and the bank sadly remained adamant in their
new collateral requirements. So after some three months,
we finally got the termination notice, for default, citing our
inability to produce the contractually required guarantee.
Luckily however, if one can find a silver lining, we had bid
this contract as a newly created three-way Joint Venture. The
T4D went against this newly formed JV, not any one of the
firms directly. We never used that entity again, for this exact
reason, and never had to report that we had a termination for
default on our record. Creating new entities during the bid
phase has proven to be a good strategy for potentially higher
The second T4D was more complex and we as the
contractor saw the situation significantly differently than our
client did. We had been under contract for over a year and had
already completed some of the initial scope components, but
had yet to initiate construction. There were significant delays
caused by, or contributed to, by all parties involved, including
the client and us. This was supposed to be a one year contract,
but at the one year mark, all we had done was the design and
even that hadn’t been approved for construction yet. Things
obviously weren’t going well and this reflected poorly on our
team and the client. This was all happening in 2019.
Then Covid-19 happened. We realized that we were not
able to perform the work for the near term as the global
pandemic had severely impacted travel and supply chain, and
we were not willing to send personnel to remote locations
and potentially put them at risk of contracting the virus since
they’d be far from effective medical care. Because of this new
situation, we requested the client terminate the contract for
convenience, citing the pandemic as the reason we couldn’t
perform. This sounded pretty straightforward to me and I
expected this to be considered a Force Majeure situation,
similar to those Acts of God or War. The client saw things
differently and they wanted us to fulfill our obligations and
complete the work. They in fact were very focused on having
us prepare a new schedule for completing the job, seemingly
unconcerned with the global health crisis and resulting
logistical challenges. We were at an impasse.
I started my business to do good work, execute successful
projects, and positively impact people’s lives around the
world. Asking a client to terminate (for convenience) one of
our hard won contracts was not a decision I made lightly,
however it was the right one for my team and me. Over
the course of a year or so, we traded serial letters responses
with the client pressuring us to move forward and schedule
to complete the work, and us responding that this was not
possible due to the pandemic. Neither side budged, the client
rejected my request for a T4C, and ended up issuing the
dreaded T4D. Of course, I knew this was a distinct possibility
when I went head to head with the client. I didn’t really expect
to win against the federal government, but at least I tried.
It should be noted however that my actions were heavily
influenced by our reputable legal counsel; I wasn’t making
such weighty decisions on my own and in fact our counsel
suggested requesting the T4C. But alas, in the end we lost
the contract, forfeited some $80,000 of guarantees, and
now have this termination on our record. I stand by the
decisions I made that brought this about, though I admit I
was hoping the USG would show a little more understanding
and consideration. Unfortunately, it was a lose-lose situation
where the client didn’t get their project done, and we lost
money and reputation.
You don’t need to consult with an attorney at every step of
the contract process. This would be inconvenient and would
definitely slow down the decision making process. Plus, my
specialty lawyer for government contracting issues charges
$750/hr. I use him as a resource but only when really needed,
and then I dread getting his invoices! Point being, involve
the lawyers as little as necessary. After all, lawyers can always
find a problem or additional risk that could prompt them
to recommend against some action. As a business owner or
entrepreneur you need to take action in the face of such risk.
Use lawyers sparingly.
Be sure to fully utilize the free resources made available to
federal contractors, including the SBA and local PTACs. By
using these resources, you can likely avoid having to go to
a high priced lawyer for basic guidance on the legalities of
working for the United States Government.
So now you’ve learned much of what you need in order to
identify opportunities with the USG. You should have a solid
understanding to pursue them, develop a winning proposal,
and successfully execute and close out your contract. There is
a wealth of opportunity available by working for the United
States Government and it is not as complicated as it may
look on the surface. My intent with this publication is to give
you many of the tools you may need to have a high-level of
success with USG procurement. Every individual and every
company’s journey in USG contracting will be slightly different.
Recognizing that no two industries or agencies are identical,
there will be many similarities between the experiences I have
shared and those you encounter. My sincere hope is that by
reading this book and learning from my experiences, you will
have the confidence needed to go after USG opportunities. The
USG needs all the good contractors and vendors they can find!
This book is a collection of my own experiences over almost
two decades of involvement in government contracting. The
USG is a wide and diverse organization and each agency does
things their own way. My experiences may not always match
your own and your specific agency or representative might
have slightly different requirements and/or expectations. This
is to be expected. My goal is that by sharing my experience you
will have a better understanding of how things work overall
and can then best plan your own response and approach.
The contents of this book should by no means be taken
as legal advice. Always consult your own attorney before
making any personal or business decisions.
Thanks for reading! If you enjoyed this book or found it
useful, I’d be grateful if you’d post a short review on Amazon.
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Thanks again for your support!
Appendix: Representations & Certifications
CLAUSES INCORPORATED BY FULL TEXT
52.203-2 CERTIFICATE OF INDEPENDENT PRICE
DETERMINATION (APR 1985)
(a) The offeror certifies that -(
1) The prices in this offer have been arrived at independently, without, for
the purpose of restricting competition, any consultation, communication,
or agreement with any other offeror or competitor relating to –
(i) Those prices,
(ii) The intention to submit an offer, or
(iii) The methods of factors used to calculate the prices offered:
(2) The prices in this offer have not been and will not be knowingly
disclosed by the offeror, directly or indirectly, to any other offeror or
competitor before bid opening (in the case of a sealed bid solicitation) or
contract award (in the case of a negotiated solicitation) unless otherwise
required by law; and
(3) No attempt has been made or will be made by the offeror to induce
any other concern to submit or not to submit an offer for the purpose of
(b) Each signature on the offer is considered to be a certification by the
signatory that the signatory -(
1) Is the person in the offeror’s organization responsible for determining
the prices offered in this bid or proposal, and that the signatory has
not participated and will not participate in any action contrary to sub-
paragraphs (a)(1) through (a)(3) of this provision; or
(2) (i) Has been authorized, in writing, to act as agent for the following
principals in certifying that those principals have not participated,
and will not participate in any action contrary to subparagraphs (a)
(1) through (a)(3) of this provision Name, Title (insert full name of
person(s) in the offeror’s organization responsible for determining the
prices offered in this bid or proposal, and the title of his or her position
in the offeror’s organization);
(ii) As an authorized agent, does certify that the principals named in
subdivision (b)(2)(i) above have not participated, and will not participate,
in any action contrary to subparagraphs (a)(1) through (a)(3) above; and
(iii) As an agent, has not personally participated, and will not participate, in
any action contrary to subparagraphs (a)(1) through (a)(3) of this provision.
(c) If the offeror deletes or modifies subparagraph (a)(2) of this provision,
the offeror must furnish with its offer a signed statement setting forth in
detail the circumstances of the disclosure.
(End of clause)
CLAUSES INCORPORATED BY FULL TEXT
52.203-11 CERTIFICATION AND DISCLOSURE REGARDING
PAYMENTS TO INFLUENCE CERTAIN FEDERAL TRANSACTIONS
(a) Definitions. As used in this provision– “Lobbying contact’’ has the
meaning provided at 2 U.S.C. 1602(8). The terms “agency,’’ “influencing
or attempting to influence,’’ “officer or employee of an agency,’’ “person,’’
“reasonable compensation,’’ and “regularly employed’’ are defined in
the FAR clause of this solicitation entitled “Limitation on Payments to
Influence Certain Federal Transactions’’ (52.203-12).
(b) Prohibition. The prohibition and exceptions contained in the FAR
clause of this solicitation entitled “Limitation on Payments to Influence
Certain Federal Transactions’’ (52.203-12) are hereby incorporated by
reference in this provision.
(c) Certification. The offeror, by signing its offer, hereby certifies to the
best of its knowledge and belief that no Federal appropriated funds have
been paid or will be paid to any person for influencing or attempting to
influence an officer or employee of any agency, a Member of Congress, an
officer or employee of Congress, or an employee of a Member of Congress
on its behalf in connection with the awarding of this contract.
(d) Disclosure. If any registrants under the Lobbying Disclosure Act of
1995 have made a lobbying contact on behalf of the offeror with respect
to this contract, the offeror shall complete and submit, with its offer, OMB
Standard Form LLL, Disclosure of Lobbying Activities, to provide the
name of the registrants. The offeror need not report regularly employed
officers or employees of the offeror to whom payments of reasonable
compensation were made.
(e) Penalty. Submission of this certification and disclosure is a prerequisite
for making or entering into this contract imposed by 31 U.S.C. 1352. Any
person who makes an expenditure prohibited under this provision or who
fails to file or amend the disclosure required to be filed or amended by
this provision, shall be subject to a civil penalty of not less than $10,000,
and not more than $100,000, for each such failure.
(End of provision)
52.209-2 PROHIBITION ON CONTRACTING WITH INVERTED
DOMESTIC CORPORATIONS–REPRESENTATION (JUL 2009)
(a) Definition. Inverted domestic corporation means a foreign incorporated
entity which is treated as an inverted domestic corporation
under 6 U.S.C. 395(b), i.e., a corporation that used to be incorporated
in the United States, or used to be a partnership in the United States, but
now is incorporated in a foreign country, or is a subsidiary whose parent
corporation is incorporated in a foreign country, that meets the criteria
specified in 6 U.S.C. 395(b), applied in accordance with the rules and
definitions of 6 U.S.C. 395(c).
(b) Relation to Internal Revenue Code. A foreign entity that is treated
as an inverted domestic corporation for purposes of the Internal
Revenue Code at 26 U.S.C. 7874 (or would be except that the inversion
transactions were completed on or before March 4, 2003), is also an
inverted domestic corporation for purposes of 6 U.S.C. 395 and for this
solicitation provision (see FAR 9.108).
(c) Representation. By submission of its offer, the offeror represents that
it is not an inverted domestic corporation and is not a subsidiary of one.
(End of provision)
CLAUSES INCORPORATED BY FULL TEXT
52.209-5 CERTIFICATION REGARDING RESPONSIBILITY
MATTERS (APR 2010)
(a)(1) The Offeror certifies, to the best of its knowledge and belief, that
(i) The Offeror and/or any of its Principals(
A) Are ( ) are not (X) presently debarred, suspended, proposed for
debarment, or declared ineligible for the award of contracts by any
(B) Have ( ) have not (X), within a three-year period preceding this offer,
been convicted of or had a civil judgment rendered against them for:
commission of fraud or a criminal offense in connection with obtaining,
attempting to obtain, or performing a public (Federal, State, or local)
contract or subcontract; violation of Federal or State antitrust statutes
relating to the submission of offers; or commission of embezzlement,
theft, forgery, bribery, falsification or destruction of records, making false
statements, tax evasion, violating Federal criminal tax laws, or receiving
stolen property (if offeror checks “have”, the offeror shall also see 52.2097,
if included in this solicitation); and
(C) Are ( ) are not (X) presently indicted for, or otherwise criminally or
civilly charged by a governmental entity with, commission of any of the
offenses enumerated in paragraph (a)(1)(i)(B) of this provision.; and
(D) Have [ballot], have not [X], within a three-year period preceding this
offer, been notified of any delinquent Federal taxes in an amount that
exceeds $3,000 for which the liability remains unsatisfied.
(1) Federal taxes are considered delinquent if both of the following
(i) The tax liability is finally determined. The liability is finally determined
if it has been assessed. A liability is not finally determined if there is a
pending administrative or judicial challenge. In the case of a judicial
challenge to the liability, the liability is not finally determined until all
judicial appeal rights have been exhausted.
(ii) The taxpayer is delinquent in making payment. A taxpayer is delinquent
if the taxpayer has failed to pay the tax liability when full payment was
due and required. A taxpayer is not delinquent in cases where enforced
collection action is precluded.
(2) Examples. (i) The taxpayer has received a statutory notice of
deficiency, under I.R.C. Sec. 6212, which entitles the taxpayer to seek Tax
Court review of a proposed tax deficiency. This is not a delinquent tax
because it is not a final tax liability. Should the taxpayer seek Tax Court
review, this will not be a final tax liability until the taxpayer has exercised
all judicial appeal rights.
(ii) The IRS has filed a notice of Federal tax lien with respect to an
assessed tax liability, and the taxpayer has been issued a notice under
I.R.C. Sec. 6320 entitling the taxpayer to request a hearing with the IRS
Office of Appeals contesting the lien filing, and to further appeal to the
Tax Court if the IRS determines to sustain the lien filing. In the course of
the hearing, the taxpayer is entitled to contest the underlying tax liability
because the taxpayer has had no prior opportunity to contest the liability.
This is not a delinquent tax because it is not a final tax liability. Should the
taxpayer seek tax court review, this will not be a final tax liability until the
taxpayer has exercised all judicial appeal rights.
(iii) The taxpayer has entered into an installment agreement pursuant
to I.R.C. Sec. 6159. The taxpayer is making timely payments and is in
full compliance with the agreement terms. The taxpayer is not delinquent
because the taxpayer is not currently required to make full payment.
(iv) The taxpayer has filed for bankruptcy protection. The taxpayer is not
delinquent because enforced collection action is stayed under 11 U.S.C.
362 (the Bankruptcy Code).
(ii) The Offeror has ( ) has not (X), within a three-year period preceding
this offer, had one or more contracts terminated for default by any Federal
(2) Principal, for the purposes of this certification, means an officer, director,
owner, partner, or a person having primary management or supervisory
responsibilities within a business entity (e.g., general manager; plant
manager; head of a division or business segment; and similar positions).
(b) The Offeror shall provide immediate written notice to the Contracting
Officer if, at any time prior to contract award, the Offeror learns that its
certification was erroneous when submitted or has become erroneous by
reason of changed circumstances.
(c) A certification that any of the items in paragraph (a) of this provision
exists will not necessarily result in withholding of an award under this
solicitation. However, the certification will be considered in connection
with a determination of the Offeror’s responsibility. Failure of the
Offeror to furnish a certification or provide such additional information
as requested by the Contracting Officer may render the Offeror non-
(d) Nothing contained in the foregoing shall be construed to require
establishment of a system of records in order to render, in good faith, the
certification required by paragraph (a) of this provision. The knowledge and
information of an Offeror is not required to exceed that which is normally
possessed by a prudent person in the ordinary course of business dealings.
(e) The certification in paragraph (a) of this provision is a material
representation of fact upon which reliance was placed when making
award. If it is later determined that the Offeror knowingly rendered
an erroneous certification, in addition to other remedies available to
the Government, the Contracting Officer may terminate the contract
resulting from this solicitation for default.
(End of provision)
CLAUSES INCORPORATED BY FULL TEXT
52.209-7 INFORMATION REGARDING RESPONSIBILITY MATTERS
(a) Definitions. As used in this provision-
Administrative proceeding means a non-judicial process that is
adjudicatory in nature in order to make a determination of fault or liability
(e.g., Securities and Exchange Commission Administrative Proceedings,
Civilian Board of Contract Appeals Proceedings, and Armed Services
Board of Contract Appeals Proceedings). This includes administrative
proceedings at the Federal and State level but only in connection with
performance of a Federal contract or grant. It does not include agency
actions such as contract audits, site visits, corrective plans, or inspection
Federal contracts and grants with total value greater than $10,000,000
(1) The total value of all current, active contracts and grants, including all
priced options; and
(2) The total value of all current, active orders including all priced options
under indefinite-delivery, indefinite-quantity, 8(a), or requirements
contracts (including task and delivery and multiple-award Schedules).
(b) The offeror ( ) has (X) does not have current active Federal contracts
and grants with total value greater than $10,000,000.
(c) If the offeror checked “has” in paragraph (b) of this provision, the
offeror represents, by submission of this offer, that the information it has
entered in the Federal Awardee Performance and Integrity Information
System (FAPIIS) is current, accurate, and complete as of the date of
submission of this offer with regard to the following information:
(1) Whether the offeror, and/or any of its principals, has or has not, within
the last five years, in connection with the award to or performance by the
offeror of a Federal contract or grant, been the subject of a proceeding, at
the Federal or State level that resulted in any of the following dispositions:
(i) In a criminal proceeding, a conviction.
(ii) In a civil proceeding, a finding of fault and liability that results in
the payment of a monetary fine, penalty, reimbursement, restitution, or
damages of $5,000 or more.
(iii) In an administrative proceeding, a finding of fault and liability that
A) The payment of a monetary fine or penalty of $5,000 or more; or
(B) The payment of a reimbursement, restitution, or damages in excess
(iv) In a criminal, civil, or administrative proceeding, a disposition of the
matter by consent or compromise
with an acknowledgment of fault by the Contractor if the proceeding
could have led to any of the outcomes specified in paragraphs (c)(1)(i),
(c)(1)(ii), or (c)(1)(iii) of this provision.
(2) If the offeror has been involved in the last five years in any of the
occurrences listed in (c)(1) of this provision, whether the offeror has
provided the requested information with regard to each occurrence.
(d) The offeror shall enter the information in paragraphs (c)(1)(i) through
(c)(1)(iv) of this provision in FAPIIS as required through maintaining
an active registration in the Central Contractor Registration database at
http://www.ccr.gov (see 52.204-7).
Principal means an officer, director, owner, partner, or a person having
primary management or supervisory responsibilities within a business
entity (e.g., general manager; plant manager; head of a division or
business segment; and similar positions).
(End of provision)
CLAUSES INCORPORATED BY FULL TEXT
52.225-20 PROHIBITION ON CONDUCTING RESTRICTED
BUSINESS OPERATIONS IN SUDAN–CERTIFICATION (AUG 2009)
(a) Definitions. As used in this provision-Business
operations means engaging in commerce in any form, including
by acquiring, developing, maintaining, owning, selling, possessing, leasing,
or operating equipment, facilities, personnel, products, services, personal
property, real property, or any other apparatus of business or commerce.
Marginalized populations of Sudan means-
(1) Adversely affected groups in regions authorized to receive assistance
under section 8(c) of the Darfur Peace and Accountability Act (Pub. L.
109-344) (50 U.S.C. 1701 note); and
(2) Marginalized areas in Northern Sudan described in section 4(9) of
such Act. Restricted business operations means business operations
in Sudan that include power production activities, mineral extraction
activities, oil-related activities, or the production of military equipment,
as those terms are defined in the Sudan Accountability and Divestment
Act of 2007 (Pub. L. 110-174). Restricted business operations do not
include business operations that the person (as that term is defined in
Section 2 of the Sudan Accountability and Divestment Act of 2007)
conducting the business can demonstrate-
(1) Are conducted under contract directly and exclusively with the
regional government of southern Sudan;
(2) Are conducted pursuant to specific authorization from the Office
of Foreign Assets Control in the Department of the Treasury, or are
expressly exempted under Federal law from the requirement to be
conducted under such authorization;
(3) Consist of providing goods or services to marginalized populations
(4) Consist of providing goods or services to an internationally recognized
peacekeeping force or humanitarian organization;
(5) Consist of providing goods or services that are used only to promote
health or education; or
(6) Have been voluntarily suspended.
(b) Certification. By submission of its offer, the offeror certifies that the
offeror does not conduct any restricted business operations in Sudan.
(End of provision)
CLAUSES INCORPORATED BY FULL TEXT
52.225-25 PROHIBITION ON ENGAGING IN SANCTIONED
ACTIVITIES RELATING TO IRAN– CERTIFICATION (SEP 2010)
(a) Definition. Person-(
i) A natural person;
(ii) A corporation, business association, partnership, society, trust,
financial institution, insurer, underwriter, guarantor, and any other
business organization, any other nongovernmental entity, organization,
or group, and any governmental entity operating as a business enterprise;
(iii) Any successor to any entity described in paragraph (1)(ii) of this
(2) Does not include a government or governmental entity that is not
operating as a business enterprise.
(b) Certification. Except as provided in paragraph (c) of this provision
or if a waiver has been granted in accordance with FAR 25.703-2(d), by
submission of its offer, the offeror certifies that the offeror, or any person
owned or controlled by the offeror, does not engage in any activities for
which sanctions may be imposed under section 5 of the Iran Sanctions
Act of 1996. These sanctioned activities are in the areas of development of
the petroleum resources of Iran, production of refined petroleum products
in Iran, sale and provision of refined petroleum products to Iran, and
contributing to Iran’s ability to acquire or develop certain weapons.
(c) Exception for trade agreements. The certification requirement of
paragraph (b) of this provision does not apply if-(
1) This solicitation includes a trade agreements certification (e.g.,
52.225-4, 52.225-11 or comparable agency provision); and
(2) The offeror has certified that all the offered products to be supplied
are designated country end products or designated country construction
(End of provision)
252.209-7001 DISCLOSURE OF OWNERSHIP OR CONTROL BY
THE GOVERNMENT OF A TERRORIST COUNTRY (JAN 2009)
(a) “Definitions.” As used in this provision -(
a) “Government of a terrorist country” includes the state and the
government of a terrorist country, as well as any political subdivision,
agency, or instrumentality thereof.
(2) “Terrorist country” means a country determined by the Secretary
of State, under section 6(j)(1)(A) of the Export Administration Act of
1979 (50 U.S.C. App. 2405(j)(i)(A)), to be a country the government of
which has repeatedly provided support for such acts of international
terrorism. As of the date of this provision, terrorist countries subject to
this provision include: Cuba, Iran, Sudan, and Syria.
(3) “Significant interest” means -(
i) Ownership of or beneficial interest in 5 percent or more of the firm’s
or subsidiary’s securities. Beneficial interest includes holding 5 percent
or more of any class of the firm’s securities in “nominee shares,” “street
names,” or some other method of holding securities that does not disclose
the beneficial owner;
(ii) Holding a management position in the firm, such as a director or
(iii) Ability to control or influence the election, appointment, or tenure of
directors or officers in the firm;
(iv) Ownership of 10 percent or more of the assets of a firm such as
equipment, buildings, real estate, or other tangible assets of the firm; or
(v) Holding 50 percent or more of the indebtness of a firm.
(b) “Prohibition on award.” In accordance with 10 U.S.C. 2327, no contract
may be awarded to a firm or a subsidiary of a firm if the government of a
terrorist country has a significant interest in the firm or subsidiary or, in
the case of a subsidiary, the firm that owns the subsidiary, unless a waiver
is granted by the Secretary of Defense.
(c) “Disclosure.” If the government of a terrorist country has a significant
interest in the Offeror or a subsidiary of the Offeror, the Offeror shall
disclosure such interest in an attachment to its offer. If the Offeror is a
subsidiary, it shall also disclose any significant interest the government of
a terrorist country has in any firm that owns or controls the subsidiary.
The disclosure shall include -(
1) Identification of each government holding a significant interest; and
(2) A description of the significant interest held by each government.
(End of provision)
252.225-7023 PREFERENCE FOR PRODUCTS OR SERVICES FROM
IRAQ OR AFGHANISTAN (APR 2010)
(a) Definitions. Product from Iraq or Afghanistan and service from Iraq
or Afghanistan, as used in this provision, are defined in the clause of this
solicitation entitled “Requirement for Products or Services from Iraq or
Afghanistan’’ (DFARS 252.225-7024).
(b) Representation. The offeror represents that all products or services to
be delivered under a contract resulting from this solicitation are products
from Iraq or Afghanistan or services from Iraq or Afghanistan, except
those listed in-(
1) Paragraph (c) of this provision; or
(2) Paragraph (c)(2) of the provision entitled “Trade Agreements
Certificate,’’ or “Trade Agreements Certificate-Inclusion of Iraqi End
Products,’’ if included in this solicitation.
(c) Other products or services. The following offered products or services
are not products from Iraq or Afghanistan or services from Iraq or
Afghanistan: (Country of Origin) (Line Item Number)
(d) Evaluation. For the purpose of evaluating competitive offers, the
Contracting Officer will increase by 50 percent the prices of offers
of products or services that are not products or services from Iraq or
(End of provision)
252.225-7031 SECONDARY ARAB BOYCOTT OF ISRAEL (JUN 2005)
(a) Definitions. As used in this provision-(
1) Foreign person means any person (including any individual,
partnership, corporation, or other form of association) other than a
United States person.
(2) United States means the 50 States, the District of Columbia, outlying
areas, and the outer Continental Shelf as defined in 43 U.S.C. 1331.
(3) United States person is defined in 50 U.S.C. App. 2415(2) and means-(
i) Any United States resident or national (other than an individual
resident outside the United States who is employed by other than a
United States person);
(ii) Any domestic concern (including any permanent domestic
establishment of any foreign concern); and
(iii) Any foreign subsidiary or affiliate (including any permanent foreign
establishment) of any domestic concern that is controlled in fact by such
(b) Certification. If the offeror is a foreign person, the offeror certifies, by
submission of an offer, that it-(
1) Does not comply with the Secondary Arab Boycott of Israel; and
(2) Is not taking or knowingly agreeing to take any action, with respect to
the Secondary Boycott of Israel by Arab countries, which 50 U.S.C. App.
2407(a) prohibits a United States person from taking.
About the Author
David G. Gatchell has been working in USG contracting
since 2003 when he first started managing USG construction
projects for an international contractor in Central Asia. This
was in support of Afghanistan’s reconstruction and overall
development in the area. This first exposure developed into
future roles with USG, implementing partners and other
global contractors, eventually leading teams in three countries
and executing countless small to mid-size infrastructure
and facilities projects. In 2006, he branched off on his own,
creating Fellgroup LLC, to consult with local contractors and
help them earn their own success working with the USG. The
primary focus was on engineering and construction work,
but secondary efforts were on logistics, fuel supply, design,
and other opportunities. Following a number of consulting
engagements, Fellgroup established a joint venture through
which to directly bid, win and perform its own contracts.
Fellgroup’s JV, along with a local Afghan construction firm,
resulted in more than $50M in prime construction contracts
performed between 2011 and 2014.
Since opportunities in Afghanistan started to decrease
around this time, Fellgroup shifted its focus to the African
continent. Over the course of the next few years, David led
Fellgroup in the formation of multiple new JVs in Africa,
won four separate MATOCs for design and construction
throughout the continent, and performed numerous individual
projects or task orders with global partners. In 2018, Fellgroup
decided to go it alone and won additional contracts in their
name alone in Africa and Nepal.
David is most proud of the teams he has built to perform
work in different countries, including the 20 person JOC
management team in Kabul, Afghanistan; 20 person West
Africa management team in Cotonou, Benin; and the eight
person program management team in Austin, Texas. These
teams have done a lot of good work with a positive impact on
people and projects around the world.
Experience highlights include:
Projects executed in the following countries: Afghanistan, Niger,
Benin, Togo, Gabon, Mauritania, Morocco, Senegal, Kenya
Numerous international joint ventures
Won $200M IDIQ reconstruction contract in Nepal for USAID
Built proprietary project monitoring software product
I am full of gratitude for all the opportunities I’ve had and
experiences from which I have learned over the past 20+
years. Recognizing everyone individually who has educated
or motivated me over this period would be impossible,
however for all those I’ve worked alongside, I appreciate you
and am grateful for our time together.
To the companies and organizations for whom I worked
earlier in my career, thank you for introducing me to new
business opportunities while also teaching me how not to run
a team or manage people. (Sometimes, negative experiences
can be the best teachers:) To our teams in Afghanistan,
Africa, and Austin, I carry with me fond memories. It has
been an honor building a company and delivering complex
projects around the world with you all.
To my initial consulting clients and global partners, thank
you for entrusting me with your business.
I have a great amount of respect and appreciation for the
United States Government customers that gave me professional
opportunities. This includes the US Army Corps of Engineers,
US Department of State, and US Agency for International
Development. I owe a debt of gratitude to all our Contracting
Officers and their representatives, Project Engineers, and other
personnel who helped guide us through the contracting process
and performance or work. We certainly had our differences at
times, yet through all our conflicts, you always treated us with
respect. Your collective integrity remained intact throughout
our individual project relationships, and I know that your sole
focus was on doing right in your professional roles as well as on
behalf of our US Government.
As an active member in the entrepreneurial community, I
certainly have to acknowledge how this network continues
to inspire, motivate, and help me reach my potential. A
special thanks to Entrepreneurs’ Organization (EO) and
my Entrepreneurial Master’s Program (EMP) and Return of
the Masterminds (ROM) colleagues. You continue to set the
standard for what is possible and offer daily inspiration for my
own growth and development.
And finally, and yet firstly, my family. I appreciate you allowing
me the time and space to do my work, build a business, and
eventually write a book. Thank you for this and absolutely
The writing of this book was a collaborative effort and
I’m grateful for all those who shared their thoughts,
contributed, reviewed my drafts and inspired me to
complete this project.
For those in my extended network who offered support and
guidance I appreciate you.
To the content and subject matter contributors who shared
valuable information regarding their own experiences with
government contracting. Thank you to: William Randolph,
Tim Jeffcoat, Kevin Lovell, Peter Witts, Chip Ellis, Chris
Edwards, Jamie Rhone, and George Boateng.
For those who accepted the challenge of reading the
preliminary version of the book and offering feedback, I
thank you. This was a big ask, I know! Much appreciation
to the following reviewers who offered valuable content
contributions: John Dewey, Jeannett Jackman, Mahboob
Jamal, Kyle Beagle, Tim Griggs, Gary Tutungian, Kate
Steff, and Ben Wham. For those whose names need to
remain confidential due to their current roles within the US
Government please know that you have my gratitude.