52.243-5 Changes and Changed Conditions
Source: FAR 52.243-5 on acquisition.gov
Prompt written notification of changed conditions is essential for contractors to secure equitable adjustments under FAR 52.243-5.
Overview
FAR 52.243-5, "Changes and Changed Conditions," establishes the procedures for managing changes to contract drawings and specifications, as well as addressing unforeseen site conditions in government contracts. The clause allows the Contracting Officer to order changes within the general scope of the contract and requires contractors to promptly notify the Contracting Officer in writing if they encounter subsurface or latent physical conditions that differ materially from those indicated in the contract, or unknown unusual physical conditions at the site. If such changes or conditions affect the cost or time required for performance, the contractor may submit a proposal for an equitable adjustment before final payment. The Contracting Officer will only make an equitable adjustment if the contractor has provided the required written notice, unless this requirement is waived. Any failure to agree on an adjustment is treated as a dispute under the contract's Disputes clause.
Key Rules
- Written Change Orders
- The Contracting Officer can issue written orders for changes within the contract's general scope.
- Notification of Changed Conditions
- Contractors must promptly notify the Contracting Officer in writing of materially different or unknown site conditions before proceeding with work.
- Equitable Adjustments
- Adjustments to contract price or schedule are made if changes or conditions impact cost or time, provided the contractor submits a timely proposal.
- Notice Requirement
- Equitable adjustments for changed conditions require written notice from the contractor, unless waived by the Contracting Officer.
- Dispute Resolution
- Unresolved adjustment issues are handled under the contract's Disputes clause.
Responsibilities
- Contracting Officers: Issue written change orders, review and process proposals for adjustment, and resolve disputes.
- Contractors: Promptly notify of changed conditions, submit proposals for adjustment, and comply with written change orders.
- Agencies: Ensure oversight of contract modifications and dispute resolution processes.
Practical Implications
- This clause ensures a formal process for handling changes and unforeseen conditions, protecting both parties from unexpected costs or delays.
- Contractors must act quickly to notify and document changed conditions to preserve their rights to adjustments.
- Failure to follow notification procedures can result in lost entitlement to equitable adjustments, making compliance critical.
As prescribed in 43.205(e), insert the following clause:
Changes and Changed Conditions (Apr 1984)
(a) The Contracting Officer may, in writing, order changes in the drawings and specifications within the general scope of the contract.
(b) The Contractor shall promptly notify the Contracting Officer, in writing, of subsurface or latent physical conditions differing materially from those indicated in this contract or unknown unusual physical conditions at the site before proceeding with the work.
(c) If changes under paragraph (a) or conditions under paragraph (b) increase or decrease the cost of, or time required for performing the work, the Contracting Officer shall make an equitable adjustment (see paragraph (d)) upon submittal of a "proposal for adjustment" (hereafter referred to as proposal) by the Contractor before final payment under the contract.
(d) The Contracting Officer shall not make an equitable adjustment under paragraph (b) unless-
(1) The Contractor has submitted and the Contracting Officer has received the required written notice; or
(2) The Contracting Officer waives the requirement for the written notice.
(e) Failure to agree to any adjustment shall be a dispute under the Disputes clause.
(End of clause)