52.237-3
Continuity of Services
FAR 52.237-3 requires contractors to ensure seamless service transitions by cooperating with successors, supporting personnel transfers, and maintaining service levels during contract phase-in and phase-out periods.
Overview
FAR 52.237-3, Continuity of Services, ensures that essential government services provided under contract continue seamlessly during the transition between contractors or to government performance. The clause requires the outgoing contractor to cooperate fully in the transition process, provide training to the successor, and maintain service levels during the phase-in/phase-out period. It also outlines the contractor’s obligations regarding personnel and the reimbursement of reasonable transition costs.
Key Rules
- Transition Cooperation
- Contractors must provide phase-in training and cooperate to ensure an orderly and efficient transition to a successor.
- Phase-In/Phase-Out Services
- Upon written notice, contractors must provide transition services for up to 90 days post-contract and negotiate a transition plan with the successor, subject to Contracting Officer approval.
- Personnel Support and Records
- Contractors must allow key personnel to remain during the transition, disclose necessary personnel records, and facilitate interviews and transfers if employees agree.
- Reimbursement of Costs
- Contractors are entitled to reimbursement for reasonable transition costs and a pro rata fee for phase-in/phase-out activities.
Responsibilities
- Contracting Officers: Issue written notice for transition services, approve transition plans, and oversee compliance.
- Contractors: Provide training, cooperate in transition, maintain service levels, support personnel transfers, and document costs for reimbursement.
- Agencies: Ensure continuity of vital services and monitor contractor compliance during transitions.
Practical Implications
- This clause exists to prevent service disruptions during contract transitions, which is critical for mission-essential operations.
- Contractors must plan for and allocate resources to support transitions, including personnel and documentation.
- Common pitfalls include inadequate transition planning, failure to maintain service levels, and disputes over reimbursable costs.