Agency Discretion in Seeking Clarifications in Negotiated Procurements

Contractors participating in negotiated procurements have a responsibility to submit a well-written, complete proposal with sufficiently detailed information that clearly meets solicitation requirements and permits meaningful review by the agency. The obligation to submit a well-written proposal includes providing accurate information in the specific format outlined in the solicitation. Despite these obligations, offerors may make errors in their submissions. Under Federal Acquisition Regulation (FAR) 15.306, agencies may give offerors the opportunity to resolve minor or clerical errors in their proposals or clarify certain aspects if an award is to be made without conducting discussions. In this regard, clarifications are limited exchanges between the procuring agency and offerors that may occur when an award is to be made without discussions. Scenarios where the agency may seek clarifications include, but are not limited to when the pricing submission contains obvious clerical errors, the relevance of an offeror’s past performance information is not immediately clear, and the contracting officer (CO) comes across adverse past performance information to which the offeror has not had a previous opportunity to respond. However, contractors should be mindful that it is firmly within the agency’s discretion to engage in clarifications. An award may remain proper even if the agency chooses not to request clarification from an offeror whose proposal contains an error that could have been resolved by a clarification request. 

In B-423945; B-423945.2, a decision issued on January 29, 2026, the Government Accountability Office (GAO) denied a protest, reiterating that the agency had no obligation to seek clarifications regarding alleged errors in the protester’s proposal. The relevant best-value solicitation was issued by the Navy for commercial and institutional construction projects at various locations, including Camp Pendleton and the Naval Weapons Station Seal Beach in California. The request for proposals (RFP) contemplated a single award, indefinite-delivery, indefinite-quantity (IDIQ) contract under which fixed-price task orders would be placed for the duration of the five-year period of performance. For the price factor, the RFP required offerors to submit coefficients for each performance location representing the indirect costs multiplier to be applied to the work item unit price information. Proposed pricing was also evaluated based on an initial task order included in the RFP. Offerors had to enter their coefficients in the pricing spreadsheet for the task order, then calculate their total pre-priced and non-pre-priced costs to arrive at the total order price. Following the evaluation, the protester was assigned an overall technical rating of “Good” with a total evaluated price of $102,786. Meanwhile, the awardee received an overall technical rating of “Outstanding” with a total evaluated order price of $65,778. 

In the GAO protest that followed, the protester challenged the reasonableness of the Navy’s price evaluation among its other arguments. The protester noted that its pricing proposal contained an obvious error because instead of simply entering its coefficients on the pricing sheet as required by the RFP, the protester had multiplied the coefficients by the total line prices before adding those amounts to the total line-item prices. The protester contended that, as a result of this error, its total order price was inflated and that it had mistakenly proposed $102,786 rather than $58,399. The protester argued that, since it had made a clear and obvious pricing error, the agency should have afforded it an opportunity to correct its mistake through a clarification. The GAO disagreed and began its analysis by reminding the protester of the procuring agency’s broad discretion in seeking clarifications from offerors. In this case, assuming that the protester’s pricing error was the type of clear and obvious clerical error for which the Navy could have sought clarification, the agency was under no obligation to do so. Stated another way, the protester did not gain an automatic right to clarification by making an obvious error in its pricing proposal. Consequently, the GAO denied the protest, finding that the Navy properly exercised its discretion in declining to provide the protester an opportunity to clarify its pricing. 

An offeror’s responsibility to submit a well-written proposal includes the obligation to submit correct information in the format required by the solicitation. In B-422779.2, a decision issued on February 10, 2025, the GAO denied a similar protest, noting again that the agency was not required to engage in clarifications when the protester erroneously used a previously issued price schedule with outdated quantities. The Department of Veterans Affairs (VA) issued the underlying RFP for emergent and non-emergent ambulance and stretcher van services for the Carl Vinson VA Medical Center in Georgia. The CO later issued an RFP amendment, which included a new price schedule with revised estimated quantities for all contract line-item numbers (CLINs). However, in submitting its pricing proposal, the protester erroneously used the outdated price schedule and, as a result, was eliminated from consideration for failing to use the amended estimated quantities. In response to the rejection letter, the protester submitted the correct pricing spreadsheet the same day, but the CO declined to accept the revised price proposal. In the protest that followed, the GAO found no reason to disagree with the VA’s conclusion that the protester’s proposal failed to comply with the RFP requirements. In doing so, the GAO rejected the protester’s argument that the VA erred in not seeking clarifications regarding the use of the old price schedule and eventually denied the protest, emphasizing that procuring agencies may, but are not required to, seek clarifications. 

Clarifications are limited exchanges between the Government and offerors that may occur when an award without discussion is contemplated. Procuring agencies may seek clarifications on certain aspects of proposals or to resolve minor or clerical errors. Clarifications cannot be used to cure proposal deficiencies or material omissions. Similarly, offerors may not use clarifications to materially alter the technical or cost elements of their proposals or to otherwise revise their proposal submissions. In this regard, it is always the offeror’s responsibility to submit a well-written, complete proposal with sufficiently detailed and accurate information that clearly meets the solicitation requirements and follows the specified format. Accordingly, contractors submitting proposals in response to negotiated procurements cannot rely on the clarifications process when the solicitation contemplates an award without discussions. This is because such reliance depends not only on the agency’s discretionary decision to seek clarification, but also on whether the error is the type that can be resolved by clarifications in the first place. As demonstrated in the bid protests above, pricing teams should be particularly vigilant to ensure their submissions are free of errors and responsive to current solicitation requirements. While it is possible that source selection officials may seek clarifications to resolve clear and obvious clerical errors in a proposal before making an award, ultimately, they are under no obligation to do so.

This Bid Protest Insight is provided as a general summary of the applicable law in the practice area and does not constitute legal advice. Contractors wishing to learn more are encouraged to consult the TILLIT LAW PLLC Client Portal or Contact Us to determine how the law would apply in a specific situation.