Please define Period of Performance
While no regulatory definition of “period of performance” could be located, the FAR contains many applied or contextual descriptions for period of performance. For example, FAR 2.101 contains a regulatory definition for past performance –“’Past performance’ means an offeror’s or contractor’s performance on active and physically completed contracts (see 4.804-4).” Per FAR 15.204-2(f), period of performance is addressed in the Uniform Contract Format (UCF) under “Section F, Deliveries or performance. Specify the requirements for time, place, and method of delivery or performance (see Subpart 11.4, Delivery or Performance Schedules, and 47.301-1).”
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In addition, as a matter of practice, many people apply the notion that “deliveries” and “delivery dates” correspond to supplies while “period(s) of performance” correspond to services. However, the FAR and DFARS does not explicitly make this distinction.
Due to the many terms and conditions related to “period of performance”, a description may be more useful than a definition. However, for purposes of discussion (and because you asked), the following concise definition is created –
Period of performance -- timeframe allowed or required for performance to be completed.
It is important to note that “performance of performance” (PoP) may not be as simple as finding the dates in Section F (if the contract/order follow the UCF) or otherwise stated in the contract/order. Also, there may be work that is permitted before the PoP start date in the contract or is required after the PoP end date in the contract. The following questions-and-answers provide further insight.
When does the PoP begin and end? FAR Subpart 11.4 addresses the establishment of contractual delivery or performance schedules. FAR 11.403(a) addresses how such schedules may be expressed. While the timeframe will contain begin and end dates for a POP is described in Section F of a UCF contract/order, there also may be multiple or interim dates specified as part of that timeframe. For example, 120 widgets may be procured under a contract line item (CLIN) with an overall PoP of 12 months. However, the PoP may include the term that it must be delivered in increments of 10 per month.
Is work required throughout the entire “period of performance”? Sometimes the work must be performance throughout the entire PoP. For example, 24-hr./7-days-a-week surveillance for 6 months. Sometimes the work may be completed earlier and the end date is expressed as “no later than 12 months after contract award” (or “no later than 31 August 2016”).
Is work permitted before the start date of performance? In rare situations, work may be permitted, but never required, prior to the start date of the PoP in the contract. A contractor may elect to work at risk, then, after the PoP begins, invoice to cover the costs of such work that began before the PoP. In cost-reimbursement contracts, the Government sometimes may permit the reimbursement of such costs provided there was a clause in the contract stating the Government would accept such costs if it occurred no earlier than X date (e.g., 30 days prior to start date) and did not exceed Y amount. Thus, the PoP in Section F may state 6-months but if the Govt. permitted and the contractor started work 30 days prior, in actuality a 7-month PoP was permitted as long as the contractor assumed the upfront cost risk of one month’s effort. Without such clause, the contractual PoP remains 6 months as the Government cannot reimburse the contractor for work that began before the PoP state date in Section F.
Is work required after the end date of performance? Sometimes the contractor may complete the work under a CLIN by the date in the contract but the Government would not accept the supply or service due to it not meeting the requirements of the contract. The Government can require the contractor to fix the supply or to re-perform the work and suppose the contractor does so but this takes additional time. The contractual PoP end date stated in the contract might not be extended (as doing so would then make it seem like the contractor delivered on time vice late) though it took the contractor a longer PoP to actually perform. See FAR 52.246 clauses related to inspection. If the contract/order included a warranty for a supply or service already accepted but later found defective or stops working during the warranty, the contractor could be required to repair or replace the item per the warranty clause. See FAR 52.246 clauses related to warranty.
After the contract/order is “physically completed”, what additional work must still be done to close out the contract/order?
Note that the FAR 2.101 definition of “past performance” mentions “performance” that is on “active and physically completed contracts” with a reference to FAR 4.804-4. When is a contract/order “active” vs. “physically completed”? Does a physically completed contract/order mean the contractor is no longer required to do anything?
FAR 4.804-4 -- Physically Completed Contracts states:
(a) Except as provided in paragraph (b) below, a contract is considered to be physically completed when-
(i) The contractor has completed the required deliveries and the Government has inspected and accepted the supplies;
(ii) The contractor has performed all services and the Government has accepted these services; and
(iii) All option provisions, if any, have expired; or
(2) The Government has given the contractor a notice of complete contract termination.
(b) Rental, use, and storage agreements are considered to be physically completed when --
(1) The Government has given the contractor a notice of complete contract termination; or
(2) The contract period has expired.
If the conditions of FAR 4.804-4 are not met, the contract is still active. However, if the conditions are met, then contract closeout begins and involves administrative tasks (see FAR 4.804-5) which may range from a few days to several years to complete. However, the time required to close out a contract is not included in the PoPs stated in Section F of the contract/order.
In summary, the “period of performance” could be succinctly defined as the “timeframe allowed or required for performance to be completed”. When someone asks “what is the period of performance?” or “how long was the period of performance?” or “how long did it take the contractor to perform the work?”, a simple initial answer stating the begin and end dates in Section F may be enough. However, based on the above discussion, a better answer may be found after carefully considering the boundaries of this definition within the context of the question, the terms and conditions in the contract/order, and the resulting performance by the contractor.
Hopefully, you find this crafted, succinct definition and accompanying discussion helpful for your handbook.