Government Contract Negotiations Workshop

Emphasizing the increasing importance of negotiations skills in the new acquisition environment.

The specifics of negotiating contract and subcontract provisions, prices and claims:

Best Value procurement negotiation issues.
Preparing for negotiations.
Checklists & guidelines.
Effective strategies.
Maintaining control.
How to successfully negotiate each key element of a contract.

To many, there is an aura of mysticism surrounding the concept of "negotiation." It stems, we think, from romanticized stories about astute individuals who-with all the cards stacked against them, and contrary to all reason-are able to skillfully negotiate fantastically advantageous agreements. And it feeds upon what might be called "breakfast table" theories of negotiation-that the outcome of a negotiation is affected by factors such as your opponents' digestion (what did they have for breakfast this morning?)...their personal problems...their physical comfort (are their shoes too tight?), their psyche, if you will. Well, maybe so.

But we are neither psychologists nor behavioral experts. Rather we are realists who have devoted our resources to consideration of the practical aspects of Government contract negotiation. And this course is the result.

Developed by Federal Publications Seminars, the course will cover what negotiators must look for in particular situations...what to ask for...what the dangers and benefits are...what practical alternatives are available...what type of arguments can be made to support their positions. With this knowledge they can always more than hold their own.

We have emphasized the practical nature of the course. By this we mean that you will learn (among other things) the specifics of negotiating terms & conditions, the statement of work, the contract price, and various contract claims. All down-to-earth tangibles. And you will learn them as they apply to all types of contracts, procurement activities, and commercial item transactions.

Government Contract Negotiations Workshop Course Curriculum

The Ground Rules
1. Government Contract Arena
2. Statutes
  1. Competition In Contracting Act
  2. Federal Acquisition Streamlining Act
  3. Clinger-Cohen Act
3. Regulations
  1. Federal Acquisition Regulation ("FAR")
  2. FAR Supplements
Pre-award Actions
1. Government
  1. Market survey
  2. Selection of competitive procedures
  3. Extent of competition
  4. Type of contract
  5. Preparing Request for Proposal (RFP)
    1. Best value continuum
    2. Evaluation factors
    3. Past Performance
  6. Issuing RFP's
  7. Oral presentations
2. Contractor
  1. Understanding the RFP
  2. Make-or-buy decisions
  3. Data requirements
  4. Past performance
  5. Protecting your interests
  6. Submitting your proposal
Heading Toward Award
1. Evaluation Of Proposals
  1. Technical
  2. Management
  3. Price
2. Exchanges With Offerors After Receipt Of Proposals
  1. Clarifications and award without discussions
  2. Communications before establishment of the competitive range
  3. Establishment of the competitive range
  4. Exchanges with offerors after establishment of the competitive range
    1. Negotiations
    2. Discussions
3. Proposal revisions
4. Source selection
5. Debriefings
Fundamentals of Negotiation
1. Basic concepts
2. What is a contract?
3. Good faith in negotiations
Traits of a Negotiator
1. Knowledge
  1. Knowledge of the field
  2. Knowledge of the case law
  3. Trade practices
  4. Knowledge of yourself
2. Skilled Communications
3. Leadership
  1. The leaderless group
4. Confidence
5. Patience
6. Physical Condition
7. Ethics
8. Compatibility
9. Timing
10. Flexibility
The Negotiation Process
1. The Importance of Preparation
  1. Background research
    1. The opposition
    2. History of similar contracts or claims
    3. Costs
    4. Profit Margin
    5. Price
    6. Statement of work
    7. Terms and conditions
    8. Technical and legal review
    9. Research the opponent's position
    10. Negotiation timing
  2. Negotiation goals
  3. Representation format
    1. The sole negotiator
    2. The team
  4. Where and when to negotiate
  5. Final pre-negotiation memorandum
  6. Preparation Charts
    1. Problem-solving chart
    2. Information bargaining chart
    3. Worst-case alternatives
    4. Bargaining chart
  7. Practice Negotiation
    1. Mock Negotiation
    2. Devil's advocate
  8. Final Agenda
    1. Climate of cooperation theory
    2. Primacy/recency theory
    3. Deal-breaker theory
    4. Front-load theory
    5. Logical order
2. Negotiation strategy and tactics
  1. Starting the negotiation
    1. Introductions
    2. Negotiation procedures
    3. Initial probe
    4. Blocking techniques
    5. Tone of the negotiations
    6. Recess
  2. Conducting the negotiation
    1. Informal negotiations
    2. No concession is free
    3. Support every argument
      1. Statutes and regulations
      2. Authority
      3. Statistics
      4. Precedent
      5. Fairness
    4. The active defense
    5. Listening skills
    6. Winning gracefully
    7. Other good-faith tactics
      1. Controlled anger
      2. The bluff
      3. The threat
      4. Controlling the pace of negotiations
      5. Good guy/bad guy
      6. Indirect gimmicks
      7. Silence
      8. Limited Authority
      9. The walk-out
    8. Negotiation Precedent
    9. Stalemate
  3. Finishing the negotiation
    1. Constant oral summaries
    2. Daily meeting minutes
    3. Final company memorandum
    4. Memorandum of understanding
    5. Educating the team back home
    6. Lessons-learned analysis
Special Subcontracting Considerations
1. Privity of contract
2. Flexibility
3. Hidden risks
4. Limitations
5. Flow-down clauses
6. Disputes problem
Negotiating Claims
1. Types Of Claims
  1. Bid protests
    1. Agency-level
    2. GAO
    3. The Courts
      1. U.S. Court of Federal Claims
      2. U.S. District Courts
  2. Contractor performance
  3. Cost disallowances
  4. Termination settlements
  5. Subcontractor claims
  6. P.L. 85-804
2. Identifying The Claim
  1. Contract clause as source
  2. Even-oriented approach
  3. Loss approach
3. Preparing The Claim
  1. Contract administrator's role
  2. Engineering contribution
  3. Attorney's role
  4. Marshal the facts
  5. Legal research
  6. Cost analysis
  7. Claim certification
4. The Claim's Ladder
  1. The Contract Disputes Act
  2. Contracting Officer (C.O.)
  3. Contract appeals boards
  4. Courts

Course Director

Timothy Sullivan Partner in the Washington, D.C. law offices of Thompson Coburn LLP, where he specializes in Government contract matters • Former procurement official and contract negotiator for the Central Intelligence Agency • Frequent lecturer on all phases of Government procurement for business groups, professional associations and educational institutions, and has authored several articles on Government contracting matters • Member of the American, District of Columbia and Virginia Bar Associations, and of the National Contract Management Association • Undergraduate degree from the University of Michigan; law degree from the Georgetown University Law Center, where he served on the staff of the Georgetown Law Journal.