Fixed Price Services Extending Beyond PoP

If you don't understand your own contract while holding it in your hands, I don't know how anyone here can be expected to understand it sight unseen.

You need to decide the question.  Is the contract for the development of capability, and you had one year to do it?  Or is the contract for one year of performance at the specified level?  If you can't tell, you can ask the contracting officer.

My question is not understanding my contract, it is regards to invoicing.  The Government ideally wanted the service for the full twelve months, but there is no way to activate the service on the first day of the PoP.  We can submit the invoice, and the COTR and CO may approve the invoice and we may be paid.  However, that does not eliminate an auditor coming through a few years from now and disagreeing with our position and requesting funds back.  Therein lies the heart of my question.

Allow me to boil down the question to a simplified scenario and question.  The Government issued us a 12 month FPIF contract to install Internet access at one of their buildings for 12 months.  Because this building was in a war zone, the service was not activated and accepted until month six. That means for only six months of the 12 month PoP did the Government have their service.  Am I entitled to invoice the Government for 12 months of service even though service was only provided for six months of that?  

Reading the FAR for Fixed Priced services suggests that I can, especially given that my contract provides no requirement precluding this.  Is this the opinion of other forum members as well?

Ask your contracting officer.

A question has been posed to the CO.  He is unsure himself, but is looking into the matter.  A week prior to the end of the PoP, the previous CO rotated out and he was assigned.  My concern is that if a CO approves an invoice, it does not necessarily mean the costs should have been paid.  If that were the cause, an auditors job would be pretty easy. 

Under 16.202-1, it states "A firm-fixed-price contract provides for a price that is not subject to any adjustment on the basis of the contractor’s cost experience in performing the contract."  My question pertains to the interpretation of this clause as it pertains to my charges.  While I thank you for your replies, I am looking for opinions on this matter given the information provided beyond asking the CO.

490,

It really depends on what the contract says. You may get some opinions here, but if this is important to your company you should seek a professional opinion.

Don,

We did seek the advice of an attorney, who thought invoicing for the full amount was not the safest interpretation.  However, he also went on to say it may be possible to invoice for the full amount.  For him, the heart of the issue is what the Government intended.  Was performance a) to begin to build the required communications capacity, or (b) to actually provide the required communications capacity.  The contract is not well written, and this question is not addressed, or mentioned at all in the contract.  Seeking the advice of an attorney was not offered in my original posts above because I was looking for opinions of individuals that may have run across this before.  Had I stated that we consulted an attorney, I expected the consensus to be listen to the attorney. 

Last night I read through dozens of threads on this forum looking for similar issues.  I frequently saw your name addressing other questions and learned some things about items I was not researching.  Given my research, the answer from our attorney, and the CO's uncertainty, I guess I should feel better about not having a firm answer myself.  There is not likely a clear answer here given the ambiguity of the contract, and what it may ultimately result is us thoroughly documenting our decision and rationale for inclusion into the program folder for audit purposes.

490,

In matters of contract interpretation, I do not agree that the heart of the issue is what the Government intended--I would say that it's what the parties intended. When you get a response from the CO, their interpretation is not necessarily binding on you.

I don't think I would be comfortable invoicing for the whole amount and hoping the auditor was persuaded by the rationale in the file. I would try to get a decision by the contracting officer agreeing with my interpretation before invoicing. Settle the matter sooner rather than later.

I need to ruminate on your point of what the parties intended vice what the Government intended.  My concern is as you state, the CO is not the final opinion that matters when it comes to payment.

My position was that we should not invoice for the full amount, and pressed for the attorney's read.  Should the CO side with us, we will request a written response for our files, and will discuss invoicing at the point.  If the CO does not believe we should invoice, we will not likely invoice.  Regardless of the decision, I want to understand both sides in case a similar situation comes up in the future and I can apply lessons learned from this..

Your responses are appreciated, thank you.

490, In your initial post, you stated that this is a fixed price incentive contract (you stated in a later post that it is "FPIF"), yet you also indicated that it was in accordance with FAR 16.202., which is a contradiction.   FAR 16.202 covers firm-fixed-price contracts.  A fixed price incentive contract with a target cost and target profit or fee is described in 16.403 and 16.403-1. 

A FFP contract is not subject to adjustment based upon the contractor's actual cost to provide the specified service, as you stated. However, it doesn't appear to me that you provided the full services specified.  If this is a FFP contract, the government should perhaps modify the scope of work to reflect the actual period of service provided.  If there were any cost savings for providing less than the specified period of Internet services, the government might be entitled to a credit based upon the direct cost savings, if any, plus applicable overheads and profit. 

If this is a fixed price incentive contract with firm targets, it becomes more complicated. The final cost is to be negotiated and target fee is adjusted based upon differences between final and target costs.  If the full service wasn't provided, it might warrant some fee reduction but we don't have all of the facts or the contract available.

490' how did you conclude that this is a fixed price incentive contract that is, as you stated in your original post, "in accordance with FAR Part [sic] 16.202" (actually, Part 16, subpart 2, section 02)?

In response to your second question in the original post, there isn't enough information available, but it would seem to me that you can't bill the government for the same service twice. However, if the first contract is FPI, you presumably wouldn't be billing for the cost of 12 months of Internet service but only for the cost incurred for what service you actually provided under that contract.

490,

Yoir company is an equal party in the contract -- you should be able to articulate a firm statement of your belief regarding the intent of the parties -- it is a sign of weakness that your company has no idea of the intent of the parties.  I think you need to take a stand.  What was your company's intent when you entered into the contract?  Does the contract text support your stand?

Joel,

Initially I thought the same thing about FFP and incentive fees.  When I checked FAR Part 16, subpart 2, it seems the Government can use FFP contracts in conjunctions with performance incentives under 16.402-2. Despite including incentive fees, the contract is still considered FFP. (http://farsite.hill.af.mil/reghtml/regs/far2afmcfars/fardfars/far/16.htm#P66_12044).  The Government included 16.402-2 incentives in the contract.

I am not the PM, but our PM stated he tried to get the CO to extend the PoP, but the CO stated they were unable to do so.  Not being present in those meetings, I do not know the reasons why.  Why the six month extension could not be invoked or other common methods not used is not known to me, and with the old CO gone, that information may be lost to history.

Your insight and answers are appreciated and certainly in line with my thoughts.  Thank you for your time and reply.

Ji,

Our pricing file stated our subcontractors required a commitment of 12 months, but our proposal was not incorporated into the award.  Our PM has stated he verbally told the COTR of the issue with the PoP after acceptance of the service, but the contract PoP could not be extended, the Government's reason's are not known, but believe they should have had methods available to them.  We should have done more to document our communication and position at that time, but unfortunately we did not.

Our belief and intent is clear, the concern is if our intent is enough to withstand a potential audit down the road.  The RFP provides no guidance whatsoever on the issue.  Given the location of the work, there is no way to deliver 12 months of service in a 12 month PoP.  We are awaiting a discussion and read from the CO which will be telling as to the direction we choose.

Thank you for your follow-up response.

490, thanks for the clarification. An FFP contract under 16.202 may include incentives.  I have used and have seen award fee incentives in FFP construction contracts and have seen extended periods as incentives for superior performance. But FPI contracts under 16.403 are not  FFP and are different than FFP contracts. 

490 said:

Joel,

Initially I thought the same thing about FFP and incentive fees.  When I checked FAR Part 16, subpart 2, it seems the Government can use FFP contracts in conjunctions with performance incentives under 16.402-2. Despite including incentive fees, the contract is still considered FFP. (http://farsite.hill.af.mil/reghtml/regs/far2afmcfars/fardfars/far/16.htm#P66_12044).  The Government included 16.402-2 incentives in the contract.

I am not the PM, but our PM stated he tried to get the CO to extend the PoP, but the CO stated they were unable to do so.  Not being present in those meetings, I do not know the reasons why.  Why the six month extension could not be invoked or other common methods not used is not known to me, and with the old CO gone, that information may be lost to history.

Your insight and answers are appreciated and certainly in line with my thoughts.  Thank you for your time and reply.

What "16.402-2 incentives" were included in the contract? 

I'm not certain at this point that the K0 who issued the contract knew what they were drafting, if 12 months Internet service is impossible to provide under the circumstances and if the contract mixes FFP with FPI

Dyslexia has set in.

Joel,

When I read the FAR's description for FFP contracts and inclusive of performance incentives, I interpret the wording differently.

16.202 -- Firm-Fixed-Price Contracts.

16.202-1 -- Description.

A firm-fixed-price contract provides for a price that is not subject to any adjustment on the basis of the contractor’s cost experience in performing the contract. This contract type places upon the contractor maximum risk and full responsibility for all costs and resulting profit or loss. It provides maximum incentive for the contractor to control costs and perform effectively and imposes a minimum administrative burden upon the contracting parties. The contracting officer may use a firm-fixed-price contract in conjunction with an award-fee incentive (see 16.404) and performance or delivery incentives (see 16.402-2 and 16.402-3) when the award fee or incentive is based solely on factors other than cost. The contract type remains firm-fixed-price when used with these incentives.

Please don't think I'm am trying to argue semantics, I am just trying to understand.  The last line (bolded and underlined) is taken from the FAR and says it would still be considered FFP.

The Government included performance incentives for meeting availability (e.g., the service has no outages longer than a set period of time).

490 said:

Please don't think I'm am trying to argue semantics... .

You are arguing semantics, and there's nothing wrong with that. Everyone should be arguing about semantics all the time. If there was more arguing about semantics, there would be fewer lousy regulations, like the first sentence in FAR 16.202-1.

If I were in your company's shoes, I probably wouldn't submit an invoice against the Government contract unless I had in hand a written legal opinion that I am contractually entitled to payment for services rendered. Submitting an invoice when unsure about entitlement is asking for trouble.

490, do your concerns about an audit relate to an audit of your company or an audit of the government's administration of the contract?  If the former, what clause in your contract gives the government the right to audit you in this circumstance?

Ok, now it is clearer that this is a firm fixed price contract for services that includes some type of incentives tied to meeting service availability metrics.  It is not a "fixed price incentive" contract as described in FAR 16.4. Those types of contracts must include incentives for cost performance. A FFP contract with an award fee for performance remains FFP because the price is not adjusted based upon the COST of performance.

Here, I tend to agree with Vern's post above to the extent that I probably wouldn't invoice for more than the services that I provided unless I had in hand a written legal opinion that I am contractually entitled to full payment. "Submitting an invoice when unsure about entitlement is asking for trouble."

Retreadfed said:

490, do your concerns about an audit relate to an audit of your company or an audit of the government's administration of the contract?  If the former, what clause in your contract gives the government the right to audit you in this circumstance?

My concern is related to an audit of the Government's administration of the contract due to it dollar value.

Vern Edwards said:

You are arguing semantics, and there's nothing wrong with that. Everyone should be arguing about semantics all the time. If there was more arguing about semantics, there would be fewer lousy regulations, like the first sentence in FAR 16.202-1.

If I were in your company's shoes, I probably wouldn't submit an invoice against the Government contract unless I had in hand a written legal opinion that I am contractually entitled to payment for services rendered. Submitting an invoice when unsure about entitlement is asking for trouble.

Vern,

That is how I felt, but I was the odd man out.  However, I have convinced everyone to that we need to get something in writing from the CO before any decision is made.  Thank you for your opinion.

joel hoffman said:

Ok, now it is clearer that this is a firm fixed price contract for services that includes some type of incentives tied to meeting service availability metrics.  It is not a "fixed price incentive" contract as described in FAR 16.4. Those types of contracts must include incentives for cost performance. A FFP contract with an award fee for performance remains FFP because the price is not adjusted based upon the COST of performance.

Here, I tend to agree with Vern's post above to the extent that I probably wouldn't invoice for more than the services that I provided unless I had in hand a written legal opinion that I am contractually entitled to full payment. "Submitting an invoice when unsure about entitlement is asking for trouble."

Joel,

Your input is appreciated.  We are waiting to talk to the CO and get their opinion before we decide what to do.

So.....

On ‎5‎/‎24‎/‎2016 at 4:40 PM, 490 said:

He is unsure himself

Holy Moly!

On ‎5‎/‎24‎/‎2016 at 9:29 AM, 490 said:

There are opinions internally whether we can bill the full amount based on service being provided for twelve months, even though the service was only accepted at month six or not. Terrestrial carriers (e.g. Verizon, Level3, etc.) typically require a 12 month commitment, so even though this firm price, severable service, extends beyond the PoP we will be billed for the full twelve months.

So is your contract a "commercial item" contract and what does the payment clause say no matter what type of contract it is?

C Culham said:

So.....

Holy Moly!

So is your contract a "commercial item" contract and what does the payment clause say no matter what type of contract it is?

Holy Moly indeed.  This is for a service, and we can only submit invoices once the service is accepted by the Government.  The service was not accepted until month six.

490 -    So is that what your payment clause in the contract actually says?   No need to convince me but the discussion about contract type and reference to the FAR are misguided in my view.  Your payment is dictated by what the contract says.

I will leave "commercial item" alone other than to say "commercial item" as defined in the FAR includes service and if your contract is for a commercial item defined as a service the payment terms and conditions of the contract would usually emulate the private sector.  

I am going to admit that my questions are digression to a point in that I agree with everyone that the CO should be consulted but I am very surprised that there has been nothing in this thread that queries or relates exactly what the payment provisions of the contract are.  They are important to your question.

Am I misunderstanding when I say this confusion could have been avoided by structuring the price schedule differently? 

Our ability to help the OP is pretty close to nil, but perhaps the lesson to take away is the unit could have been "months" rather than "each", and made clear that the implementation was included in the monthly charges, there would be no issue here?

490,

Submit an invoice for a reduced price to reflect your failure to provide a full year of service.  Problem solved, right?

Oh, you don't want to admit failure?  Either you declare that you performed as required by the contract (invoice the full price) or you declare that you didn't (invoice partial price).  Take your pick.  

If you pick the latter, the Government might refuse payment.  This is a 1 EA item -- you either did it or you didn't.  

Apsofacto,

Yes, this would have been cleaner if the contract was 12 MO instead of 1 EA.  But even then, would 490 know the intent of the parties when the contract was formed?

Culham,

The payment provisions are defined as monthly, in arrears, after acceptance.  Something tells me that may not fully answer your question though.

ji20874 said:

490,

Submit an invoice for a reduced price to reflect your failure to provide a full year of service.  Problem solved, right?

Oh, you don't want to admit failure?  Either you declare that you performed as required by the contract (invoice the full price) or you declare that you didn't (invoice partial price).  Take your pick.  

If you pick the latter, the Government might refuse payment.  This is a 1 EA item -- you either did it or you didn't.  

Apsofacto,

Yes, this would have been cleaner if the contract was 12 MO instead of 1 EA.  But even then, would 490 know the intent of the parties when the contract was formed?

The decision to submit a reduced invoice has always been an option, but admission of failure is not the sticking point.  Since this is a fixed price contract, it can be argued that we are entitled to full payment under the FAR.  We get into an interpretation issue from there, which is the reason for starting this thread.

Under 16.202-1, it states "A firm-fixed-price contract provides for a price that is not subject to any adjustment on the basis of the contractor’s cost experience in performing the contract." 

As to the parties intent, we have delivered these same services to this customer for nearly a decade, and they are aware of the delay when installing circuits into these regions.  No reasonable person or party could or would assume the service would start on the PoP start date.  This brings me back to the issue, that if the contract is written one way, but the intent was the other.  Which one wins?  My experience is the written contract wins.  In this case, the written contract is ambiguous, which generally favors the party that did not write the contract.  However, that is not always the case.

The forum seems to have gravitated to a partial invoice being the right decision, pending a read from the CO.  What we want to be certain of is that we are paid what we are owed under the provisions of the contract-regardless of the final amount.

490:

You have misunderstood the meaning of FAR 16.202-1, largely because you have not read the sentence carefully and in context. That sentence does not, in any way, even remotely support the proposition your employer is entitled to the entire contract price in the circumstances that you have described. Moreover, that subsection of FAR is not contractual in nature. It does not describe any right of any of the parties under a firm-fixed-price contract. I won't take time to explain that to you, because I do not think that you know enough to understand without a lengthy explanation, which I am not about to write. (Maybe one of the others will explain, if they can.) The fact that you keep coming back to 16.202-1 shows me that you are clueless about Government contracts. I don't mean that to be an insult, just a simple statement of obvious fact.

Since no one here has a copy of the contract before them, and since your description of the situation has been unclear (at least to me), I doubt that anyone here can say anything meaningful to you that you would find helpful. (I'm surprised that some of them are still messing around with you. They must be bored at work.) I can see, however, that you are enjoying the back and forth. (I won't call it a "discussion.")

Your best bet at this point is to wait for the CO's response to your employer. When you get it, please come back and let us know the outcome.

Vern,

I'm on leave today, sitting in a dentist's office.  :-)  I agree that no one here can say anything meaningful that our interlocutor will find helpful.  

490,

You err in suggesting the forum is saying that "a partial invoice seems to be the right decision."  Someone mentions full invoice, and you demur.  Someone mentions partial invoice, and you demur.

Vern Edwards said:

You have misunderstood the meaning of FAR 16.202-1, largely because you have not read the sentence carefully and in context. That sentence does not, in any way, even remotely support the proposition your employer is entitled to the entire contract price in the circumstances that you have described.

Vern,

This sentence is very informative, and puts my question to bed.  My position, internally, has always been submitting a full invoice was incorrect.  Internally, others interpreted 16.202-1 as full payment being justified.

Vern Edwards said:

You have misunderstood the meaning of FAR 16.202-1, largely because you have not read the sentence carefully and in context. That sentence does not, in any way, even remotely support the proposition your employer is entitled to the entire contract price in the circumstances that you have described.

Vern,

This sentence is very informative, and puts my question to bed.  My position, internally, has always been submitting a full invoice was incorrect.  Despite musings of others, I was never supportive of a full invoice.  Internally, others interpreted 16.202-1 as full payment being justified.

490, if you have an FFP contract, I assume that FAR 52.232-1 is in the contract.  If it is, have you read it?  That tells you generally what you are entitled to be paid under an FFP contract.  In the absence of another clause in the contract that is a deviation from 52.232-1, I think that clause is pretty clear about your payment rights.

If the contract is 1 EA, and FAR 52.232-1 applies, then the contractor is entitled to zero payment if it is true that the contract requires 12 months of provided service.

ji20874 / Retreadfed,

52.232-1 is in the contract, and the Qty is 1 EA (from 0 to 1, by 1).  It was asked earlier what was the intent of the parties.  No one expected the service on day one.  If the contract was for delivering 10 widgets, and I delivered 5 widgets, determining payment would be easy.  

Under ji20874's point, I would not be able to submit a partial invoice if my contract is for Qty is 1.  I think it is unreasonable to believe I could not bill for partial services.  It is our belief that the CO will allow partial payment, but the language supports zero payment.  Has anyone come across partial payment for a Qty 1 item before?

490,

If you have been doing these contracts for a decade, as you say, and if it is unreasonable to have full service early on, as you say, then why are you making this so hard?  Just do as you have already done for a decade and invoice the full amount 1EA.  You have a decade of precedent to support you.  You are imagining and creating fears, and acting irrationally, it seems to me.  Or, if you think your fears are valid and your company has overcharged on all your contracts over the decade (the Government doesn't say so, but you do, and you're afraid of an audit with no apparent reason), then do a partial invoice.  Good luck!

ji201874,

The primary reason why we cannot carry on as we did before is that the work was previously on concurrent, multi-year TOs on an IDIQ with a 10 year PoP.  It would be easy if we could rely on the precedent of the previous contract, but since the contract changed we do not have that precedence to fallback on.  This question pertains specifically to this one year, single source bridge contract.  The old work and new work are separate contracts.  Before of the PoPs on the old contract, this never came up, we could always align the subcontracts with the TOs.

You may be right that I am acting irrationally, but not intentionally.  Initially, the answer to my question was unclear to me, but through your responses, and the responses of others, I see with more clarity that the best action may be the partial invoice. (pending CO determination of course).  When someone provides their thoughts, guidance, or an answer, I want to make sure I understand why that is the answer.  I do not mean to pander you or anyone, your time to respond is appreciated and helpful.  Learning the why is just as important as the what to me.  The dollar amount is not inconsequential to my company, and on top of that, I am risk adverse.  Under the old contract, the services were active longer than a year, so we able arrange for co-terminus expiration of the circuits and the TO.  The difficulty on this one is that the Government added new work on this one year contract. 

The IDIQ, and subsequent TOs had more attention paid to them when drafted and did not have this ambiguity.  This bridge was put together hastily as the Government did not get the competitive follow-on released on time.   Furthermore, the CO that issued and awarded this contracted is no longer affiliated with this Government organization, so their intent cannot be determined.

On ‎5‎/‎26‎/‎2016 at 9:29 AM, 490 said:

The payment provisions are defined as monthly, in arrears, after acceptance

490 said:

52.232-1 is in the contract

Holy Moly times 2!!!!!!

"52.232-1 Payments. The Government shall pay the Contractor, upon the submission of proper invoices or vouchers, the prices stipulated in this contract for supplies delivered and accepted or services rendered and accepted, less any deductions provided in this contract. Unless otherwise specified in this contract, payment shall be made on partial deliveries accepted by the Government if—

(a) The amount due on the deliveries warrants it; or

(b) The Contractor requests it and the amount due on the deliveries is at least $1,000 or 50 percent of the total contract price."

Which is an interesting comparison to the 52.232-6 in the context of this thread....

"52.232-6 Payment under Communication Service Contracts with Common Carriers.

As prescribed in 32.111(a)(6), insert the following clause, appropriately modified with respect to payment due dates in accordance with agency regulations, in solicitations and contracts for regulated communication services by common carriers:

Payment under Communication Service Contracts with Common Carriers (Apr 1984)

The Government shall pay the Contractor, in arrears, upon submission of invoices for services and facilities furnished in accordance with the terms of CSAs issued under this contract, the rates and charges for the services and facilities as set forth in the clause entitled “Rates, Charges and Services.”"

490 said:

Has anyone come across partial payment for a Qty 1 item before?

No, but my read of 52.232-1 one could conclude that there would be portions of 1 each such as a half of one each or even 1/12th of one each it all depends on which to base a partial payment pursuant to 52.232-1 if partial payments are allowed by the contract.   Hmm at my house I have one each cell phone (circuit) with service for 2 years.  I pay monthly.

But again I digress and will just wait for what your firm and the CO conclude to be the best approach.

Carl,

I see 52.232-1 as allowing for partial delivery, and payment for partial delivery.  For example, if the contract calls for 12 EA and the contractor delivers 8, the Government may pay for 8 at the unit price.  But if the contract calls for 1 EA, well, if the contract called for 1 EA car and the contractor delivered 3 wheels and a seat cushion, I would not call that a partial delivery warranting payment of a reduced price.

ji - Probably a stale thread but I have been away and wanted to acknowledge your post.   And at the expense of beating the horse your example is that of a supply and not a service.

Today, the CO determined that we are entitled only partial payment for the service provided within the PoP. Thank you to everyone that chimed in and offered their opinions.

490,

Do you agree with the contracting officer?  You are entitled to your own opinion.

I do agree with the CO.  It was always my opinion that we would only be entitled to partial payment.  Since this is a fair amount of money, I was hoping I was wrong and was looking for an alternate interpretation.

It is always interesting and a bit unnerving to me when someone indicates something like "the CO that issued and awarded this contracted is no longer affiliated with this Government organization, so their intent cannot be determined.".   I worked construction contract claims and requests for equitable adjustment for many years.  In doing so, when I needed to learn something from them, I tracked down and communicated with the former official(s)..  I called and/or wrote and/or travelled to meet with them, depending upon the circumstances.  So, I don't believe at face value, such statements as quoted above. Its nothing personal, 490.  If you were told that, I don't believe it.

joel hoffman said:

It is always interesting and a bit unnerving to me when someone indicates something like "the CO that issued and awarded this contracted is no longer affiliated with this Government organization, so their intent cannot be determined.".   I worked construction contract claims and requests for equitable adjustment for many years.  In doing so, when I needed to learn something from them, I tracked down and communicated with the former official(s)..  I called and/or wrote and/or travelled to meet with them, depending upon the circumstances.  So, I don't believe at face value, such statements as quoted above. Its nothing personal, 490.  If you were told that, I don't believe it.

Joel,

The CO is no longer affiliated this organization, but we could probably track them down if necessary.  The decision was the expected one, and one that I feel is correct given the circumstances.  While never working construction contracts, my experience with claims and REAs have always been after the PoP.  It may be different under construction contracts if it is a multi-year project.  Pursuing any and all measures in those case makes sense. Since this work continued on another contract, and there is new work in the hopper that could go to another contractor, we do not want to ask "Mom" when "Dad" already said no.  Additionally, we do not feel wronged by the decision, rocking the boat would not be fruitful or beneficial.

490 said:

Joel,

The CO is no longer affiliated this organization, but we could probably track them down if necessary.  The decision was the expected one, and one that I feel is correct given the circumstances.  While never working construction contracts, my experience with claims and REAs have always been after the PoP.  It may be different under construction contracts if it is a multi-year project.  Pursuing any and all measures in those case makes sense. Since this work continued on another contract, and there is new work in the hopper that could go to another contractor, we do not want to ask "Mom" when "Dad" already said no.  Additionally, we do not feel wronged by the decision, rocking the boat would not be fruitful or beneficial.

Got it, thanks I was just responding to the comment that the previous CO is no longer available, which seems to be a frequent excuse given in this Forum by government employees or by contractors based upon what they have been told.