Changes & Equitable Adjustments In Government Contracts

Professor Ralph C. Nash Jr. wrote the book on Government Contract Changes. Here is an opportunity to spend two days with Professor Nash on this core course in Government Contracts and work through the most definitive and comprehensive coursebook in print on this subject.

With full coverage of the Changes Clause:

What it really means
What triggers it
Determining its impact on profit
Each party's rights
Strategies for effective contract administration
Other equitable relief
Securing prompt & equitable payment
Calculating the cost of the change

If you know Government contracts, you know the significance of changes. If you don't know Government contracts, but are becoming involved, you had better know the significance of changes. For there is no doubt that the overwhelming number of operating problems—and claims—arising out of Government contracts center around questions of actual or constructive changes in the work. The contractors know this . . . the Government knows this. . . attorneys, accountants and professional representatives for both camps know this. . .and you (we are sure) know this.

However, no matter how keen your sense of awareness, or how advanced your level of knowledge, Government contract changes is a subject about which you can never know enough. Because it is so active, so volatile, so prone to almost-daily development, that failure to pay it constant court can render your knowledge obsolete. Or, looking at it from the opposite angle, a dedicated effort to "keep current," without periodic reevaluations of the subject as a whole, can lead to the cliché-situation of having forgotten more than you know.

These are the reasons why Federal Publications developed this special course: Changes In Government Contracts. These . . . plus requests by attendees at many of our programs for "more" on changes.

Changes & Equitable Adjustments In Government Contracts Course Curriculum

WHY CHANGES CLAUSES
1. Flexibility of Govt operations
2. Correction of errors & omissions
3. Vehicle for contractor claims
CHANGES CLAUSE PEDIGREE
1. Early use
2. Original standard forms
3. Current types of clauses
4. Analysis of clauses
BASIC CLAUSE COVERAGE
1. “Within the [contract’s] general scope”
2. The “cardinal change” doctrine
3. Descriptive words
4. Deductive changes vs. convenience terminations
THE C.O.’S CHANGE ORDER AUTHORITY
1. Contracting Officer’s key role
2. Scope & limitations of authority
3. Interpretations & rulings
C.O. DELEGATIONS OF AUTHORITY
1. Contract-related Govt representatives
2. Apparent authority doctrine
3. Expressly delegated authority
4. Impliedly delegated authority
5. Limitation of authority clauses
6. Dangers
7. Contractor protection techniques
8. Court-one last chance
CONTRACT INTERPRETATION
1. Ambiguity as a constructive change
2. Duty to inquire & clarify
3. Industry practice
4. Construe against the drafter
FORMAL CHANGES ORDERS
1. Origination of changes
2. Types of formal change orders
3. Processing the orders
4. Issuing the orders
CONTRACTOR’S DUTY TO PROCEED
1. Mandatory duty to perform change
2. Application of the duty
3. Contractor’s right to clear direction
4. Effect of failure to proceed
CONSTRUCTIVE CHANGES - GENERAL
1. The doctrine
2. Effect on contract administration
3. Rules of contract interpretation
4. Contractor “duty” to seek clarification
5. Constructive orders for extra work
6. Govt interference with work
7. Notice by contractor
CONSTRUCTIVE CHANGES - DEFECTIVE SPECS
1. Basic theory
2. Defects in drawings & specifications
3. Impossibility/impracticality of performance
4. Procedural problems
CONSTRUCTIVE CHANGE ACCELERATION
1. Elements of constructive acceleration
2. Excusable delay
3. Notice to Govt of delay
SCHEDULE CHANGES
1. Critical path analysis
2. Gantt charts
3. PERT charts
4. Improvement curves
5. Labor, material & loss of learning cost calculations
6. Govt claims for delay
7. Liquidated damages
CONSTRUCTIVE CHANGES/GOVT MISREPRESENTATIONS
1. Analysis of the doctrine
2. Govt nondisclosure of technical information
3. Govt disclaimers of liability
PRICE ADJUSTMENTS FOR CHANGED WORK
1. Principles of equitable adjustments
2. Pricing methods & techniques
3. Overhead & profit
4. Special problems & exceptions
5. Costs of processing claims
PRICING CHANGE-RELATED COSTS
1. Delay costs
2. Unabsorbed overhead
3. Inefficiency & idle labor
4. Increased costs under other contracts
5. Costs of change-order proposals
6. Self insurance expenses
SPECIAL EQUITABLE ADJUSTMENT CASES
1. Defective specifications
2. Acceleration
3. Incentive contract changes
PROVING COSTS
1. Burden of proof rules
2. Detailed proof
3. “Jury verdict” method
4. “Total cost” method
COST REIMBURSEMENT CONTRACTS
1. Special changes clause considerations
2. Technical direction
3. Impact of cost limitation clauses
4. Claims
VALUE ENGINEERING
1. The Value Engineering (V.E.) clauses
2. Administration of the clauses
3. Technical data supporting V.E. proposals
4. What & when is a recoverable proposal
5. Scope & measure of contractor’s recovery
CHANGES IN DATA
1. Defective Govt furnished data
2. Changes in data after delivery
3. Extra data requirement during performance
4. CDRL omissions
5. Proprietary data pricing
6. Public Law 95-525
CLAIMS PRESENTATION & DEFENSE
1. Changes clause notice requirements
2. Problems & methods of proof
3. Govt deductive change claims
4. Negotiations procedures & techniques
5. Settlement possibilities

The Course Director

Ralph C. Nash, Jr. Nationally recognized as one of the leading and most respected authorities in Government procurement, Ralph Nash’s guidance, insights and innovations have been at the forefront of the contracting profession for decades. Now a Professor Emeritus of Law at The George Washington University, Professor Nash was first appointed to the faculty of the Law School in 1960, where he immediately established and became the founding Director of the Law School’s Government Contracts Program. Designed to provide a solid framework for teaching, research and writing in Government procurement, the program is a leading U.S. educational resource in Government contracting today and Professor Nash continues as a vital part of the program.

In addition to an active role in consulting for Government agencies, private corporations, industrial organizations and law firms on procurement matters, Professor Nash continues to educate the contracting community through programs sponsored by educational institutions, professional societies and professional associations. He has served as a member of the governing Council of the American Bar Association’s Section of Public Contract Law and as a Judge on the Atomic Energy Commission Board of Contract Appeals. In addition, Professor Nash is a Fellow of the National Contract Management Association and serves on the NCMA’s Board of Advisors.

Author of one of the most respected texts ever written on a procurement subject — Government Contract Changes — he has coauthored a number of the basic texts on procurement matters including Formation of Government Contracts, 3d ed. 1998, Administration of Government Contracts, 4th ed. 2006, Cost Reimbursement Contracting, 2d ed. 1993, and Competitive Negotiation: The Source Selection Process, 2d ed. 1999. Professor Nash is the author of the Federal Publications monthly publication, The Nash & Cibinic Report.

Professor Nash received his Bachelor of Arts degree from Princeton University and his Juris Doctor degree from The George Washington University.