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FAR Part 15 — Negotiation (explainer)

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FAR Part 15 — Negotiation

What this Part does

Part 15 is the rulebook for how the government runs a negotiated acquisition — any procurement that isn’t a simple sealed-bid (Part 14) or a below-threshold simplified-acquisition (Part 13). In dollar terms, the vast majority of meaningful federal buys happen here. If a solicitation uses the phrase “best value,” includes trade-offs between price and technical factors, allows discussions or proposal revisions, or asks for anything beyond a price and a representation of responsibility — Part 15 governs.

The Part splits into five subparts. 15.1 handles basics and exchange rules before proposals are due. 15.2 covers solicitation and proposal preparation — the mechanics of Section L (instructions) and Section M (evaluation criteria). 15.3 is source selection itself: evaluation, competitive range determination, discussions, best-value decision, debriefings. 15.4 is cost/price analysis including the Truthful Cost or Pricing Data rules (formerly “TINA”). 15.5 governs pre-award and post-award notifications and debriefings.

When you’d look here

  • A client is drafting a proposal for a negotiated procurement.
  • You need to understand what “discussions” vs “clarifications” mean and when each is allowed (FAR 15.306).
  • An agency made a competitive-range determination and your client was excluded (or wasn’t, but could have been).
  • You’re evaluating whether to submit certified cost or pricing data.
  • A source selection ended in a best-value tradeoff your client lost, and you’re assessing protest grounds.
  • The solicitation has evaluation criteria that seem vague or misaligned with the PWS.

Case study: the moving target on past performance

A mid-size services contractor — call them RedSky Advisors — responded to an Army RFP for program-management support. Section M rated past performance as significantly more important than price. RedSky’s proposal cited three recent relevant contracts with confidential past performance evaluations ranking “Very Good” and “Exceptional.”

During evaluation, the Source Selection Evaluation Board (SSEB) downgraded RedSky’s past performance to “Satisfactory” based on a fourth contract — one RedSky hadn’t cited, and which had ended badly two years earlier with a Contracting Officer’s adverse CPARS narrative. RedSky never learned this had been considered until after award went to a competitor at a higher price.

In the debriefing, the CO refused to discuss the fourth contract, citing the other firm’s proprietary information. RedSky protested at GAO, arguing the evaluation violated FAR 15.305 (evaluators may consider past performance information reasonably available) and that the agency should have provided a meaningful opportunity to discuss the negative past performance before the award decision. The protest raised the “equal-treatment” doctrine: discussions are not required under FAR 15.306, but if the agency holds discussions, they must be meaningful and not leave an offeror exposed on an issue the agency plans to hold against it.

GAO sustained in part. The agency had held exchanges with the awardee that touched on similar past-performance concerns, but did not hold comparable exchanges with RedSky. Remedy: corrective action — reopening discussions with both offerors, allowing revised proposals, new source selection decision. Contract was ultimately re-awarded to the original winner, but RedSky recovered its protest costs.

Teaching points from this case:

  1. Past performance information in CPARS is “reasonably available” to evaluators even if the offeror doesn’t cite it (FAR 15.305).
  2. The equal-treatment principle on discussions (FAR 15.306) is a protest vector when discussions touch negative information.
  3. Debriefing is short and scripted. Get your protest drafted before it ends — in a DoD procurement over $100M, DFARS adds enhanced debriefing rights; file questions within 2 days (DFARS 215.506).

Key sections

  • FAR 15.101 — Best value continuum (trade-off vs. lowest-price-technically-acceptable).
  • FAR 15.201 — Exchanges with industry before solicitation.
  • FAR 15.203 — Request for proposals (RFP) format.
  • FAR 15.304 — Evaluation factors.
  • FAR 15.305 — Proposal evaluation (technical, cost/price, past performance).
  • FAR 15.306 — Exchanges with offerors — clarifications vs. discussions; competitive range; limits on post-competitive-range communications.
  • FAR 15.308 — Source selection decision.
  • FAR 15.403 / FAR 15.404 — Cost or pricing data rules (TINA) and price/cost analysis techniques.
  • FAR 15.505 / FAR 15.506 — Pre-award and post-award notifications and debriefings.
  • FAR Part 6 — Competition requirements (why there IS a Part 15 procurement instead of a sole source).
  • FAR Part 16 — Contract types (what gets negotiated).
  • FAR Part 33 — Protests after a Part 15 source selection.
  • DFARS Part 215 — DoD overlay: should-cost analysis, enhanced debriefings, stricter TINA adequacy rules.
  • FAR Part 52.215 — The Part 15 clause set actually inserted into solicitations.

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