52.215-12 Subcontractor Certified Cost or Pricing Data
Source: FAR 52.215-12 on acquisition.gov
Prime contractors must obtain and certify subcontractor cost or pricing data for subcontracts exceeding the FAR threshold, ensuring accurate and current pricing information is provided to the government.
Overview
FAR 52.215-12 requires prime contractors to obtain certified cost or pricing data from subcontractors before awarding subcontracts or modifications that exceed the threshold specified in FAR 15.403-4(a)(1), unless an exception applies. This clause ensures that subcontract pricing is based on accurate, complete, and current data, supporting fair and reasonable pricing in government contracts. The clause also mandates that subcontractors certify the accuracy of their data and that the requirement flows down to applicable subcontracts. Alternate I provides specific thresholds for contracts awarded before and after July 1, 2018.
Key Rules
- Certified Cost or Pricing Data Requirement
- Contractors must require subcontractors to submit certified cost or pricing data for subcontracts or modifications exceeding the FAR threshold, unless an exception applies.
- Certification of Data
- Subcontractors must certify that the data provided is accurate, complete, and current as of the date of price agreement.
- Flowdown Clause
- Contractors must include the substance of this clause (or FAR 52.215-13 for modifications) in applicable subcontracts.
- Threshold Adjustments
- If the threshold is adjusted for inflation, the new threshold applies for the contract's remaining term.
- Alternate I (Effective Oct 2025)
- Sets different thresholds for subcontracts awarded before and after July 1, 2018 ($950,000 and $2.5 million, respectively).
Responsibilities
- Contracting Officers: Ensure the clause is included in prime contracts and monitor compliance.
- Contractors: Obtain, review, and retain certified cost or pricing data from subcontractors; ensure proper certification and clause flowdown.
- Agencies: Oversee contractor compliance and enforce requirements.
Practical Implications
- This clause is critical for ensuring price reasonableness and preventing overcharging in government contracts.
- Contractors must be vigilant about threshold changes and exceptions.
- Failure to comply can result in defective pricing claims, contract adjustments, or penalties.
As prescribed in 15.408(d)(1), insert the following clause:
Subcontractor Certified Cost or Pricing Data (Jun 2020)
(a) Before awarding any subcontract expected to exceed the threshold for submission of certified cost or pricing data in Federal Acquisition Regulation (FAR) 15.403-4(a)(1), on the date of agreement on price or the date of award, whichever is later; or before pricing any subcontract modification involving a pricing adjustment expected to exceed the threshold for submission of certified cost or pricing data in FAR 15.403-4(a)(1), the Contractor shall require the subcontractor to submit certified cost or pricing data (actually or by specific identification in writing), in accordance with FAR 15.408, Table 15-2(to include any information reasonably required to explain the subcontractor's estimating process such as the judgmental factors applied and the mathematical or other methods used in the estimate, including those used in projecting from known data, and the nature and amount of any contingencies included in the price), unless an exception under 15.403-1(b) applies. If the threshold for submission of certified cost or pricing data specified in FAR 15.403-4(a)(1) is adjusted for inflation as set forth in FAR 1.109(a), then pursuant to FAR 1.109(d) the changed threshold applies throughout the remaining term of the contract, unless there is a subsequent threshold adjustment.
(b) The Contractor shall require the subcontractor to certify in substantially the form prescribed in FAR 15.406-2 that, to the best of its knowledge and belief, the data submitted under paragraph (a) of this clause were accurate, complete, and current as of the date of agreement on the negotiated price of the subcontract or subcontract modification.
(c) In each subcontract that, when entered into, exceeds the threshold for submission of certified cost or pricing data in FAR 15.403-4(a)(1), the Contractor shall insert either—
(1) The substance of this clause, including this paragraph (c), if paragraph (a) of this clause requires submission of certified cost or pricing data for the subcontract; or
(2) The substance of the clause at FAR 52.215-13, Subcontractor Certified Cost or Pricing Data-Modifications.
(End of clause)
Alternate I (Oct 2025). As prescribed in 15.408 (d)(2), substitute the following paragraph (a) in place of paragraph (a) of the basic clause:
(a) Unless an exception under FAR 15.403-1 applies, the Contractor shall require the subcontractor to submit certified cost or pricing data (actually or by specific identification in writing), in accordance with FAR 15.408, Table 15-2 (to include any information reasonably required to explain the subcontractor's estimating process such as the judgmental factors applied and the mathematical or other methods used in the estimate, including those used in projecting from known data, and the nature and amount of any contingencies included in the price)—
(1) Before modifying any subcontract that was awarded prior to July 1, 2018, involving a pricing adjustment expected to exceed $950,000; or
(2) Before awarding any subcontract expected to exceed $2.5 million on or after July 1, 2018, or modifying any subcontract that was awarded on or after July 1, 2018, involving a pricing adjustment expected to exceed $2.5 million.