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    During a contract award, who signs first? I know the FAR says "normally" but the FAR does not provide a definition for normally. I have noticed that when KO's sign the contract first and release it in SPS for me to email to the contractor for signature it messed up our acquisition milestones in PCF. The other issue is that once my KO signs and releases the contract getting a signed copy back from a contractor is more difficult because they already have a contract signed by a KO. My other concern is that by signing the contract prior to the contractor, how does the contracting officer verify the authority and validity of the contractor's signature IAW FAR Part 4.102? Just looking for some guidance on what best practice is and what is aligned with the regulation. Thank you.


    Answer

    This response is based on the information provided.  We suggest you discuss with your contracting team, program manager and/or legal department as appropriate.

     

    With regard to definitions, when the FAR does not define a term in FAR part 2 or another FAR part, "Undefined words retain their common dictionary meaning." [FAR 1.108(a)] It is best practice to have the contracting officer sign last, but signing first does not invalidate the contract.  As for confirming the signature, the offeror's proposal often identifies those authorized to sign/obligate the company.  In any event case law allows the Government to operate under the concept of apparent authority with regard to a contractor signature.  So the contractor signature, if it is of an employee of the company, will (in most cases) be legally sufficient.  This does not work in reverse.

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