Subcontracting Management from A to Z: Flow Downs and Terms & Conditions

Part 7: Flow Downs and Terms & Conditions

Prime contractors have obligations to flow down certain prime contract requirements to subcontractors; subcontractors, for their part, typically want to resist as many of these flowdowns as they can. In Part 7 of this 9-part series, the Sheppard Mullin Supply Chain Management Team will walk through mandatory flowdown clauses, and explore which other clauses should be flowed down to help manage the prime contractor’s risk. We also will discuss other standard terms and conditions companies typically want to ensure are included in their subcontracts.

Series Overview

Every year, the U.S. government awards hundreds of billions of dollars to prime contractors to deliver products and provide needed services. But a significant portion of this funding flows through the prime contractors down to subcontractors and vendors – entities who ultimately have no direct contractual relationship with the federal government, yet still are subject to a host of laws, policies, and regulations governing their performance. Federal law places a significant burden on prime contractors to carefully select subcontracting partners and effectively manage these agreements to ensure the government’s interests are protected.

Join the Sheppard Mullin Supply Chain Management Team as we explore, in this in-depth 9-part series, the complicated world of Federal subcontracting, including the responsibilities both prime and subcontractors have to ensure compliance with lengthy contract and regulatory requirements. Whether you are a prime contractor trying to understand your subcontract oversight responsibilities, or a subcontractor trying to understand your obligations when doing work for federal customers, the Sheppard Mullin Supply Chain Management Team is here to discuss real-life, practical, best practices in subcontract management.

Throughout this series, attendees will learn about:

• Understanding who is and is not a “subcontractor” under the FAR;
• Subcontracting policies and procedures in FAR Part 44;
• Tips in selecting business partners, including small business subcontractors, joint ventures, and teaming agreements;
• Developing and administering subcontracting plans;
• Negotiating subcontracts, including terms and conditions and other required flowdowns;
• Managing pricing issues under government contracts, including commercial item subcontracts; and
• Best practices for subcontract management and administration.

Second Thursday of the Month, 12:00-1:30pm (ET)
9 Sessions, from January until November

• Jan 12 – Federal Subcontracting 101: An Overview
• Feb 9 – Joint Ventures and Teaming Agreements
• Mar 9 – Small Business Subcontractors
• Apr 13 – Subcontracting Plans
• May 11 – Contractor Purchasing Systems
• Jun 15 – Awarding Subcontracts
• Sep 14 – Flow Downs and Terms & Conditions
• Oct 12 – Subcontract Pricing
• Nov 9 – Subcontract Management and Administration