The duty of good faith and fair dealing in contract law is, admittedly, a bit poorly named. It does not require that a party act in bad faith to breach it. You do not need to act nefariously to run afoul of it. But then the question arises: What is it? How does one breach it? This was (among other things) a question explored in a recent Court of Federal Claims decision regarding an Small Business Innovative Research (SBIR) contract. We will look at that decision’s review of the duty of good faith and fair dealing here in a 2-part series.
Continue reading…Dealing with Contract Alterations and Modifications Due to Changes in the Administration
There are many questions facing contractors during this time of change and disruption based on new initiatives from the Trump Administration and the impact on the federal government’s role buying from federal contractors.
One of the biggest questions is what can be done if the government modifies a contract, cancels work, or reschedules the performance of work. In that situation, it’s important to understand both the impacts on the prime contractor and any subcontractors.
Here are some steps to take to deal with this type of situation. Depending on the facts at hand, it might make sense to perform these steps in the order listed. In other situations, it may be helpful to reach out first, get the temperature of the government and subcontractors, and then review the prime contract and subcontract. Changes to how contracts are managed is something that contractors have dealt with in other situations, and we’ve had recommendations on these types of issues in the context of government shutdowns and COVID-19 over the years.
Continue reading…SmallGovCon Week in Review: March 10-14, 2025
Happy Friday. Hope everyone had a great week. We wanted to share an announcement this week that WIFCON.com is back. Posted from the website: “Wifcon.com was created by Robert (Bob) Antonio 26 years ago. Operated and maintained solely by him and at his own expense, the website has provided a free, reliable, and invaluable source of information and means of communication and commentary to the acquisition community, both public and private for 26 years. Sadly, Bob died on November 24, 2024, after a brief illness, leaving no operational successor.” Now, “a small group of volunteers, has purchased the site from his heirs and will continue to provide the same free service under the same name, Wifcon.com.”
We truly appreciated Bob’s commitment to the GovCon community. He created a great resource for us here at SmallGovCon and provided very helpful information that we used weekly in our Week in Review blogs. Thank you, Bob, for your dedicated service, and for the new operators of this very helpful site. Please visit the website at WIFCON.com.
And now this week in federal government contracting news, check out stories about new changes to contracting at various agencies including possibly having GSA do more of the contracting for other agencies, as well as changes to DoD workforce and regulations.
Continue reading…NAICS Code Appeal Still a Powerful Tool
When contractors think of protests or litigation related to federal contracting, likely their thoughts go to a bid protest or a size protest. Additionally, when thinking of protesting prior to bids being due, the focus generally is on the wording and provisions of a solicitation. However, contractors should not forget how powerful a tool a NAICS code appeal could be for small business procurements. A recent brief decision in a NAICS code appeal serves as reminder of how useful a simple NAICS code appeal can be for contractors.
Continue reading…Spell it Out for Me: OHA Finds Joint Venture Agreement Compliant When Reviewed with Operating Agreement
When an SBA approved mentor and protégé create a joint venture to pursue contracts set-aside for small businesses, SBA requires the mentor-protégé joint venture agreement to contain the requirements found in 13 C.F.R. § 125.8(b)(2). But how closely does the joint venture agreement have to match the language of these required provisions in order to be found complaint?
In DecisionPoint-Agile Defense JV, LLC, OHA considered whether the language in a joint venture’s operating agreement (OA) can be considered alongside the joint venture agreement (JVA) when determining if a JVA meets all the regulatory requirements.
Continue reading…SmallGovCon Week in Review: March 3-7, 2025
Hello, blog readers and happy Friday. Can you believe it’s already March? In just a few short weeks, spring will (finally) be here! Hooray! With all the snow we had, we are definitely looking forward to warmer temperatures and to getting outside more.
We hope that you’re gearing up for a nice weekend. But before you do, let’s take a look at the-week that was. In this edition of the Week in Review, articles discussed the continued reshuffling and closing of government agencies and offices and the importance of GSA.
Continue reading…GAO: Agency Must Recognize Novation as Part of Pending Offer
A recent bid protest decision examines the effect of a novation on a pending procurement. After a complicated procedural history, GAO said that an agency must take into account a corporate transaction and novation, even if the agency wasn’t aware of the novation at time of proposal submission.
Continue reading…