Procurement Support Services Sector
Public Services and Procurement Canada
PRACTITIONER’S GUIDE FOR
PROCUREMENT PRICING
2023-1
1 | Page Public Services and Procurement Canada August 2023
TABLE OF CONTENTS
1.0 INTRODUCTION ..................................................................................................................................... 4
2.0 GUIDE ORGANIZATION: PRICING IN CANADA ................................................................................... 6
2.1 Overview of Key Pricing Considerations ........................................................................................... 8
2.2 Pricing Approach ............................................................................................................................ 10
2.3 Pricing Principles ............................................................................................................................ 11
3.0 KEY PRICING CONSIDERATIONS ...................................................................................................... 13
3.1 Managing Pricing Throughout the Acquisition Lifecycle ................................................................. 14
3.2 Engaging Expert Advice ................................................................................................................. 16
3.3 Documenting and Justifying Key Pricing Decisions in the Contract ................................................ 18
3.4 Developing a Validation Strategy.................................................................................................... 20
3.5 Capturing and Tracking Lessons Learned ...................................................................................... 24
4.0 PRICING APPROACH .......................................................................................................................... 25
4.1 Basis of Payment ........................................................................................................................... 26
4.1.1 Fixed Price ............................................................................................................................... 31
4.1.2 Fixed Time/Unit Rate ............................................................................................................... 38
4.1.3 Cost Reimbursable .................................................................................................................. 41
4.1.3.1 Cost Reimbursable With No Fee ....................................................................................... 45
4.1.3.2 Cost Reimbursable with a Fixed Fee ................................................................................. 47
4.1.3.3 Cost Reimbursable with Target Cost/ Incentive Fee ......................................................... 49
4.1.3.4 Cost Reimbursable with Fee Based on Actual Costs ........................................................ 68
4.1.4 Provisional Price Basis of Payment ......................................................................................... 71
4.2 Economic Price Adjustments (EPAs) and Foreign Currency Adjustments (FCAs) ......................... 80
4.3 Ceiling Price and Limitation of Expenditure .................................................................................... 85
4.4 Incentives ....................................................................................................................................... 86
4.4.1 Technical Performance Incentives ........................................................................................... 91
4.4.2 Schedule Performance Incentives ......................................................................................... 97
4.4.3 Award Fees .......................................................................................................................... 101
4.4.4 Non-Financial Incentives ....................................................................................................... 110
4.5 Pricing Approach Selection .......................................................................................................... 111
4.5.1 Summary Table of Basis of Payment Types .......................................................................... 112
4.5.2 Summary Table of Incentive Types........................................................................................ 120
5.0 PRICING PRINCIPLES ....................................................................................................................... 123
5.0.1 Cost-Based Pricing Principles ................................................................................................... 125
5.0.2 Commercial Pricing ................................................................................................................... 127
5.1 Principles for Establishing the Cost Base ..................................................................................... 130
5.1.0 Contract Cost Principles, SACC 1031-2 ................................................................................ 133
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5.1.1 Costing Standard ................................................................................................................... 135
5.1.2 Cost Accounting Practices (CAP) Submission ....................................................................... 136
5.2 Profit Principles ............................................................................................................................ 138
5.2.1 Negotiated Profit Element: Capital Employed ........................................................................ 143
5.2.1.1 Return on Working Capital Employed ............................................................................. 145
5.2.1.2 Return on Fixed Capital Employed .................................................................................. 158
5.2.2 Negotiated Profit Element: General Business Risk ................................................................ 172
5.2.3 Negotiated Profit Element: Contractual Risk .......................................................................... 178
5.3 Alternative Pricing Strategies ....................................................................................................... 196
6.0 ANNEXES ........................................................................................................................................... 198
ANNEX 1: Firm Price Basis of Payment ............................................................................................. 199
ANNEX 2: Costing Standard .............................................................................................................. 202
Annex 2A: Costing Process ............................................................................................................ 259
Annex 2B: Contract Costing Rates ................................................................................................. 260
Annex 2C: Cost Management ......................................................................................................... 266
ANNEX 3: Contact Information ........................................................................................................... 270
ANNEX 4: Process Steps for Cost Accounting Practices (CAP) Submission ..................................... 271
ANNEX 5: Discussion Papers ............................................................................................................ 272
Annex 5.1 Background: Contract Pricing in Canada ....................................................................... 272
Annex 5.1.1 Discussion Paper - Financial Accounting vs. Cost Accounting ................................ 272
Annex 5.1.2 Discussion Paper - Rules-Based Vs. Principles-Based Standards ......................... 280
Annex 5.1.3 Discussion Paper - Accrual Vs. Cash Based Accounting ........................................ 284
Annex 5.2 Performance Management Discussion Papers .............................................................. 287
Annex 5.2.1 Discussion Paper - Contract Incentives to Encourage and Reward Enhanced Value to
Canada ....................................................................................................................................... 287
Annex 5.2.2 Discussion Paper - Measures to Manage Contractor Non-Compliance or
Unacceptable Behaviour ............................................................................................................. 301
Annex 5.2.3 Discussion Paper - Liquidated Damages ................................................................ 322
Annex 5.2.4 Discussion Paper - Managing Long-Term Contractual Relationships ..................... 324
Annex 5.3 Costing Discussion Papers ............................................................................................ 333
Annex 5.3.1 Discussion Paper - Sales and Marketing................................................................. 333
Annex 5.3.2 Discussion Paper - Executive Compensation and Bonus ........................................ 342
Annex 5.3.3 Discussion Paper Asset Valuation ....................................................................... 347
Annex 5.3.4 Discussion Paper Transfer Pricing ....................................................................... 352
Annex 5.3.5 Discussion Paper Production Capacity and Indirect Costs Allocation .................. 359
Annex 5.3.6 DiscussionPaper - Research and Development Costs .......................................... 368
Annex 5.3.7 Discussion Paper risk and cost considerations for socio-economic and
environmental benefits policies and programs UNDER REVIEW............................................. 380
Annex 5.4 Pricing Discussion Papers ............................................................................................. 381
Annex 5.4.1 Discussion Paper Alternative Approaches to Cost-Based Pricing ........................ 381
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Annex 5.4.2 Discussion Paper Baseline Profit Methodology for Consideration ........................ 392
ANNEX 6: Tools and Templates ......................................................................................................... 394
Annex 6.1 Profit Determination Template ....................................................................................... 394
Annex 6.2 Applicable Rates for Profit Determination Table ............................................................ 394
Annex 6.3 Contractual Risk Assessment Tool ................................................................................ 394
ANNEX 7: Glossary ............................................................................................................................ 395
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1.0 INTRODUCTION
Pricing is a fundamental enabler to the achievement of best possible value in a procurement. Effective pricing
begins with the development of a pricing strategy that closely aligns with the overall procurement strategy to
ensure pricing decisions are in accordance with the procurement’s objectives and priorities. To achieve this
alignment, it is essential that a pricing strategy is developed early on in the procurement process and before
actual sourcing occurs, which will then need to be managed throughout the life of the procurement.
The world of procurement is rapidly changing and evolving and, as a result, the procurement community is
increasingly being called upon to think both differently and more strategically to achieve desired procurement
outcomes and to maximize value for Canadians. As a result, in order to effectively manage pricing it is
important to ensure:
pricing objectives are aligned with the procurement objectives to maximize the value achieved;
the pricing strategies are monitored and evaluated throughout the lifecycle of a contract;
pricing is focused on desired contract performance outcomes; and
good working relationships are maintained among all stakeholders (e.g., Public Services and
Procurement Canada (PSPC), federal government departments/agencies and contractors).
Purpose and Objectives of Practitioner’s Guide for Contract Pricing
The Practitioner’s Guide for Procurement Pricing (the Guide) is not intended to prescribe pricing to contracting
officers but rather to aid them in the application of their professional judgement when making pricing
decisions. Given that pricing within a contract is highly dependent on the nature of the procurement, the
Guide has been developed to outline both the variety of options available and the flexibility that contracting
officers have in building a comprehensive pricing strategy. For example, in developing a pricing strategy, the
contracting officer would need to consider such things as whether to accept a cost, when and how to apply
one or multiple types of bases of payment and how to include incentives tailored to the specific circumstances
of a given procurement.
In addition to the pricing approaches outlined in the Guide, it is important to stress that contracting officers
are encouraged to employ alternative pricing approaches not currently incorporated in this Guide. In fact, this
Guide outlines a process to share and document procurements that use alternative approaches to those
included in the Guide so that they can be considered in future iterations of this Guide for the benefit of the
entire procurement community.
The Guide is intended to be used as a tool to develop effective pricing. As such, the desired objectives of the
Guide are to:
provide a better understanding of pricing with the Government of Canada and why it is important.
provide clear and relevant pricing options available to contracting officers.
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provide guidance to determine best pricing options, including their associated potential benefits,
risks and related processes based on the nature of the procurement.
outline the key steps, considerations and tools contracting officers should consider as they develop
a contract pricing strategy.
provide guidance on key process considerations to help increase the clarity, consistency and
transparency of pricing decisions.
promote the use of alternative pricing approaches and the recommended process to document and
capture lessons learned.
Please note throughout the Guide the term ‘contractor’ will refer to both current and future contractors doing
business with the Government of Canada.
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2.0 GUIDE ORGANIZATION: PRICING IN CANADA
The Practitioner’s Guide for Pricing (the Guide) is applicable for both market pricing and negotiated pricing
as detailed below.
Market Pricing: The price is assessed and established when there exists sufficient competition to obtain more
than one competitive bid and price comparison. It is important to stress that Canada makes every effort to
ensure that the price of goods and services is determined by the market through competition.
Negotiated Pricing: Occurs when a contract requires any type of price negotiation such as pricing a non-
competitive contract, price negotiations in a competitive contract subsequent to the award for specific pricing
aspects, contract amendments, and use of incentives involving costs and contract extensions.
Cost-Based Pricing: The price is established based on the contractor’s cost plus a profit margin
above the cost.
Alternative Pricing Strategies: The price is established by applying an alternative method to cost-
based pricing. While the Guide does not contain specific guidance on specific alternatives, it does
contain details in Section 5.3 (Alternative Pricing Principles) on the process to follow in the event an
alternative strategy is being pursued.
There are instances where price cannot be established through competition. In those situations, cost-based
pricing is most commonly used. With that said, that does not mean that there are not alternative pricing
strategies available to contracting officers.
Understanding How the Guide is Organized
The Guide is organized based on the following three concepts to support the contracting officers in the
development of a procurement pricing strategy:
1) Key Pricing Considerations: are key pricing considerations and practices that should be employed
where applicable when managing pricing throughout each stage of the acquisition lifecycle.
2) Pricing Approaches: are approaches used to determine how a contractor will be compensated and
includes consideration of the basis of payment and incentive options.
3) Pricing Principles: are principles that are to be applied to all scenarios in which price negotiations
are required and involve the establishment of a cost-base, profit levels and price.
Table 2.0.a. below outlines the overall structure of the Guide as well as the core concepts presented within
the Guide and their applicability to market and negotiated pricing.
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Table 2.0.a.: Pricing Elements of the Guide
Market Price
Negotiated Price
Key Pricing
Considerations
Manage pricing throughout the
Acquisition Lifecycle: monitor,
review and evaluate
Engage expert advice
Document key components of
pricing decisions in a contract
Develop validation strategies
Capture and track lessons
learned
Manage pricing throughout the
Acquisition Lifecycle: monitor, review
and evaluate
Engage expert advice
Document key components of pricing
decisions in a contract
Develop validation strategies
Capture and track lessons learned
Pricing
Approaches
Basis of payment
Incentives
Basis of payment
Incentives
Pricing
Principles
The price is assessed and
established through a
comparison to other competitive
bids
Any subsequent price
negotiation requires the
application of Pricing Principles,
Negotiated Price
Establishment of cost-base
Development of an appropriate profit
Alternative pricing strategies
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2.1 OVERVIEW OF KEY PRICING CONSIDERATIONS
In order to effectively manage a pricing strategy throughout the acquisition lifecycle and to ensure it
successfully meets the procurement’s objectives, contracting officers should consider:
1. managing pricing throughout the acquisition lifecycle: monitor, review and evaluate.
2. engaging expert advice, as needed.
3. documenting and justifying all key pricing decisions and incorporate them in the contract.
4. developing a validation strategy.
5. capturing and tracking lessons learned.
1) Manage Pricing throughout the Acquisition Lifecycle: Monitor, Review and Evaluate
A pricing strategy should be established early in a procurement and then regularly reviewed, monitored and
evaluated throughout the entire acquisition lifecycle. This is particularly important because changes in
contract requirements, amendments, risk factors, timeframes, original estimates and expectations will all
have an impact on the performance of the pricing decisions made at the outset of a contract.
The regular evaluation and management of pricing strategies within a procurement will ensure that the
requirements of Canada have been met, will help build long-term collaborative relationships with industry,
and are essential to optimizing value to Canada. See Section 3.1 (Managing Pricing through the Acquisition
Lifecycle) for further details and guidance.
2) Engage Expert Advice, as needed
Pricing decisions can be complex and may require that contracting officers engage experts with knowledge
and experience in such areas as:
the development of pricing strategies;
benchmarking tools; and
price validation and technical validation.
For example, for support regarding pricing decisions and the development of pricing strategies, early
engagement of the Price Advisory Group (PAG) within PSPC is recommended. See Section 3.2 (Engaging
Expert Advise) for further details and guidance on when and how to access this expertise.
3) Document, Justify and Incorporate in the Contract
An essential principle to managing a successful pricing strategy is clear documentation of the strategy, the
rationale for the strategy as well as details on how it is intended to be carried out. This would include:
a formal record of decision for the key components of the pricing strategy including the selection of
basis of payment;
incentives;
profit levels;
validation strategy;
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limits and parameters on costs, acceptance of costs not generally accepted; and
any other deviations from current pricing guidance and the cost-benefit analysis carried out in the
decision making process.
Documenting the key decisions related to the pricing strategy and formally incorporating them in contract
documents is essential to be able to seamlessly transition procurement files from one contracting officer to
another, to minimize pricing disputes and to ensure there is a common understanding of the pricing strategy
by all stakeholders. See Section 3.3 (Documenting and Justifying Key Pricing Decisions in the Contract) for
further details and guidance.
4) Validation Strategy
A pricing strategy also requires management of the risk factors in a contract and with a contractor. A validation
strategy should be developed to address a number of potential risks including the:
reasonability of the price;
accuracy of cost estimates or costs being claimed;
actual levels of profit being earned;
achievement of incentives;
ability of a contractor’s system to appropriately track costs; and
ability of a contractor’s system to appropriately track data related to the achievement of incentives.
The validation strategy should be clearly communicated to all stakeholders and can be comprised of various
validation tools such as should-cost analysis, benchmarking and assurance services.
It is recommended that contracting officers seek advice and guidance from the Assurance Services Group to
develop an effective validation strategy. The Assurance Services Group is a unit within PSPC’s Procurement
Support Services Sector devoted to providing contracting officers with advice on Pricing.
See Section 3.4 (Developing a Validation Strategy) for further details and guidance on when to access this
expertise.
5) Capturing and Tracking Lessons Learned
Capturing and tracking lessons learned is vital to ensure the guidance provided remains relevant and
evergreen, and to continuously inform contracting officers of opportunities and best practices in procurement
pricing. Contracts applying alternative pricing strategies should be sent to the Procurement Support Services
Sector (PSSS). PSSS will review contracts and supporting information for considerations of future guidance
and lessons learned to ensure the Guide remains relevant and evergreen.
Please Note
When an alternative pricing strategy is used in a contract, please provide a copy of the contract
detailing the strategy to the Procurement Support Services Sector by email at:
TPSGC.padgamtp-appbipm.PWGSC@tpsgc-pwgsc.gc.ca
See Section 3.5 (Capturing and Tracking Lessons Learned) for further details and guidance.
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2.2 PRICING APPROACH
The Pricing Approach determines how a contractor will be paid for the services or goods provided. The
approach requires consideration of the various types of bases of payment in conjunction with the use of
incentives when added value is created in order to strategically align pricing to the priorities and objectives
of a procurement. See Section 3.4 (Developing a Validation Strategy) of the Guide for further details on the
pricing approaches available.
Basis of Payment
The basis of payment in a contract defines how a price will be built to compensate a contractor in a contract.
It reflects such things as the commodity, the duration of the contract and how adequately the requirement is
defined.
The Guide outlines the basis of payment options that are available to contracting officers (fixed price, fixed
time/unit rate, cost reimbursable, and provisional price). Specifically, Section 4.1 (Basis of Payment) of the
Guide:
defines each basis of payment;
outlines when to consider using a particular basis of payment;
identifies the factors contracting officers should consider in selecting the most appropriate basis of
payment; and
provides examples of how a particular basis of payment functions in practice.
Incentives
Based on the nature of the procurement, an incentive can act as a powerful tool that financially or non-
financially motivate or encourage contractors to achieve higher levels of performance to maximize the value
to Canada.
When appropriately structured, incentives can allow Canada to share in cost savings or focus the contractor
on the areas of critical importance to a procurement such as costs and technical performance and schedule
performance. See Section 4.4 (Incentives) for further details and guidance.
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2.3 PRICING PRINCIPLES
As previously mentioned, there are instances where a contract will require price negotiation (e.g., where
competition is not possible or where price negotiations take place in competitive contracts to incorporate
amendments and contract extensions). Cost-based pricing is most commonly applied in those types of
situations. Alternative approaches, however, are also available.
Section 5.0 discusses the establishment of the cost-base and the development of a profit.
Section 5.3 provides details on the process to follow in the event an alternative strategy is being pursued.
Establishment of the Cost-Base
Establishing a cost base is the first step in building the price for cost-based pricing. The Guide is structured
to assist contracting officers through the process of determining an acceptable cost, which requires careful
consideration of the following factors: Attribution, Appropriateness and Reasonability. These factors are
outlined in the Costing Standard. The process outlined in the Costing Standard, Cost Accounting Practices
(CAP) Submission is designed to assist contracting officers in exercising their professional judgement to
assess the acceptability of the costs in the contract. See Section 5.1 (Principles for Establishing the Cost
Base) and Annex 2 (Costing Standard) for further details and guidance.
Development of a Profit
Once the cost-base is established, the next step is to develop an acceptable profit. Profit refers to the financial
gain achieved by the contractor to provide goods and services to Canada. Section 5.2 (Profit Principles)
provides guidance on the profit development process.
Alternative Pricing Strategies
The Guide currently lays out Pricing Principles related to cost-based pricing. Alternative pricing measures
such as outcome based pricing or value-based pricing may be pursued. In the event an alternative pricing
strategy is used, please provide a copy of the contract and contract details to the PSSS (TPSGC.padgamtp-
appbipm.PWGSC@tpsgc-pwgsc.gc.ca). This will ensure lessons learned from the use of alternative
approaches are incorporated in future iterations of the Guide.
Figure 2.3.a. below provides an overview of these pricing elements and of their interconnectivity. More
detailed descriptions are provided in subsequent sections of the Guide.
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3.0 KEY PRICING CONSIDERATIONS
Key pricing considerations are in place to ensure that a pricing strategy is effective. To that end, a pricing
strategy must support the achievement of a procurement’s objectives in a way that delivers value to Canada.
The pricing objectives need to be agreed upon and clear to all stakeholders.
It is also important to stress that pricing will need to be reviewed, monitored and evaluated throughout the
life of the procurement. A pricing strategy established early in the acquisition lifecycle, for example, may not
over time operate as initially intended or it may not be effective or efficient as needed later on in the life of a
procurement. It is for these reasons, among others, that it is important for contracting officers to incorporate
the following five key pricing considerations into their ongoing management of a given procurement:
3.1 Managing Pricing Throughout the Acquisition Lifecycle: Monitor, Review and Evaluate
3.2 Engaging Expert Advice
3.3 Documenting and Justifying Key Pricing Decisions into the Contract
3.4 Developing a Validation Strategy
3.5 Capturing and Tracking Lessons Learned
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3.1 MANAGING PRICING THROUGHOUT THE ACQUISITION LIFECYCLE
Pricing should be managed throughout the acquisition lifecycle in order to ensure requirements are being
met as outlined in the contract and that objectives of both parties remain aligned with desired procurement
outcomes. Managing pricing through the life of a procurement serves to motivate contractors to fulfill
contractual requirements in a cost effective, timely and quality manner. An illustration of the acquisition
lifecycle is presented in Figure 3.1.a. below.
Figure 3.1.a: The Acquisition Lifecycle
The pricing strategy applied should be continually monitored and evaluated for compliance and continued fit
to the procurement objectives. Modifications in procurement objectives and priorities could require
modifications to the pricing strategy.
A number of risk factors can impact how often and which pricing decisions should be reviewed and revisited.
These include performance, market, financial and business risks. In addition, managing pricing throughout
the acquisition lifecycle becomes increasingly important when it comes to longer-term contracts because
there is a greater risk of variation of these factors. The lack of effective price management across the
acquisition lifecycle can have significant and undesirable consequences such as:
overpayments;
poor contractor relationships;
increased risk of contractor insolvency; or
failure to deliver.
For example, if a contract is to be amended or extended, the factors applied in the determination of the
original pricing strategy chosen may have changed and another pricing strategy may now be more
appropriate. A cost reimbursable basis of payment may have been selected initially for a contract due to the
number of unknowns in the requirement. If the requirement, however, becomes well known over time then
consideration could be given to introducing a fixed basis of payment and/or incentives. Additional information
and tools for managing pricing throughout an acquisition lifecycle can be found in the following discussion
papers:
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Annex 5.2.2 - Discussion Paper: Measures to Manage Contractor Non-Compliance or
Unacceptable Behaviour
Annex 5.2.4 - Discussion Paper: Managing Long-Term Contractual Relationships
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3.2 ENGAGING EXPERT ADVICE
The intention of the Guide is to assist contracting officers in applying their professional judgement to
procurement pricing. Pricing can be complex and may require the involvement of expert advice. For example,
expertise may be required to determine the
reasonability of the technical inputs included in
the pricing estimate, to conduct a benchmarking
exercise or to perform a should-cost analysis on
a new good or service.
Engaging Price Advisors
Contracting officers can draw upon the expertise
offered within PSPC by the Price Advisory Group
(PAG). The engagement of PSPC’s price advisors is highly recommended to support pricing decisions and
the development of pricing strategies early on in the acquisition lifecycle. The advice of a price advisor can
be acquired in accordance with both the Directive on the Use of Cost and Price Analysis Services and
the Guideline on the Use of Cost and Price Analysis Services .
Please note that it is mandatory to contact PAG for:
any potential sole-source procurement with a total estimated value of $1,000,000 or more, including
applicable taxes, options and amendments;
any competitive procurement with a total estimated value of $1,000,000 or more, including applicable
taxes and options, where only one compliant bid is received;
any competitive procurement with a total estimated value of $1,000,000 or more, including applicable
taxes, with contract provisions for negotiated prices or where prices are likely to be negotiated as a
result of a contract amendment;
any competitive procurement, with a total estimated value of $10,000,000 or more, including
applicable taxes, options and amendments.
As soon as it is known that any of the above conditions exist, PAG must be contacted to determine if any
further action is required early in acquisition lifecycle. PAG services that may be required:
Before contract award to:
o assess the price proposal and costing rates negotiated for billing purposes.
o assess the proposed price or rate under the price/rate certification.
o assess the price support.
o provide advice on applying specific economic price adjustments.
After contract award to:
o negotiate annual costing rates for billing purposes.
o determine reasonable and supportable pricing on add work requirements or change proposals.
Did You Know?
Contracting officers can draw on expert advice
from the Price Advisory Group (PAG) within the
Procurement Support Services Sector.
Please see Annex 3 for contact information.
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o determine if further work by government auditors is required where contract rates are subject
to negotiation or where contract costs rely on the contractor’s time recording system.
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3.3 DOCUMENTING AND JUSTIFYING KEY PRICING DECISIONS IN THE CONTRACT
Another key pricing consideration is documenting pricing decisions in the contract. It is essential to have a
transparent approach to documenting the pricing strategy, the pricing approach and the decisions with
respect to the pricing principles. It is also important to ensure that the documentation be thorough and
comprehensive enough to enable others to understand how the pricing strategy was intended to function.
This means maintaining a formal record of decision of the key components within the pricing strategy
including:
the selection of basis of payment;
incentives;
profit levels,
the validation strategy;
limits and parameters,
acceptance of costs not generally accepted; and
any other deviations from current pricing guidance and the cost-benefit analysis carried out in the
decision making process.
The contracting officer must ensure to keep a record of all assumptions, rationales, agreements and
challenges related to the pricing of a contract.
Process Steps
The following documentation is required from the contracting officer:
I. Identify the pricing strategy used.
II. Explain the reasons for the pricing strategy.
Contracting officers are responsible for determining fair and reasonable profit. Supporting
documents and any justifications (e.g., options analysis, profit calculations) that were used to
establish the pricing decision should be retained and documented in the procurement file, business
or other decision documents. This should be done for all contracts as well as contract amendments.
This will support fairness and transparency and clearly document the intent and rationale for the
contracting officer’s pricing decisions. This supports sound stewardship, responsible contract
management and, ultimately, the long-term success of the contract. This will also provide
contracting officers who may be responsible for the contract in the future with access to
procurement files that provide a clear understanding of the reasons behind past contract pricing
decisions.
Explain how the pricing was calculated or determined, if applicable.
In cases, however, were determining profit differs from the guidance provided in Section 5.2 (Profit Principles)
or where an alternative pricing strategy is applied Section 5.3 (Alternative Pricing Principles), contracting
officers will need to document and submit:
an explanation of how the pricing is intended to work.
an identification, description and estimate of expected costs and benefits of the pricing.
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evidence or comparative information from other jurisdictions/sectors in support of the proposed
pricing practice, if available.
an identification of any limits in the application of the pricing practice such as timeframes or
conditions that apply.
a brief description, as applicable, on plans and approaches to:
o measure and track whether the contractor achieved the conditions in the pricing provisions.
o validate whether the contractor has achieved the conditions that activate the pricing
provisions, including gain-sharing and non-financial performance objectives.
o adjust or recalibrate contract pricing for multi-year contracts, including performance
objectives.
o review and assess the effectiveness of the pricing practice and make recommendations for
its use by others.
Incorporating Pricing into a Contract
Once the pricing is appropriately authorized through standard procurement approval process, contracting
officers will need to include all appropriate clauses for the basis of payment chosen and to ensure all aspects
of the price are clearly documented in the contract (e.g., in an Annex). A detailed breakdown of the cost,
profit and incentives should be included in the contract Basis of Payment section, where applicable.
Documentation on how the price will be administered throughout the lifecycle of the contract is also required,
including the validation strategy and pricing strategy review checkpoints. Price administration/management
will outline, for example, how often the price will be revisited, how the incentives are intended to work and
when they will be evaluated and awarded. This reduces the risk of future disputes arising due to vague terms
and conditions.
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3.4 DEVELOPING A VALIDATION STRATEGY
A validation strategy seeks to:
manage risk in a contract;
better understand the nature of the costs
being claimed;
establish the credibility of the amounts
being charged; and
validate the achievement of incentives.
It is important that the validation strategy be
established early on in the acquisition lifecycle and prior to both Request for Proposal or contract negotiation.
Please note, the Assurance Services Group is available to assist contracting officers in developing a
validation strategy.
The validation strategy should assess the risks in the contract pricing strategy and specific risks related to
the contractor to properly assess the areas within the contract that will require validation and when the
validation should be carried out. It will establish the level of assurance work that is required to perform the
validation. For example, higher dollar value, higher risk contracts may require the Assurance Services Group
to coordinate the validation work where as other areas of the strategy may be carried out by contracting
officers or through contractor attestations.
The timing of the validation strategy needs to be determined upfront because validation should be performed
at specific times based on the contract’s basis of payment and use of incentives. The timing of the validation
as well as who will carry out the validation requirements and how the results of the validation findings are
intended to be handled should all be laid out in the validation strategy. The strategy should be clearly
communicated to all parties, including the contractor and client department.
Pricing Approach Considerations
The validation requirements and timing will vary depending on the basis of payment and use of incentives.
Detailed considerations relating to validation strategies for different types of bases of payment are listed in
Table 3.4.a. below.
Did You Know?
A validation strategy can be developed with
the use of the expertise from the Assurance
Services Group (ASG) within the
Procurement Support Services Sector.
Please see Annex 3 for contact information.
21 | Page Public Services and Procurement Canada August 2023
Table 3.4.a.: Validation Strategy Considerations
Pricing
Approach
Validation Strategy
Considerations
Fixed Price
In the case of a negotiated fixed price contract, considerable risk upfront can exist
when establishing the initial contract because it is very difficult to assess the
credibility of the costs and price proposed at the onset without validating. In light of
the fact the price is fixed for the life of the contract, validating pricing factors in
advance of signing a contract is imperative.
A price/cost validation exercise should be completed prior to contract finalization for
any fixed price to ensure prices are appropriate, attributable and reasonable.
Once the price is fixed and incorporated into the contract, it is very difficult to modify,
further highlighting the importance of validation upfront.
Price validation methods differ depending on how the price of the contract was
determined:
o A competitive process with more than one compliant bidder. Multiple bids will
validate the fairness of the price.
Available market-based data to compare to the price, in the event there is only
one bid.
o Cost validation for a cost-base price build-up, typical for sole sourced contracts.
In the event price cannot be validated through competition or the market, the price
is developed from a validated cost base with a profit calculation (See Section 5.2:
Profit Principles for more information).
The level of validation required for a cost base is contingent on the level of
complexity. Contracting officers are encouraged to seek advice and expertise, as
required, from the PSSS.
Cost
Reimbursable
In a cost reimbursable contract, price validation is required once costs have been
incurred to ensure claims are consistent with the terms and conditions of the
contract and that they are acceptable.
In a cost reimbursable contract, it is equally important to develop a validation
strategy to ensure the costs claimed and accepted by Canada are in line with
Canada’s Contract Cost Principles SACC 1031-2 and Costing Standard (see Annex
2).
It is also important to establish what costs are acceptable” to Canada as early on
in a contract as possible.
Agreeing with the contractor in advance of the acceptability of costs and accounting
practices with the Annex 2 (Costing Standard). This minimizes the risk of disputes
related to costing later in a contract.
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The validation strategy for a cost reimbursable contract should include an
assessment of acceptable costs in advance of the contract being signed or at the
time of the negotiations by using CAP Submission.
A timely validation schedule can then be established to ensure the costs being
claimed are in line with those deemed acceptable at the outset of the contract. This
can be based on findings of a formal or informal audit. The audit provides the basis
for certification that the price is reasonable.
More information on validation strategies can be found in Section 3.4 (Developing a
Validation Section)
Provisional
Pricing
Provisional pricing is a basis of payment with a planned move from cost
reimbursable to fixed price, as the degree of certainty related to the contract
requirements increases.
Validation is required in a provisional price contract, as the first portion of the
contract operates in a cost reimbursable environment. The validation strategy for
the cost reimbursable portion must include an assessment of acceptable costs
actually incurred.
The validation strategy, timing and plan must be agreed upon in advance of the
contract commencing and must be well documented.
The results of the cost validation exercise will be used to set the fixed price of the
contract moving forward.
Incentives
Validation is also important to determine and measure incentives that are in place
in the contract.
To ensure information tracking for incentives is credible (e.g., deliverables,
performance indicators, and costs), it is important to, first, ensure the contractor has
appropriate system controls (for example, accounting system and labour time
recording system audit).
Determination of the sufficiency of controls should be included in the validation
strategy for the contract.
The validation strategy must detail a schedule and plan for validating the
achievement of the incentives laid out in the contract.
Validation: Value Added Information
In addition to validating the actual costs incurred in a contract, the credibility of a contractor’s systems and
the achievement of incentives, there is considerable value in the information received from a validation activity
on the nature of the costs being incurred on a contract and profit being earned.
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Validation can also be used to inform on the implementation of the pricing strategy, and to gain knowledge
on how the costing and pricing of a contract is actually working. This information helps with the decision
related to the pricing of amendments, follow-on contracts or changes required. The timely analysis of financial
information, costs and systems can help to better inform contracting officers and to support them in making
sound decisions.
In terms of contract pricing, the information provided through validation can be valuable for future pricing
decisions as well as serve as a conduit for sharing lessons learned on pricing moving forward and to help
identify opportunities for improvement.
Validation Tools: Should-Cost Analysis/Benchmarking
Should-cost analysis is a process for determining what a good or service might reasonably be expected to
cost based on a separate cost estimate and/or an objective assessment of the contractor’s operations to
identify and correct for any inefficiencies. If should-cost analysis/benchmarking is determined to be beneficial
and feasible (e.g., benefits outweigh the costs, availability of data and expertise), it could be used to assess
or establish a price.
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3.5 CAPTURING AND TRACKING LESSONS LEARNED
Capturing and tracking lessons learned is vital to ensure policies, guidance, and training remain evergreen
and that contracting officers are continuously informed of opportunities and best practices on contract pricing.
Please Note
When innovative pricing approaches and alternative pricing methods (in line with Section 5.3,
Alternative Pricing Strategies), the contracting officer should share with PSSS by email
(TPSGC.padgamtp-appbipm.PWGSC@tpsgc-pwgsc.gc.ca) details of the method applied.
Why is this important?
This information will be used by PSSS to learn from the experiences of contracting officers and to
enhance consistency across procurements by updating this Guide.
Lessons learned will be tracked and shared to facilitate stakeholder development and the
continuous improvement of the pricing guidance and associated strategies and processes.
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4.0 PRICING APPROACH
The pricing approach is a key element in establishing a contract price. The pricing approach determines how
a contractor will be compensated for the provision of goods and services. This includes deciding the
appropriate basis of payment in combination with the use of incentives, where appropriate.
The goal of the pricing approach is to align contract pricing with the procurement’s primary goals and
objectives. The pricing approach includes:
Determining the appropriate basis of payment, in combination with incentives (if appropriate);
Determining profit levels;
Selecting payment schedules and contract terms and conditions related to pricing;
Driving the achievement of value in a procurement as defined by the buyer;
Balancing the risks and uncertainties between Canada and the contractor; and
Encouraging both efficient and economical performance within the contract.
Section 4.1 (Basis of Payment) and Section 4.4 (Incentives) are meant to help support contracting officers in
determining a pricing approach appropriate for a given procurement.
Section 4.5.1 provides Summary Tables of Basis of Payment Types and Section 4.5.2 provides Incentive
Types at the conclusion of the Pricing Approach section.
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4.1 BASIS OF PAYMENT
What is a Basis of Payment?
A basis of payment is the base component of the pricing approach. It establishes the structure of the pricing
arrangement that can be stand-alone or be paired with incentives, where appropriate.
The basis of payment can and should be adapted according to the following:
Degree and timing of the responsibility/risk assumed by the contractor for the costs of performance;
Amount and nature of the profit offered to the contractor for achieving specified standards or goals;
Amount and nature of the incentive offered to the contractor for exceeding specified standards or
goals.
Factors to Consider
Depending on the nature of the procurement, one or many types of bases of payment can be incorporated
into a contract in conjunction with a combination of incentives provided it is appropriate to achieve best value.
In the case of provisional pricing,
which will be discussed later in this
document, a contract can switch from
one basis of payment to another after
set parameters are met.
In other cases, a contract could have
multiple aspects with different levels
of certainty and risk, with each aspect
having its own basis of payment.
While the basis of payment options will be discussed in detail in Section 3.1 (Managing Pricing throughout
the Acquisition Lifecycle), selecting a basis of payment that is appropriate for a contract requires careful
consideration, measurement and assessment of the risk factors and uncertainties. It is also important to note
that the basis of payment option has an impact on the transfer of risk between Canada and the contractor.
Table 4.1.a. below provides the areas that need to be considered in determining a basis of payment.
Did You Know?
A contract need not be confined to a single basis
of payment.
Provided it is appropriate to achieve best value,
one or many types of bases of payment can be
incorporated into a contract and can even be used
in conjunction with a combination of incentives.
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Table 4.1.a.: Consideration for Pricing Approach
The questions outlined below will help you determine which Pricing Approach is suitable for your procurement
and whether or not incentive options can apply.
Areas of
Consideration
Questions to Consider
Clarity of scope and
requirements
Does the good or service have clearly established criteria?
Is the good or service commercially available?
Is this a complex procurement (refer to Supply Manual Annex 2.4:
Characteristics of Acquisitions Program Procurement Complexity Levels)
where the requirements are not well known?
Are there uncertainties related to the development or implementation of the
good or service that could impact the achievement of contract requirements?
Does the good or service being acquired have very specific requirements that
have not been done or tested before?
Is the requirement of an urgent nature?
Market Forces
What is the degree of market competition?
Are costs subject to potential fluctuations in material availability and labour
costs?
Contract Duration
Is the duration of the requirement/contract expected to be short-term?
Is the requirement/contract delivered over a longer period of time?
Is the contract for a short period of time with no possibility of extension?
Is the initial contract for a short period of time but there is a possibility of
extensions?
Price Validation
To what extent can price analysis provide for a reasonable pricing standard?
(e.g., availability of historical cost and pricing data)
Is it possible to conduct a cost analysis including an assessment of the impact
of uncertainty and reasonable allocation of cost responsibility to the
contractor?
Based on past experience with the contractor, has the contractor been able to
provide consistent and accurate cost estimates?
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What is the extent and availability of comparable market prices, benchmarks
and should-cost analysis?
What are the impacts of concurrent contracts and their pricing arrangements?
Contractor
Readiness
Is the contractor capable of performing the requirements of the contract? (e.g.,
skills, knowledge)
Is the contractor financially stable and able to remain operational throughout
the duration of the contract?
Is the contractor able to perform the requirements of the contract within
budget? (e.g., cost control/containment)
Is the contractor’s accounting system able to support the timely development
of data related to costing and incentive targets in the manner outlined in the
proposed contract?
Does the contractor plan to subcontract none, some or the bulk of the work
under the contract to another party?
Applicability of
Incentives
Are there significant concerns related to cost controls?
Is there measurable and justifiable value in rewarding performance superior
to that of the base standards established in the statement of requirements?
Will the contractor achieve the target performance criteria required without an
incentive?
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Basis of Payment Types
There are four primary bases of payment types:
Fixed price;
Fixed time/unit rate;
Cost reimbursable; and
Provisional price.
The Table 4.1.b. below provides a description of these basis of payment.
Table 4.1.b.: Basis of Payment Types
Section
Basis of Payment
Description
4.1.1
Fixed Price
Refer to Annex 1 for
further details on firm
price.
Sets a total fixed price for the delivery of a good or service for the
duration of a contract regardless of actual costs incurred. Options
include:
Fixed Price Competitive: Price is established by market competition
with more than one bidder.
Fixed Price Non-Competitive: Price is negotiated at the outset of the
contract or in an amendment to the contract.
Fixed Price Subject to Economic Price Adjustment: Price includes
the ability to adjust for significant fluctuations of price outside of
Canada and the contractor’s control.
4.1.2
Fixed Time/Unit Rate
Fixed Time/Unit Rate: Calculates a set amount (which typically includes
direct costs, indirect costs (overhead charge) and profit), which is charged
based on a fixed rate and the actual hours worked/ actual volume of units
purchased.
Fixed Time/Unit Rate subject to Economic Price Adjustment:
Price includes the ability to adjust for significant fluctuations of
price outside of Canada and the contractor’s control.
4.1.3
Cost Reimbursable
Reimburses a contractor for all acceptable contract costs incurred,
typically up to a set amount. Options include:
No Fee: Allows for repayment of actual costs incurred only.
Fixed Fee: Adds a specific profit amount to the costs incurred.
Target Cost/ Incentive Fee: Provides for a sharing formula between
the contractor and Canada of cost savings achieved or costs
exceeding the target. A form of cost reimbursable contract with
greater cost controls.
Fee Based on Actual Costs: Adds a variable amount of profit based
on the costs incurred.
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4.1.4
Provisional Price
Provisional Price: Commences by using a cost-reimbursable basis of
payment with set parameters and then moves to a fixed price basis of
payment within the contract term, as a function of requirement and cost
certainty.
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4.1.1 FIXED PRICE
Definition
Fixed price provides price certainty throughout the life of a contract. In a fixed price contract, the contractor
is paid a definite sum of money for carrying out the work regardless of the costs incurred, resulting in the
following factors:
Risks related to cost fluctuations and resulting profits or losses are fully borne by the contractor.
A higher profit rate is typically built into the price to compensate the contractor for taking on the risk
of fluctuating costs, as detailed in Section 4.4 (Incentives).
Contractors are encouraged to control costs and maximize efficiency because all resulting savings
impact their profit levels. This can result in stronger performing contractors who are better able to
compete in the marketplace.
There is generally a lower administrative burden in a fixed price contract over other bases of
payment. For example, while a contracting officer may want to validate estimated costs before
contract award, validation of actual costs is not required for a fixed price contract. See Standard
Acquisition Clauses and Conditions (SACC) Manual clause C8000C.
Factors to Consider
A fixed price basis of payment is new in Canada (refer to Annex 1: Firm Price Basis of Payment
for details on the changes).
A competitive fixed price is the optimal basis of payment for achieving value because it is based on
business profit motives. With multiple compliant bidders, the contracting officer is generally afforded
a high degree of comfort that the price being fixed is fair market value.
It is important to note the difference between a fixed price and a firm price basis of payment for
non-competitive contracts:
o Price can only be fixed with strong certainty, assurance and validation of estimated
requirements, costs and profit.
o There is no Discretionary Audit clause in a fixed price contract, which means that once a contract
is signed, the contracting officer no longer has the ability to validate the costs and profit being
Please Note
A fixed price basis of payment is a new basis of payment in Canada.
See Annex 1 for further details on the firm price basis of payment.
32 | Page Public Services and Procurement Canada August 2023
earned on a contract during the contract or at contract completion for the purposes of excess
profit recovery.
o Ensure as part of the validation strategy, that Canada retains its right to audit for information
purposes (i.e. only related to potential future negotiations on interim or follow-on contracts). This
should include the right to audit the underlying costs (including the cost of production) to produce
the necessary level of price support needed to determine if the fixed price is fair and reasonable.
General audit clauses/conditions (2010A, 2010B, 2010C, 2015A, 2029, 2030, 2035 and 2040)
are a part of the general conditions template for low, medium and high complexity procurements.
It is recommended that contracting officers use the “Audit” clauses from SACC Section 3
General Conditions. For example, as appropriate, the “General Conditions Higher Complexity
Goods SACC 2030, section 33”, “General Conditions Higher Complexity Services SACC
2035, section 31” and “General Conditions Research and Development 2040, section 42”
should be used. The “Audit” clauses included in the General Conditions detail the contractor’s
obligations related to audit (i.e. the contractor must retain evidence for all amounts claimed in a
contract) and protects Canada’s right to audit (i.e. Canada’s right to audit all claimed amounts
calculated in accordance with the Basis of Payment).
o The longer the duration of a fixed price contract, the greater the risk that the cost base for pricing
will not represent actual costs.
When Should You Use the Fixed Price Basis of Payment?
Due to the fact that a fixed price contract results in the price being set for the duration of the contract, it is
important to consider this basis of payment when:
The contracting officer has a significant level of assurance that the price being fixed is fair and will
not result in unreasonable profits being paid by Canada. This assurance can be obtained through:
o A competitive procurement with multiple compliant bidders, which allows the market to set
the price.
o Sufficient benchmarking and should-cost information to validate the price.
o Available historical data on costing that is robust enough to be able to validate the price prior
to setting the fixed price. With a follow on contract, for example, assurance services can be
performed on the costs and profit of the previous contract to establish a fixed price in the
follow on contract.
The requirements, scope of work and outputs to determine the level of effort are known, clearly
defined and are unlikely to change. (e.g., where the relevant technology, industry, platform, or
service is mature or proven).
The contract duration is short to medium-term to ensure that:
33 | Page Public Services and Procurement Canada August 2023
o The price would not need to include additional profit premiums to account for long-term
requirements and cost uncertainties.
o The contracting officer has a reasonable level of assurance that the price will still be
reasonable and of value to Canada in the later years of the contract given the potential for
technology changes and process improvements.
The schedule is relatively certain and considered achievable.
It is appropriate for the contractor to bear the risk of cost uncertainty.
When Should You Not Use the Fixed Price Basis of Payment?
A fixed price basis of payment may not be appropriate for high risk procurements involving contracts with
highly uncertain or variable scopes (e.g., cutting edge, untested or developmental technology). Using a fixed
price basis of payment in these situations may result in:
Contractors building a significant contingency (risk premium) into the contract price, which
ultimately results in a higher overall price that no longer provides value for money.
Contractors struggling to perform the agreed work (for the fixed price).
o This may result in a need to renegotiate price, scope and/or schedule requirements, resulting
in the contract operating like a cost reimbursable contract, losing the benefits of a fixed price
contract, while the contractor is being paid higher profit premiums associated with fixed pricing.
o This may also result in placing at risk delivery of contracted outcomes and/or compromising
the capability (including safety and quality) as the contractor may look to ‘cut corners’ in an
attempt to minimize costs and preserve profits.
Example 4.1.1.a.: Profitability of a Fixed Price Contract
Canada negotiates a fixed price contract for $110,000 which is composed of $100,000 of validated cost
estimates plus a 10% profit, or $10,000. The profitability can be expressed by the line graph below.
34 | Page Public Services and Procurement Canada August 2023
Consider the following scenarios:
If the contractor incurred costs of $110,000, which is equal to the fixed price, the contractor’s profit is nil.
In other words, the contract was not profitable for the contractor.
If, however, the actual costs incurred by the contractor are $90,000, the contractor’s profit would be as
follows:
o Fixed price = $110,000
o Actual Contractor Costs = $90,000
o Profit = $20,000
In this case, due to cost efficiencies, the contractor’s profit is $10,000 ($20,000 - $10,000) more profitable
than originally negotiated.
If the actual costs incurred by the contractor are $120,000, thereby exceeding the negotiated fixed price,
the contractor will be in a loss position, as follows:
o Fixed price = $110,000
o Actual Contractor Costs = $120,000
o Loss = $10,000
It is important to note that the profitability of a fixed price contract is not limited. In other words, the more cost
efficient a contractor is in performance of the work, the more profitable the contract is, and conversely, the
greater the amount by which the actual costs exceed the fixed price, the greater the loss the contractor incurs.
-40
-20
0
20
40
60
80
100
120
020 40 60 80 100 120 140
Profit
(in thousand of dollars)
Costs
(in thousand of dollars)
Fixed Price Contract
Cost = Fixed Price
110
Estimated Cost : $ 100,000
Profit (10%) 10,000
Fixed Price: $ 110,000
35 | Page Public Services and Procurement Canada August 2023
Process Steps
Process Steps
Process Overview
Document Decision to Use
Fixed Price Basis of
Payment
Decision on which basis of payment would be most applicable for the
requirement should be documented in the procurement file.
Establish the Cost Base
Applicability: See the Section 5.0.1 (Cost-Based Pricing Principles) on
circumstances when Cost- Based Pricing applies.
To establish the cost base, follow Section 5.1 (Principles for Establishing
the Cost-Base).
For non-competitive contracts, validation prior to contract award is
necessary to ensure that cost estimates are reasonable and that the
contractor’s financial systems, which support the estimates, are
sufficient and reliable.
Determine the Price
Options to determine the price include the following:
o A competitive process with more than one compliant bidder;
o Available market-based data; or
o Costs plus profit (see Section 5.2 Profit Principles).
Validate the Price Prior to
Contract Award/Contract
Extension
Once the price is fixed and incorporated into the contract, it is very difficult
to modify, further highlighting the importance of validation prior to contract
award.
In the case of a negotiated fixed price contract, validating the credibility
of the costs and price proposed is necessary to ensure the negotiated
price is fair and reasonable to Canada, particularly given the fact that
the price is fixed for the life of the contract.
A price/cost validation exercise should be completed prior to contract
award or contract extension for any fixed price to ensure prices are
appropriate, attributable and reasonable.
Price validation methods differ depending on how the price of the
contract was determined:
o Generally in a competitive process with more than one compliant
bidder, multiple bids will validate the fairness of the price.
o In a non-competitive or competitive process with only one compliant
bidder price validation might be based on available market-based
data to compare to the price; and/or cost validation; and a
reasonableness assessment of proposed profit. If the above
elements are lacking, then a fixed price basis of payment may not
be appropriate.
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Process Steps
Process Overview
The nature and level of validation required for a cost base is contingent
on the level of complexity of costing and dependency on the
contractor’s accounting systems. Contracting officers are encouraged
to seek advice and assistance, as required, from the Assurance
Services Group within the Procurement Support Services Sector.
Options for Validation:
There are two different bases for prices that will affect how a contracting
officer approaches price validation for a procurement. They are:
1. Market based prices
Competitive: The prices submitted by suppliers in response to a
competitive solicitation, where multiple bids are received, are
considered market based prices.
Non-competitive (Negotiated): If the contract to be awarded
results from a non-competitive solicitation and there are similar
or comparable commercial goods or services available in the
market that match the requirement, the commercial price may
be suitable as a proxy of the market price, plus or minus any
adjustments to reflect any variations in the requirement.
A price determined by the market for competitive contracts is the
preferred basis for fixed price contracts and should always be
used for requirements where there is a commercial/market price
available for setting a price or as a basis for price negotiation.
2. Cost-based prices
Development of cost-based prices is based on estimated costs
to carry out the work. This cost base is established based on
the sum of reasonable estimates for the cost elements which
support the performance of the work.
The underlying assumptions include:
o The contractor is competent and capable of performing
the work;
o Its business processes are up-to-date/cost-effective;
and
o The estimates of inputs required are reliable.
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Process Steps
Process Overview
Historical data from previous contracts may provide comfort that
estimates of inputs are reasonable and sufficient to establish a
cost base for pricing.
Depending on the value and complexity of the requirement,
technical specialists with industry experience may be required
to establish a reliable estimate of inputs required to complete
the work.
Guidance on the acceptability of the costs can be found in the
Standard Acquisition Clauses and Conditions Contract Cost
Principles (SACC 1031-2) and Section 5.1 (Principles for
Establishing the Cost-Base) of this Guide.
Once the cost base has been established, a reasonable profit
may be negotiated and applied to the cost base. The profit
should be negotiated in accordance with Section 5.2 (Profit
Principles).
Incorporate Pricing into
the Contract
It is important that the total fixed price and any supporting terms and
conditions are included in the contract to ensure that contract’s pricing is
clear to both parties.
Documentation,
Justification, Authorization
Documentation of all decisions supporting validation, justification and
authorization of the price must be included in the procurement file.
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4.1.2 FIXED TIME/UNIT RATE
Definition
This basis of payment provides the payment to the contractor for the actual hours worked or other units
procured in performance of the work. For example, time/units can represent labour or machine hours. The
amount paid for these hours or other units is calculated based on a predetermined fixed rate. A predetermined
fixed rate is typically composed of estimated direct costs, indirect costs (overhead charge) and profit. The
amount to be paid varies based on the increase and decrease in units. See SACC Manual clause C8001C.
When to Use
When it is not possible to estimate in advance the level of effort and/or quantities required to perform
the contract, but it is possible to determine within reasonable limits the applicable direct and indirect
costs for each hour worked or other unit procured during the contract period.
When there are provisions for adequate controls to ensure that the contractor is not using efficient
or wasteful methods.
Factors to Consider
The contract profit on the contract will be impacted by any variances between the level of expected
volumes and the actual volumes procured. The overhead costs are either spread out over more or
less units than expected. Resulting in a higher or lower profit.
All rate components need to be clearly documented. Consideration can be given to monitoring the
rate for reasonableness on an annual or other periodic basis to ensure ongoing value.
The actual amount of hours worked or units procured in the performance of the work can be made
subject to government audit.
Canada regularly negotiates rates with a limited number of major government suppliers. Please
contact the Procurement Support Services Sector (PSSS) for information on available rates, either
as negotiated by Canada or by Canada’s allies.
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Process Steps
Process Steps
Process Overview
Document
Decision to Use
Fixed Time/Unit
Rate Basis of
Payment
Once a decision has been made to use a fixed time/unit rate basis of payment,
document it in the procurement file.
Establish the Cost
Base
Applicability: See the Section 5.0.1 (Cost-Based Pricing Principles) on
circumstances when Cost- Based Pricing applies.
To establish the cost base, follow Section 5.1 (Principles for Establishing the
Cost-Base).
For non-competitive contracts, price and technical validation prior to contract
award is necessary to ensure that cost estimates are reasonable and that the
contractor’s financial systems, which support the estimates, are sufficient and
reliable.
Determine the
Fixed Time/Unit
Rates)
Options to determine the fixed time/unit rates include the following:
o A competitive process with more than one compliant bidder;
o Available market-based data; or
o Costs plus profit (see Section 5.2 Profit Principles).
For non-competitive contracts, the fixed rate is often determined by negotiation
between the contractor and contracting officer with support from PSSS’s price
advisors.
Consider the Use
of Incentives
Consider the use of incentives and other measures to align both parties
objectives to achieve the best value for money.
A cost-control incentive where possible would be beneficial.
See Section 4.4 (Incentives) of the Guide
Incorporate
Pricing into the
Contract
SACC Manual clause C8001C Fixed time/unit rate basis of payment incorporates
wording to include either a ceiling price or limitation of expenditure.
Other SACC Manual time/unit rate basis of payment must be used with a ceiling
price (SACC Manual clause C1206C and C6000C), or without a ceiling price (in
which a limitation of expenditure clause, SACC Manual clause C6001C, must be
used). Refer to Section 4.3 Ceiling Price and Limitation of Expenditure.
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Process Steps
Process Overview
Monitor, Review
and Evaluate
Pricing Strategy
Monitor, review and evaluate the pricing strategy, as required, throughout the
contract. Take note of any issues with the contract and ensure early engagement
with PSSS to resolve any pricing matters.
Price Validation
Validate the inputs (i.e. labour hours, machine hours, material, etc.).
Audits or time verifications and rate certifications must be provided for in the
contracts.
For more information on validation strategies see Section 3.4 (Developing a
Validation Strategy).
Document,
Justification,
Authorization
As applicable throughout this process, ensure all decisions are appropriately
documented, justified, and authorized.
For non-competitive contracts with negotiated rates, ensure a detailed
breakdown of the agreed to cost estimates is explicitly stated in the contract and
documented in the procurement file, as well direction on how the price will be
administered throughout the contract period.
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s
4.1.3 COST REIMBURSABLE
A cost reimbursable basis of payment provides for the reimbursement to the contractor of allowable costs
incurred in performance of the work in the contract. Please refer to SACC 1031-2 and Annex 2 (Costing
Standard) for a description of allowable costs.
All cost reimbursable contracts must include SACC Manual clause C1004C indicating that Canada reserves
the right to recover amounts and make adjustments to amounts payable to the contractor where an
examination of the contractor’s records has identified amounts allocated to the contract that are not in
accordance with the contract terms.
Factors to Consider
As actual costs are reimbursed, the project budget could be exceeded if cost increases are greater than
estimated. This situation can be mitigated with the provision of price control mechanisms such as a ceiling
price or limitation of expenditure (Section 4.3 Ceiling Price and Limitation of Expenditure).
Different price control mechanisms are appropriate to different cost reimbursable options, as shown in the
following table:
Table 4.1.3.a.: Cost Reimbursable with Ceiling Price or Limitation of Expenditure
Cost Reimbursable Option
Ceiling
Price
Limitation of
Expenditure
No fee
Fixed fee
Target cost/ incentive fee - no maximum price
Target cost/ incentive fee - maximum price
Other examples of cost control useful for cost reimbursable basis of payment include:
Implementing cost control incentives that can be used where possible to help encourage
contractors to control costs;
Reimbursing only defined categories of acceptable costs, in line with SACC Manual 1031-2 and
Annex 2 (Costing Standard);
Controlling the scope of work through specific tasking arrangements;
Imposing limits on the recoverability of certain cost categories (e.g., direct R&D costs related to a
product will not exceed a set dollar value in a contract);
42 | Page Public Services and Procurement Canada August 2023
Validating the actual costs incurred, to both control costs and meet requirements under
Section 34 of the Financial Administration Act (FAA) (when additional risk factors warrant the use
of a more formal validation strategy, contact the Procurement Support Services Sector, see Annex
3 for contact information); or
Specifying the fixed time/unit rate for certain costs (e.g., fixed hourly rate for labour).
When Should You Consider a Cost Reimbursable Basis of Payment?
Cost reimbursable pricing is primarily used when there is uncertainty as to the scope and requirements of
the work. Cost reimbursable pricing is generally used in negotiated contracts. It may not provide much
encouragement for a contractor to limit costs unless paired with a cost control incentive.
Cost reimbursable pricing is best confined to contracts (or contract components) for which scope is uncertain.
As such, cost reimbursable pricing is most appropriate in the following types of situations:
Research and development;
Major system development;
Prototype development and testing;
Low rate initial production;
Immature industry, platform, or service;
Minimal competition; and/or
Immature product/poorly defined support concept/understanding of requirements.
Cost reimbursable contracts should only be used when:
A contractor’s accounting system is adequate for determining costs applicable to the contract.
Adequate government resources are in place to manage a cost reimbursable contract, which
includes resources to review and validate costs claimed.
Appropriate validation mechanisms exist during contract performance and after contract completion
to provide reasonable assurance that efficient methods and effective cost controls are used.
It is not possible to reasonably estimate a price for the work that can be agreed upon by both parties
that would result in more equitable sharing of risks and responsibilities between Canada and the
contractor.
43 | Page Public Services and Procurement Canada August 2023
When Should You Not Consider a Cost Reimbursable Basis of Payment?
Cost reimbursable basis of payment should not be used if a commercial price is available.
Cost Reimbursable Options
There are four basic forms of the cost reimbursable basis of payment. Each starts with the defining feature
that the contractor is reimbursed for allowable costs incurred in performance of the work in the contract.
Cost reimbursable basis of payment can be used in conjunction with various incentives (see Section 4.4
Incentives) to ensure goals/objectives of both parties are aligned and value for money is achieved.
A combination of the types of various bases of payment can be used for different aspects of the procurement.
The four Cost Reimbursable basis of payment options are as follows:
1. Cost reimbursable with no fee
2. Cost reimbursable with a fixed fee
3. Cost reimbursable with target cost/
incentive fee
4. Cost reimbursable with fee based on
actual costs (not recommended for use)
Figure 4.1.3.a. below indicates the components of each option. The four options are further explained below.
Did you Know?
Cost reimbursable with target cost/ incentive fee
makes use of a sharing formula to control costs.
See Section 4.1.3.3
44 | Page Public Services and Procurement Canada August 2023
Figure 4.1.3.a.: Illustration of Cost Reimbursable Basis of Payment Types and their Components
45 | Page Public Services and Procurement Canada August 2023
4.1.3.1 COST REIMBURSABLE WITH NO FEE
Definition
This basis of payment provides only for the reimbursement to the contractor of actual costs
incurred, as may be determined by government audit. Refer to SACC Manual clause C0201C.
The contractor receives no fee.
When to Use
Except for contracts covering the provision of assistance to a contractor, this basis of payment is
rarely used entirely on its own. Contractors cannot normally be expected to accept a contract that
provides no profit for the manufacture of goods or the provision of services.
This basis of payment may be appropriate for contracts (or specific components of a contract) that
are exploratory in nature (i.e., research or development portion) or that involve not-for-profit
organizations.
This basis of payment may be appropriate for specific types of costs within a contract (for example
travel and living expenses) for which a mark-up or profit is not appropriate related to that specific
procurement.
Factors to Consider
This cost reimbursable option should include limitation of expenditure as a price control method since
a realistic statement of work cannot be submitted by the contractor, which prevents agreement
between the parties as to what constitutes the prescribed work and, therefore, negates using a ceiling
price.
Process Steps
Process Steps
Process Overview
Document
Decision to Use
Cost
Reimbursable
Basis of Payment
Once a decision has been made to use a cost-reimbursable basis of payment,
document the type that is most appropriate for the requirement and why it was
chosen in the procurement file.
Establish the Cost
Base
Only the establishment of the cost base will be required for this basis of payment.
To establish the cost base, follow Section 5.1 (Principles for Establishing the
Cost-Base).
46 | Page Public Services and Procurement Canada August 2023
Process Steps
Process Overview
Validation strategies prior to contract award are important to ensure proposed
costs are acceptable and that contractor’s accounting systems are sufficient and
reliable in capturing, measuring and reporting of contract costs.
Consider the Use
of Incentives
Consider the use of incentives and other measures to align both parties
objectives to achieve the best value for money.
A cost-control incentive where possible would be beneficial.
See Section 4.4 (Incentives) of the Guide.
Incorporate
Pricing into the
Contract
In a contract or part of a contract with this basis of payment, which does not
include a ceiling price, SACC Manual clause C6001C - limitation of expenditure
must be included in the contract. Refer to Section 4.3 (Ceiling Price and Limitation
of Expenditure).
Monitor, Review
and Evaluate
Pricing Strategy
Monitor, review and evaluate the pricing strategy, as required, throughout the
contract. Take note of any issues with the contract and ensure early engagement
with PSSS to resolve any pricing matters.
Price Validation
Validate costs claimed by the contractor upon completion of the contract or
periodically, for example annually in the case of multi-year contracts.
Validation can be conducted by performing verification procedures. These
procedures provide the basis for certification of pricing being in accordance with
the contract.
More information on validation strategies, see Section 3.4 (Developing a
Validation Strategy).
Document,
Justification,
Authorization
As applicable throughout this process, ensure all decisions are appropriately
documented, justified, and authorized.
Ensure a detailed breakdown of the acceptable costs, given their nature and
amount, is explicitly included in the contract and documented in the procurement
file, as well direction on how the price will be administered throughout the contract
period.
47 | Page Public Services and Procurement Canada August 2023
4.1.3.2 COST REIMBURSABLE WITH A FIXED FEE
Definition
This cost reimbursable basis of payment option provides payment to the contractor for the actual
amount of costs incurred in performing work and a fixed fee (expressed as a dollar amount) as agreed
to in the contract. The actual amount of costs incurred in the performance of the work may be subject
to government audit. While the fixed fee does not vary with actual costs incurred, it may be
renegotiated under certain circumstances. Refer to SACC Manual clause C0202C.
When to Use
Use this basis of payment when circumstances do not permit the use of a fixed price basis of payment
and where the possible savings from the use of a cost reimbursable with target cost/ incentive fee
contract are likely to be offset by the complexities of contract administration resulting from its use.
It is primarily used in research and advanced development or in projects where the required level of
effort is unknown.
Factors to Consider
A possible benefit of this cost reimbursable option is that the contractor may be motivated to
decrease total cost to realize a higher rate of return (fee/cost).
Another possible benefit is that the contractor may be motivated to finish the work as soon as
possible since the profit is fixed.
Alternatively, under certain circumstances, a contractor may not be as motivated to control or reduce
costs because the fixed fee will be earned regardless of actual costs incurred and reimbursed.
Process Steps
Process Steps
Process Overview
Document
Decision to Use
Cost
Reimbursable
Basis of Payment
Once a decision has been made to use a cost-reimbursable basis of payment, document
the type that is most appropriate for the requirement and why in the procurement file.
Establish the Cost
Base
To establish the cost base, follow Section 5.1 (Principles for Establishing the Cost-
Base).
48 | Page Public Services and Procurement Canada August 2023
Process Steps
Process Overview
Validation strategies prior to contract award are important to ensure proposed costs are
acceptable and that contractor’s accounting systems are sufficient and reliable in
capturing, measuring and reporting of contract costs.
Determine a
Fixed Fee Portion
The amount of the fixed fee, based on an estimate of the costs to be incurred, should
be no greater than the appropriate amount of profit (Refer to Section 5.2 Profit
Principles).
This fixed fee is typically based on a percentage of the estimated cost and does not
change once it has been accepted by both parties.
Consider the Use
of Incentives
Consider the use of incentives and other measures to align both parties’ objectives to
achieve the best value for money.
A cost control incentive where possible may be beneficial.
See Section 4.4 (Incentives) of the Guide.
Incorporate
Pricing into the
Contract
Cost-reimbursable with fixed fee basis of payment can be used with a ceiling price
(SACC Manual clause C6000C), or without a ceiling price (in which a limitation of
expenditure clause, SACC Manual clause C6001C, must be used) (Section 4.3 Ceiling
Price and Limitation of Expenditure).
Monitor, Review
and Evaluate
Pricing Strategy
Monitor, review and evaluate the pricing strategy, as required, throughout the contract.
Take note of any issues with the contract and ensure early engagement with PSSS to
resolve any pricing matters.
Price Validation
Validate costs claimed by the contractor upon completion of the contract or periodically,
for example annually in the case of multi-year contracts.
For more information on validation strategies see Section 3.4 (Developing a Validation
Strategy).
Document,
Justification,
Authorization
As applicable throughout this process, ensure all decisions are appropriately
documented, justified, and authorized.
Ensure a detailed breakdown of the acceptable costs, given their nature and amount, is
explicitly included in the contract and documented in the procurement file, as well as
direction on how the price will be administered throughout the contract period.
49 | Page Public Services and Procurement Canada August 2023
4.1.3.3 COST REIMBURSABLE WITH TARGET COST/ INCENTIVE FEE
Cost reimbursable with a target cost/ incentive fee is a form of gain or pain sharing, where cost efficiencies
or losses are rewarded and shared through fee arrangements in which both the contractor and Canada share
the reward (risk) of meeting (or not meeting) contract performance criteria. This basis of payment provides
incentives for contractors to control costs.
Setting targets and percentages for gain/pain sharing formulas should involve determining the likelihood of
variations from the established target. Actual experience may indicate that the contractor’s underlying
business solution or Canada’s requirements have changed to the point where the sharing agreement and
the contract should be amended. See SACC Manual clauses C8002C, C8003C, C8004C, and C8005C.
For other incentives, see Section 4.4 (Incentives).
There are two primary types of target cost/incentive fee:
target cost/ incentive fee with no maximum price; and
target cost/ incentive fee with maximum price.
These two types of cost reimbursable with target cost/ incentive fee are described in more detail in Table
4.1.3.3.a. and Figure 4.1.3.3.a. below, and further in this section.
Table 4.1.3.3.a.: Target Cost Types
Target Cost Type
Description
Target Cost/ Incentive
Fee with No Maximum
Price
Canada and the contractor share in cost savings or costs exceeding the
target in the performance of the contract.
The contract uses a cost reimbursable basis of payment and there are no
limits to the losses or gains incurred.
A sharing formula is predetermined at the outset of the contract to allocate
cost savings and costs in excess of pre-established target costs.
The contractor has the ability to earn additional profit relative to the cost
savings, which places a higher degree of cost responsibility and cost
control on the contractor than that of a standard cost reimbursable
contract.
Target Cost/ Incentive
Fee with Maximum Price
Canada and contractor share in cost savings or costs exceeding the
target in the performance of the contract up to the point of the maximum
price.
The contract uses a cost reimbursable basis of payment up to the point
where the maximum price is reached, at which point, the contract closely
50 | Page Public Services and Procurement Canada August 2023
Target Cost Type
Description
resembles a fixed price contract, with the potential loss to Canada
capped, increasing the risk that is borne by the contractor.
A sharing formula is predetermined at the outset of the contract to allocate
cost savings and costs exceeding pre-established target costs (up to the
maximum price).
The contractor has the ability to earn additional profit relative to the cost
savings but takes on significantly more risk than a target cost/ incentive
fee with no maximum price because the contractor will not be paid any
more than the maximum price while retaining the obligation to complete
the work as specified in the contract.
51 | Page Public Services and Procurement Canada August 2023
Figure 4.1.3.3.a.: Target Cost/ Incentive Fee Types
The diagram below displays the difference in risk and reward sharing undertaken by Canada and the
contractor in a target cost/ incentive fee with no maximum price compared to that of a target cost/ incentive
fee with maximum price. The key difference between the two occurs at the point of the maximum price.
Target Cost/ Incentive Fee with No Maximum Price
When to Use
When the actual costs and cost components (e.g., labour hours, labour mix, material requirements)
to be incurred in the performance of a contract cannot be accurately predicted and greater cost
control than that of a standard cost reimbursable contract is required.
When it is too difficult to attract a contractor without having an over inflated fixed price to compensate
industry for the risks related to the uncertainties.
When it is possible to establish an objective relationship between contractor profit and contract costs.
When procuring non-commercial goods or services with unpredictable requirements such as new
products and research and development programs.
52 | Page Public Services and Procurement Canada August 2023
Factors to Consider
Risks
Benefits
Developing estimates of target costs and all
related variations can be difficult and time
consuming.
Adequate time for planning the project and
assessing the cost estimates is essential.
With no cost limit, there is potential for costs to
exceed initial budgets which can result in the
need for additional funding.
A misaligned gain/pain sharing ratio could
result in low effectiveness of the incentive
needed to achieve desired cost efficiencies.
Performance objectives other than cost (e.g.,
related to quality or schedule) may be
compromised or overlooked particularly if the
focus is solely on cost.
The contractor’s risk is lowered because a
portion or all (in a limited sharing arrangement)
costs are recovered.
Contractors are incented to be efficient because
the more efficient they are, the greater their
profit.
53 | Page Public Services and Procurement Canada August 2023
Process Steps
Process Steps
Process Overview
Document
Decision to Use
Cost
Reimbursable
Basis of Payment
Once a decision has been made to use a cost-reimbursable basis of payment,
document the type that is most appropriate for the requirement and why in the
procurement file.
Develop Target
Cost
Establish a reasonable but challenging target cost that is achievable. There is no
purpose in setting target costs that the contractor cannot meet.
A conservative estimate of target cost is preferable to an overly aggressive target
cost.
Target costs should be established in line with Section 5.1 (Principles for
Establishing the Cost-Base).
Validation strategies prior to contract award are important to ensure proposed
costs are acceptable and that contractor’s accounting systems are sufficient and
reliable in capturing, measuring and reporting of contract costs.
Develop Target
Profit
Target profit (or target fee) should be developed using the approach detailed in
Section 5.2 (Profit Principles) using the target cost as the cost base.
The contractor is rewarded a profit to control costs and, as a result, the target
profit is reflective of the level of cost responsibility assumed by the contractor.
The target profit is the amount of profit payable without adjustment if the actual
costs incurred equal target cost.
Develop Sharing
Formula
The sharing formula is used to calculate how savings and costs exceeding the
target will be shared between Canada and the contractor.
The formula takes into account two scenarios:
o When the actual cost is less than the target cost.
o When the actual cost is greater than the target cost.
A government share/contractor share ratio is established for each of these
scenarios. The ratios can be the same or can differ, depending upon the level of
risk acceptable by each party.
The sharing formula subtracts the actual cost from the target cost and multiplies
this by the contractor’s share for the scenario that actually occurred. This is then
54 | Page Public Services and Procurement Canada August 2023
Process Steps
Process Overview
added to the actual cost and the target profit to arrive at a final price paid. (This
is demonstrated mathematically in examples later in this section.)
In development of the sharing formula, it is important to consider all possible
variations, from the most optimistic to the most pessimistic, including any risk not
covered in the target cost and target profit, how aggressive the target cost is, and
potential changes through the acquisition lifecycle.
For example:
o A more aggressive target cost may provide for a sharing ratio that heavily
rewards the contractor for costs less than target (20/80) but more equally
shares costs in excess of target (50/50) due to the higher likelihood of
exceeding the aggressive target.
o A target cost which is achievable and less aggressive, would result in a share
ratio that would more equally share costs less than target (60/40) with the
contractor taking on a larger portion of costs in excess of target (25/75).
A Limited Sharing Arrangement can be used when there is a very high degree of
uncertainty in setting the target costs, as detailed in Example 4.1.3.3.b. below.
Maximum and Minimum Fees are used to limit the gains or costs exceeding the
target. Note that with these arrangements, the government assumes 100% of the
risk of costs exceeding the target at the minimum fee point.
Incorporate
Pricing into the
Contract
Cost reimbursable with target cost/ incentive fee with no maximum price must
include a limitation of expenditure (SACC Manual clause C6001C). Refer to
Section 4.3 (Ceiling Price and Limitation of Expenditure).
Monitor, Review
and Evaluate
Pricing Strategy
Monitor, review and evaluate the pricing strategy, as required, throughout the
contract. Take note of any issues with the contract and ensure early engagement
with PSSS to resolve any pricing matters.
Price Validation
Validate costs claimed by the contractor upon completion of the contract or
periodically, for example annually in the case of multi-year contracts.
For more information on validation strategies see Section 3.4 (Developing a
Validation Strategy).
Document,
Justification,
Authorization
As applicable throughout this process, ensure all decisions are appropriately
documented, justified, and authorized.
The target cost, target profit, sharing formula and validation plan must be
documented and incorporated in the contract.
55 | Page Public Services and Procurement Canada August 2023
Process Steps
Process Overview
Ensure a detailed breakdown of the acceptable costs, given their nature and
amount, is explicitly included in the contract and documented in the procurement
file, as well as direction on how the price will be administered throughout the
contract period.
See Section 3.3 (Documenting & Justifying Key Price Decisions) for further
details.
Examples
The impact of a target cost/ incentive fee with no maximum price may vary depending on how the incentive
is applied. Outlined below are three examples of different applications of this incentive and how contractors
may behave as a result.
The following factors apply to Examples 4.1.3.3.a., 4.1.3.3.b. and 4.1.3.3.c. below:
Target Cost
Estimated cost to perform the contract requirements is $100,000
Target Profit
10% of Costs is $10,000
Share Ratios
Vary with each example
Example 4.1.3.3.a.: Target Cost/ Incentive Fee with No Maximum Price Contract, Unlimited Sharing
Arrangement
In this example, a 60/40 ratio for costs less than target and 50/50 ratio for costs exceeding the target have
been established. The amount of profit that could be earned by the contractor is not limited in the case of
cost savings. Similarly, there are no limits to the cost that Canada and the contractor may share in the case
of costs exceeding the target, resulting in an unknown final price that could be higher than budgeted.
However, Canada only incurs 50% of costs exceeding the target and benefits in 60% of all cost savings.
56 | Page Public Services and Procurement Canada August 2023
-15
-10
-5
0
5
10
15
20
25
60 70 80 90 100 110 120 130 140 150
Profit
(in thousands of dollars)
Cost
(in thousands of dollars)
Target Cost No Maximum Price
Target
Cost
Target Profit
Target Cost: $100,000
Target Profit: $10,000
Target Price: $110,000
Share Ratio:
costs less than target: 60/40
costs more than target: 50/50
57 | Page Public Services and Procurement Canada August 2023
Example 4.1.3.3.a.: Target Cost/ Incentive Fee with No Maximum Price Contract, Unlimited Sharing
Arrangement (continued)
Target
Cost
Actual
Cost
Sharing Formula
[% * (Target Cost
Actual Cost)]
Target
Profit
Contract Profit or
Loss
(Sharing Formula
+ Target Profit)
(Profit/Loss)/Actu
al Costs = %
Final Price
Paid
(Actual Cost
+ Contract
Profit or
Loss)
1
$100,000
$80,000
40% * ($100,000-
$80,000)
= $8,000
$10,000
$18,000
22.5%
$98,000
2
$100,000
$90,000
40% * ($100,000-
$90,000)
= $4,000
$10,000
$14,000
15.6%
$104,000
3
$100,000
$100,000
($100,000-$100,000)
=$0
$10,000
$10,000
10%
$110,000
4
$100,000
$110,000
50% * ($100,000-
$110,000)
= ($5,000)
$10,000
$5,000
4.55%
$115,000
5
$100,000
$120,000
50% * ($100,000-
$120,000)
= ($10,000)
$10,000
$0
0%
$120,000
6
$100,000
$140,000
$50% * ($100,000 -
$140,000)
= ($20,000)
$10,000
($10,000)
-7.1%
$130,000
58 | Page Public Services and Procurement Canada August 2023
Example 4.1.3.3.b.: Target Cost/ Incentive Fee with No Maximum Price but with Maximum and Minimum
Fees
In this example, there is a maximum limit imposed on the amount of profit that could be earned by the
contractor in the case of cost savings and a minimum amount of profit imposed in the case of costs exceeding
the target. No limits are applied on the amount of actual costs incurred.
In this case, the maximum limit of profit is set at $14,000 and the minimum limit is set at $5,000.
Using the same share ratios as indicated in Example 1, those limits would take effect once actual costs fall
below $90,000 or exceed $110,000. The share ratio only takes effect within this range of actual costs. If the
contractor’s actual costs were between $90,000 and the target cost of $100,000, then the contractor has to
share these cost savings with Canada in the 60/40 proportion. Similarly, if the actual costs were above the
target cost but below $110,000, then the costs exceeding the target are shared equally between the two
parties (50/50). If actual costs, however, are greater than $110,000 or lower than $90,000, the contractor is
eligible to receive either $5,000 or $14,000 of profit. This means that any costs exceeding the target or
savings greater than $10,000 belong to Canada.
0
2
4
6
8
10
12
14
16
70 80 90 100 110 120 130
Profit (in thousands of dollars)
Cost (in thousands of dollars)
Target Cost with No Maximum Price but with Maximum and Minimum Fees
Target
Cost
Target Profit
Target Cost: $100,000
Target Profit: $10,000
Target Price: $110,000
Min Fee: $5,000
Max Fee: $14,000
Share Ratio:
costs less than target: 60/40
costs more than target: 50/50
Range of Incentive
Effectiveness
Max Fee
100/0
Min Fee
100/0
59 | Page Public Services and Procurement Canada August 2023
Example 4.1.3.3.b.: Target Cost/ Incentive Fee with No Maximum Price but with Maximum and Minimum
Fees (continued)
Target
Cost
Actual
Cost
Sharing Formula
[% * (Target Cost Actual
Cost)]
Target
Profit
Contract Profit or
Loss
(Sharing Formula
+ Target Profit)
(Profit/Loss)/Actual
Costs = %
Final Price
Paid
(Actual
Cost +
Contract
Profit or
Loss)
1
$100,000
$80,000
($100,000 - $80,000)
= $20,000 > Maximum Fee
$14,000
$10,00
0
$14,000
17.5%
$94,000
2
$100,000
$90,000
40% * ($100,000-$90,000)
=$4,000
$10,00
0
$14,000
15.6%
$104,000
3
$100,000
$100,000
($100,000-$100,000)
=$0
$10,00
0
$10,000
10%
$110,000
4
$100,000
$110,000
50% * ($100,000-$110,000)
= ($5,000)
$10,00
0
$5,000
4.55%
$115,000
5
$100,000
$140,000
($100,000 - $140,000)
= ($40,000) < Minimum Fee
$5,000
$10,00
0
$5,000
3.6%
$145,000
Since there is a limit on the maximum and minimum profit, this incentive is effective only when the actual
costs incurred are not outside the cost range within which the profits that the contractor could earn vary. In
other words, the contractor may be willing to control the costs up to the point where possible profit stops
increasing with the increase of cost savings.
For Canada, this type of contract could be more costly than demonstrated in Example 4.1.3.3.a., as Canada
assumes 100% of risk of costs exceeding the target at the minimum fee point.
60 | Page Public Services and Procurement Canada August 2023
Example 4.1.3.3.c.: Target Cost/ Incentive Fee with No Maximum Price but with Changing Share Ratio
A final variation is where there are no maximum or minimum profits set, but instead, points at which the share
ratios may change.
In this example, the original share ratios are still reasonable when the actual cost is within a range of 10% of
the target cost, i.e., between $90,000 and $110,000. When actual costs fall below 10% of the target cost
(i.e., below $90,000) a different ratio, in this case 80/20, is triggered. Similarly, when actual costs rise above
10% of the target costs (i.e., above $110,000), a ratio of 20/80 will apply. The following graph illustrates the
described situation.
-10
-5
0
5
10
15
20
70 75 80 85 90 95 100 105 110 115 120 125 130
Profit
(in thousands of dollars)
Cost
(in thousands of dollars)
Target Cost no Max Price with Changing Share Ratio
Target
Cost
Target Profit
Target Cost: $100,000
Target Profit: $10,000
Target Price: $110,000
Share Ratio (costs within 10% *
Target Cost):
costs less than target: 60/40
costs more than target: 50/50
Share Ratio (costs differences
exceeding 10% * Target Cost):
costs less than target: 80/20
costs more than target: 20/80
61 | Page Public Services and Procurement Canada August 2023
Example 4.1.3.3.c.: Target Cost with No Maximum Price but with Changing Share Ratio (continued)
Target
Cost
Actual
Cost
Sharing Formula
[% * (Target Cost Actual
Cost)]
Target
Profit
Contractor Profit or
Loss
(Sharing Formula +
Target Profit)
(Profit/Loss)/Actual
Costs = %
Final Price
Paid
(Actual Cost
+ Contract
Profit or
Loss)
1
$100,000
$80,000
($100,000 - $80,000) = $20,000;
$10,000 < 10% (60/40)
$10,000 > 10% (80/20)
(40% * $10,000) + (20% *
$10,000)
=$6,000
$10,000
$16,000
20%
$96,000
2
$100,000
$90,000
40% * ($100,000-$90,000) =
$4,000
$10,000
$14,000
15.6%
$104,000
3
$100,000
$100,000
($100,000-$100,000) = $0
$10,000
$10,000
10%
$110,000
4
$100,000
$110,000
50% * ($100,000-$110,000) =
($5,000)
$10,000
$5,000
4.55%
$115,000
5
$100,000
$140,000
($100,000 - $140,000) =
($40,000)
($10,000) < 10% (50/50)
($30,000 > 10% (20/80)
(50% * $10,000) + (80% *
$30,000)
= ($29,000)
$10,000
($19,000)
-13.6%
$121,000
The contractor is further incented to not exceed the cost above the certain percentage of the target cost in
this situation rather than in the situation outlined in Example 4.1.3.3.a. because the contractor bears a greater
percentage of costs if the variance is greater than the pre-established percentage of the target cost.
62 | Page Public Services and Procurement Canada August 2023
Target Cost/ Incentive Fee with Maximum Price
When to Use
When it is possible to establish a firm target cost, target profit and sharing formula as well as be able
to establish a maximum price and cost sharing limit that sufficiently incents the contractor to assume
an appropriate share of the risk.
When adequate requirements and cost information are available at the time the basis of payment is
being developed.
When Canada would like to share expected efficiency savings in a contract.
For a newer program, good or service, where there is a clear understanding of what Canada requires.
When there are no significant unresolved technical process or design issues that will result in a
redesign of the requirements.
When there are qualified contractors with the financial capacity to absorb any unforeseeable costs
exceeding the maximum price while still being able to deliver the product.
Factors to Consider
Risks
Benefits
Significant risk is put on the contractor for
final delivery regardless of costs exceeding
the target. As a result, reasonable profit
sharing ratios must be established.
Performance objectives other than cost (e.g.,
related to quality or schedule) may be
compromised or overlooked if the focus is
solely on cost.
Canada is able to share in cost efficiencies.
Canada limits the risk on costs exceeding the
target above the maximum price. After the
maximum price and cost sharing limit are
reached, the contractor bears the risk of any
additional costs.
63 | Page Public Services and Procurement Canada August 2023
Process Steps
Process Steps
Process Overview
Document
Decision to Use
Cost
Reimbursable
Basis of Payment
Once a decision has been made to use a cost-reimbursable basis of payment,
document the type that is most appropriate for the requirement and why in the
procurement file.
Develop Target
Cost
Establish a reasonable but challenging target cost. This means that it can be
attained by the contractor provided the contractor focuses on achieving
efficiencies. There is no purpose in setting target costs that the contractor cannot
meet.
A conservative estimate of target cost is preferable to an aggressive target cost.
Target costs should be established that are in line with Section 5.1 (Principles for
Establishing the Cost-Base).
Validation strategies prior to contract award are important to ensure proposed
costs are acceptable and that contractor’s accounting systems are sufficient and
reliable in capturing, measuring and reporting of contract costs.
Develop Target
Profit
Target profit (or target fee) should be developed using the weighted guidelines
approach as detailed in Section 5.2 (Profit Principles) using the target cost as the
cost base.
The contractor is rewarded a profit to control costs and, as such, the target profit
is reflective of the level of cost responsibility assumed by the contractor.
The target profit is the amount of profit payable without adjustment if the actual
costs incurred equal target cost.
Develop Sharing
Formula
The sharing formula is used to calculate how savings and costs exceeding the
target will be shared between Canada and the contractor.
The formula takes into account two scenarios:
o When the actual cost is less than the target cost.
o When the actual cost is greater than the target cost.
A government share/contractor share ratio is established for each of these
scenarios. The ratios can be the same or can differ, depending upon the level of
risk agreed to be accepted by each party.
64 | Page Public Services and Procurement Canada August 2023
Process Steps
Process Overview
The sharing formula subtracts the actual cost from the target cost and multiplies
this by the contractor’s share for the scenario that actually occurred. This is then
added to the actual cost and the target profit to arrive at a final price paid. (This
is demonstrated mathematically in examples later in this section.)
In development of the sharing formula, it is important to consider all possible
variations, from the most optimistic to the most pessimistic, including any risk not
covered in the target cost and target profit, how aggressive the target cost is, and
potential changes through the acquisition lifecycle.
For example:
A more aggressive target cost may provide for a sharing ratio that heavily rewards
the contractor for costs less than target (20/80) but more equally shares costs in
excess of target (50/50) due to the higher likelihood of exceeding the aggressive
target.
A target cost which is achievable and less aggressive, would result in a share
ratio that would more equally share costs less than target (60/40) with the
contractor taking on a larger portion of costs in excess of target (25/75).
A Limited Sharing Arrangement can be used when there is a very high degree of
uncertainty in setting the target costs, as detailed in Example 4.1.3.3.d. below.
Maximum and Minimum Fees are used to limit the gains or costs exceeding the
target. Note that with these arrangements, the government assumes 100% of the
risk of costs exceeding the target at the minimum fee point.
Develop
Maximum Price
This is the maximum amount that Canada will pay on the contract.
The maximum price represents the limit of Canada’s obligation to pay the
contractor for the work under the contract. This should be a realistic figure that is
not so high as to have no meaning.
If the sharing arrangement is effective and the contractor is efficient in the
performance of the contract, the maximum price will not come into effect.
The contract becomes a fixed price contract if the costs rise to the point where
the maximum price takes effect.
Incorporate
Pricing into the
Contract
Cost reimbursable with target cost/incentive fee with maximum price basis of
payment must include a ceiling price clause (SACC Manual Clause C6000C).
Refer to Section 4.3 (Ceiling Price and Limitation of Expenditure).
65 | Page Public Services and Procurement Canada August 2023
Process Steps
Process Overview
Monitor, Review
and Evaluate
Pricing Strategy
Monitor, review and evaluate the pricing strategy, as required, throughout the
contract. Take note of any issues with the contract and ensure early engagement
with PSSS to resolve any pricing matters.
Price Validation
Validate costs claimed by the contractor upon completion of the contract or
periodically, for example annually in the case of multi-year contracts.
For more information on validation strategies see Section 3.4 (Developing a
Validation Strategy).
Document,
Justification,
Authorization
As applicable throughout this process, ensure all decisions are appropriately
documented, justified, and authorized.
The target cost, target profit, sharing formula, maximum price and validation plan
must be documented and incorporated in the contract.
Ensure a detailed breakdown of the acceptable costs, given their nature and
amount, is explicitly included in the contract and documented in the procurement
file, as well as direction on how the price will be administered throughout the
contract period.
See Section 3.3 (Documenting & Justifying Key Price Decisions) for further
details.
66 | Page Public Services and Procurement Canada August 2023
Example 4.1.3.3.d.
The following example shows how the target cost with maximum price incentive functions.
Example Factors
Target Cost
Estimated cost to perform the contract requirements is $100,000
Target Profit
10% of target costs is $10,000
Maximum Price
$115,000
Share Ratios
Costs in excess of target to be shared 50/50
Costs less than target to be shared 60/40
This situation is illustrated on the following graph.
0
5
10
15
20
25
70 75 80 85 90 95 100 105 110 115 120
Profit
(in thousands of dollars)
Cost
(in thousands of dollars)
Target Cost with Maximum Price
Target
Cost
Target Profit
Target Cost: $100,000
Target Profit: $10,000
Target Price: $110,000
Max Price: $115,000
Share Ratio:
costs less than target: 60/40
costs more than target: 50/50
67 | Page Public Services and Procurement Canada August 2023
Example 4.1.3.3.d. (continued)
Target
Cost
Actual
Cost
Sharing
Formula
[% * (Target Cost
Actual Cost)]
Resulting Price Before
Maximum Price
[%*(Target Costs
Actual Costs)] + Actual
Costs + Target Profit
Final Price
Paid
Lesser of:
Resulting
Price or
Maximum
Price
($115,000)
Contractor Profit or
(Loss)
Final Price Paid
Actual Costs
Profit/(Loss)/Actual
Costs = %
1
$100,000
$80,000
40% * (100,000-80,000)
=$8,000
8,000+80,000+10,000
=$98,000
$98,000
$18,000
22.5%
2
$100,000
$90,000
40% * (100,000-90,000)
=$4,000
4,000+90,000+10,000
=$104,000
$104,000
$14,000
15.6%
3
$100,000
$100,000
(100,000-100,000) =$0
0+100,000+10,000
=$110,000
$110,000
$10,000
10%
4
$100,000
$110,000
50% * (100,000-110,000)
= ($5,000)
(5,000) +90,000+10,000
=$115,000
$115,000
$5,000
4.55%
5
$100,000
$111,000
50% * (100,000 - 111,000)
= ($5,500)
(5,500) +111,000+10,000
=$115,500
$115,000
$4,000
3.6%
6
$100,000
$112,000
50% * (100,000 - 112,000)
= ($6,000)
(6,000) +112,000+10,000
=$116,000
$115,000
$3,000
2.7%
7
$100,000
$140,000
50% * (100,000 - 140,000)
= ($20,000)
(20,000)
+140,000+10,000
=$130,000
$115,000
($25,000)
(-17.9%)
68 | Page Public Services and Procurement Canada August 2023
4.1.3.4 COST REIMBURSABLE WITH FEE BASED ON ACTUAL COSTS
Definition
Cost reimbursable with fee based on the actual costs provides only for the payment to the contractor of actual
costs incurred in the performance of the work in the contract plus the fixed percentage of those actual costs
as a fee. The actual costs incurred in performance of the work may be subject to government audit. The
amount paid is calculated based on actual costs incurred. Refer to SACC Manual clause C0205C.
When to Use
Use this basis of payment only when circumstances do not allow for the use of any other basis of payment.
Factors to Consider
The application of this basis of payment results in higher profits being earned as costs increase,
resulting in no encouragement for cost control.
Consider the applicability of Incentives, Section 4.4, before using this basis of payment.
Ceiling prices are not applicable with this basis of payment.
Process Steps
Process Step
Process Overview
Document
Decision to Use
Cost
Reimbursable
Basis of Payment
Once a decision has been made to use a cost reimbursable basis of payment,
document the type that is most appropriate for the requirement and why in the
procurement file.
Establish the Cost
Base
To establish the cost base, follow Section 5.1 (Principles for Establishing the
Cost-Base)
Validation strategies upfront are important to ensure costs agreed to should be
acceptable and that contractor’s accounting systems are reliable.
Please Note
This basis of payment is not recommended because it provides little or no control over contractor costs
and actually encourages contractors to increase costs as a way to increase profit.
69 | Page Public Services and Procurement Canada August 2023
Process Step
Process Overview
For a competitive contract, the cost base may also be influenced by costs
included in initial bids, provided they meet the “Acceptable” cost criteria in
Canada’s Costing Standard.
Determine the
Fee
For the fee portion of the basis of payment, establish the percentage that would
be applied to the actual costs incurred, as determined by Contract Cost Principles
1031-2 and/or Annex 2 (Costing Standard).
For profit rate calculations follow Section 5.2 (Profit Principles).
Consider the Use
of Incentives
Consider the use of incentives and other measures to align both parties
objectives to achieve the best value for money.
A cost control incentive where possible would be beneficial.
Incorporate
Pricing into the
Contract
Ceiling prices are not applicable when this basis of payment is used.
In a contract or part of a contract with this basis of payment, SACC Manual clause
C6001C - Limitation of expenditure must be included in the contract. Refer to
Section 4.3 (Ceiling Price and Limitation of Expenditure).
Monitor, Review
and Evaluate
Pricing Strategy
Monitor, review and evaluate the pricing strategy, as required, throughout the
contract. Take note of any issues with the contract and ensure early engagement
with PSSS to resolve any pricing matters.
Price Validation
Validate costs claimed by the contractor upon completion of the contract or
periodically, for example annually in the case of multi-year contracts.
For more information on validation strategies see Section 3.4 (Developing a
Validation Strategy).
Document,
Justification,
Authorization
As applicable throughout this process, ensure all decisions are appropriately
documented, justified, and authorized.
Ensure a detailed breakdown of the acceptable costs, given the nature and
amount, is explicitly included in the contract and documented in the procurement
file, as well as direction on how the price will be administered throughout the
contract period.
70 | Page Public Services and Procurement Canada August 2023
Example 4.1.3.4.a.: Cost Reimbursable with Fee Based on Actual Costs
There is a research contract where the cost could not be reliably estimated prior to contract award. The profit
level, however, that could be earned by the contractor was negotiated as 5% of the actual costs incurred.
Having such an agreement in place, the contractor will be reimbursed for all allowable costs incurred plus
the 5% of these costs as a profit.
For example, if the contractor’s actual costs are $100,000, then the total payment to the contractor would be
$100,000 + 5% fee (or $5,000) for a total of $105,000. While the absolute amount of profit will vary with the
change in the actual cost, the profit percentage will always remain constant. The following chart graphically
shows the relationships between profit and the actual costs.
0
1
2
3
4
5
6
7
010 20 30 40 50 60 70 80 90 100 110 120 130
0.0%
1.0%
2.0%
3.0%
4.0%
5.0%
6.0%
Profit
in thousands of $
Cost
in thousands of $
Profit
in % of actual costs
Cost Reimbursable with Fee Based on Actual Costs
Profit Percentage Line
71 | Page Public Services and Procurement Canada August 2023
4.1.4 PROVISIONAL PRICE BASIS OF PAYMENT
Definition
In a provisional price basis of payment, a contract begins with a cost reimbursable basis of payment when
the requirements and costs within the contract are uncertain or cannot be estimated, with a clearly defined
price ceiling or limitation of expenditure.
A provisional price basis of payment is used when there is a plan to move from a cost reimbursable basis of
payment to a fixed price basis of payment because there will be an increased certainty in terms of the contract
requirements over time, which therefore decreases the risks to Canada for the remainder of the contract.
Provisional pricing gives contracting officers the ability to reduce the risks to Canada when they are able to
better analyze and evaluate appropriate, attributable and reasonable costs.
Provisional price requires a milestone to be established that is relevant to the level of uncertainty for the
requirement. This milestone is typically tied to a certain percentage of work completed or achievement of
critical performance indicators within the contract when the costs are more certain and stable. This would
predefine when the cost reimbursable portion is complete, and the basis of payment can move to fixed price.
This must be clearly detailed in the contract.
The price validation is triggered when the contractor submits a declaration of the percentage of work
completed that corresponds to the milestone. This declaration must include a cost submission prepared by
the contractor (refer to SACC Manual clause C0300C). Costs must be validated before the basis of payment
is formally changed to a fixed price.
Contractors must cooperate in a timely manner
with auditors and provide all necessary
supporting evidence such as financial
information, as and when required by auditors.
The submission of all costs incurred must be
sufficient to disclose unit cost and cost trends for
the goods and/or services performed in relation
to the contract and inventories of both work in
progress and undelivered contract supplies on-
hand. Benchmarking by market data or historical
data on costs and profit calculation is also
included in the price validation process. The use
of expertise within PSSS to validate the price is
highly recommended.
When the milestone is attained and the costs become more certain and stable, Canada and the contractor
will negotiate a fixed price for the remainder of the contract based on the terms and conditions outlined in the
initial contract. An appropriate profit level will need to be included as part of this fixed price. When an
attributable, appropriate and reasonable fixed price has been agreed to by both parties, the original contract
will be formally amended and any changes to required clauses and terms will be made.
Important Reminder
There is expert advice and support available
within the Procurement Support Services
Sector (PSSS) of PSPC to assist in validating
price.
Price advisors and assurance advisors should
be consulted early in the process.
Please see Annex 3 for contact information.
72 | Page Public Services and Procurement Canada August 2023
Figure 4.1.4.a. below is a visual representation of how these components work together in a Provisional Price
contract.
Figure 4.1.4.a.: How Provisional Price Works: A Visual Representation
When Should You Consider a Provisional Price Basis of Payment?
Typically, provisional pricing is used in longer-term contracts (e.g., five (5) years or longer), where
it is not possible to fix the price due to uncertainty, or where there is an inability to set reasonable
estimates or targets on contract requirements and costs.
Provisional pricing enables contracting officers to work towards the benefits of a fixed price, such
as cost efficiencies, transfer of risk to the contractor, and reduction of the administrative burden
that existed during the period where the contract had a cost reimbursable basis of payment. A cost-
benefit analysis could help to reveal the potential value in using provisional pricing.
When Should You Not Use Provisional Price?
A provisional price basis of payment should not be used:
o Where there is a significant risk that Canada will not obtain the degree of collaboration and
cooperation from the supplier required for fulfilment of the contract terms unique to this basis of
payment. For example, when difficulties are experienced proposing or preparing to transition
the contract or during negotiations to transition the contract from cost reimbursable to fixed price
basis of payment.
73 | Page Public Services and Procurement Canada August 2023
o If the contract requirements and costs are stable or certain. In this situation, a fixed price basis
of payment is the more appropriate choice.
o In cases where the contract requirements and costs are likely to remain unstable or uncertain.
In this case, a cost reimbursable basis of payment is likely be the more appropriate option.
Factors to Consider
Provisional pricing may increase administrative burden (time, resources and costs) due to the need
to assess, validate and fix the price part way through the contract. This is why it is important to
consider using cost-benefit analysis (e.g., option analysis) early in the procurement process to
ensure this basis of payment is the best fit for the requirement.
The cost reimbursable portion of the contract comprises a similar risk exposure and resulting lower
profit premium because Canada bears the risk for cost variations. Similarly, the fixed price portion
of the contract has a similar risk exposure and resulting higher profit premiums as a fixed price
basis of payment due to the fact that the contractor bears the risk for cost variations. See Section
4.1 (Basis of Payment) for each basis of payment for further details.
There is a risk for Canada that inefficient production practices from the cost reimbursable portion
of the contract could result if the contractor is not encouraged to control the costs. The contractor
may overstate costs to be able to establish the price at higher levels in later periods of the contract.
To help mitigate this risk, contracting officers should consider the use of cost incentives and ensure
that a price validation exercise is completed before fixing the price. For example, a price audit with
examination of actual costs and profit or benchmarking exercises, such as should-cost analysis,
could be performed.
Figure 4.1.4.b. below summarizes the key components of Provisional Price basis of payment.
74 | Page Public Services and Procurement Canada August 2023
Figure 4.1.4.b.: Provisional Price Basis of Payment: Process
Process Steps
Process Steps
Process Overview
Document
Decision to Use
Provisional
Pricing
Since provisional pricing may create an increased administrative burden (time,
resources and costs) due to the need to firm up the price part way through the
contract, consider cost-benefit analysis in adopting this procurement strategy
early in the procurement process and document the decision accordingly in the
procurement file explaining how this basis of payment is the best fit for the
requirement.
Determine the
Initial Basis of
Payment to be
Used for the
Contract Price
Determine the appropriate cost-reimbursable basis of payment that is to be used
for the initial portion of the contract corresponding to the contract’s milestones.
Consider using the Cost Accounting Practices (CAP) Submission to develop a
common understanding with the contractor on the cost accounting practices
being applied in determining costs.
Validation strategies prior to contract award are important to ensure proposed
costs are acceptable and that contractor’s accounting systems are sufficient and
reliable in capturing, measuring and reporting of contract costs.
See Section 4.1.3 (Cost Reimbursable) for more information and detailed process
steps.
Initial Basis of Payment = Cost reimbursable
Maximum Price Ceiling
Milestone for Fixing Price - % of work complete
Cost Submission from Contractor
Fixed Price Recommendation from Price Validation
Price Negotiations and Amendment to Contract
75 | Page Public Services and Procurement Canada August 2023
Process Steps
Process Overview
Set the Price
Ceiling or
Limitation of
Expenditure
Set a clear price ceiling or limitation of expenditure in the contract and monitor to
ensure it is adhered to. Refer to Section 4.3 (Ceiling Price and Limitation of
Expenditure).
Set an
Appropriate
Milestone that is
Relevant to the
Level of
Uncertainty for
the Requirement
Milestone: Provisional pricing requires a milestone to be set in the contract to
determine when the cost reimbursable portion of the contract is complete and the
price for the remaining work is fixed. This is typically done based on a percentage
of completion of work or achievement of critical performance milestones within a
contract.
Determine the percentage level for when the contractor will declare the cost
reimbursable portion of the work complete at which point a price validation is
required to determine the remaining work which will be performed on a fixed-price
basis.
Document the milestone clearly in the contract and provide the justification for the
milestone in the procurement file.
The following are suggested guidelines to follow when setting up this key
milestone in the contract:
o The milestone should generally be established at a point between 30%
to 70% of work completion.
o Decisions on the above percentage of work completion will depend on
the nature of the requirement.
o For example, where the nature of the requirement allows for costs to be
estimated early on the project timeline, a 30% work completed milestone
could be set as the point at which prices will be fixed. This may be typical
of new developmental contracts, where only 10% of the work will be
design and the next 20% represents production costs that are
predictable. In this example, the remaining costs can be easily estimated.
Negotiate
Transition from
Cost
Reimbursable to
Fixed Price
Ensure the terms to negotiate the transition from the cost reimbursable portion
to the fixed price portion are incorporated in the original solicitation and contract.
At a minimum, these terms should include:
o Responsibilities of Canada and the contractor should address. cost
submission, price validation, and determining fixed price component;
o Timelines for example a 60 day negotiation period; and
76 | Page Public Services and Procurement Canada August 2023
Process Steps
Process Overview
o Corrective measures.
Cost Submission
from the
Contractor
This is a declaration made by the contractor that the cost-reimbursable portion
of the work has been completed and provides a cost submission prepared by
contractor relative to the remaining work on the contract that will be performed
on a fixed-price basis.
Cost Submission:
o It is the contractor’s responsibility to declare when the milestone is
reached and then provide a cost submission.
o Contractors are required to cooperate fully and in a timely manner with
Canada by providing all necessary evidence as requested to support
the proposed costs needed to establish the fixed price portion of the
contract.
o Cost Submission:
Breakdown of all costs incurred should be provided.
The data must be sufficient to disclose unit cost and cost trends
for the goods and/or services performed in relation to the
contract, and inventories of work in progress and undelivered
contract supplies on hand (estimated to the extent necessary).
The data must be accurate and reliable.
Contracting officers should monitor the progress of the contract work to ensure
the contractor submits its declaration of percentage of work complete and a
cost submission in a timely manner.
Provisional pricing is highly complex and involves professional judgment in
the cost acceptance and cost validation. Pricing depends on the contractor’s
accounting systems and internal controls. Contracting officers are encouraged
to seek Procurement Support Services Sector advice and assistance in both
determination of the price and obtaining assurances on the reliability and
accuracy of contractor invoices.
Contracting officers should also anticipate when the cost reimbursable
milestone will be reached and communicate the expected timeline with the
Procurement Support Services Sector to enable PSSS to provide support in
77 | Page Public Services and Procurement Canada August 2023
Process Steps
Process Overview
the validation of costs and facilitate the timely completion of the exercise to fix
the price for the remainder of the contract, and limit delay in the continued
work under the contract.
Fixed Price
Recommendation
from Price
Validation
Canada needs to validate the reasonableness of the contractor’s proposed costs
and profit.
A price validation exercise will be conducted to determine a fair and reasonable
fixed price for the remainder of the contract.
A price validation exercise usually involves a review of the actual costs incurred
to establish a basis from which a fixed price may be determined.
o It is recommended that Contracting officers seek assistance from the
Procurement Support Services Sector when conducting a price
validating exercise.
Costs can also be validated through benchmarking (for example, comparison of
costs using market-data or historical data, etc.) if the information is available.
An appropriate profit level will need to be negotiated as part of the fixed price.
o This would be calculated in accordance with Section 5.2 (Profit
Principles). Support for negotiating a fair and reasonable profit is
available from the Procurement Support Services Sector’s Price
Advisory Group.
Cost information must be submitted by the contractor in a timely fashion and
Canada must, similarly, conduct its price validation exercise in a timely manner
so as to limit the delay to conversion of the basis of payment, and unnecessarily
impacting the progress of the work under the contract.
Price
Negotiations and
Use of Dispute
Resolution
Process, if
required
Based on terms and conditions set out in the original contract, along with
recommendation on the fixed price from the price validation exercise, Canada
and the contractor will together negotiate a fixed price for the remainder of the
contract.
In the event, the contractor and Canada are unable to come to an agreement on
a fixed price for the remainder of the contract:
The dispute resolution process outlined in the contract may be invoked.
If agreement cannot be reached, then it may be necessary to
renegotiate the contract on a cost reimbursable basis of payment or
terminate, if the contractor’s proposed going forward is unaffordable.
78 | Page Public Services and Procurement Canada August 2023
Process Steps
Process Overview
Contracting officers are recommended to consult with the Procurement Support
Services Sector in this situation.
Incorporate New
Pricing
Amendment to
Contract to
After a fixed price is negotiated, the original contract will be formally amended to
convert its basis of payment to fixed price for the remainder of the contract period.
The amendment must include an updated basis of payment clause, which
captures the cost reimbursable basis of payment for the initial portion of the
contract, which is now complete, and the fixed price basis of payment of the
remainder.
Monitor, Review
and Evaluate
Pricing Strategy
Monitor, review and evaluate the pricing strategy, as required, throughout the
contract. Take note of any issues with the contract and ensure early engagement
with PSSS to resolve any pricing matters.
Price Validation
Validate costs claimed by the contractor upon completion of the contract or
periodically, for example annually in the case of multi-year contracts.
For more information on validation strategies see Section 3.4 (Developing a
Validation Strategy).
Document,
Justification,
Authorization
As applicable throughout this process, ensure all decisions are appropriately
documented, justified, and authorized.
For cost-reimbursable basis of payment, ensure a detailed breakdown of the
acceptable costs, given their nature and amount, is explicitly included in the
contract and documented in the procurement file, as well as direction on how the
price will be administered throughout the contract period.
See Section 3.3 (Documenting & Justifying Key Price Decisions) for further
details.
Example 4.1.4.a.: Provisional Pricing
There is a requirement to build six ships for Canada but the cost per ship cannot be reasonably estimated at
the start of the contract. This being the case, the contractor is reluctant to commit to a fixed price. Provisional
pricing offers a means to transition a contract to a fixed price, once greater certainty exists. Initially, a cost
reimbursable basis of payment is used to establish the price.
It is believed that once two ships have been constructed, the contractor will be in a reasonable position to
estimate its costs for the remainder of the contract. As such, completion of the two ships represents a critical
performance milestone for the conversion of the basis of payment from cost reimbursable to fixed price.
79 | Page Public Services and Procurement Canada August 2023
Once the contractor has constructed the first two ships, the contractor advises Canada that this critical
performance milestone has been reached, and provides a cost submission, estimating the contractor’s cost
to construct the remaining four ships. The cost base is expected to benefit from the experience gained from
constructing the initial two, taking into account learning curve and production efficiencies. This cost
submission provides a basis for fixed pricing negotiations.
When the reasonableness of the estimated costs has been established, profit is negotiated, in accordance
with Section 5.2 (Profit Principles), and the total fixed price (cost plus profit) for the remaining four ships is
now established.
The contracting officer amends the contract to update the basis of payment.
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4.2 ECONOMIC PRICE ADJUSTMENTS (EPAS) AND FOREIGN CURRENCY ADJUSTMENTS
(FCAS)
Definition
Economic price adjustments and foreign currency adjustments are tools in place to mitigate specific pricing
risks resulting from changing market conditions, where one or more elements of the cost of a good or service
may be subject to significant price fluctuations (i.e. increase and decrease) that are outside of Canada and
the contractor’s control (e.g., commodity prices, foreign exchange, and labour rate in collective bargaining
negotiations).
In these instances, neither Canada nor the contractor would have confidence in accepting a fixed price over
an extended period of time. As a result, the price is set or negotiated with a provision that allows for revisions
to the fixed base price upon the occurrence of certain contingencies.
EPAs mitigate a significant risk posed by market fluctuations associated with a contractors’ input
costs related to a specific commodity (commodity risk).
FCAs mitigate a significant risk posed by currency fluctuations related to a foreign-based source of
supply (foreign exchange risk).
When to use
When it is not possible for Canada and the contractor to make a realistic estimate of future material,
labour or overhead costs, and the potential variations in these costs could be significant.
In fixed price or fixed time/unit rate basis of payment in both competitive and non-competitive
situations. Adjustments to fixed prices or fixed time/unit prices in a contract will be allowed only if
provided for in the contract. Refer to various clauses for EPAs and FCAs in subsection 5-C of the
SACC Manual.
For example, when significant uncertainty exists in the market, such that:
The contractor’s commodity pricing is highly volatile;
Labour rates are a significant portion of the contract costs, and the contractor is in collective
bargaining negotiations; or
A critical and designated source of supply for its input costs are exposed to foreign currency risk.
Economic price adjustments should not normally be included in contracts with delivery schedules of less than
12 months, or contracts valued under $100,000.
Factors to consider
EPAs/FCAs can be applied in both competitive and non-competitive scenarios when warranted and
must be identified in all approval documents and the resulting contract.
EPAs/FCAs provisions provide for both price increases and decreases to protect Canada and the
contractor from the effects of economic changes.
Other considerations that could be made instead of or in addition to EPAs/FCAs for areas of
significant fluctuations, include:
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o postpone the procurement;
o use available substitute products;
o provide advance information on requirements to potential contractors, to benefit from their
improved ability to control costs by forward planning, and to make full use of the commodity
futures markets in appropriate circumstances;
o reduce the period of term contracts or the quantities ordered on production contracts;
o increase production rates to compress the duration of contracts;
o reduce administrative time allowances in the procurement process (solicitation, award decision,
award of contract and authority to commence work), while adhering to required time frames
under Canada's trade agreements; and
o isolate the unstable element in pricing the work and providing for price adjustment, both upward
and downward, on it alone, in accordance with a reliable predetermined formula such as an
established economic index.
Process Steps
Process Steps
Process Overview
Determine
Whether a
Provision for an
EPA or FCA is
Required and
Document and
Justify the
Decision
Supporting documentation to justify the use of this provision should be included
in the appropriate procurement file.
When a competitive bidding process is used, the proposed EPA or FCA
provisions must be clearly outlined in the solicitation document. In all other
situations, EPA or FCA provisions must be agreed upon during negotiation of the
initial or base year contract price.
The advice of a price advisor (from PSSS) is recommended in the development
of any significant or major economic price adjustment provisions, in accordance
with the Directive and Guideline on the Use of Cost and Price Analysis Services.
Establish the
Fixed Price/ Fixed
Time/Unit Rate
See Section 4.1.1 (Fixed Price) or Section 4.1.2 (Fixed Time/Unit Rate) for more
information.
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Process Steps
Process Overview
Establish How the
Contract Price will
be Adjusted
Upwards or
Downwards
The price adjustment method used should be the simplest, most suitable
adjustment formula to provide the protection necessary to both parties with the
least administrative effort.
Where a price adjustment is used, the awarded contract must include a term
specifying a ceiling price.
The awarded contract must clearly identify the fixed price/rate (the base price),
the adjustment methodology or price index/exchange rate used (if applicable),
and the base period for which adjustments are to be made.
A trigger point could be defined in the contract to establish when an EPA or
FCA is required (i.e., annual market change, raw material index +/- 3%)
Adjustment provisions to prices for commercial goods and services:
o If the fixed price/rate includes a discount factor, from the initial or then
current established catalogue price, the same discount factor should
be applied to the adjusted price, unless otherwise stated in the contract.
o Statistics Canada publishes a variety of reports, providing changes in
price indices, material and labour costs. The Department of Labour
performs this function in the United States. Private sector surveys may
also be used. Numerous bank rates are also available for use with FCA
provisions.
Adjustments to actual costs for labour or material:
o Ensure the contractor's accounting system permits timely compilation
of all necessary cost data relative to the EPA and/or FCA during
contract performance.
o The calculation of any adjustment formula should remain consistent
with the cost/price accounting treatment used to arrive at the base
price. This will ensure accuracy in measuring variation from the base
price.
o A company's union agreement with its employees may be considered
an acceptable economic labour rate index for that company, provided
that it reflects comparable labour rate movements within that industrial
sector.
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Process Steps
Process Overview
Incorporate
Pricing into the
Contract
The price adjustment formula must provide for both upward and downward
revision of the fixed base price and include a ceiling price or limitation of
expenditure. It must identify, if applicable, the economic wage or price index to
be used, the fixed base price element, and the base period for which adjustments
are to be made.
The various economic price adjustment clauses are in subsection 5-C of the
SACC Manual.
Monitor, Review
and Evaluate
Pricing Strategy
Monitor, review and evaluate the pricing strategy, as required, throughout the
contract. Take note of any issues with the contract and ensure early engagement
with PSSS to resolve any pricing matters.
Documentation,
Justification,
Authorization
Ensure all decisions are properly documented, justified and authorized
throughout this process in the procurement file.
See Section 3.3 (Documenting & Justifying Key Price Decisions) for further
details.
Example 4.2.a
There is a requirement for a contract for a production aircraft component which contains carbon steel.
Contract performance is expected to be for a period of five (5) years.
It was identified that 35% of the acquired part would be composed of carbon steel, the price of which may
fluctuate significantly over time. Therefore, it was agreed that an EPA clause would be included in the
contract in order to decrease the risk of cost uncertainty to the contractor or Canada. It was agreed to
adjust the price based on changes in the Global Carbon Steel Index (GCSI), which is considered to provide
the most accurate depiction of price changes of carbon steel.
The base point against which the changes would be compared was determined to be the GCSI figure for
the month when the contract commenced. The price would then be subject to adjustment at the end of the
each one-year period. Having the price set for each component item, the following EPA formula was
incorporated into the contract:

󰇛 󰇜
Where: B = GCSI for base period;
I = GCSI for the month preceding the month of reassessment of the price;
L = percentage of the price subject to adjustment;
P = base unit contract Price.
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If:
the base unit price for the procured part is $1,000;
the GCSI for the base period is 142.1;
the GCSI for the month preceding the month of reassessment of the price (one year after
signing the contract) is 168.7; and
the percentage of the price subject to adjustment is 35% of the unit price,
Then:
 
   󰇛 󰇜

The calculated adjusted unit price of $1,065.52 will be used to price the contract for the next one-year
period.
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4.3 CEILING PRICE AND LIMITATION OF EXPENDITURE
Contract budgets could be exceeded if actual costs or volumes are greater than estimated in a fixed time/unit
rate or cost reimbursable contract. This risk can be mitigated by the use of price control mechanisms such
as a ceiling price or limitation of expenditure.
A ceiling price is used when the level of effort or quantity can be realistically estimated and there is
full agreement between the parties as to what constitutes the prescribed work. The contractor must
complete the prescribed work without additional payment, whether or not actual costs exceed the
ceiling price.
o During negotiations of a ceiling price, consider the uncertainties involved in contract
performance and the cost impact. Also, the ceiling should provide for assumption of a
proportion of the risk by the contractor.
o SACC Manual clause C6000C must be used in a ceiling price contract where it is necessary
to ensure the contractor does not make changes or carryout additional work without the prior
written approval of the contracting officer.
A limitation of expenditure is the maximum amount of money a contractor may be paid for the
prescribed work. The limitation of expenditure is normally used when the level of effort cannot be
accurately estimated at the outset in cost-reimbursable and fixed time/unit rate type contracts.
“Expenditure” in this context, refers to payments made by Canada to the contractor. The clause
limits Canada’s total liability under a contract and establishes a notification and reporting
requirement on the part of the contractor. At the client’s request, the contracting officer will amend
the contract to increase the limitation of expenditure or request the contractor to complete the work
to the extent that the limitation of expenditure permits.
o SACC Manual clause C6001C provides for a limitation of expenditure which is a maximum
amount the contract may be paid for the prescribed work.
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4.4 INCENTIVES
What is an Incentive?
An incentive is the conscious use of rewards and recognition to encourage desired behaviour.
An incentive is a tool used in contracting to maximize value to both the Government of Canada and the
contractor by motivating and rewarding the achievement of Canada’s desired outcomes, when appropriate.
Incentives can be both short-term to achieve
specific goals or long-term to encourage the
sustainment of behaviours.
When appropriately structured, incentives can
allow Canada to focus the contractor on the
outcomes of critical importance to a procurement.
Incentives also allow Canada to share in cost
savings and risks while affording the contractor an
opportunity to earn more profit.
For additional information on the benefits of incentives, please refer to Annex 5.2.1 (Discussion Paper:
Contract Incentives to Encourage and Reward Enhanced Value to Canada).
When to Use
Incentives can be used:
In both competitive and non-competitive procurements; and
With all bases of payment types to reward superior contract performance which exceeds the base
standards established in the Statement of Requirement/Work and provides value to Canada.
When Not to Use
Incentives may not be appropriate or effective for all contracts, particularly when:
The contractor will achieve the target performance criteria without an incentive.
The contractor will not be motivated by the incentives to achieve the target performance criteria.
There is minimal to no value to Canada for the contract to perform beyond the base standards
established in the statement of requirements.
Did You Know?
Incentives can be used in both competitive
and non-competitive procurements.
Incentives can also be used in with all bases
of payment types to reward superior contract
performance which exceeds the base
standards established in the statement of
requirement.
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Factors to Consider
The performance objectives or outcomes associated with the incentive should be balanced and
aligned to the most important objectives of the procurement. Rewarding a contractor for simply
meeting the contract requirement should be avoided.
Incentives should be challenging and add value to a procurement when achieved. It is important to
avoid incentives that are easily achieved and don’t add value to the procurement, but also to note
that when incentives are too challenging and difficult to achieve, a contractor may be discouraged to
invest the effort and cost required to achieve the performance.
An assessment is needed to ensure the incentive(s) will, in fact, motivate a contractor to perform
(e.g., follow-on business, growth, maintaining or retaining a production capability, and positive past
performance information). This will vary by contractor based on many factors including but not limited
to basis of ownership, size, diversification, and organizational culture.
Consideration should be given to whether or not the contractor has control over the achievement of
the incentives and whether the performance objectives can be measured and verified, which includes
ensuring that the contractor’s systems can adequately track the information required for
measurement.
The benefits of the contract outcomes should exceed the combined cost of the incentives and cost
of their administration to all parties.
The structure and administration of incentives should be as simple as possible. Simple, limited, high
level objective measurements are preferred over complex multi-variable algorithms. This includes
avoiding the use of too many incentives in a single contract. Too many incentives dilute the focus
and makes it more likely for the Government of Canada to pay for unintended outcomes. See the
section on Multiple Incentives and Competing Objectives below.
If there are unstable market conditions and the procurement includes the use of an Economic Price
Adjustment (EPA) or Foreign Currency Adjustments (FCA), the EPA or FCA must be excluded from
determining the incentives. (See Section 4.2 Economic Price Adjustments and Foreign Currency
Adjustments for more information).
The involvement and active communication with all stakeholders including program, technical,
acquisition, and price advisors in the incentive planning process is essential. In addition, modelling
of the impact and value of incentive programs from both the Government of Canada and the
Contractor perspectives is essential.
Incentives may modify contractor behaviour. In order to ensure the behaviour modification is
planned and welcomed, it is imperative that the contract structure, including basis of payment,
88 | Page Public Services and Procurement Canada August 2023
statement of work, and performance management plans, be developed considering the perspective
of both the Government of Canada and the contractor. An incentive plan that is not informed by all
parties and perspectives can result in unintended consequences on a procurement.
Timing
Establishing incentives and how they will be applied, measured and tracked should be decided before a
contract is put into place and when the priorities and most important objectives of the procurement are
defined. It is important to stress, however, that planned incentives can be applied at multiple stages within a
procurement.
Non-Competitive Contracts: With respect to non-competitive contracts, incentives can be introduced during
negotiations of a contract price and applied anytime throughout the life of a contract.
Competitive Contracts: When it comes to competitive contracts, it is recommended that incentives be
introduced in the solicitation, as part of the resulting contract clauses. If there are uncertainties in terms of
the application of incentives, specific incentive parameters can be stated in the solicitation.
There will be times, however, particularly in contracts where the scope and performance of the goods and/or
service being contracted has too much uncertainty and will become clearer over time. In these situations, the
procurement team may have more information and, as a result, may be in a better position to apply incentives
appropriate for the contract. In these cases, the incentives to a contract may be in the best interest of all
parties. With respect to competitive contracts, negotiations would need to be undertaken within the
parameters established in the solicitation. Considerations should be given to the limitations established by
the various trade agreements.
Incentive Types
There are a number of incentive options available. The following is a list of incentives for which additional
guidance has been provided in the Guide. This is not to be considered an exhaustive list of incentives, but
rather a starting point from which to establish a base incentive. Table 4.4.a. below provides a brief description
of the following incentive types:
Technical performance incentives;
Schedule performance incentives;
Awards fees; and
Non-financial incentives.
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Table 4.4.a.: Incentive Types
Section of
Guide
Incentive
Type
Description
Objective
4.4.1
Technical
Performance
Incentives
The contractor is provided with the
opportunity to earn additional profit
upon achievement of one or more
technical performance goals.
Superior technical
performance;
Performance reliability;
Improved service delivery;
and
Increased availability.
4.4.2
Schedule
Performance
Incentives
The contractor is provided with the
opportunity to earn additional profit
upon achievement of one or more
targeted delivery dates.
More timely delivery
4.4.3
Award fees
An award fee establishes a pool of
funds available to the contractor in the
event the contractor exceeds pre-
established performance elements.
Award fee arrangements are
appropriate when important elements of
performance cannot be objectively or
quantitatively measured.
To achieve superior
performance in areas that
can only be measured
subjectively.
For example:
Superior customer service;
Management
responsiveness; and
Quality assessments.
4.4.4
Non-
Financial
Incentives
The contractor is incented to achieve
superior performance to earn non-
monetary rewards that are not part of a
contractor’s pay.
To exceed overall contract
performance objectives.
Multiple Incentives and Competing Objectives
It is possible to incent only one objective or multiple objectives in a single contract. While it can be
complex, effectively balancing incentives across multiple objectives can help avoid the unintended
consequence of sacrificing the performance of certain objectives. For example, a contractor may decide
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to sacrifice the quality of a product if the only incentive in place in the contract is tied to product delivery
within a scheduled target date.
For multiple incentives to work as intended within a contract and to avoid competing objectives, it is
important to ensure that goals are not in conflict and that the different incentives are appropriately
balanced with consideration of the contract’s overarching priorities and objectives.
Examples of competing objectives:
Cost versus Technical Performance
o It is likely that the cost to build and service a ship for achieving greater number of days at sea
is higher with each additional day at sea.
Technical Performance versus Schedule
o It will likely take longer to build and test a missile that will travel farther and be more accurate.
Schedule versus Cost
o In the ship building example, additional project work could result in overtime and higher labour
costs to meet delivery timelines.
o On the other hand, a ship builder incorporating new technology in production might be able to
deliver early and reduce overall project costs.
Selecting the Appropriate Incentive
To determine which incentive is best for a procurement it is important to start by assessing how the cost,
schedule and technical risks associated with the contract have been allocated in the basis of payment. This
would include consideration of the following two questions:
How much risk and responsibility has already been assumed by the contractor for the cost of the
performance; and
How much profit is already included in the contract to achieve the performance objectives?
The decision to use incentives and to determine which incentives to use requires professional judgement
by the contracting officer. There is no exact recipe on the necessary pricing elements for each
procurement. Instead, analysis, understanding and professional judgement are required.
See Section 4.5 (Pricing Approach Selection) for further considerations to considerations related to the choice
of Basis of Payment and Incentives.
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4.4.1 TECHNICAL PERFORMANCE INCENTIVES
Definition
Technical performance incentives include the technical goals that have to be achieved in performing the
contract and to bring value to Canada. These goals can be expressed in the form of technical criteria as well
as specifications and requirements. Incorporating technical performance incentives in a contract aims to
achieve and/or improve technical parameters related to the procurement that are of critical importance to
Canada. Upon achievement of one or more specified levels of technical performance, the contractor is
provided with the opportunity to earn additional profit.
When to Use
When performance excellence and improvements would add value or are of critical importance to
the procurement and to Canada (e.g., quality and technical ingenuity).
When it is possible to establish predetermined, objective and measurable incentive targets
applicable to technical performance.
In all forms of pricing approaches ranging from fixed price to cost reimbursable.
In combination with and in addition to other incentive plans related to cost, delivery and performance.
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Factors to Consider
Risks
Benefits
Complicated to apply because it can be difficult
to establish an appropriate incentive formula
and to ensure it is fair with an optimal allocation
of risk and reward to incent the contractor to
deliver on performance objectives (e.g., cost
efficiency, technical sufficiency).
Resources are required to monitor, manage
and evaluate.
Can provide a practical way to motivate
excellence in contractor performance or to
meet technical performance criteria critical to
Canada.
When established without a corresponding
cost control incentive or process, it can
potentially result in cost inefficiencies.
It is effective only for incenting performance for
criteria that are objective. It should not be used
on performance criteria that require
professional judgement to assess actual
performance. See Section 4.4.3 (Award Fees)
for incentives related to subjective criteria.
Process Steps
Process Steps
Process Overview
Develop and
Define the
Performance
Criteria and
Parameters
The selection of performance criteria and parameters relies heavily on contract
technical considerations.
Selection of performance criteria and parameters are based on the technical
specifications in the procurement requirements and technical proposals of the
contractor.
Choose the important elements of performance from which Canada would benefit
from improvements such as future cost savings related to production, operational
efficiencies and increased capabilities.
The benefit to Canada of improving the minimum requirement must be clear and
definitive. There are no set rules for defining this benefit, and the criteria will vary
based on the procurement. They must be achievable at the minimum acceptable
level.
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Process Steps
Process Overview
Define the
Performance
Range and
Target
Competitive Contracts: It is necessary to ensure that the performance levels are
formally accepted by the client and are reasonable for the potential suppliers.
Non-Competitive Contracts: It is necessary to ensure that the performance levels
are formally accepted by both the client and the proposed contractor.
Establish three targets:
Standard Performance Target: Level of performance the contractor will likely
achieve with normal technical and management effort.
Minimum Acceptable Performance: Level of minimum performance required
to meet the contractual performance obligation. This level must be
achievable and acceptable if only minimum performance levels are
achieved.
Maximum Performance: Level of maximum performance that will add value
to the procurement. Above the maximum value, no further incentives are
required because it will no longer add value to Canada. This level should not
be set so high that a major technological breakthrough would be necessary
to achieve it.
Develop the
Incentive
Formula
There are many options available for Performance Incentive formulas. The following
are the two most commonly used formulas as shown in SACC Manual clause C8006C:
Variable Payment
Rewards an increase on a pro rata basis for each level of improvement
above the standard performance target level up to the maximum
performance level.
A pre-established formula determines the value to Canada of each
incremental increase/decrease in performance to the maximum and
minimum levels.
A straight-line formula is the most standard method of applying this
incentive.
Target Incentive Fee
Rewards a contractor a set fee for meeting specific performance targets.
Performance targets that add value to Canada are clearly outlined in the
contract along with the corresponding fee percentage or dollar value.
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Process Steps
Process Overview
Establish
Methodology for
Validation of
Performance
Define the validation process for the establishment of the levels to be achieved.
Ensure all parties clearly understand and accept how performance will be
measured for the purpose of assessment.
Validation programs and procedures should be well documented including details
such as timing, methods of testing, locations for testing, testing conditions,
number of tests and parties to observe testing.
Documentation,
Authorization
and
Incorporation
into Contract
Performance levels, ranges and validation methods for determining whether or
not performance has been achieved must be documented in the contract.
Ensure all parties clearly understand and accept the performance measurement
criteria.
Clearly define the incentive targets and formulas along with the dollar or
percentage values to be awarded at each increment or target.
See Section 3.3 (Documenting & Justifying Key Price Decisions) for further
details.
Examples
The following examples are designed to show how to calculate the incentives.
Example 4.4.1.a.: Variable Payments Incentive
There is a contract for construction and ongoing cost of operations of a Canadian Coast Guard ship that
indicates that:
The standard number of days required by the Canadian Coast Guard for the ship to be available to
be at sea is 150 days.
The minimum acceptable period at sea is 140 days.
The maximum period from which the Canadian Coast Guard could benefit from the ship being at sea
is 200 days.
The base payment amount is $10,000,000.
The available variable payments incentive amount is $500,000.
The difference between the maximum number of days at sea and the standard number of days is 50 (i.e. 200
less 150). Thus, the contractor has an opportunity to receive $10,000 more (i.e. $500,000 divided by 50
95 | Page Public Services and Procurement Canada August 2023
days) than the base pay of $10,000,000, for each additional day of being able to stay at sea above the target.
Similarly, the base pay could be reduced by the same amount for each day at sea below the target number
of days up to the point where the minimum requirements are reached.
Scenario 1
If the assessment of actual performance on the technical requirement shows that the coast guard ship could
be at sea for as many as 180 days, then the calculation of total contract price will be as follows:
Base payment = $10,000,000;
Variable amount (for each day of variance from the target period) = $10,000;
Standard target period as per requirements = 150 days;
Actual period for which the ship could stay at sea = 180 days;
Payment adjustment = (180 days 150 days) x $10,000 = $300,000; thus
Total price = $10,000,000 + $300,000 = $10,300,000.
Example 4.4.1.a: Variable Payments Incentive (continued)
Scenario 2
If the assessment of actual performance on the technical requirement shows that the coast guard ship could
be at sea for no more than 145 days, then the calculation of total contract price will be as follows:
Base payment = $10,000,000;
Variable amount (for each day of variance from the target period) = $10,000;
Standard target period as per requirements = 150 days;
Actual period for which the ship could stay at sea = 145 days;
Payment adjustment = (145 days 150 days) x $10,000 = - $50,000; thus
Total price = $10,000,000 - $50,000 = $9,950,000.
Example 4.4.1. b.: Target Performance Incentive
The same contract example presented above is used, but in this instance, target incentives have been
established for achievement of 180 days at sea valued at $150,000 and of 200 days at sea valued at
$300,000.
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Scenario 1: Contractor achieves 180 days
Base payment = $10,000,000;
Target incentive = $150,000; and
Total price = $10,000,000 + $150,000 = $10,150,000.
Scenario 2: Contractor achieves 200 days
Base payment = $10,000,000;
Target incentive = $300,000; thus
Total price = $10,000,000 + $300,000 = $10,300,000.
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4.4.2 SCHEDULE PERFORMANCE INCENTIVES
Definition
Schedule performance incentives involve rewarding the achievement of incentivised delivery timeline goals
set in the contract that are of critical value or provide additional value to Canada. The contractor is provided
with the opportunity to earn additional profit upon achievement of one or more targeted delivery dates.
When to Use
When it is of critical importance to Canada to receive a good or service in a timely manner.
When it is feasible to establish predetermined, objective and measurable incentive targets applicable
to delivery times.
In all forms of pricing approaches ranging from fixed price to cost reimbursable.
In combination with and in addition to other incentive plans related to cost, delivery and performance.
Factors to Consider
Risks
Benefits
Canada’s action can both positively and
negatively impact contractor performance.
For example, a schedule performance
incentive could compromise the quality of
work.
When established without a corresponding
cost control incentive or process, it can
potentially result in cost inefficiencies.
Practical way to achieve required timelines.
Practical way to ensure matters of an urgent
nature are delivered on time.
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Process Steps
Process Steps
Process Overview
Establish the
Schedule
Requirements
The delivery requirement must be realistic and cannot be based on dates that are
impossible to achieve. At the same time, it must not be so easy that the contractor
could achieve the dates with minimal effort.
Establish flexibility in the incentive with the use of minimum, maximum and target
dates, where possible.
Define the
Target Dates
and Date
Ranges
Target dates are the delivery dates of critical importance to the performance of the
contract:
o One Target Date: The delivery incentive will provide a bonus payment simply
if the target date is met and no bonus payment if the date is not met.
o Target Date Range: The earlier the completion of performance the greater
value to Canada and the greater the incentive up to a maximum acceptable
delivery period.
Link Schedule
Requirements to
Performance
Requirements
It must be clear that the delivery incentive is also contingent on the specifications
of the contract being met.
If specifications are not met and further work is required to meet contract
specifications, the delivery time is measured to the point the work meets the
specifications.
Establish
Incentive
Formula
There are many options available for Schedule Incentive formulas. The following are
the two most commonly used formulas as shown in SACC Manual clause C8007C:
Variable Payment
Rewards increase on a pro rata basis for each time period closer to the earliest
delivery date desired.
If desired, penalties increase on a pro rata basis for each time period after the
standard delivery target up to the latest acceptable delivery date.
Pre-established formula determines the value to Canada of each incremental
increase/decrease in schedule to the maximum and minimum dates.
A straight-line formula is the most standard method of applying this incentive.
Target Incentive Fee
Rewards a contractor a set fee for meeting a specific schedule target.
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Process Steps
Process Overview
Schedule targets that add value to Canada are clearly defined in the contract
along with the corresponding fee percentage or dollar value.
Documentation,
Authorization
and
Incorporation
into Contract
The dates or date range (earliest delivery date desired, standard delivery target,
and latest acceptable delivery date) must be clearly documented in the contract.
The time intervals and formula over which the delivery incentive will be paid must
also be clearly documented and included in the contract.
See Section 3.3 (Documenting & Justifying Key Price Decisions) for further details.
Examples
The following examples are designed to show how to calculate the incentives.
Example 4.4.2.a.: Variable Payment Incentive
A contract has a base payment amount of $500,000.
The target delivery time for the requirements was negotiated as 50 weeks, with the latest and
earliest acceptable completion dates being 55 and 40 weeks, respectively, from the outset of the
contract.
A variable incentive (and penalty) was established at $5,000 per week for completion of the work
in advance (or behind) the target delivery time, up to a maximum incentive of $50,000. This
approach applies a straight line formula to the incentive, up to the established maximum.
Scenario 1
If the contractor delivered on the contract requirements in 43 weeks which is earlier than the target delivery
date by seven (7) weeks, then the calculation of total contract price would be as follows:
Base payment = $500,000;
Variable amount (for each week of variance from the target delivery date) = $5,000;
Standard target period as per requirements = 50 weeks;
Actual delivery period = 43 weeks;
Payment adjustment = (50 weeks 43 weeks) x $5,000 = $35,000; thus
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Total price = $500,000+ $35,000 = $535,000.
Scenario 2
If actual delivery on the contract requirements was in 54 weeks, which is later than the target delivery date
by four (4) weeks, then the calculation of total contract price would be as follows:
Base payment = $ 500,000;
Variable amount (for each week of variance from the target delivery date) = $5,000;
Standard target period as per requirements = 50 weeks;
Actual delivery period = 54 weeks;
Payment adjustment = (50 weeks 54 weeks) x $5,000 = -$20,000; thus
Total price = $500,000 - $20,000 = $480,000.
Example 4.4.2.b.: Target Schedule Performance Incentive
A contract has a based amount of $500,000.
The target delivery time is 50 weeks, and will equate to a $50,000 incentive if met, for a total payment
amount of $550,000.
If the delivery takes place after the target delivery date, the incentive of $50,000 is not paid, and the
maximum payable for the work, if and when complete, will be $500,000.
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4.4.3 AWARD FEES
Definition
Award fee incentives are used to motivate contractors to perform in areas critical to a procurement’s success
that are subject to judgment and qualitative measurement and evaluation. The award fee incentive is a pool
of funds, up to a maximum of which the contractor can earn, in addition to any profit or base-fee, upon an
evaluation of performance against pre-established criteria.
Figure 4.4.3.a.: Award Fees
When to Use
When evaluating a performance that is subjective in nature and it is not feasible to determine
objective incentive targets applicable to cost, schedule or technical performance.
When the contract amount, performance period, and expected benefits should warrant the cost of
the additional administrative and management effort of using award fees.
When there is something to be gained by motivating excellence in performance including quality,
expediency, technical ingenuity and cost-effective management.
In all forms of pricing approaches ranging from fixed price to cost reimbursable and in combination
with other incentives.
Profit
Cost
Max
Fee
Min
Fee
Target Cost
100/0
Share Line*
Base Fee or Profit
Award Fee Pool
*100 = Canada's share, 0 = contractor's share
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Factors to Consider
Risks
Benefits
Significant administrative burden. Requires
resources to monitor, manage and evaluate.
Challenging to align award fee earnings with
contract performance outcomes.
Canada’s actions can both positively and
negatively impact contractor performance.
Low qualitative ratings can potentially cause
tension with contractors.
If multiple evaluation periods are in place
over the term of the contract, there is a risk
of disproportionate allocation of the total
award-fee pool over the evaluation periods.
A greater portion of award fees could be
earned in the early stages of the contract,
which could lower the contractor’s motivation
and lead to poor performance towards the
end of the contract.
Awards fees can be a flexible way to motivate
excellence in contractor performance.
Can motivate a contractor to concentrate
resources in areas critical to a program’s success.
In a contract where cost control exists award fees
can focus the contractor’s efforts on qualitative
key performance areas.
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Process Steps
Process Steps
Process Overview
Prepare and
Document an
Award Fee Plan
The award fee plan structures how the contractor’s performance will be
evaluated and is aligned with the government’s strategy, goals and objectives
for the procurement.
Not all award fee contracts will be structured and administered in the same way.
All details of an award fee plan must be documented and incorporated in the
procurement file.
The plan must clearly communicate the key factors within an award fee
incentive, which includes the award fee amount and evaluation details such as
evaluation periods, teams, categories, criteria, ratings and process.
Develop the Award
Fee Amount
The award fee must incorporate the following factors:
o Value to Canada for exceptional performance;
o Amount required to sufficiently motivate the contractor to achieve
exceptional performance; and
o Complexity of the work and the resources required for contract
performance.
There are a number of different approaches to establish the award fee pool
such as a review of previous and current contracts for similar requirements,
awarding percentages based on risk and the importance of the established
evaluation criteria, the total value of the contract, and cash flow analysis.
Award fees are earned by meeting predetermined evaluation criteria. The
contractor begins with 0% of the available award fee and must work up to the
evaluated fee.
Develop the
Evaluation Period
The contract performance can be divided into evaluation periods when
required. It is possible to have one or multiple evaluation periods.
Avoid evaluation periods that are too short in length, which can lead to
excessive administrative burden on the contract.
Ensure that there is sufficient amount of the award fee available for payment at
contract completion to motivate contractor performance through to the end of
the contract.
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Process Steps
Process Overview
Establish the
Evaluation Team
The number of members forming the evaluation team and their qualifications
will depend on the nature, dollar value and complexity of the acquisition.
An appropriate balance between technical expertise and procurement expertise
should be considered.
The evaluation team members must be familiar with the contract and the work
being performed, the evaluation categories, criteria and plan. The evaluation
team must also have the time available to commit to the evaluation in a timely
manner.
Develop the
Performance
Categories
Performance categories emphasize the most important needs and goals of the
procurement.
It is not necessary to include all functions required by the Statement of Work in
the evaluation plan.
Spreading the award fee over a large number of categories dilutes the
emphasis and takes the focus away from the key areas of success.
Examples of performance categories include output factors such as cost
control, program management, service quality and schedule.
Define the
Evaluation Criteria
and Ratings
Three to five standard criteria are recommended to assess the contractor’s
performance in a performance category.
Point or score ranges are assigned to each criterion, and the overall score for
a performance category is determined by the total points from each criterion
within the category.
In the event that certain criteria are of higher importance than others, relative
weighting can also be assigned to the criteria.
Examples of criteria include the following:
For cost control performance category:
o Ability to meet cost estimate;
o Cost control program;
o Timeliness of cost problem communications; and
o Establishment and monitoring of staff utilization goals and standards.
For a program management performance category:
o Program planning abilities;
o Responsiveness to program and technical issues; and
o Ability to anticipate and assess program and milestone changes
independently.
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Process Steps
Process Overview
An example assessment of the above criteria would be a range assessment
with pre-established scores for each criterion:
o Unsatisfactory 1-50
o Satisfactory 51-60
o Good 61-75
o Very Good 76-90
o Excellent 91-100
Establish the
Evaluation Process
Keep the process as clear and as simple as possible.
Decide and document at what points the evaluation will be performed and
clearly define the evaluation periods. Ensure the evaluation is done in a fair and
timely manner.
Determine how evaluation information will be gathered.
Determine how often information will be obtained for review.
Establish a communication process for the evaluation process and results,
including required response times.
The evaluation process is outlined in SACC Manual clause C8008C.
Documentation,
Authorization and
Incorporation into
Contract
Ensure the evaluation plans and procedures are communicated to all parties.
Plans should be signed by both Canada and the contractor. This should ideally
take place prior to the commencement of a performance period and included
as an attachment.
A predetermined period should be established for a review of the evaluation
plan where modifications can be made.
Authorization must include evidence of program management acceptance as
well as authorization from the appropriate contracting level.
Formal documentation of the evaluation, evaluation process and final ratings
should also be maintained.
See Section 3.3 (Documenting & Justifying Key Price Decisions) for further
details.
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The following examples are designed to show how to calculate the incentives.
Example 4.4.3.a.: Cost-Plus Award Fee Contracts
A five (5) year contract is awarded with estimated costs of $10,000,000.
A base fee total estimated costs, i.e. $200,000, which will be earned upon completion of the contract
by the contractor regardless of the results of the performance evaluation.
An award fee amounting to up to another 10% of total estimated costs, i.e. $1,000,000, is available
to the contractor providing it achieves pre-established performance criteria.
Performance evaluations are conducted annually; therefore the award fee may be earned on an
annual basis across the five-year contract.
Total Estimated Costs
$10,000,000
Base Fee
$200,000
Award Fee Pool
$1,000,000
Total potential fee (profit) available to the contractor
$1,200,000
Contract Period
5 years
The allocation of the total award fees pool over the five periods is uniform, which means that the maximum
amount of the award fee that could be earned in one evaluation period is the same as for the other periods
because the risks and type of work to be performed on the contract is similar throughout the whole contract
period. The calculations are as follows:
Number of Evaluation
Periods
1st period
2nd period
3rd period
4th period
5th period
Duration of each
evaluation period
1 year
1 year
1 year
1 year
1 year
Allocation of Award Fee
pool over evaluation
periods (%)
20%
20%
20%
20%
20%
Maximum amount of
award fee that could be
earned in each period
$200,000
$200,000
$200,000
$200,000
$200,000
If the risks and type of work change throughout the duration of the contract, then the allocation of the award
fee pool over the evaluation periods might be unequal as shown in the following table:
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Number of Evaluation
Periods
1st period
2nd period
3rd period
4th period
5th period
Duration of each
evaluation period
1 year
1 year
1 year
1 year
1 year
Allocation of Award Fee
Pool over Evaluation
periods (%)
15%
35%
20%
5%
25%
Maximum amount of
award fee that could be
earned in each period
$ 150,000
$ 350,000
$ 200,000
$ 50,000
$ 250,000
Example 4.4.3.b.: Fixed Price Award Fees Contracts
A five (5) year contract is awarded with a fixed price of $10,000,000.
An additional amount of up to $1,000,000 in award fees is available to the contractor providing it
achieves pre-established performance criteria.
Performance evaluations are conducted annually; therefore the award fee may be earned on an
annual basis across the five-year contract.
If the allocation of the award pool is uniform over the five evaluation periods, the contractor has an
opportunity to earn up to 20% of the maximum award fee at each of the five evaluation periods.
If the allocation of the award pool is not equal due to differences in risks and type of work being
conducted in each year, the maximum amount that could be earned at each evaluation period could
vary from year to year.
The following table shows the dollar amounts for the example on Fixed Price Award Fee (above) and
Weighted Award Fee (below), which follows below.
Total Estimated Costs
$ 10,000,000
Award Fee Pool
$ 1,000,000
Contract Period
5 years
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Number of Evaluation
Periods
1st period
2nd period
3rd period
4th period
5th period
Duration of each
evaluation period
1 year
1 year
1 year
1 year
1 year
Allocation of Award Fee
Pool over evaluation
periods (%)
20%
20%
20%
20%
20%
Maximum amount of
award fee that could be
earned in each period
$200,000
$200,000
$200,000
$200,000
$200,000
Unequal Allocation of
Award Fee Pool over
evaluation periods (%)
15%
35%
20%
5%
25%
Maximum amount of
award fee that could be
earned in each period
$150,000
$350,000
$200,000
$50,000
$250,000
Unlike cost-plus award fee contracts, fixed price award fee contracts do not provide for a base fee since profit
is already included into the fixed price. Because the profit that is already included in the fixed price is designed
to provide maximum incentive for the contractor to be efficient in terms of cost, an award fee in this type of
contract might be used to incent other areas such as technical and schedule performance.
Example 4.4.3.c.: Weighted Award Fee
A weighted award fee could be used to determine the actual award fee earned for the evaluation period in
both cost-plus award fee and fixed award fee contracts. In both cases, relative weights are assigned to the
evaluation criteria based on their relative importance in the contract.
In the example below, contractor performance is assessed in three main areas: technical, management, and
cost.
The technical area is assigned a 50% weight; management is assigned 30%; and cost is assigned
a 20% weight, which indicates that technical performance is of the greatest importance.
Each area is scored (out of 25 points).
The relative weight of each area is applied to the score rate to arrive at a weighted result for each
area, and then these weighted results are totalled to arrive at an overall performance rating for the
period.
The following table outlines for the mechanics of this calculation:
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Evaluation Criteria for
Each Period
Relative
Weight of the
Criterion
Score (/25)
Description of the
score range
Weighted Results
Technical Area
50%
17.0
Good
0.5*17=8.5
Management Area
30%
21.6
Excellent
0.3*21.6= 6.48
Cost
20%
19.5
Very Good
0.2*19.5=3.9
Total
100%
Very Good
8.5+6.48+3.9 = 18.88
The overall performance rate for the period is 18.88 points out of 25, which corresponds to 75.52%
(=18.88/25) of the maximum performance for the period.
Therefore, if the maximum award fee for the period is $200,000, then the actual award fees earned for the
period would be $200,000*75.52% = $151,040.
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4.4.4 NON-FINANCIAL INCENTIVES
Non-financial incentives are not readily used in Canada and do not directly impact the profitability of a
contractor in value but contribute to future contractor profitability. For more information on non-financial
incentives please refer to Annex 5.2.1 (Discussion Paper: Contract Incentives to Encourage and Reward
Enhanced Value to Canada).
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4.5 PRICING APPROACH SELECTION
The pricing approach, which involves the selection of an appropriate basis of payment and consideration of
incentives will establish how the contractor is compensated. In order to determine which pricing approach is
best for a contract, it is important to assess how the cost, schedule and performance risks associated with
the contract should be allocated. This would include consideration of the risks and responsibilities that are
appropriate for the contractor to assume in the performance of the contract and the level of profit appropriate
for delivering on the requirements outlined in the contract.
The following figure summarizes the relationship between cost control risks and the contractor’s opportunity
for profit for the main basis of payment types. The figure demonstrates that the risk of cost control increases,
the opportunity for contractor profit increases to compensate contractors for accepting the additional cost
risk.
Figure 4.5.a.: Pricing Approaches
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5.0 PRICING PRINCIPLES
As contracts are awarded competitively and non-competitively, contract pricing can be determined by market
based pricing, commercial pricing or pricing principles. See Figure 5.a below for a decision tree to
determine pricing methods for a contract or contract components.
Figure 5.a: Available Pricing Methods
Market Based Pricing: The Government of Canada makes every effort to ensure that a fair and reasonable
price for goods and services is determined by the market through competition. This is possible when sufficient
competition exists to obtain more than one competitive bid that enables price comparison.
Commercial Pricing: A secondary market option, when competition does not exist, is commercial pricing,
where the goods and services are customarily used by and sold to the general public or entities for non-
government purposes, and as such a supportable market price is available. Refer to Section 5.0.2
(Commercial Pricing) for more information.
Negotiated Pricing: Where market pricing is not possible, the price is negotiated with the contractor. As
outlined in Section 2.3, Pricing Principles are to be applied for all scenarios requiring price negotiations. The
objective is to replicate a fair market price, while establishing a realistic division of responsibilities and risks
between the contractor and Canada.
There are two main categories of Pricing Principles:
1) Cost-Based Pricing Principles, which is the approach most commonly used in the absence of
competition in Canada and internationally in the negotiation of a price; and
2) Alternative Pricing Principles, which provides details on the process to follow for the implementation
of alternatives to Cost-Based Pricing. See Figure 5.b below for further details.
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Figure 5.b: What are the Negotiated Pricing Principles?
Additional Considerations:
Consult the Supply Manual for the following special circumstances that are exceptions:
Research and Development Contracts with Universities and Colleges (see Supply Manual Annex
10.1- Research and Development Contracts with Universities and Colleges);
Non-competitive Contracts with Non-profit Organizations, excluding Universities and Colleges (see
Supply Manual Annex 10.2 - Non-competitive Contracts with Non-profit Organizations, excluding
Universities and Colleges); and
Non-competitive Acquisitions of Manufactured Products and Repair and Overhaul Services from
Agency and Resale Outlets (see Supply Manual Annex 10.3 - Non-competitive Acquisitions of
Manufactured Products and Repair and Overhaul Services, from Agency and Resale Outlets)
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5.0.1 COST-BASED PRICING PRINCIPLES
How does Cost-Based Pricing work?
Once a Pricing Approach (Section 4.0) is determined, the price development and negotiation process can be
applied. As outlined in Figure 5.a above, this means that:
Firstly, it is important to establish an acceptable Cost Base (Section 5.1) for the contract as a whole
or in the form of costing rates, whether based on actual or estimated costs;
Secondly, depending on the Pricing Approach selected (Section 4.0) it is necessary to develop a
profit level (Section 5.2); and
Lastly, when applicable, add incentives. (Section 4.4).
When does Cost-Based Pricing apply?
Cost-Based Pricing applies in the following circumstances:
non-competitive contracts;
competitive Request for Proposals (RFPs) resulting in one compliant bid;
price negotiations subsequent to award for contract components not included in the initial financial
bids and negotiations, such as task authorizations, contract modifications, extensions, additional
work requirements, or amendments to work requirements; and
contracts with cost-reimbursable components, incentives and targets involving costs.
Specifically, this includes the following Pricing Approaches:
BASIS OF
PAYMENT &
REFERENCE
DESCRIPTION
Apply
Cost-
Based
Pricing?
EXPLANATION: Why Cost-Based
Pricing Applies
Fixed Price
Section 4.1.1
Sets a fixed price for the
delivery of a good or service for
the duration of a contract that is
not subject to adjustment
regardless of actual costs
incurred.
The cost base is the foundation of the
price. The estimated acceptable costs
are the starting point upon which a profit
or fee is applied for the determination of
a fixed price.
Firm Price
Annex 1
Sets a total price for the delivery
of a good or service for the
duration of a contract.
The profit included in the
Contractor's price is subject to
audit and adjustment by
Canada, where the actual
contract costs and actual profit
earned is assessed against the
original profit and price
certification for reasonableness.
The cost base is the foundation of the
price. The estimated acceptable costs
are the starting point upon which a profit
or fee is applied for the determination of
a firm price.
In addition, when applied, an audit would
determine the contract’s actual costs
incurred and profit realized and assess
these against the initial price negotiated.
Cost-base principles and standards
would be applied in the audit.
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Fixed
Time/Unit
Rate
Section 4.1.2
Calculates a set rate (which
typically includes direct costs,
indirect costs (overhead
charges) and profit), which is
applied against the actual
volume of units or hours.
The cost base is the foundation upon
which the profit rate is determined. The
estimated acceptable costs are the
starting point for the calculation of the
costing rates, applicable profit rate and
ceiling price where applicable.
Cost
Reimbursable
Section 4.1.3
Reimburses a contractor for all
acceptable contract costs
incurred, typically up to a set
amount.
The cost base is the foundation of the
price. The estimated acceptable costs
are the starting point upon which a profit
or fee is added.
In addition, the costing standard and
principles of Cost-Based Pricing are
applied in the determination of the
contract ceiling price, where applicable,
as well as the acceptable costs.
Provisional
Price
Section 4.1.4
Commences by using a cost-
reimbursable basis of payment
with set parameters and then
moves to a fixed price basis of
payment within the contract
term, as a function of
requirement and cost certainty.
Cost-Base Pricing is applied as detailed
in Cost-Reimbursable and Fixed Price
contracts above.
Incentives
Section 4.4
An incentive is the conscious
use of rewards and remedies to
modify behaviour. An incentive
can be a tool used in
contracting to maximize value to
both the Government of Canada
and the contractor by motivating
and rewarding the achievement
of the Government of Canada’s
desired outcomes, when
appropriate.
In combination with the basis of payment
options mentioned above, Cost-Base
Pricing is also applicable to incentives
through the determination and
assessment of target incentives or
incentives based on costs.
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5.0.2 COMMERCIAL PRICING
Commercial pricing is the price of goods and services used by and sold to the general public or entities for
non-government purposes, in other words, the price in ordinary trade between buyers and sellers free of
bargain. The commercial price includes both the contractor’s costs and profit.
When does Commercial Pricing apply?
Commercial pricing is applied when there is a sufficient number of buyers existing to establish a relevant
market price for the good and service. For example, published catalogue prices for powerful binoculars sold
to many different customers such as individuals and companies for camping, hunting, recreational, and
industrial purposes.
Commercial Pricing can also apply to a procurement as a whole or to specific components of a procurement
where commercial pricing is available. For example, there are two major components for a contract. The first
component is for a radio communication device that is used and sold to many other customers such as
individuals and companies for outdoor, recreational and industrial purposes. Whereas the second component
is for the repair and maintenance of these devices which is not a normally offered service to this supplier’s
customers. The first component of this contract can be commercially priced, whereas the second component
does not have a commercial price.
Price Support for Commercial Pricing
It is important to note that when establishing a commercial price, sufficient price support must be obtained to
validate the price provided by a contractor. Commercial price support can be obtained through a variety of
methods:
Catalogue prices: Based on published catalogues maintained by a contractor as the basis of the
proposed price relative to the price of recent sales. For example, an e-magazine published quarterly
on a contractor’s website listing all products and prices that are in effect for the quarter and available
for sale on the market. Published/standard price lists are lists that contain standard prices for
items/services charged to all entities doing business with the organization. For example, a list of
different prices for different models of cameras sold by a company and published on their website.
Market research: This refers to price comparisons based on the marketplace or offers to other
customers. Market research includes an understanding of the market, such as the products/services
available that will satisfy the requirement, the number of competitors, types of discounts, terms, etc.
The key is to focus on the industry, not just a particular company. This is important to understand the
reasonability of the commercial price and of what other similar products on the market may meet the
requirements or impact the pricing of the original product.
Historical prices: This involves comparing the proposed price to previous prices paid internally or
by other customers. When comparing to previous prices paid for the item, the base price must be
determined reasonable based on sound analysis.
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Although the commercial marketplace is presumed to be a competitive environment and should drive a fair
and reasonable price, it does not necessarily mean the commercial price would be cheaper than the cost-
based price.
It is important to note that negotiations may still be needed even when commercial pricing is available:
To adjust for differences in quantities, characteristics, demand discounts and terms, etc. of the
procurement requirements to the commercial goods/services; and
To obtain discounts, better terms, etc. based on the specific volume and timing of the procurement.
Note the following considerations to ensure sufficient price support is available:
The most appropriate support is price comparisons with multiple organizations (i.e., other
governments, Crown corporations, hospitals, universities and/or large private sector corporations),
provided the prices are clearly for the same or similar products or services, quantities, terms, and
technology.
Internally produced price lists by the contractor may not provide sufficient price support for
commercial pricing. Published price lists are more reliable and have more value to support the
commercial price.
Ensure the market and/or technology are still relevant for the price comparisons. Fluctuations in the
market (i.e., inflation) may need to be accounted for in price adjustments. New or updated in
technology could impact the price because the product or service has changed drastically.
The basis for the comparison of prices must also be relevant and recent. Outdated price support is
unreliable.
When using historical prices for assessing the commercial price, ensure it is based on a fair and
reasonable price.
Use caution with historical prices as the price paid by another party cannot be assumed to
be fair and reasonable.
Ensure due diligence and support on historical prices (such as comparable invoices). The
base price must have been determined to be reasonable and not only based previous price
comparisons, or else there is a risk of continuously building on bad prices.
It is important to require the contractor’s timely provision of price support.
Ensure that Canada’s right to audit is retained. General audit clauses/conditions are a part of the
general conditions template for low, medium and high complexity procurements.
The general audit clause is intended for use in all contracts issued by the Acquisition
Program. The general audit clause is included in SACC Manual General Conditions 2010A,
2010B, 2010C, 2015A, 2029, 2030, 2035 and 2040. It requires the contractor to maintain
complete and accurate records of the estimated and actual cost of the work. These records
must be made available upon request, for examination by Canada, or by persons designated
to act on behalf of Canada.
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Guidance on Strategies When Seeking Price Support Through Comparable Invoices
The following provides strategies to assist contracting officers when seeking price support through
comparable invoices.
Consider requesting the supplier provide a list of all sales, for the most recent one to three years,
for the product or service that Canada is procuring. This allows the contracting officer to pick
samples for comparison and ask for specific invoices from the list to validate the actual billings.
When dealing with a specific labour resource (i.e. technical engineer consultant), consider asking
the supplier for evidence of that resource’s billing rate on all contracts over a period of time (i.e.
past 3 months, 6 months and/or 1 year).
Compare invoices from a variety of the contractor’s customers that were awarded on a competitive
basis. A series of invoices from previous sole source contracts with Canada is not necessarily a
valid indicator of the market price.
When a contractor has concerns related to sensitive information, they can redact the names of
customers and replace them with a description of the type of customer (i.e. university, large
Canadian city, large aerospace company, etc.).
If the work is technically complex, consider engaging the technical authority to assess the
comparability of the work in the sample invoices and the work under the proposed contract.
Ensure the contractor provides the link between the comparable invoice price and the price quoted
to Canada if it is not immediately apparent. In other words, ensure the sample invoices clearly
demonstrate that the price to Canada is fair.
If a commercial good or service experiences a significant price increase, contracting officers should
request evidence to support this price increase. For example, the price of a sub-component (i.e.
computer chip) within a good may have increased significantly which is driving up the total costs.
Evidence should be requested to validate this commercial price.
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5.1 PRINCIPLES FOR ESTABLISHING THE COST BASE
What are the principles for establishing the Cost Base?
As described in the introduction to Cost-Based Pricing Principles (Section 5.0.1), the establishment of a cost
base is the first step in building a negotiated cost-based contract price.
In cost-based pricing, the price of the contract is based on the acceptability of costs incurred, cost estimates,
or a combination thereof with a profit margin calculated in accordance with Profit Principles (Section 5.2).
The acceptable estimated or actual costs in a contract are determined using the following clauses,
standards and processes, which are further explained below in Table 5.1.a. Components for Establishing
the Cost-Base.
Where the contract price is based on estimated or actual costs, there may be a need to mitigate price risk
and make adjustment to allowable amounts based on a validation of the supporting records. To mitigate
price risk, SACC Manual clauses C1004C should be included in the Terms and conditions of the contract.
Key objectives of the principles for establishing a Cost Base
The key objectives of the principles for establishing a Cost Base include the following:
Enhance the clarity and transparency of acceptable costs in Government of Canada contracts;
Facilitate consistency in costing;
Improve understanding and clarity on the acceptability of costs;
Aid in the achievement of Canada’s objective of fair and reasonable pricing;
Apply principles-based approaches to pricing; and
Support contracting officers in the execution of their professional judgement in terms of effective
pricing.
When do the principles for establishing a Cost Base apply?
The principles for establishing a Cost Base apply to all negotiated contracts, in line with the applicability
requirements detailed in Section 5.0.1 (Cost-Based Pricing Principles), with the following exceptions.
Contract Cost Principles 1031-2 of the Standard Acquisition Clauses and Conditions (SACC) Manual
Costing Standard: Attributable, Appropriate and Reasonable Costs (See Annex 2) + Costing
Discussion Papers (See Annex 5.3)
Cost Accounting Practices (CAP) Submission (See Section 5.1.2 and Annex 4)
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Exceptions to Cost-Based Pricing in Negotiated Contracts
Low Dollar Value Contracts: Contracts valued under $50,000 do not require negotiation of profit
under this section.
Commercial Pricing: Cost-Based Pricing Principles are not required for commercial goods and
services, since these are used regularly for non-government purposes, and are sold by the
supplier in the course of carrying out its normal business operations; and there is a sufficient
number of buyers, other than the government, to establish a relevant market price for the good or
service. Sufficient price support for a commercial price must be available to support a commercial
price or Cost-Based Pricing Principles will apply (Refer to Section 5.0.2 Commercial Pricing).
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Table 5.1.a. Components for Establishing the Cost-Base
Cost-Base Component
Explanation
Canada’s Contract Cost
Principles, SACC 1031-2
Canada’s Contract Cost Principles, SACC 1031-2, provide a sound basis
on which Canada can evaluate costs.
These principles are consistent with cost accounting recognized by
Canadian academia and have been benchmarked against cost accounting
standards applied in other nations.
SACC 1031-2 is a measuring stick for the assessment of costs. Without the
inclusion of SACC 1031-2, there is no measuring stick against which to
assess the validity of costs.
As such, the Contract Cost Principles are to be included as a condition of the
contract for all cases outlined in the applicability requirements detailed in
Section 5.0.1 (Cost-Based Pricing Principles).
Costing Standard
PSPC’s Costing Standard, detailed in Annex 2, developed in support of
SACC 1031-2:
explains in detail Canada’s expectations on costing related to Canada’s
contracts;
emphasizes the core costing principles of attribution, appropriateness
and reasonableness; and
includes examples and suitable measures to assist contracting officers
in determining the acceptability of a cost and the amount claimed.
See Annex 5.3 for Costing Discussion Papers that are intended to support
cost interpretation and provide additional guidance for cost acceptability
decisions to support contracting officers’ understanding of complex areas
when preparing for contract negotiations and in managing contracts.
Cost Accounting
Practices (CAP)
Submission
(Policy Notification 133)
The CAP Submission provides greater certainty on the acceptability of a
contractor’s costing. The CAP Submission includes an attestation by the
contractor of compliance with SACC 1031-2 and highlights specific areas of
costing where different interpretations may exist. It provides the contractor
and Canada with the means to agree on the acceptability of costing and
avoid disputes, and as a basis upon which to resolve differences related to
the acceptability of costs.
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5.1.0 CONTRACT COST PRINCIPLES, SACC 1031-2
The Contract Cost Principles 1031-2 is a clause in the SACC Manual that states the principles to apply in the
determination of an acceptable cost. SACC 1031-2 provides the framework and is the “measuring stick” for
determining acceptable costs in a contract.
SACC 1031-2 must be incorporated into the terms and conditions of a contract whenever determination of a
contract price is negotiated based on costs or it is anticipated that there will be a possibility of price
negotiations during the life of the contract such as competitive request for proposals resulting in one compliant
bid; or for components not included in the initial financial bids (i.e. contract modifications, extensions,
additional work requirements, or amendments to work requirements).
For non-competitive contracts valued at $50,000 and over, with a fixed price or fixed time rate
basis of payment, except in cases for the acquisition of commercial goods and services, the
price or rate will be negotiated based on the estimated costs computed in accordance with the
Contract Cost Principles.
For non-competitive contracts valued at $50,000 or over, with a cost reimbursable basis of
payment, except in cases for the acquisition of commercial goods and services, the price will be
determined based on actual costs incurred computed in accordance with the Contract Cost
Principles.
As per SACC 1031-2, the total cost of the contract must be the sum of the applicable direct and indirect
costs less any applicable credits. These direct and indirect costs must be reasonably and properly incurred
and/or allocated, in the performance of the Contract.
The following diagram shows the formula of how to calculate the total contract cost:
Under SACC 1031-2, contract costs are classified as either direct or indirect (overhead) based on the
relationship of the cost in performance of the contract.
Direct Costs are those that can be specifically identified/measured in the performance of the contract. For
example, direct material, direct labour and other direct costs.
Indirect Costs are costs that cannot be identified or measured as directly applicable in the performance of
the contract. They represent the expenses of fulfilling the contract requirements that are not readily identified
with the contract specifically but are necessary for the general operation of the organization. Examples
include rent, executive salaries, administration costs, electricity, etc.
Credits are the applicable portion of any income, rebate, allowance, or any other credit relating to any
applicable direct or indirect cost, received by or accruing to the contractor that must be credited to the
contract.
Direct
Costs Indirect
Costs Credits Contract
Costs
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For detailed definitions of components of contract costs under SACC 1031-2, see the legal text in the SACC
1031-2 clause.
Section 07 of SACC 1031-2 provides a list of non-applicable costs for a contract. These are costs that are
not allowable for a contract even if they may have been or may be reasonably and properly incurred by the
contractor in the performance of the contract.
Cost Allocation is the process of assigning indirect costs to cost objects such as departments, products,
programs, jobs and subsequently to specific contracts. As indirect costs may apply to multiple contracts and
customers, it is important to determine which costs apply to a specific contract.
Costs are typically allocated by applying costing rates. Refer to Annex 2B (Contract Costing Rates) for
further details on cost allocation and costing rates, including details on the following types of costing rates:
Indirect costing rates
Take-Out Rates
Out-of-Plant Service Rates
Mobile Repair Party Rates
Material Handing Rates
Purchased Labour Rates
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5.1.1 COSTING STANDARD
An acceptable cost is determined in accordance with Standard Acquisition Clauses and Conditions (SACC)
1031-2 Contract Cost Principles. The Costing Standard is supplementary guidance to SACC 1031-2.
See Annex 2 for more information.
The Costing Standard is intended to augment Canada’s Costing Principles SACC 1031-2 to:
facilitate consistency in costing;
improve understanding and clarity on the acceptability of costs;
aid in the achievement Canada’s objective of fair and reasonable pricing;
apply principles-based and risk guided approaches to pricing; and
support contracting officers in the execution of their professional judgement in terms of effective
pricing.
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5.1.2 COST ACCOUNTING PRACTICES (CAP) SUBMISSION
Canada’s direction on costing for government contracts is principle-based. This is similar to the approach
adopted by other jurisdictions, most notably Great Britain and Commonwealth of Australia. Principle-based
costing allows a contractor’s accounting professionals with the ability to classify and assign costs to Canada’s
contracts based on their professional judgement. Because “principle-based” direction can be open to
interpretation and to avoid disputes related to contract costs, PSPC has introduced the Costing Accounting
Practices (CAP) Submission.
The CAP Submission serves to reinforce the contractor’s obligation to comply with SACC 1031-2 and, when
in doubt, to seek Canada’s direction on interpretation and application. It documents:
the justification by contractors in terms of its interpretation of suitable costs; and
Canada’s formal acceptance, when greater certainty is required.
The CAP Submission does not address the reasonableness of the amount of costs but rather the nature of
the cost or costing practices.
Purpose
The purpose of the Cost Accounting Principles (CAP) Submission document is:
to develop a common understanding between the contracting officer, the contractor and the client
department on the cost accounting practices being applied by fully disclosing the acceptance of the
practices during the pre-contract award period.
to improve transparency into the costing applied in a cost-based contract.
to ensure that a contractor will be able to recover all attributable, appropriate and reasonable costs.
Please Note
Cost Accounting Practices (CAP) Submission
A formal disclosure of a contractor’s cost accounting practices including the identification of direct
and indirect costs and disclosure of methodologies used to allocate indirect costs.
A CAP Submission document can serve as a useful tool in helping to explain and support contract
costs from the outset.
See Policy Notification 133 for additional details on the CAP Submission.
For support, contact the Pricing and Professional Accounting Practices Group (PPAPG) in the
Procurement Support Services Sector (PSSS). See Annex 3 for contact information.
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When to Use
The CAP Submission is intended to be used when the price or rate of a potential contract (or amendment)
will be based on estimated or actual costs (e.g., fixed time rate, cost reimbursable, cost reimbursable plus
fixed fee, etc.), which may apply in the following situations:
Sole-source cost-based contracts where pricing is based on costs and the costing methodologies in
accordance with SACC 1031-2.
Competitive or non-competitive contracting situations such as pricing of amendments where costing is
needed to determine the price for Additional Work Requirements (AWRs), change orders, extensions,
options, and spares.
Contract management for profit determination that is required to support bonuses and other financial
incentives or cost-based indicators for performance-based contracts.
Process Steps
See Annex 4 for more information on process steps.
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5.2 PROFIT PRINCIPLES
What is profit?
Profit is the financial return over and above allowable costs paid to a contractor for the performance of a
contract. The financial return is intended to recognize the cost of money associated with the capital employed
by the contractor in performance of the contract and the level of effort and risk assumed by the contractor in
performance of the contract.
Key Objectives of Profit
The overarching objectives of profit for the government are as follows:
Optimize value to Canada on negotiated contracts, ensuring sound stewardship of taxpayers’ dollars;
Compensate contractors fairly and reasonably, commensurate with the effort and risks undertaken
to perform the requirements of the contract; and
Treat all contractors equitably through the consistent application of a clear, transparent process for
the determination of profit.
It is important to note that the ultimate goal is for value to be optimized for all parties involved. Canada’s profit
determination process is in place to ensure contractors earn sufficient profit and rewards to continue
operating successfully and remain competitive. The profit objectives for industry may differ from those of
government, a perspective that is important to consider in the negotiation process. Profit is a requirement for
industry not only to innovate, improve, and grow, but also to survive economic and business downturns and
unanticipated risks. A fair and reasonable profit enables Canada to attract strong industry performance,
resulting in stronger procurement results and better value.
Canada’s profit determination process has been benchmarked internationally and analyzed against industry
earnings. The current process is in line with the profit methodologies and profit levels paid by international
counterparts, as well as industry earnings.
PSPC recognizes the importance of ensuring the profit levels rewarded through the negotiated profit
determination process outlined below, continue to be sufficient and in-line with industry earnings. Annually,
the rates will be assessed against average industry earnings and market factors to determine if and when
adjustments are required to ensure appropriate profit levels.
When do the Profit Principles apply?
The Profit Principles apply to all negotiated contracts, in line with the applicability requirements detailed in
Section 5.0.1 (Cost-Based Pricing), with the following exceptions.
Exceptions to Profit Principles in Negotiated Contracts
Low Dollar Value Contracts: Contracts valued under $50,000 do not require negotiation of profit
under this section.
Commercial Pricing (Section 5.0.2): It is important to note for a negotiated procurement, similar
or comparable commercial goods or services may be available in the market that match the
139 | Page Public Services and Procurement Canada August 2023
requirement. In these cases, the commercial price may be suitable as a negotiated price, plus or
minus any adjustments to reflect any variations in the requirement. In these cases, the cost and
profit would already be included in the commercial price, and as such, no further adjustments to the
price would be required. Examples of commercial pricing include:
o Latest published catalogues, price lists or fee schedules where only discounts are subject
to negotiation.
o Recent (within two years) prices paid by multiple other organisations, such as other
governments, Crown corporations, hospitals, universities and/or large private sector
corporations or companies, provided the prices are clearly for the same/similar products or
services, quantities, terms, and technology.
Components of Profit
The profit components together are intended to recognize the cost of money associated with the capital
employed by the contractor in performance of the contract and the level of effort and risk assumed by the
contractor in performance of the contract. Applied consistently in a transparent manner, the process of
calculating the total profit ensures sound stewardship of taxpayer money.
While the process to determine profit should be applied consistently, each contract is unique, with different
performance requirements, risk profiles, cost inputs, and capital requirements. The components for each
contract should be established in an accountable and transparent manner, with appropriate documentation.
Once the amounts of profit for each category have been determined, the rates of return are added together
to derive the total contract profit. The contract profit rate is expressed as a return on cost (contract profit
divided by allowable contract costs. See Annex 6.1 for a template on the documentation and development of
the profit components and contract profit rate.
Table 5.2.a. Profit Components Descriptions
Profit
Component
Where
to find
Description
Capital
Employed
Section
5.2.1
Capital Employed compensates the contractor for the investment in capital required to
deliver a contract, regardless of how a contractor is financed. As per 1031-2 07 a. of
the SACC Manual and 4.4 of the Costing Standard (Annex 2), financing costs are
disallowed. Instead, Canada compensates all contractors fairly through the profit
determination process, ensuring the contractor receives a reasonable return for the
cost of capital specific to a contract.
Capital
Employed
General
Business
Risk
Contractual
Risk Total Profit
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The return on capital employed is comprised of two parts:
Return on Working Capital Employed: Working capital employed measures
the level of current and short-term financial commitments from day-to-day
activities in the performance of the contract that would be required by the
contractor. The Return on Working Capital Employed is the level of return
provided in a contract, based on the cash flow requirements of a contract. This
is impacted by the payment schedule applied in a contract.
Return on Fixed Capital Employed: Fixed capital is capital or money
employed in a contract for assets of a durable nature for repeated use over a
long period, for example, equipment and facilities form part of fixed assets. The
Return on Fixed Capital Employed is intended to compensate a contractor
for the cost of money associated with fixed capital employed on the contract,
and to encourage investment in new capital equipment.
General
Business
Risk
Section
5.2.2
Recognizes the level of effort a contractor makes, and the degree of risk involved in
the management of resources required to perform the contract in an efficient and
economical manner. Business risk will vary according to the different cost elements in
a contract.
Contractual
Risk
Section
5.2.3
Represents contract specific factors that impact the delivery of the contract, such as
the basis of payment, the accuracy of costing and the technical and schedule risks.
Roles and Responsibilities for Profit Determination
There are various stakeholders involved in the determination of contract profit. While the roles and
responsibilities of each stakeholder may vary from one procurement to another, they will generally align with
those presented in the table below.
Stakeholders
Roles and Responsibilities
Contracting/
Procurement
Officers
For negotiated, cost-based pricing, contracting and procurement officers are
responsible for the final price and profit determination. This includes responsibility
to: Assess the reasonability of related inputs, verify and review estimates, negotiate
risk levels, and approve the final profit for each component of profit within a contract;
and
Consult experts for support on the assessment of profit in a contract.
Contractor
Contractors are responsible to:
Submit profit schedules and templates prior to price negotiation, including
completion of the profit determination template found in Annex 6.1, and
Provide supporting documentation for the profit schedules necessary for the
validation purpose of the cost and pricing of the contract
Price Advisor
Price advisors are responsible for the provision of direct support and assistance in the
development and negotiation of profit rates as requested by the contracting officer.
Refer to the Directive on the Use of Cost and Price Analysis Services , for further
details.
Please see Annex 3 for contact information of the Price Advisory Group (PAG),
within the Procurement Support Services Sector.
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Final Contract Profit Review and Consideration
The profit principles outlined above are designed to support a contracting officer in the determination of the
profit on a contract. Other factors also require consideration on the profit including incentives, subcontract
costs and profit thresholds.
Incentives with Profit
An incentive is the conscious use of rewards and remedies to modify behaviour. Incentives potentially enable
Canada to share in cost savings and risks, pursue innovative approaches and obtain better value, while
affording the contractor an opportunity to earn more by meeting targets set out in the contract. Incentives
may not be appropriate or effective for all contracts, and it is important to consider the guidance detailed in
Section 4.4 (Incentives) for the application of incentives.
While incentives are not included in the Profit Principle (Section 5.2) determination of the negotiated contract
profit, it is essential to understand the impact of incentives in a procurement on the overall contract price.
The total contract price is comprised of the total contract costs/estimated costs, profit, and incentives. The
additional potential earnings that arise from the use of incentives will result in an increase in the contract
price and overall profit and earnings to the contractor.
Also, the use of incentives can have an effect on the Contractual Risk factor as it can be used to mitigate
risks. Please refer to Risk Mitigation considerations in the Contractual Risk Factors Section.
Subcontract Profit: Profit on Profit Layering
Subcontract costs included in the contract costs will also have a degree of profit included in the costs that
are submitted to Canada. Each subcontractor in the supply chain is compensated for costs incurred plus a
profit. It is important to be aware that profit is layered into subcontract costs at each step in the supply
chain, and to be aware of the degree or level of profit awarded to subcontractors where possible, as
Canada then includes a final layer of profit on the total through the General Business and Contractual Risk
profit factors.
For this reason, transparency and clarity on the total cumulative profit within the supply chain is important
where possible to understand and assess for reasonability and added value.
Related party transactions are another area where profit layering can happen. For information specifically
on related party transactions, refer to Annex 5.3.4 (Discussion Paper Transfer Pricing).
Profit Documentation and Justification
Contracting officers should ensure all documentation and justification for the profit determination is included
in the procurement file. This includes the completed profit determination template found in Annex 6.1, all
supporting documentation used to assess the reasonability of inputs, and justification required on decisions
made regarding profit factors.
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Profit Threshold
The profit threshold is intended to provide a guideline on the maximum profit amount that should be awarded
under the Profit Principles for negotiated, cost-based pricing.
The total negotiated profit is determined as outlined in the Profit Principles (Section 5.2) by adding together
the amount of profit for each of the components of profit: Capital Employed (Section 5.2.1), General Business
Risk (Section 5.2.2) and Contractual Risk (Section 5.2.3). The total dollar value of these components is then
divided by total contract costs to determine the maximum contract profit rate.
Profit rates will vary depending on the degree of capital investment, the level of business risk required per
cost element and the degree of contractual risk.
The total allowable amount of profit must be the lowest of:
The sum of supportable amount by factor (the calculated profit rate by using the Profit Determination
Template in Annex 6.1); and
16% of the total contract costs
The maximum contract profit rate will not exceed 16% of total contract costs, which represents the maximum
profit threshold reflecting the highest risk and rare fixed price contract scenarios with significant Capital
Employed, extreme General Business Risk (primarily Direct Labour and Overhead costs) and maximum
Contractual Risk. The amount of profit for all factors should be calculated separately and included in the price
of each line item with a distinct basis of payment in the contract.
The Profit Determination Template in Annex 6.1 supports contracting officers and contractors in the
determination of total profit for a contract.
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5.2.1 NEGOTIATED PROFIT ELEMENT: CAPITAL EMPLOYED
Figure 5.2.a.: Components of Profit
Purpose
The Return on Capital Employed component is intended to recognize the cost of money associated with the
capital employed
1
by the contractor in performance of a contract.
Specifically, the Capital Employed component of profit is designed to recognize the capital investment
required to deliver a contract, and provide a reasonable return, regardless of how a contractor is financed.
As per Contract Cost Principles 1031-2 of the SACC Manual, financing costs are specifically disallowed in
contracts. The compensation for the cost of capital through the profit determination, as opposed to the
acceptance of financing costs, ensures that all contractors are compensated fairly and consistently for the
cost of capital, regardless of the financing requirements of a specific organization.
Components
The capital employed is comprised of two parts:
1
Capital employed includes working capital employed and fixed capital employed. See “Components
section” for the respective definitions.
Capital
Employed
General
Business
Risk
Contractual
Risk
Total
Profit
Working Capital Employed
Working capital employed measures the level of current and short-term financial commitments from
day-to-day activities in the performance of the contract that would be required by the contractor.
Fixed Capital Employed
Fixed capital employed is capital or money employed in a contract for assets of a durable nature for
repeated use over a long period, for example, equipment and facilities.
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Return on Capital Employed Considerations
Roles and Responsibilities: It is the contractor’s responsibility to calculate the capital employed
for a specific contract and submit the calculation along with necessary supporting documentation to
the contracting officer. A contracting officer, with the support of a price advisor will review and validate
the submission.
Capital Employed Calculation Tools: Standard calculation tools and templates are available for
the determination of both working and fixed capital employed in a contract. The template can be
found in Annex 6.1.
Simplified Options: The determination of capital
employed can be complex and all contracts have
varying degrees of capital investment requirements.
For that reason, in each of the fixed and working
capital employed calculations, simplified options are
available for contracts that meet the applicability
criteria. These simplifications are not mandatory and
have been developed to approximate and best
represent the return a contractor would earn applying
the full determination of capital employed, with less
complexity.
Data Requirements: Capital Employed requires the input of specific financial data related to the
contractor and the contract, including the following:
1. Contract Data
Total estimated costs
Estimated depreciation
Overhead allocation bases and rates
Payment Schedule
2. Contractor Data
Balance Sheet
Capital asset register, including the net book value of capital assets
3. Applicable Financial Market Rates
See Applicable Rates for Profit Determination Table found in Annex 6.2
Did You Know?
Contracting officers can draw on
expert advice from the Price Advisory
Group (PAG), within the Procurement
Support Services Sector.
Please see Annex 3 for contact
information.
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5.2.1.1 RETURN ON WORKING CAPITAL EMPLOYED
What is Working Capital Employed?
Working capital employed refers to the costs of maintaining daily operations within an organization. When
performing work under contract with the Government of Canada, a contractor makes working capital
investments to fund the day-to-day contractual operations, whether it is with current assets, such as cash
and investments or with current liabilities, such as loans and accounts payable.
Specifically, the amount of working capital employed applicable to a particular contract is defined as the
cumulative timing difference between when acceptable contract costs are incurred by the contractor and paid
by the government.
Why does Working Capital Employed matter?
The working capital investment in a contract will impact contractors differently, depending on the size and
financial status of an organization, available capital, and market conditions. Some contractors may be
required to borrow in order to fund the working capital needs of a contract, incurring financing costs, while
others will have sufficient capital on hand that could otherwise have been invested in short term capital
markets. Regardless of the financing structure of the organization, the cost of working capital employed
requires compensation.
Objectives
The return on working capital employed is intended to accomplish the following objectives:
Estimate the working capital investment requirements for a specific contract;
Provide a return on the contractual working capital investment in line with current market rates
available for similar term financial investments; and
Apply market rates and procedures consistently to all contracts and contractors, regardless of how
they are financed.
Factors to Consider
The degree of working capital investment will vary from one contract to another. It is important to consider
the following factors in the determination of the return on working capital employed and the contract price.
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Factor
Explanation and Impact on Working Capital Employed
Payment
Terms
Contracts are rewarded with varying types of payment terms, including:
Milestone payments,
Progress payments,
Single payments, and
Advance payments.
(Refer to Supply Manual Chapter 4.70.30.10. Types of Method of Payment for additional
information)
A greater period of time between expenses being incurred by a contractor and payments
being made by the Government of Canada, represents a greater working capital demand
for a contractor. Essentially, the contractor finances the contract expenses until a contract
payment is received.
Contracts with regular progress billings and shorter payment terms (for example, progress
payments for work done every 30 days, invoiced and paid within 30 days of invoicing)
require less working capital investment than those with longer payment terms (for
example, milestone payments for work estimated to be completed in a six-month period).
Contracts with Advance Payments will have lower to no working capital accumulated, as
the government will have advanced and funded the costs. Contracts with advance
payments and regular progress payments may not require a return on working capital
employed. Advance payments should always be deducted from the full working capital
employed determination. Examples 5.2.1.1. c) i. & ii. show the impact of advance
payments on working capital employed.
Multi-Year
Contract
The working capital employed determination will accumulate the working capital for each
month of the contract. Multiple year contracts will typically accumulate greater working
capital requirements, increasing the compensation required. In addition, in a multi-year
contract, the working capital employed may be difficult to estimate in the later years. The
initial working capital employed estimates require monitoring each year. Significant
changes in the working capital employed, may require a re-calculation and adjustment.
Holdbacks
In the event holdbacks have been applied in a contract, the contractor will incur additional
costs of working capital in the performance of the contract. It is important to ensure that
the holdback amounts are included in the working capital employed determination. See
Examples 5.2.1.1. b) i. & ii. for the difference with and without holdbacks in a specific
contract.
Significant
Variations in
Working
Capital
The return on working capital employed is typically determined prior to the
commencement of a contract in the negotiation of the contract price. The inputs to the
determination, such as the cost estimates, payment schedule and market rates applied
are those established at the beginning of a contract.
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The working capital employed factors should be monitored over the course of the contract.
Modifications to the methods of payment or payment schedule and significant changes in
cost estimates may result in a need to recalculate the return on working capital employed.
How to Determine the Return on Working Capital Employed
The return on working capital will vary depending on the degree of working capital investment in a contract.
The two-tiered approach provides a simplified approach for contracts with lower dollar values and a full
schedule approach for contracts with higher costs. Tier 1 is an optional, simplified approach intended only
for contracts that meet the applicability criteria as outlined below. For Tier 2, contractors must submit a
schedule estimating the working capital employed in a contract for the profit negotiation, using the template
provided in Annex 6.1.
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Figure 5.2.1.1.a. below illustrates the two-tier simplification process for working capital employed.
149 | Page Public Services and Procurement Canada August 2023
Tier 1: Simplified Return on Working Capital Employed
Applicability:
Tier 1 is a simplified approach for application in contracts that meet the following criterion:
Contract Costs ≤ $1,000,000
All contracts where the total estimated or acceptable contract costs are less than or equal to
$1,000,000.
Tier 1 Determination:
Factor
Explanation
1. 1-Year
GIC Rate
A 3-year rolling average of the 1-Year Guaranteed Investment Certificate (GIC) Rate
is applied in Tier 1 Working Capital Employed calculations for the following reasons:
A GIC of 1 year reflects a secure, short-term earnings instrument available in the
financial market, with a time period consistent with the longest time period possible
a contractor would be covering total contract costs.
A 3-year rolling average of the GIC rate is used to calculate the applicable rate for
this calculation to:
o represent the average earnings over the average length of a contract with
the Government of Canada; and
o reduce the impact of any significant market fluctuations.
The latest calculated monthly rate can be found in the Applicable Rates for Profit
Determination Table in Annex 6.2. This rate, sourced from the Bank of Canada, will be
updated one week after the end of the month. In the case that profit determination is
related to previous periods, applicable rates during the same periods must be used.
For other historical rates, contact the Price Advisory Group.
In the event that the relevant rate at the time of contract award has changed by more
than one full point, up or down, the return will be recomputed applying the revised rate.
The following clause must be included in the price proposal, after consultation with the
Price Advisory Group:
TIER 1
Return on Working Capital Employed =
1-Year GIC Rate1 x Total Acceptable Contract Cost2
Contracts that meet the applicability criterion for Tier 1 have the option of applying the Tier 2 calculation
detailed below. However, contracts that do not meet the applicability criterion detailed above should not
apply Tier 1.
150 | Page Public Services and Procurement Canada August 2023
"The price quoted includes an amount of profit using the 3-year rolling average 1-
Year GIC Rate of _____ (insert appropriate rate) percent. In the event that the
annual 1-Year GIC Rate at the time of contract award, has changed by more than
one full point, up or down from the previous year after consultation with the Price
Advisory Group, the price will be adjusted to reflect the applicable rate."
2. Total
Acceptable
Contract
Cost
The total estimated acceptable contract costs are applied as the base against which
the 3-year average GIC rate is applied, representing the maximum working capital a
contractor would have employed in the contract.
Refer to Example 5.2.1.1. a) below for the Tier 1 return on working capital employed
calculation.
Example 5.2.1.1. a)
The total acceptable costs are $960,000 for a 2-year contract. Based on the payment terms of the contract,
the time between invoice and payment will be 2 months. The Tier 1 Return on Working Capital approach
would be applicable in this case. The 3-year average of the 1-Year GIC rate was 0.98% at the time of
acquisition.
Return on working capital employed = 0.98% x 960,000 = $9,408
Tier 2: Full Approach Return on Working Capital Employed
Applicability:
Tier 2 involves the full calculation of estimated of working capital employed in a contract and applies to
contracts that meet the following criteria:
Contract Costs > $1,000,000
All contracts where the total estimated or acceptable contract costs are greater than
$1,000,000, or
Tier 1 contracts where a contractor requests a Tier 2 determination.
Tier 2 Determination:
TIER 2
Return on Working Capital Employed3 =
Bank Prime Rate/ 12 1 x Cumulative Working Capital Employed2
151 | Page Public Services and Procurement Canada August 2023
Factor
Explanation
1. Bank Prime
Rate/ 12
The 3-year average bank prime rate is applied in the Tier 2 calculation for the
following reasons:
The bank prime rate is the foundation for all variable lending rates in Canada.
It provides a strong earning rate when compared to other short term
investment with terms that correspond to average government of Canada
contract lengths of two to three years.
A 3-year rolling average is used to calculate the applicable rate for this
calculation to:
o represent the average earnings over the average length of a contract
with the Government of Canada; and
o reduce the impact of significant market fluctuations.
The latest calculated monthly rate can be found in the Applicable Rates for Profit
Determination Table in Annex 6.2. This rate, sourced from the Bank of Canada,
will be updated one week after the end of the month. In the case that profit
determination is related to previous periods, applicable rates during the same
periods must be used. For other historical rates, contact the Price Advisory Group.
In the event that the relevant rate at the time of contract award has changed by
more than one full point, up or down, the return will be recomputed applying the
revised rate. The following clause must be included in the price proposal, after
consultation with the Price Advisory Group:
"The price quoted includes an amount of profit using the 3-year rolling
average Bank Prime Rate of __ (insert appropriate rate) percent. In the event
that the annual Bank Prime Rate at the time of contract award, has changed
by more than one full point, up or down from the previous year after
consultation with the Price Advisory Group, the price will be adjusted to reflect
the applicable rate."
2. Cumulative
Working
Capital
Employed
Contractors must submit a schedule of estimated monthly net working capital for
the contract, using the Return on Working Capital Employed Tab found in the
Profit Determination Template in Annex 6.1. In order to prepare and review this
schedule, the following information is required:
Monthly Estimated Net Working Capital:
o Schedule of acceptable contract costs, exclusive of depreciation
(calculated in accordance with Standard Acquisitions Clauses and
Conditions, Contract Cost Principles, 1031-2 and Annex 2, the
Costing Standard),
o Schedule of contract revenue payments, exclusive of profit (Payment
plan / Schedule)
o Advance Payments must be applied in the full schedule
o Contracts with Advance Payments and Progress Payments do not
require a return on working capital employed.
152 | Page Public Services and Procurement Canada August 2023
3. Calculation
Methodology
The 3-year average bank prime rate, as defined above, is an annual rate of return.
The calculation below accumulates the monthly working capital return, and as
such, the rate is divided by 12 to reflect the monthly earning. The return on the
cumulative working capital employed can be calculated as follows:
o Total: Bank Prime Rate/ 12 * Cumulative Monthly Working
Capital
4. Template
The Tier 2 working capital determination process should be carried out in the
Working Capital Employed Tab in the Profit Determination Template in Annex 6.1.
Refer to Examples 5.2.1.1. b) & c) below for the Tier 2 return on working capital
employed calculation.
Example 5.2.1.1 b)
Example 5.2.1.1 b) i.: Tier 2: Full Schedule Return on Working Capital Determination
The return on working capital employed determination is required for a contract price negotiation. The 18
month contract will commence contract progress payments after month 2 of the contract. Contract details are
as follows:
Current Bank Prime Rate (3-Year Rolling Average)
3.48%
Contract Costs
$ 18,630,000
Proportionate Value of Depreciation to the contract
$ 896,004
Total Contract Cost less Relative Depreciation
$ 17,733,996
Contract Revenue less Profit = Total Costs
$ 18,630,000
153 | Page Public Services and Procurement Canada August 2023
Month
Contract Cost
excluding
Depreciation
Contract
Revenue Less
Profit
Monthly
Working
Capital
Cumulative
Working
Capital
Employed
Monthly
Rate
Applied
(3.48% /
12)
Profit
$
$
$
$
$
1
985,222
985,222
985,222
0.29%
2,857
2
985,222
985,222
1,970,444
0.29%
5,714
3
985,222
1,035,000
49,778
1,920,666
0.29%
5,570
4
985,222
1,035,000
49,778
1,870,888
0.29%
5,426
5
985,222
1,035,000
49,778
1,821,110
0.29%
5,281
6
985,222
1,035,000
49,778
1,771,332
0.29%
5,137
7
985,222
1,035,000
49,778
1,721,554
0.29%
4,993
8
985,222
1,035,000
49,778
1,671,776
0.29%
4,848
9
985,222
1,035,000
49,778
1,621,998
0.29%
4,704
10
985,222
1,035,000
49,778
1,572,220
0.29%
4,559
11
985,222
1,035,000
49,778
1,522,442
0.29%
4,415
12
985,222
1,035,000
49,778
1,472,664
0.29%
4,271
13
985,222
1,035,000
49,778
1,422,886
0.29%
4,126
14
985,222
1,035,000
49,778
1,373,108
0.29%
3,982
15
985,222
1,035,000
49,778
1,323,330
0.29%
3,838
16
985,222
1,035,000
49,778
1,273,552
0.29%
3,693
17
985,222
1,035,000
49,778
1,223,774
0.29%
3,549
18
985,222
1,035,000
49,778
1,173,996
0.29%
3,405
19
1,035,000
1,035,000
138,996
0.29%
403
20
1,035,000
1,035,000
896,004
0.29%
2,598
Total
$17,733,996
$18,630,000
$26,955,954
$78,172
Profit (or Return) on Working Capital Employed applicable to this contract:
$78,172
154 | Page Public Services and Procurement Canada August 2023
Example 5.2.1.1. b) ii.: Tier 2: Full Schedule Return on Working Capital Determination with Holdback
Contract details are same as in Example 5.2.1.1 b) i., except, in this case, a 15% holdback will be applied to
the monthly progress payments and will be paid in the final contract payment.
Month
Contract Cost
excluding
Depreciation
Contract
Revenue Less
Profit
Monthly
Working
Capital
Cumulative
Working
Capital
Employed
Monthly
Rate
Applied
(3.48% /
12)
Profit
$
$
$
$
$
1
985,222
985,222
985,222
0.29%
2,857
2
985,222
985,222
1,970,444
0.29%
5,714
3
985,222
879,750
105,472
2,075,916
0.29%
6,020
4
985,222
879,750
105,472
2,181,388
0.29%
6,326
5
985,222
879,750
105,472
2,286,860
0.29%
6,632
6
985,222
879,750
105,472
2,392,332
0.29%
6,938
7
985,222
879,750
105,472
2,497,804
0.29%
7,244
8
985,222
879,750
105,472
2,603,276
0.29%
7,550
9
985,222
879,750
105,472
2,708,748
0.29%
7,855
10
985,222
879,750
105,472
2,814,220
0.29%
8,161
11
985,222
879,750
105,472
2,919,692
0.29%
8,467
12
985,222
879,750
105,472
3,025,164
0.29%
8,773
13
985,222
879,750
105,472
3,130,636
0.29%
9,079
14
985,222
879,750
105,472
3,236,108
0.29%
9,385
15
985,222
879,750
105,472
3,341,580
0.29%
9,691
16
985,222
879,750
105,472
3,447,052
0.29%
9,996
17
985,222
879,750
105,472
3,552,524
0.29%
10,302
18
985,222
879,750
105,472
3,657,996
0.29%
10,608
19
879,750
- 879,750
2,778,246
0.29%
8,057
20
3,674,250
- 3,674,250
- 896,004
0.29%
- 2,598
Total
$17,733,996
$18,630,000
$50,709,204
$147,057
Return on Working Capital Employed applicable to this contract:
$147,057
The return on working capital of the contract with 15% holdbacks is over $68,000 greater than that of the
contract without holdbacks, in Example 5.2.1.1 b) i. above.
155 | Page Public Services and Procurement Canada August 2023
Example 5.2.1.1. c)
Example 5.2.1.1. c) i.: Tier 2: Full Schedule Return on Working Capital Determination with Milestone
Payments
The return on working capital employed determination is required for a contract price negotiation. The two
year contract has milestone payments every 6 months. Contract details are as follows:
Current Bank Prime Rate (3-Year Rolling Average)
3.48%
Estimated Contract Costs
$ 20,420,000
Total estimated contract depreciation costs
$ 1,410,000
Total Contract Cost less Relative Depreciation
$ 19,010,000
Contract Revenue less Profit = Total Costs
$ 20,420,000
Month
Contract Cost
excluding
Depreciation
Contract
Revenue Less
Profit
Monthly
Working
Capital
Cumulative
Working
Capital
Employed
Monthly
Rate
Applied
(3.48% /
12)
Profit
$
$
$
$
$
1
650,000
650,000
650,000
0.29%
1,885
2
650,000
650,000
1,300,000
0.29%
3,770
3
650,000
650,000
1,950,000
0.29%
5,655
4
650,000
650,000
2,600,000
0.29%
7,540
5
650,000
650,000
3,250,000
0.29%
9,425
6
650,000
650,000
3,900,000
0.29%
11,310
7
650,000
4,610,000
- 3,960,000
- 60,000
0.29%
- 174
8
650,000
650,000
590,000
0.29%
1,711
9
820,000
820,000
1,410,000
0.29%
4,089
10
820,000
820,000
2,230,000
0.29%
6,467
11
820,000
820,000
3,050,000
0.29%
8,845
12
820,000
820,000
3,870,000
0.29%
11,223
13
820,000
4,610,000
- 3,790,000
80,000
0.29%
232
14
820,000
820,000
900,000
0.29%
2,610
15
880,000
880,000
1,780,000
0.29%
5,162
16
880,000
880,000
2,660,000
0.29%
7,714
156 | Page Public Services and Procurement Canada August 2023
17
880,000
880,000
3,540,000
0.29%
10,266
18
950,000
950,000
4,490,000
0.29%
13,021
19
950,000
5,595,000
- 4,645,000
- 155,000
0.29%
- 450
20
950,000
950,000
795,000
0.29%
2,306
21
950,000
950,000
1,745,000
0.29%
5,061
22
950,000
950,000
2,695,000
0.29%
7,816
23
750,000
750,000
3,445,000
0.29%
9,991
24
750,000
750,000
4,195,000
0.29%
12,166
25
5,605,000
- 5,605,000
- 1,410,000
0.29%
- 4,089
Total
$19,010,000
$20,420,000
$49,500,000
$143,550
Profit (or Return) on Working Capital Employed applicable to this contract:
$143,550
Example 5.2.1.1. c) ii.: Tier 2: Full Schedule Return on Working Capital Determination with Holdback
Contract details are same as in Example 5.2.1.1. c) i., except, in this case, a 10% advance payment will be
applied at the beginning of the contract, lowering the final contract payment.
Month
Contract Cost
excluding
Depreciation
Contract
Revenue Less
Profit
Monthly
Working
Capital
Cumulative
Working Capital
Employed
Monthly
Rate
Applied
(3.48% / 12)
Profit
$
$
$
$
$
1
650,000
2,042,000
- 1,392,000
- 1,392,000
0.29%
- 4,037
2
650,000
650,000
- 742,000
0.29%
- 2,152
3
650,000
650,000
- 92,000
0.29%
- 267
4
650,000
650,000
558,000
0.29%
1,618
5
650,000
650,000
1,208,000
0.29%
3,503
6
650,000
650,000
1,858,000
0.29%
5,388
7
650,000
4,610,000
- 3,960,000
- 2,102,000
0.29%
- 6,096
8
650,000
650,000
- 1,452,000
0.29%
- 4,211
9
820,000
820,000
- 632,000
0.29%
- 1,833
10
820,000
820,000
188,000
0.29%
545
11
820,000
820,000
1,008,000
0.29%
2,923
12
820,000
820,000
1,828,000
0.29%
5,301
13
820,000
4,610,000
- 3,790,000
- 1,962,000
0.29%
- 5,690
157 | Page Public Services and Procurement Canada August 2023
14
820,000
820,000
- 1,142,000
0.29%
- 3,312
15
880,000
880,000
- 262,000
0.29%
- 760
16
880,000
880,000
618,000
0.29%
1,792
17
880,000
880,000
1,498,000
0.29%
4,344
18
950,000
950,000
2,448,000
0.29%
7,099
19
950,000
5,595,000
- 4,645,000
- 2,197,000
0.29%
- 6,371
20
950,000
950,000
- 1,247,000
0.29%
- 3,616
21
950,000
950,000
- 297,000
0.29%
- 861
22
950,000
950,000
653,000
0.29%
1,894
23
750,000
750,000
1,403,000
0.29%
4,069
24
750,000
750,000
2,153,000
0.29%
6,244
25
3,563,000
- 3,563,000
- 1,410,000
0.29%
- 4,089
Total
$19,010,000
$20,420,000
$492,000
$1,427
Profit (or Return) on Working Capital Employed applicable to this contract:
$1,427
The return on working capital of the contract with the application of the advance payment of 10% is
significantly lower than the working capital employed without the advance payment, in Example 5.2.1.1. c) i.
above.
158 | Page Public Services and Procurement Canada August 2023
5.2.1.2 RETURN ON FIXED CAPITAL EMPLOYED
What is Fixed Capital Employed?
Fixed capital employed consists of the investments contractors make that the company will use for more than
one year. Fixed assets are typically purchased for use in the current and future years. Some examples of
fixed capital costs include facilities, equipment, building expansions, hardware including computers, vehicle,
etc. The investment in fixed capital is capitalized so that the cost to the contractor can be spread out over the
life of the asset.
Contractors are required to invest in fixed capital for the purposes of carrying out contracts and the fixed
capital can often be used for one or multiple contracts.
The fixed capital employed in a contract is estimated by assessing the net book value of fixed assets
applicable to the contract. This net book value of the assets excludes:
o land and any intangible assets,
o any fixed assets not in use such as idle plant, and
o any surplus value arising from re-appraisal.
Net book value is defined as the asset’s original cost with the accumulated depreciation of the asset being
subtracted from the asset’s original cost. Accumulated depreciation is the sum of all depreciation on an asset
to a specific date. Depreciation is the reduction in the value of an asset with the passage of time due in
particular to wear and tear. For further guidance on depreciation, see Section 1.2 in the Costing Standard.
Why does Fixed Capital Employed matter?
The fixed capital investment in a contract will impact contractors differently, depending on the size and
financial status of an organization, available capital, and market conditions. Some contractors may be
required to borrow in order to fund the fixed capital demands of a contract, while others will have sufficient
capital on hand that could otherwise have been invested in capital markets. As contractor’s management
considers investment opportunities, they must consider the cost of capital required to make each investment
and the potential return from that investment. To attract investment, the prospective return on investment
generally must be sufficient to make the investment. The cost of capital is a real cost that effects investment
decisions; however, it is not the same for all sources (e.g., owner's equity and long-term loans), all
contractors, or all periods of time.
The purpose of the fixed capital employed is to provide a return on the allocation of the cost of contractor’s
investment in fixed capital to negotiated contracts, regardless of the financing structure of the organization.
Fixed capital employed varies by industry with some requiring a significant amount of fixed capital, such as
industrial manufacturers and telecommunications providers, while more service-based industries, such as IT
support and engineering services, typically have more limited fixed capital needs.
Key Objectives
The return on fixed capital employed is intended to accomplish the following objectives:
Estimate the fixed capital investment requirements for a specific contract;
159 | Page Public Services and Procurement Canada August 2023
Provide a return on the contractual fixed capital investment in line with current market rates available
for similar term capital investments; and
Apply market rates and procedures consistently to all contracts and contractors, regardless of how
they are financed.
Factors to Consider
The degree of fixed capital investment will vary from one contract to another. It is important to consider the
following factors in the determination of the return on fixed capital employed and the contract price.
Factor
Explanation and Impact on Capital Employed
Applicable Assets
and Allocation
Factors
A fixed asset can be used for more than one contract. As such it is important to
determine the contract specific fixed assets. This can be done by applying the
applicable overhead recovery rates for the contract to the applicable assets.
*Unless a contract represents 100% of an organization’s fixed capital use, the
above allocation methodology is required.
Contractors must submit a schedule outlining the fixed capital employed in a
contract for the profit negotiation, using the template provided in Annex 6.1.
Degree of Capital
Intensity
Fixed capital employed varies by industry and by contract. It is more typical for
production type contracts to require higher capital investments, while ancillary
services and maintenance and repair contracts require lower levels.
Contracts with lower fixed capital requirements or lower dollar values have the
option of applying a simplified fixed capital calculation. This determination does
not involve the full complex fixed capital determination, and instead, applies a
simplified calculation using an assigned fixed capital intensity rate as a
percentage total of contract costs and a defined rate of return. The simplification
is not mandatory and has been designed to approximate and best represent the
return a contractor would earn applying the full fixed capital determination on a
contract with low fixed capital investment requirements.
Tier 1 being for lower dollar value threshold, Tier 2 represents the simplified
approach, with Tier 3 being applied for contracts with more significant fixed
capital requirements or when it is in the contractor’s best interest to apply the full
calculation.
Significant Variations
in Fixed Capital
The return on fixed capital employed can be determined either annually for
contracts where rates are negotiated on an annual basis or alternatively, the
return on fixed capital employed can be determined once, at the onset of the
contract, where the fixed capital employed for each year of the contract is
estimated at the time of negotiation and contract price determination.
The inputs to the determination of fixed capital employed, such as the capital
investment requirements and market rates applied may fluctuate. In contracts
160 | Page Public Services and Procurement Canada August 2023
where the contract costing rates and fixed capital employed are determined
annually, such fluctuations are incorporated into the calculation.
Further
Encouragement of
Production
Efficiency
Investments in fixed capital employed in a contract can potentially lead to
production efficiencies that benefit all stakeholders. The pursuit of any additional
investment in production efficiencies, where appropriate and required in a
contract are recommended through the use of incentives, as the encouragement
of production efficiencies is not applicable to all industries, procurements and
contracts.
See Section 4.4 of the Guide for guidance on the use of incentives.
How to Determine the Return on Fixed Capital Employed
The return on fixed capital employed will vary depending on the degree of fixed capital investment in a
contract. A three-tiered approach has been adopted to incorporate a lower dollar threshold as well as a
simplified approach for contracts with lower levels of fixed capital investments. Tier 1 and Tier 2 are optional
approaches for contracts that meet the applicability criteria as outlined below. Tier 3 is a full schedule
approach to calculate the return on fixed capital employed, using the template provided in Annex 6.1.
The following flowchart illustrates the determination process of the three-tier approach for fixed capital
employed.
161 | Page Public Services and Procurement Canada August 2023
Figure 5.2.1.2.a. below illustrates the three-tier simplification process for fixed capital employed.
Contractors must submit a schedule estimating the fixed capital employed in a contract for the profit
negotiation, using the template provided in Annex 6.1.
162 | Page Public Services and Procurement Canada August 2023
Tier 1: Lower Dollar Value Threshold for Return on Fixed Capital Employed
Applicability:
Tier 1 is a simplified approach for application in contracts considered lower dollar i.e. that meet the following
criterion:
Contract Costs ≤ $1,000,000
All contracts where the total estimated or acceptable contract costs are less than or equal to
$1,000,000.
Tier 1 Determination:
Factor
Explanation
1. 1 %
If machinery and/or equipment owned by the contractor are used on a regular
basis in the manufacture of the product(s) or provision of the service(s) being
acquired under the contract, an amount equivalent to 1% of total allowable
costs will be awarded as a return on fixed capital employed.
2. Total Acceptable
Contract Cost
The total estimated acceptable contract costs are the base against which the
1% is applied.
Refer to Example 5.2.1.2 a) below for Tier 1 return on fixed capital
employed calculation.
Example 5.2.1.2 a)
A 2-year contract requires IT system maintenance for PSPC. The total acceptable costs are $708,000, under
the $1,000,000 threshold for applicability in Tier 1. The return on fixed capital employed to this contract is
calculated as follows:
Tier 1 Lower Dollar Threshold: Return on Fixed Capital Employed = 1% x $708,000 = $7,080
TIER 1
Return on Fixed Capital Employed =
1 %1 x Total Acceptable Contract Cost2
Contracts that meet the applicability criterion for Tier 1 have the option of applying either the Tier 2
calculation or the Tier 3 full calculation detailed below. However, contracts that do not meet the
applicability criterion detailed above, should not apply Tier 1.
163 | Page Public Services and Procurement Canada August 2023
Tier 2: Simplified Approach for Return on Fixed Capital Employed
Applicability:
Tier 2 is a simplified approach for application in contracts that meet the following criteria:
Contract Costs ≤ $20,000,000
All contracts where the total estimated or acceptable contract costs are less than or equal
to $20,000,000.
Contracts with lower fixed capital intensity levels, such as services contracts with minimal fixed
capital needs.
Tier 2 Determination:
The Tier 2 determination is designed to provide a simplified approach for contracts with lower capital intensity
levels and to provide a fair level of return in line with what could be earned if the full calculation were applied.
Factor
Explanation
1. Capital Intensity
Rate
The Capital Intensity Rate, posted in the Applicable Rates for Profit
Determination Table in Annex 6.2, is applied to the Total Acceptable Contract
Costs to estimate the fixed capital employed for contracts with lower levels of
fixed capital investments. The rate will be established annually based on a
review of fixed capital employed calculations on a sample of contracts to best
reflect a lower level of capital intensity.
2. Corporate Bond
Rate
A 3-year average long-term BBB corporate bond rate is applied in the Tier 2
calculation for the following reasons:
The Corporate Bond rate represents a stable, relevant market factor with
lower volatility than the equity market. Equity market earnings alone are
highly volatile and would result in significant earning fluctuations on a regular
basis.
The long-term BBB corporate bond rate provides a higher yield that fairly
reflects the average life of the fixed assets employed in the contract.
TIER 2
Return on Fixed Capital Employed =
Capital Intensity Rate1 x Corporate Bond Rate %2 x Total Acceptable Contract
Cost3
Contracts that meet the applicability criteria for Tier 2 have the option of applying the Tier 3 full calculation
detailed below. However, contracts that do not meet the applicability criteria detailed above, should not
apply Tier 2.
164 | Page Public Services and Procurement Canada August 2023
A 3-year rolling average is used to calculate the applicable rate for this
calculation to:
o represent the average earnings over the average length of a
contract with the Government of Canada; and
o reduce the impact of any significant market fluctuations.
The latest calculated monthly rate can be found in the Applicable Rates for Profit
Determination Table in Annex 6.2. This rate will be updated one week after the
end of the month. In the case that profit determination is related to previous
periods, applicable rates during the same periods must be used. For other
historical rates, contact the Price Advisory Group.
In the event that the relevant rates at the time of contract award have changed
by more than one full point, up or down, the return will be recomputed applying
the revised rates. The following clause must be included in the price proposal,
after consultation with the Price Advisory Group:
"The price quoted includes an amount of profit using a 3-year rolling average
Canada BBB long-term Corporate Bond Rate of ____ (insert appropriate
rate) percent. In the event that the annual Corporate Bond Rate at the time
of contract award, has changed by more than one full point, up or down from
the previous year after consultation with the Price Advisory Group, the price
will be adjusted to reflect the applicable rate."
3. Total Acceptable
Contract Cost
The total estimated acceptable contract costs are the base against which the
Capital Intensity Rate and Corporate Bond Rate are applied. As detailed above,
this is done to ensure the simplified approach produces a return in line with the
application of the full return on fixed capital employed calculation on contracts
with lower fixed capital requirements.
Refer to Example 5.2.1.2 b) below for Tier 2 return on fixed capital employed
calculation.
Example 5.2.1.2 b):
A 3-year service contract with total acceptable costs of $13,560,811 is being negotiated. The service contract
does not require a great deal of fixed capital and the contractor and contracting officer determines whether
the Tier 2 simplified approach is applicable, given the total acceptable costs of the contract is under the
$20,000,000 threshold and the fact that minimal fixed capital is required to deliver the contract. The current
Capital Intensity Rate is 5% and the Corporate Bond Rate is 4.05%. The Tier 2 Simplified Approach for the
calculation of return on fixed capital employed to this contract as follows:
Tier 2 Simplified Approach for Return on Fixed Capital Employed = 5% x 4.05% x $13,560,800 = $27,460.62
165 | Page Public Services and Procurement Canada August 2023
Tier 3: Full Schedule Approach Return on Fixed Capital Employed Approach
Applicability:
Tier 3 involves the full estimation of fixed capital employed in a contract and applies to contracts that meet
the following criteria:
Contract Costs > $1,000,000;
All contracts where the total estimated or acceptable contract costs are greater than $1,000,000.
Contracts that do not meet Tier 1 and Tier 2 applicability criteria; or
Tier 1 and Tier 2 contracts, where a contractor requests the full Tier 3 determination.
Tier 3 Determination:
The Tier 3 determination is designed to ensure that a contractor receives a level of return in line with what
could be earned in the capital market within an investment of similar terms.
Factor
Explanation
1. Long-Term
Corporate Bond
Rate
A 3-year average long-term BBB corporate bond rate is applied in the Tier 3
calculation for the following reasons:
The Corporate Bond rate represents a stable, relevant market factor with
lower volatility than the equity market. Equity market earnings alone are
highly volatile and would result in significant earning fluctuations on a
regular basis.
The long-term BBB corporate bond rate provides a higher yield that fairly
reflects the intended to represent the average life of the fixed assets
employed in the contract.
A 3-year rolling average is used to calculate the applicable rate for this
calculation to:
o represent the average earnings over the average length of a
contract with the Government of Canada; and
o reduce the impact of any significant market fluctuations.
The latest calculated monthly rate can be found in the Applicable Rates for
Profit Determination Table in Annex 6.2. This rate will be updated one week
after the end of the month. In the case that profit determination is related to
previous periods, applicable rates during the same periods must be used. For
other historical rates, contact the Price Advisory Group.
TIER 3
Return on Fixed Capital Employed =
Corporate Bond Rate1 x Fixed Capital Employed2
166 | Page Public Services and Procurement Canada August 2023
In the event that the relevant rates at the time of contract award have changed
by more than one full point, up or down, the return will be recomputed applying
the revised rates. The following clause must be included in the price proposal,
after consultation with the Price Advisory Group:
"The price quoted includes an amount of profit using a 3-year rolling
average Canada BBB long-term Corporate Bond rate of ____ (insert
appropriate rate) percent. In the event the annual Corporate Bond Rate at
the time of contract award, has changed by more than one full point, up or
down from the previous year after consultation of the Price Advisory
Group, the price will be adjusted to reflect the applicable rate."
2. Fixed Capital
Employed
Fixed Capital Employed represents the percentage of a contractor's fixed
capital to be used in the process of carrying out the contract.
Contractors must submit a schedule of estimated fixed capital employed
for the contract, using the Return on Fixed Capital Employed Tab in the
Profit Determination Template in Annex 6.1. In order to prepare and review
this schedule, the following information is required:
o Listing of Fixed Assets required for the contract, including Net
Book Values of each asset. Fixed capital employed includes the
net book value of fixed assets less:
land and any intangible assets,
any fixed assets not in use such as idle plant, and
any surplus value arising from re-appraisal.
A determination of the percentage of fixed assets in use for the purpose
of the specific contract, i.e. the allocation of the portion of the net book
value of assets to be employed in the performance of the contract,
determined as follows:
o Applying the applicable overhead recovery rates (overhead
recovery base / total budget amount of recovery base) for the
contract to the applicable assets, as detailed in the Profit
Determination Template in Annex 6.1.
** Unless a contract represents 100% of an organization’s fixed
capital use, the above allocation methodology will be required.
o When the contract period extends over more than one of the
contractor's fiscal years, the determination of fixed capital
employed must be done for each fiscal year within the contract
term. The process outlined above applies for the contractor’s first
fiscal year in the contract. In order to determine the fixed capital
employed in the years subsequent to the first fiscal year, the
following process applies:
The contractor’s net book value of applicable fixed assets
is estimated for each fiscal year arise subsequent to the
first year of the contract.
The estimated overhead recovery factors for each fiscal
year, determined via the contract costing rate
negotiations are applied for the allocation of the capital
assets.
167 | Page Public Services and Procurement Canada August 2023
The Fixed Capital Employed for the contract is the sum
of the fixed capital employed for each fiscal year of the
contractor within the duration of the contract.
The Long-Term Corporate Bond Rate established in Step
1 above, is applied to the Total Fixed Capital Employed
in the contract.
Refer to Examples 5.2.1.2 c) & d) below for Tier 3 return on fixed capital
employed calculation for both single year and multiyear contracts.
Example 5.2.1.2 c)
The one year contact is from April 1, 2019 to March 31, 2020. The contractor’s fiscal year ends on March 31.
In order to determine the fixed capital employed, the contractors, total fixed assets, accumulated amortization
and relevant overhead recovery basis are required. The net book value of the fixed assets (fixed assets less
accumulated amortization) will be allocated to the contract applying the overhead recovery base.
Overhead costs and related overhead allocation base and methodology were established during the contract
costing rate negotiations and will be applied accordingly to determine the fixed capital employed in the
contract. As established in the costing rate negotiations, material costs and direct labours hours are the
applicable recovery bases.
STEP 1: The contractor’s balance sheet and capital asset details as of March 31, 2019 are obtained and
adjusted to ensure only acceptable capital asset costs are included in the determination of fixed capital
employed. This involves an adjustment for the following:
o land and any intangible assets,
o any fixed assets not in use such as idle plant, and
o any surplus value arising from re-appraisal.
Fixed Asset Category
Cost
Accumulated
Amortization
Net Book Value
Land
950,000
-
950,000
Buildings
820,000
425,000
395,000
Equipment
1,250,000
485,000
765,000
Furniture and Fixtures
180,000
75,000
105,000
Intangibles (trademarks, licences, goodwill)
85,000
-
85,000
Total Fixed Assets
3,285,000
985,000
2,300,000
Adjustments:
Less: Land
(950,000)
Less: Intangibles
(85,000)
Total Contractor Fixed Assets before allocation to contract
1,265,000
168 | Page Public Services and Procurement Canada August 2023
STEP 2: Determine in which cost centres depreciation of capital assets is accumulated to understand for
how the capital employed will be allocated, as overhead recovery bases are established by cost-centre.
Cost Centre
Depreciation
Material Handling
$1,200
G&A
$204,000
Occupancy
$9,800
STEP 3: The costs accumulated in the Occupancy cost centre require reallocation to other cost centres in
order to apply the overhead recovery rates. The re-allocation to other cost centres is done on the basis of
the area occupied, set by the rates outlined below.
Cost Centre
Re-allocation %
Material Handling
30%
G&A
70%
Occupancy
100%
STEP 4: Identify the netbook value of assets in each cost centres and re-allocate the assets from the
occupancy cost centre in accordance with the re-allocation factor established above in Step 3:
Details
A
Material
Handling
B
G&A
C
Occupanc
y
Total
Net Book Value of Fixed Assets
6,562
1,206,054
47,884
1,260,500
Re-allocation
30%
70%
100%
Occupancy
14,365
33,519
(47,884)
Adjusted Net Book Value of Fixed Assets
20,927
1,239,573
-
1,260,500
STEP 5: Identify the applicable recovery base and percentage allocated to the contract for each cost centre,
based on the costing rate negotiation.
Cost Centre
Allocation Base
Total Recovery
Base
Allocated to the
Recovery Base to
Contract
% of Allocation to
Contract
Material
Handling
Total Material Costs
$ 1,400,000
$ 760,000
54%
G&A
Direct Labour Hours
800,000
280,000
35%
169 | Page Public Services and Procurement Canada August 2023
STEP 6: Apply the Allocation Factor to the contractor’s applicable capital assets to determine the Fixed
Capital Employed in the contract.
Details
A
Material Handling
B
G&A
C
Occupancy
Total
Adjusted Net Book Value
of Fixed Assets
20,927
1,239,573
-
1,260,500
Overhead Allocation
Factor
54%
35%
Fixed Capital Employed in
the Contract
11,301
433,851
445,152
STEP 7: Determine the Return on Fixed Capital Employed by applying the Long-Term Bond Rate as of the
time of price determination to the Fixed Capital Employed in the contract as follows:
Details
A
Material
Handling
B
G&A
C
Occupancy
Total
Fixed Capital Employed Applicable to
Contract
$445,152
Long-Term Canada BBB Corporate
Bond Rate (2019)
4.05%
Return on Fixed Capital Employed in
This Contract
$ 18,029
Example 5.2.1.2 d)
The three year period of contact performance is from January 2019 to December 2021. The contractor’s
fiscal year ends on December 31. In order to determine the fixed capital employed, the contractors, total
fixed assets, accumulated amortization and relevant overhead recovery basis are required. The net book
value of the fixed assets (fixed assets less accumulated amortization) will be allocated to the contract applying
the overhead recovery base.
Overhead costs and related overhead allocation base and methodology were established during the contract
costing rate negotiations and will be applied accordingly to determine the fixed capital employed in the
contract. As established in the costing rate negotiations, the contractor’s allocation base is direct labour hours
for all overhead and indirect costs.
STEP 1: The contractor’s balance sheet and capital asset details as of December 31, 2018 are obtained
and adjusted to ensure only acceptable capital asset costs are included in the determination of fixed capital
employed. This involves an adjustment for land and any intangible assets, any fixed assets not in use such
as idle plant, and any surplus value arising from re-appraisal. The netbook value of fixed assets for the two
additional years of the contract are estimated:
170 | Page Public Services and Procurement Canada August 2023
Fixed Asset Category
Cost
Accumulated
Amortization
Net Book Value
Land
8,000,000
-
8,000,000
Buildings
12,400,000
3,240,000
9,160,000
Manufacturing Equipment
6,640,000
4,240,000
2,400,000
Office Equipment
1,350,000
820,000
530,000
Vehicles
580,000
230,000
350,000
Furniture and Fixtures
495,000
195,000
300,000
Intangibles (trademarks, licences, goodwill)
200,000
-
200,000
Total Fixed Assets
29,665,000
8,725,000
20,940,000
Adjustments:
Less; Land
(8,000,000)
Less: Intangibles
(200,000)
Applicable Fixed Capital Employed by the Contractor as a whole 2019:
12,740,000
Estimated Fixed Capital Employed by the Contractor as a whole 2020:
Estimated Fixed Capital Employed by the Contractor as a whole 2021:
13,249,600
13,120,080
STEP 2: All indirect costs are allocated based on Direct Labour Hours. As such, the total Fixed Capital
Employed for this contract are allocated based on the estimated overhead recovery base of Direct Labour
Hours as follows:
Details
Total 2019
Total 2020
Total 2021
Total Direct Labour Hours for the
contractor as a whole
190,000 hours
210,000 hours
220,000 hours
Total Direct Labour Hours allocated to
this specific contract
76,000 hours
88,000 hours
92,400 hours
Allocation Rate
(Direct Labour Hours for this Contract /
Total Contractor Direct Labour Hours)
40.0%
41.9%
42.0%
STEP 3: The Overhead Allocation Rates are then applied to the actual and estimated fixed capital for each
year. This established the fixed capital employed in the contract.
Details
2019
2020
2021
Total
Fixed
Capital
Employed
Total Contractor fixed capital employed
12,740,000
13,249,600
13,120,080
Allocation Rate
40.0%
41.9%
42.0%
Fixed Capital Employed in the Contract
5,096,000
5,551,582
5,510,433
16,158,015
171 | Page Public Services and Procurement Canada August 2023
STEP 4: The Return on Fixed Capital Employed is calculated by applying the applicable rate of return to the
fixed capital employed in the contract. The applicable rate of return is the rate as at the time of profit
determination and is applied as follows:
Details
Total Return on Fixed
Capital Employed
Fixed Capital Employed in the Contract
16,158,015
Long-Term Canada BBB Corporate Bond Rate (2019)
4.05%
Return on Fixed Capital Employed for the contract
$ 654,400
172 | Page Public Services and Procurement Canada August 2023
5.2.2 NEGOTIATED PROFIT ELEMENT: GENERAL BUSINESS RISK
Figure 5.2.a.: Components of Profit
Purpose of General Business Risk
General Business Risk recognizes the level of effort and the degree of responsibility and risk involved in
the management of resources required to execute a contract in an efficient and economical manner.
The General Business Risk return, along with the level of effort, responsibility and risk, will vary in accordance
with the nature of the costs and the different cost elements of a contract.
General Business Risk Considerations
The return provided for the management of the various cost components required in the performance of the
contract, includes considerations of the following factors:
Costing Mix: Different cost elements carry different degrees of risk. Higher returns are typically awarded
to more complex costs that require a higher level of effort for a contractor to manage.
Cost Management: The level of return for General Business Risk is calculated based on the estimated
or actual costs incurred within each cost component, as outlined in Table 5.2.2.a. The determination
relies upon effective, efficient resource management by a contractor, including strong cost estimating
and reliable internal control systems.
Internal vs. External Costs: The level of return on General Business Risk is impacted by the extent to
which the risk management is passed on to external parties. External costs, such as direct material and
sub-contract costs are rewarded at a lower rate of return than those of costs such as internal labour,
where the costing risks are fully born by the contractor.
Impact of Contractual Risk and General Business Risk vs. Industry Earnings: General Business
Risk, together with the Contractual Risk profit factor, are intended together to provide contractors with a
return on risk that is not only fair and reasonable, but also sufficient to attract industry participation in
procuring with the Government of Canada. Through benchmarking conducted with other similar
international jurisdictions and the use of Canadian industry financial performance data, overall risk profit
rates (including General Business Risk and Contractual Risk components) are highly comparable. In
Cost of
Capital
General
Business
Risk
Contractual
Risk Total Profit
173 | Page Public Services and Procurement Canada August 2023
order to ensure the continued relevancy of the combined risk profit rates, PSPC will monitor the rates on
an annual basis.
o Baseline Profit Methodology: A baseline profit methodology relies on average industry profit and
earnings data to establish a baseline for the development of profit in a contract. This method is
currently under consideration and review for feasibility and use in Canada. Please see the
Discussion Paper in Annex 5.4.2 for further details on this methodology. Contact the Pricing
Practices and Guidance Group (TPSGC.padgamtp-appbipm.PWGSC@tpsgc-pwgsc.gc.ca) to
provide any feedback on this methodology or if there are any questions regarding this concept.
General Business Risk Elements
General Business Risk is applied based on the total costs in each cost element as outlined below in Table
5.2.2.a. The profit rate varies by cost element as the contractor’s business risk varies with the degree of risk
management required for each element. For example, the direct labour risks and level of effort are inherently
greater than direct material risk; as such, the profit rate for direct labour is greater than the profit rate for direct
materials.
Table 5.2.2.a: General Business Risk Profit Rates
Cost Element
Profit Rate
Direct Materials
1.5 %
Subcontracts
2.0 %
Accountable Advance Spares
2.0 %
Direct Labour
4.0 %
Overhead
4.0 %
All Other Allowable Costs
1.5 %
Pass Through Costs
0 %
The General Business Risk return is calculated by applying the profit rate for each cost element, as defined
in Table 5.2.2.a above to the total actual or estimated costs in that cost element. The sum of the returns for
each element equals the total General Business Risk Profit.
See Examples 5.2.2 a) & b) below that illustrates the profit determination process for General Business Risk.
Refer to Annex 6.1 for the Profit Determination Template.
Table 5.2.2.b below provides the definitions, intentions and examples of the costs that would correspond to
each cost element.
174 | Page Public Services and Procurement Canada August 2023
Table 5.2.2.b: Explanation of Cost Elements
Cost Element
Definition, Intention and Examples
Direct Materials
Inputs (i.e. raw materials) directly required to fulfill contractual requirements and
produce a finished product except Accountable Advance (AA) Spares embodied. The
contractor is rewarded profit for the acquisition and management of the direct materials.
Note: Direct material must NOT include the value of Government Furnished (GF)
materials NOR Contract Issue (CI) materials.
Example: Steel and plastic purchased directly in manufacturing a product.
Subcontracts
Costs the prime contractor incurs for utilizing another party to accomplish some or all
the work required in the contract. Subcontracting poses a risk for the prime contractor
as there are risks and challenges involved in the management of a supply chain and
the subcontractors within. There is a level of uncertainty regarding a subcontractor’s
performance outside the prime contractor’s control in some aspects. Contractors also
manage risks through subcontracting, transferring some of the risk management to
another party.
Example: A company hired to provide all the cleaning services for the prime
contractor’s facility, in a facilities management contract.
Accountable
Advance
Spares
Non-catalogued material owned by the government and manufactured or purchased by
contractors in accordance with agreements between contractors and the government.
Accountable Advance Spares are typically used in the repair and overhaul of
government equipment. The contractor is rewarded profit to account for the
acquisition/manufacturing, management and storage of these resources.
Example: Extra wheels for a fleet of vehicles a contractor must maintain and repair
under a contract for Canada.
Direct Labour
Direct labour costs required to fulfill specific contractual obligations. This includes the
day-to-day routine business labour activities, managing labour with diverse skill sets,
planning and coordination schedules, management of labour standards, quality and
timelines. The contractor is solely responsible for all risks related to direct labour.
Example: The cost of a mechanic when carrying out repairs on a services contract.
Overhead
Indirect costs required in the operation of a business that support the efforts of the direct
labor workforce and cannot be directly attributed to any specific contract, business
activity, product or service. A contractor manages these indirect costs that provide
critical support required for a company’s business activities.
Example: Plant or factory overhead, routine indirect costs supporting production such
as heating, lighting, electricity, engineering, material handling, general and
administrative, etc.
All Other
Allowable
Costs
All other acceptable direct contract costs that do not fall under any of the above
categories.
Pass Through
Costs
Certain cost elements must not be included for the purpose of profit calculation when
the contractor carries minimal or no risk. In these cases, only the laid-down costs should
be included in the contract. The laid-down cost is the cost incurred by the contractor for
the specific product or service. This includes the invoice price (less trade discounts)
charged to the contractor plus any applicable charges for transportation, exchange,
custom duties, and brokerage charges.
175 | Page Public Services and Procurement Canada August 2023
Example: Royalty payments, the goods and services tax, the harmonized tax; where
industry practice dictates, examples of laid down cost include warranty costs, Special
Production Tooling (SPT), or Special Test Equipment (STE).
176 | Page Public Services and Procurement Canada August 2023
Example 5.2.2 a)
The estimated costs are as follows:
Cost Element
Cost
Direct Materials
$ 13,170,000
Subcontracts
$ 13,497,000
Direct Labour
$ 16,016,350
Overhead
$ 8,292,932
Other Allowable Costs
$ 7,492,880
Solution:
To calculate General Business Risk profit per Cost Element = General Business Risk Profit Factor x Cost
Amount
Cost Elements
General
Business Risk
Profit Factor
Cost
Profit
Direct Materials
1.50%
$ 13,170,000
$ 197,550
Subcontracts
2.00%
$ 13,497,000
$ 269,940
Direct Labour
4.00%
$ 16,016,350
$ 640,654
Overhead
4.00%
$ 8,292,932
$ 331,717
Other Allowable Costs
1.50%
$ 7,492,880
$ 112,393
Total General Business Risk Profit
$ 1,552,254
Example 5.2.2 b)
The estimated costs are as follows:
Estimated Costs
Cost
Materials for Repairs
$ 27,750,000
Accountable Advance Spares
$ 1,780,147
Engineering Labour Costs
$ 29,149,451
Maintenance Labour Costs
$ 22,575,651
Overhead Costs for Engineering
$ 26,402,036
Overhead Costs for Maintenance
$ 20,447,834
General & Administrative Costs for Direct Materials
$ 346,034
General & Administrative Costs for Material Handling
$ 1,641,902
General & Administrative Costs for Engineering
$ 650,953
General & Administrative Costs for Maintenance
$ 504,149
Overhead Costs Include: Indirect Repair and Overhaul Support Salaries, General Facility
Maintenance Wages, Utilities, Property Taxes, Repairs and Maintenance, Building Rentals,
177 | Page Public Services and Procurement Canada August 2023
Maintenance, Other Equipment Depreciation, Leasehold Improvements Depreciation, Facility
Security, Maintenance Software Expense, and Inspection Services, Administration, Management
Fees, Audit & Tax, Storage, Office Rent, Office Insurance, Information Technology Personnel
Salaries, Consulting Fees, Advertising, Labour Negotiations, Legal Costs, and Bank Charges
Solution:
Estimated costs have to be organized into the appropriate cost element categories:
Cost Elements
Estimated Costs
Total Cost
Direct Materials
Materials for Repair
$ 27,750,000
Subcontracts
None
$ -
Accountable
Advance Spares
Accountable Advance Spares
$ 1,780,147
Direct Labour
Engineering Labour Costs, Maintenance Worker
Costs
$ 51,725,102
Overhead
Overhead Costs for Engineering and Maintenance,
and General & Administrative Costs
$ 49,992,908
To calculate General Business Risk profit per Cost Element = General Business Risk Profit Factor x Cost
Amount
Cost Elements
General
Business Risk
Profit Factor
Cost
Profit
Direct Materials
1.50%
$ 27,750,000
$ 416,250
Subcontracts
2.00%
$ -
$ -
Accountable Advance
Spares
2.00%
$ 1,780,147
$ 35,603
Direct Labour
4.00%
$ 51,725,102
$ 2,069,004
Overhead
4.00%
$ 49,992,908
$ 1,999,716
Total General Business Risk Profit
$ 4,520,573
178 | Page Public Services and Procurement Canada August 2023
5.2.3 NEGOTIATED PROFIT ELEMENT: CONTRACTUAL RISK
Figure 5.2.a.: Components of Profit
Purpose of Contractual Risk
The contractual risk profit factor represents the probability of financial loss to the contractor related to contract
specific risk factors. Assessing contractual risk involves understanding the risks present within the contract
and understanding which party is best to carry the risk for the various components of the contract. The level
of profit on contractual risk is based on how much of the risk is carried by the contractor. A higher profit rate
for contractual risk, is the result of the risk being assigned to and borne by the contractor. It is important to
ensure the assignment of risk is clear, transparent and well defined.
The following list outlines the key contractual risk factors to consider in the negotiation of profit:
Basis of payment: The degree of financial risk taken on by a contractor, dependant on the contract
basis of payment.
Accuracy of costing: The risk that the costing estimates are not accurate, and the contract will cost
more than planned.
Technical & schedule: The risk that contract specific factors and requirements will impact a
contractor’s ability to successfully complete the contract.
The degree of risk for each of the contractual risk factors should be assessed to determine the appropriate
contractual risk profit level. The following section provides detailed guidance on how to understand and
evaluate the contractual risk present in a contract and determine the profit rate commensurate with the level
of risk assumed by the contractor.
As illustrated in Figure 5.2.3.a below, the contractual risk profit rate is applied to the total estimated contract
costs to develop of the contract price.
Figure 5.2.3.a: Contractual Risk Profit Formula
Cost of
Capital
General
Business
Risk
Contractual
Risk Total Profit
Contractual Risk Rate (%) Total Contract Costs Total Contractual Risk
Profit
179 | Page Public Services and Procurement Canada August 2023
How to Determine the Contractual Risk Profit Rate for a Procurement?
Figure 5.2.3.b: Steps Involved in Determining the Contractual Risk Profit Rate
Basis of Payment Considerations
The first step in the contractual risk assessment is the identification of the basis of payment, which is the
base of the contractual risk profit assessment. The basis of payment selected significantly impacts the
balance of risk between Canada and the contractor and it establishes who is best to manage the risks. It is
important that the appropriate basis of payment is assigned to the various requirements in a contract, to
ensure an appropriate balance. For the purpose of the contractual risk assessment, the basis of payment
impact has been broken down into the two main categories: fixed price/rate and cost reimbursable. The
degree of contractual risk is higher for a contractor in a fixed price basis of payment and lower in a cost
reimbursable contract, as detailed in Figure 5.2.3.c below.
Establish the Basis of Payment
Review the contractual risk profit ranges
Consider the contractual risk factors applicable to the procurement:
Accuracy of Costing, and Technical and Schedule Risks
Determine the degree of risk in the contract applying the questions in
the Contractual Risk Assessment Tool
Assign the contractual risk profit rate
The Contractual Risk Assessment Tool is a summary tool of the guidance provided in this section,
designed to support practitioners in the assessment of contractual risk in a procurement in order to
establish an appropriate contractual risk profit rate. The Tool can be found in Annex 6.3.
180 | Page Public Services and Procurement Canada August 2023
Figure 5.2.3.c: Basis of Payment Type: Risk
See Section 4.1 (Basis of Payment) for guidance related to the appropriate selection of Basis of Payment in
a contract.
Contractual Risk Profit Ranges
The base of the contractual risk profit rate is the standard rate identified by basis of payment in Table 5.2.3.a:
Contractual Risk Profit Range per Basis of Payment below. The standard rate is the profit rate assigned for
contracts with standard risk levels. The available range establishes the profit premiums available when
additional risk is assumed by a contractor.
Table 5.2.3.a: Contractual Risk Profit Range per Basis of Payment
Category
Basis of Payment
Standard
Rate
Available
Range
Fixed Price/Rate
Fixed Price
4 %
4 - 7 %
Fixed Price/Rate
Firm Price
4 %
4 - 7 %
Fixed Price/Rate
Fixed Time/Unit Rate: Ceiling Price *
1 %
1 4.5 %
Fixed Price/Rate
Fixed Time/Unit Rate: No Ceiling Price *
1 %
1 3.5 %
Cost Reimbursable
Cost Reimbursable: Target Cost /Incentive Fee
1 %
1 4.5 %
Cost Reimbursable
Cost Reimbursable: Fixed Fee with Ceiling Price
1 %
1 4.5 %
Cost Reimbursable
Cost Reimbursable: Fixed Fee No Ceiling Price
0 %
0 1 %
Cost Reimbursable
Cost Reimbursable: No Fee No Ceiling Price
0 %
0 %
* For Fixed Time/Unit Rate basis of payment, if rates are negotiated in arrears, refer to R4. Timing of
Negotiation.
181 | Page Public Services and Procurement Canada August 2023
How to work within the Contractual Risk Profit Range?
Consider the Risk Factors
As detailed in Table 5.2.3.a above, the basis of payment for a contract determines the standard contractual
risk profit rate and the available range of profit. The level of contractual risk profit varies within the ranges
depending on the presence, likelihood, and impact of risk factors. The key risk factors to consider include:
Accuracy of costing, and
Technical and schedule risks
The key risk factors, sub-factors, and their impact are explained in Table 5.2.3.b below.
Key Questions to Ask
From there, Table 5.2.3.c: Key Questions to Ask, walks a contracting officer through a series of questions
related to the key risk factors to assess the presence, likelihood and impact of contractual risk in a contract.
Each procurement and program is unique, and the questions are designed to provide discussion points
among stakeholders regarding risk and to enhance each party’s understanding of contractual risk. The goal
of the assessment is to have an open conversation on the risks and which party is responsible to bear which
risks. It is important to ensure the assignment of risk is clear, transparent and well defined.
Assign the Contractual Risk Profit Rate
The profit rate is typically determined based on the presence and degree of risk factors in the contract.
Contracts with risk factors assessed as standard, will typically apply the standard rates defined in Table
5.2.3.a above. Elevated risks undertaken by a contractor should be appropriately rewarded with higher risk
premiums.
The Contractual Risk profit rate typically increases with either:
The presence of a significant number of risk factors, or
One or more risk factors that could significantly impact the contract’s risk.
A Standard Contractual risk is the lowest rate in the range. In rare circumstances, the Contractual Risk can
decrease below the standard rate or starting point in circumstances where the risk is negligible, non-existent,
or mitigations measures are in place to negate the impact entirely.
Key Contractual Risk Factors
The Contractual Risk Assessment Tool is a summary tool of the guidance provided in this section,
designed to support practitioners in the assessment of contractual risk in a procurement in order to establish
an appropriate contractual risk profit rate. The Tool can be found in Annex 6.3.
182 | Page Public Services and Procurement Canada August 2023
Table 5.2.3.b: Explanation of Contractual Risk Factors
Main Risk
Category
Description
Impact
COST
Description: Risk of financial loss incurred by a contractor due to unplanned
increases in costs for a contract
Cost risk is assessed based on either the presence of a significant number of
risk factors that increase contractual risk or one or more risk factors that is
determined to have a significant impact on the contract’s risks.
R1. Well Established Scope, Requirements and Demand
Represents how clearly the
requirements, specifications, and needs
are defined.
Consideration is required for the
likelihood of unanticipated scope
changes or adjustments in
requirements, design, or needs over the
contract lifecycle.
Contracts with a well-defined scope and
operational requirements are
considered standard contractual risk.
Fixed Price/Rate Type
The possibility of fluctuations in the
scope, requirements and specifications
results in an increased risk of higher than
expected costs being incurred by a
contractor due to modifications in the
planned process, level of effort, volume
of inputs and expertise required.
Cost-Reimbursable Type
The risk of increases in costs due to
scope and requirement uncertainty is
taken on by the Government of Canada
in a Cost Reimbursable contract.
Minimal impact considerations for
contractor profit.
R2. Reliable Cost Estimates
A reliable cost estimate includes
credible, reliable, and accurate
underlying assumptions. A reliable cost
estimate typically requires a strong
forecast and cost estimate with
dependable sensitivity models, indices,
analysis, and a clear Statement of Work
(SOW) in place. Reliability can be
achieved with the availability of relevant
historical costing data for the work or
similar work.
Fixed Price/Rate Type
The risk of fluctuations in cost estimates
is a risk of financial loss to a contractor in
a Fixed Price/Rate contract. The more
reliable the cost estimate used to
determine the fixed price/rate, the lower
the contractual risk for the contract.
Cost-Reimbursable Type
The risk of fluctuations in costs due to
unreliable estimates results in an
increased risk of cost to the Government
of Canada in a Cost Reimbursable
contract. Minimal impact considerations
for contractor profit.
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Main Risk
Category
Description
Impact
R3. Potential Fluctuations from External Factors
Potential fluctuations refer to
unanticipated changes in market factors
that impact the cost estimates and
resulting contract price. These include
commodity prices, union labour
negotiations, foreign currency
fluctuations, etc. The fluctuations refer
to changes that cannot be reliably
estimated or forecasted due to a
dependency on external factors.
A contract that accounts for market
fluctuations through the use of an
Economic Price Adjustment (EPA) or
Foreign Currency Adjustment (FCA)
clause (Section 4.2) does not require a
change to the contractual risk factor.
The EPA/FCA clause provides
contractors with protection for
fluctuations outside their control.
Fixed Price/Rate Type
The possibility of fluctuations in costs
due to market uncertainties increases
the risk of financial loss to a contractor.
However, the inclusion of the EPA/FCA
clause minimizes the risk and no
resulting increase in contractual risk is
required. In the event there is a reliance
on market factors in the cost estimates
and the impact on price of market
fluctuations could be significant, and
there is no related EPA/FCA clause in
place, there would be an increase in risk
to the contractor that the costs would be
higher than planned, resulting in an
increase in the contractual risk factor.
Cost-Reimbursable Type
Minimal impact in a cost-reimbursable
contract as the risk of fluctuations in
costs is born by the Government of
Canada.
R4. Timing of Negotiations
The timing of price and fee negotiation
has an impact on the accuracy of the
costs and price estimated. Contract
prices determined before the contract
start date, and for Fixed Time/Unit Rate
contracts before the start of a contract
year, rely on estimates and
uncertainties, which results in a higher
level of risk.
Contract prices determined after a
contract has started and for Fixed
Time/Unit Rate contracts after the start
of a contract year, when a significant
portion of the work has been completed
to reasonably understand inputs and
related costs, have a lower level of risk.
Fixed Price/Rate Type
Standard risk conditions rely on a
contract being negotiated prior to the
commencement of a contract and for
Fixed Time/Unit Rate contracts before
the start of a contract year. The
contractual risk rate will decrease when
the prices and rates are negotiated after
a contract or contract year has started (in
arrears) and inputs and actual costs are
known. With this factor, a Fixed
Price/Rate contractual risk factor can go
below the normal range as the contract
price being negotiated is now actual
costs plus a fee, reducing the cost
uncertainty and risk to that of a cost-
reimbursable contract.
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Main Risk
Category
Description
Impact
If a substantial portion of the costs have
been incurred prior to the finalization of
contract prices or rates, the contracting
officer may assign a value as low as
zero percent, regardless of Basis of
Payment type.
For example, in a Fixed Time Rate
contract where costing rates are
negotiated annually in arrears, there will
typically be no cost risks, as the contract
would essentially be cost-reimbursable in
nature. The contractual risk portion of
profit should be decreased accordingly.
Regular assessments of contractual risk
factors should be conducted in line with
costing rate negotiations for Fixed Time
Rate contracts.
Cost-Reimbursable Type
Minimal impact in a cost-reimbursable
contract with regards to the
establishment of the ceiling price. The
contractual risk rate will decrease when
the prices and rates are negotiated after
a contract has started (in arrears) and
inputs and actual costs are known.
TECHNICAL &
SCHEDULE
Description: The risk that various contractual factors will impact a contractor’s
ability to successfully complete the technical aspects of the procurement as
scheduled according to the requirements in the contract.
Technical and Schedule risk is assessed based on either the presence of a
significant number of risk factors that increase contractual risk or one or more
risk factors that is determined to have a significant impact on the contract’s
risks.
R5. Technical Risk
Technical risk refers to the technical
skills, knowledge and/or innovation
required to meet procurement
objectives.
A contract that has a high level of
technical risk typically requires highly
skilled personnel, state of the art
machinery/leading edge technology,
and/or a high degree of development
and design.
Fixed Price/Rate and Cost Reimbursable
Type
A contract that with higher technical risk
typically results in a higher contractual
risk rating as there are more areas that
can impact the successful completion of
the contractual requirements.
Also, there can be the differentiation
between developmental vs. off-the-shelf.
Generally, off-the shelf would decrease
contractual risk as risks are lower for a
185 | Page Public Services and Procurement Canada August 2023
Main Risk
Category
Description
Impact
Note: Lower technical risk areas are
typically sustainment or ancillary
services, such as maintenance and
support, spare parts or off the shelf
items procurement, IT services,
training, standard services, routine
support services and facilities support.
contractor for an established product line
where performance is known, and risks
of unknowns are lowered.
R6. Familiarity and Program (Products/Services/Processes/ Tasks) Maturity
Familiarity refers to a contractor’s past
experience with the same or similar
work and requirements being procured.
Program maturity refers to the level of
establishment of the
product/services/processes/tasks
involved in meeting the procurement
objectives.
Examples of less mature programs
include the following:
Product lines would include
products that are developmental
that have a high degree of
uncertainty or risk because of the
untested nature of the technology
or the unproven, unique or
developmental nature of the
deliverable.
Unproven processes or new
processes with minimal testing
Routine vs. non-routine tasks
(typically, the more routine a task,
the higher the degree of program
maturity)
Fixed Price/Rate and Cost Reimbursable
Type
Contractors that do not have experience
with same or similar work and do not
have a good understanding of the
process, resources and timelines
required to successfully meet
procurement requirements will
experience increased risk of
procurement failures, resulting in a
higher contractual risk rating.
A new program typically has an increase
in contractual risk, as the lack of program
experience could impact the successful
fulfillment of the procurement.
Note that the length of time for a
program to be considered mature will
vary depending on the industry (For
example: high-tech industry where
technology changes frequently vs. parts
manufacturing where technology does
not change frequently).
R7. Performance Specifications
Performance specifications refer to the
operational requirements of a product or
service, and the level of tolerances for
variances in the product or service
requirements.
Fixed Price/Rate and Cost Reimbursable
Type
Contractual risk increases for contracts
with demanding performance
specifications and low tolerances for
186 | Page Public Services and Procurement Canada August 2023
Main Risk
Category
Description
Impact
This also includes timeline risks, which
is where there are tight restrictions
related to the delivery schedule and
timelines. Essential timelines and tight
timelines impose additional risk on
successful delivery of a contract. A
timeline is typically considered more
stringent and challenging when it is
significantly shorter from normal lead
times for the same or similar work.
For example: The acceptable range for
physical dimension for a manufactured
product as it can impact the reliability.
deviations for it. The contractor has
minimal room for error and a higher risk of
not being able to successfully deliver the
procurement on time.
R8. Contract Duration
This risk factor refers to the length of
the contract. Typically, the longer a
contract is, the riskier, due to the
greater amount of unknown factors in
the long-term.
1. The length of a contract can impact
the predictability of the scope,
requirements, inputs, and various costs
and overhead distribution rates. In
addition, typically, the longer a contract,
the predictability of the requirements,
factors and market conditions
decreases. For example, commodity
fluctuations, demand and supply,
inflation, etc.
2. The duration of a contract can also
impact the capacity to establish a
reasonable operational delivery
schedule and fair payment schedule. In
a longer term contract (5+ years) it is
difficult to establish a reasonable
operational delivery timeline. When the
final delivery schedule is changed or
modified, it can result in a loss of
revenue for a contractor, for example, if
they are forced to delay or cancel a
Fixed Price/Rate and Cost Reimbursable
Type
1. Generally, the longer the duration of a
contract, the greater the risk and
potential impact on the ability to
reasonably estimate requirements and
costs. This would be to a lesser degree
for Cost Reimbursable type contracts.
2. Typically, the longer the duration of a
contract, the higher the risk the
contractor will experience schedule
delays and resulting business loss, or
payment schedule changes and resulting
cash flow concerns.
3. Typically, the longer the duration of a
contract, the higher the risk is a
contractor will not successfully deliver
the contract.
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Main Risk
Category
Description
Impact
follow on contract due to required
adjustments to the delivery and
performance schedule.
The contract duration also impacts
ability to establish a fair and reasonable
payment schedule. This presents
further risk that the contractor will not
have sufficient payments and cash flow
to successfully meet contractual
obligations.
3. The duration of a contract can also
impact the ability of a contractor to
successfully complete a contract, due
to the heightened uncertainties in
timing, volumes, costs, resource
requirements and availability, supply
chain changes, parts obsolescence and
sourcing. Negative changes in a supply
chain, such as changes in suppliers
and parts obsolescence can negatively
impact a supplier’s ability to deliver a
contract.
Factors to Consider
It is important to consider the following factors in the determination of the contractual risk profit and the
contract price.
Multiple Bases of Payment: Contracts with multiple bases of payments will be required to calculate
the contractual risk factor for each separate basis of payment. The remaining profit factors, General
Business Risk, Working Capital Employed and Fixed Capital Employed, are calculated separately
and are not impacted by the basis of payment. Contractual risk is the only factor requiring a
calculation per basis of payment. Refer to Example 5.2.3 d) below for an example of a contract with
multiple bases of payment. This methodology for multiple bases of payment also applies to
provisional price bases of payment.
Task Authorizations and Requirement Add-Ons: Depending on the contract, separate contractual
risk assessments may also be required for task authorizations and/or add-ons to a contract that were
not competed. This methodology would be similar to that applied to multiple bases of payment.
188 | Page Public Services and Procurement Canada August 2023
Modifications to Basis of Payment and Risk Assignment: Once the contractual risk assessment
is complete, the resulting profit rate is reflective of the risk assumed and agreed to by each party. A
higher risk premium is awarded for taking on additional risk. In the event the risks are realized, for
example, cost increases, the rate in place has already compensated a contractor for the potential of
a cost increase. There is no further requirement to adjust the price. In the event, a contractor is no
longer able to bear the risk originally agreed upon, and a contract basis of payment is changed from
fixed price to cost reimbursable, it is important that the contractual risk profit rate also be adjusted,
to reflect the fact that the risk is now borne by the Government of Canada.
Risk Mitigation: It is important to note that in the evaluation of contractual risk, the degree of risk
can be impacted by risk mitigation factors that are in place. For example, “pain sharing” agreements
can mitigate risk related to cost estimating as the contractor’s downside risk is limited as losses are
shared with the government. Another example is the “rolling wave” in a long-term contract, where
the contractor is only required to estimate costs in increments, mitigating the risk related to the
contract length. Another example is when a Fixed Price type contract has a provision to compensate
for design changes or additional work arising, mitigating risks related to uncertainties in scope,
requirements and demand.
Warranty Risk: Warranty costs include those arising from fulfillment of any contractual obligation of
a contractor to provide services such as installation, training, correcting defects in the products,
replacing defective parts, and making refunds in the case of inadequate performance. This includes
assigning the contractor accountability for product warranty claims due to workmanship when
Canada is responsible for some levels of the maintenance activity.
Warranty risk is not considered a technical risk for the Contractual Risk factor as these costs are
typically accounted for in the Costing Standard. See Section 4.13 Provisions for Contingencies and
Warranty Costs of the Costing Standard for more detail.
Contingencies: Contingency costs are considered non-applicable costs to the contract under SACC
1031-2. Risks related to any uncertainties in cost estimates are factored in the Contractual Risk profit
factor in R2. Reliable Cost Estimates.
Key Questions to Ask
The following key questions support a contracting officer in the assessment of the presence, likelihood and
impact of contractual risk in a contract.
Table 5.2.3.c: Key Questions to Ask in the Assessment of Contractual Risk
Risk Factor
Key Questions to Ask
R1. Well Established Scope,
Requirements and Demand
Are the scope and requirements well defined?
Is the likelihood of unanticipated changes to the operation
requirements and demand mid-low?
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Risk Factor
Key Questions to Ask
R2. Reliable Cost Estimates
Is there an ability to develop strong forecasts and cost estimates?
Is there a clear SOW in place as a base for the cost estimates?
Are the underlying assumptions used to calculate the cost estimates
credible and accurate?
Are dependable sensitivity models, indices and analysis in place to
accurately determine cost fluctuations?
Is there reliable historical costing data for this work or similar work?
Is the length of the contract short-medium in duration? If no, consider
the length of the contract and its impact on reliable cost estimates
(i.e. the predictability of requirements, inputs and resulting costs and
rates (labour, material and overhead distribution).
R3. Potential Fluctuations
from External Factors
Are there potential market fluctuations that could significantly impact
the price (for example, commodity price, labour negotiations, foreign
currency)?
If yes, is protection provided to the contractor for fluctuations outside
of the contractor’s control, such as Economic Price Adjustment
(EPA) / Foreign Currency Adjustment (FCA) clause?
R4. Timing of Negotiations
Was the contract price, fee, and/or rates determined after the
contract start date and/or contract year (i.e. in arrears)?
If yes, has a significant enough portion of the work been completed
that inputs and related costs are known? If yes, and contract is Fixed
Price/Rate type, consider a decrease in Contractual Risk from
standard levels.
R5. Technical Risk
Are the contract requirements considered complex?
Are highly skilled personnel or specific technical skills required?
Is state of the art machinery or leading edge technology required?
Is there a high degree of research, development and design
requirements?
Is this considered developmental work (vs. off-the-shelf technology)
with significant risk related to customization?
Is the contract for new product lines or non-routine tasks?
R6. Familiarity and Program
(Products/Services/Processes/
Tasks) Maturity
Does the contractor have limited to no experience performing the
work or similar work for the government or another government
client?
Is the program considered new (i.e. the product or service has not
been available in the market for a period of time)?
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Risk Factor
Key Questions to Ask
R7. Performance
Specifications
Are there high performance specifications and strict standards
required for successful delivery (for example, strict timelines, product
specifications or service standards)?
Is there a very low tolerance for deviations in performance
specifications?
Would a deviation in performance specification impact the success
of delivery?
Are there exact specifications with zero tolerance for deviations in
place?
R8. Contract Duration
Is the length of the contract medium to long term in duration?
Does the length of the contract impact the ability to establish a
reasonable operational delivery schedule; and/or a fair payment
schedule?
Is there a risk related to parts obsolescence that could significantly
impact the contract's successful delivery?
Examples
The following examples provide various scenarios that demonstrate how the contractual risk can be assessed
for a contract. The responses have been established by applying the questions within the Contractual Risk
Assessment Tool found in Annex 6.3.
Example 5.2.3 a)
Scenario:
Negotiated Fixed Price 2-year contract for the acquisition of specialized protective equipment for
client department.
Scope and requirements are clear and well known.
Contractor has experience with similar work done in the past for other organizations and has
reasonable and accurate cost estimates.
Negotiations for price and fee will be completed before the contract start date.
Manufacturing of equipment requires skilled, unionized laborers. Collective bargaining is underway
and resulting new labour rates and escalation factors for the 2-year contract period are difficult to
estimate. Labour costs are significant, at 65% of the total estimated contract costs. Any fluctuations
in labour will result in significant fluctuation in costs for the contractor. Manufacturing of equipment
also requires special fibers and materials that are difficult to source with price fluctuations based on
market and demand. There is no Economic Price Adjustment (EPA) clause included in the contract.
Incentives will not be used on the contract.
The product is customized with specific performance specifications and requires state of the art
equipment to produce. Tolerances for deviations are lower than those typically required by
commercial customers. This product is similar to ones produced and sold to commercial customer
and general manufacturing process remains similar for customized versions for Canada.
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Due to the pressing operational needs of the client department for the protective equipment, Canada
is looking for very tight timelines for the production of the products on a regular basis over the 2-year
contract. Typically the contractor requires two months lead time to finish a pallet of product for a
commercial customer. Canada is looking for a one month lead time for the same quantity.
No major subcontracting anticipated for the contract. Any subcontracting work that will be required
is typical for the industry.
Analysis and Solution:
Basis of Payment Type:
Version A: Fixed Price
Contractual risk profit range starting point: 4%
4% - 7% Range = up to 3% risk increase potential (1.5% Cost Risk + 1.5% Technical & Schedule
Risk)
Risk
Impact on
Procurement
Justification
R1. Well Established Scope,
Requirements and Demand
Standard
Scope and requirements are clear and well known.
R2. Reliable Cost Estimates
Standard
Contractor has past experience for reasonable and
accurate cost estimates.
R3. Potential Fluctuations
from External Factors
Significant
Significant fluctuations for skilled labours and direct
materials possible. Labour cost has significant impact
on total costs of contract. No EPA clause in contract.
R4. Timing of Negotiations
Standard
Negotiations will be completed before contract start
date.
Total Impact (Standard or
Above?)
+1.5%
R3 increases cost risk for the procurement and could
potentially have a significant impact on total costs.
Total cost risk impact = significant. Highest amount in
range awarded due to significant impact the risk factor
has on cost risk.
R5. Technical Risk
Moderate
Specialized product that requires “state of the art”
equipment to produce and highly skilled labour required.
R6. Familiarity and Program
(Products/Services/Processes/
Tasks) Maturity
Standard
Contractor is experienced with similar work.
Program is mature. Similar products for commercial
customers and similar process involved in
manufacturing.
R7. Performance
Specifications
Moderate
Low tolerance for performance deviations.
Tight timelines that are more stringent and challenging
compared to normal lead times. Technical and
Schedule risk increases.
R8. Contract Duration
Standard
2 year contract; no impact on the predictability of
requirements and costs.
Total Impact (Standard or
Above?)
+1.5%
R5 and R7 increase Technical and Schedule risk for the
procurement and have significant impact on contractual
risk. Total Technical and Schedule risk = significant.
192 | Page Public Services and Procurement Canada August 2023
Risk
Impact on
Procurement
Justification
Highest amount in range awarded due to a number of
moderate risk factors present.
Overall Impact on
Contractual Risk
+3%
Total Contractual Risk to be
Applied
7%
Based on the above analysis, the contractual risk factor profit rate to award is determined to be 7%.
Example 5.2.3 b)
Scenario:
Negotiated incentive based basis of payment: Cost Reimbursable with Target Cost, 6 year contract
for the development and maintenance of a fleet of specialized drones. For the Cost Reimbursable
with Target Cost basis of payment, the contractor and Canada have agreed upon contract
performance criteria where cost efficiencies or losses are rewarded and shared through the fee
arrangement in which both parties share the reward (risk) of meeting (or not meeting) them.
Scope and requirements for the procurement are clear and well-established.
Due to the developmental and specialized nature of the products being procured and uncertain
service level required to maintain the new product, cost estimates may not be very accurate or
dependable.
Negotiations for price and fee are well on their way and will be completed before the contract start
date.
Material and unionized specialized labour required is subject to great uncertainty based on market
conditions.
The contractor is experienced with developing drones for other commercial and government
customers each with their own specific requirements in the past. The development process is similar
to a process for other drones developed by the contractor and is a proven process.
Performance specifications required and tolerances for deviations is the same as other products the
contractor produces.
Timelines and schedules for delivery and maintenance are similar to other products in the product
line of the contractor and maintenance schedule is estimated to be similar as well.
No major subcontracting anticipated for the contract. Any subcontracting work that will be required
is typical for the industry.
Analysis and Solution:
Basis of Payment Type:
Version B: Cost Reimbursable with Target Cost
Contractual risk profit range starting point: 1%
1% - 4.5% Range = up to 3.5% risk increase potential (1.75% Cost Risk + 1.75% Technical &
Schedule Risk)
193 | Page Public Services and Procurement Canada August 2023
Risk
Impact on
Procurement
Justification
R1. Well Established Scope,
Requirements and Demand
Standard
Scope and operational requirements are clear and well
established.
R2. Reliable Cost Estimates
Moderate
Cost estimates are not very accurate or dependable.
Cost risk increases, slightly higher than standard risk.
R3. Potential Fluctuations
from External Factors
Standard
Although potential for fluctuations is high, minimal
impact due to cost-reimbursable type contract.
R4. Timing of Negotiations
Standard
Negotiations well on their way and will be completed
before contract start date. Minimal impact for a cost-
reimbursable contract.
Total Impact (Standard or
Above?)
+1%
R2 increases cost risk for the procurement and has a
slightly higher than standard impact on contractual risk.
Total cost risk impact = moderate, but with presence of
only one risk factor, only 1% extra is determined
applicable.
R5. Technical Risk
Moderate
Developmental nature of product and highly specialized
labour required increasing technical risk. Contract also
includes a maintenance portion which lowers technical
complexity risk. Overall slightly above standard risk.
R6. Familiarity and Program
(Products/Services/Processes/
Tasks) Maturity
Standard
Contractor is experienced with the development of
drones.
Similar product lines exist, and processes are proven.
R7. Performance
Specifications
Standard
Performance specifications and tolerances for
deviations are same as other products of contractor.
Timelines and schedules for delivery similar to other
products in product line.
R8. Contract Duration
Standard
6 year contract; minimal impact on the predictability of
requirements and costs.
Total Impact (Standard or
Above?)
+1%
Slight impact on Technical and Schedule risk from R5
= moderate, only 1% extra is deemed applicable.
Overall Impact on
Contractual Risk
+2%
Total Contractual Risk to be
Applied
3%
Based on the above analysis, the contractual risk factor profit rate to award is determined to be 3%.
Example 5.2.3 c)
Scenario:
Taking the same scenario as in Example 2, the following are the only factors that have changed:
194 | Page Public Services and Procurement Canada August 2023
o A “pain sharing” incentive is included in the contract. The government of Canada will share
any losses with the contractor, utilizing a 50/50 ratio.
Analysis and Solution:
Basis of Payment Type:
Version B: Cost Reimbursable with Target Cost
Contractual risk profit range starting point: 1%
1% - 4.5% Range = up to 3.5% risk increase potential (1.75% Cost Risk + 1.75% Technical &
Schedule Risk)
Risk
Impact on
Procurement
Justification
R1. Well Established Scope,
Requirements and Demand
Standard
Scope and operational requirements are clear
and well established.
R2. Reliable Cost Estimates
Moderate
Cost estimates are not very accurate or
dependable. Cost risk increases.
R3. Potential Fluctuations from
External Factors
Standard
Although potential for fluctuations is high,
minimal impact due to cost-reimbursable type
contract.
R4. Timing of Negotiations
Standard
Negotiations well on their way and will be
completed before contract start date. Minimal
impact for a cost-reimbursable contract.
Total Impact (Standard or Above?)
+1%
R2 increases cost risk for the procurement.
Total cost risk impact = moderate, only 1%
extra is deemed applicable.
R5. Technical Risk
Moderate
Developmental nature of product and highly
specialized labour required. Technical and
Schedule risk increases. Contract also
includes a maintenance portion which lowers
technical complexity risk. Overall slightly
above standard risk.
R6. Familiarity and Program
(Products/Services/Processes/ Tasks)
Maturity
Standard
Contractor is experienced with the
development of drones.
Similar product lines exist, and processes are
proven.
R7. Performance Specifications
Standard
Performance specifications and tolerances
for deviations are same as other products of
contractor.
Timelines and schedules for delivery similar
to other products in product line.
R8. Contract Duration
Standard
6 year contract; minimal impact on the
predictability of requirements and costs.
Total Impact (Standard or Above?)
+1%
Slight impact on Technical and Schedule risk
from R5 = moderate, only 1% extra is deemed
applicable.
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Risk
Impact on
Procurement
Justification
Overall Impact on Contractual Risk
+2%
Total Contractual Risk to be Applied
3%
NOTE: The contract includes a “pain sharing” incentive arrangement. The overall impact of the incentives on
the total contract price must be considered. Canada shares in any losses with the contractor if targets are
not met, the target profit that has been set in the contract considers this. Decisions on the target levels for
incentives should consider the overall profit rate (including the Contractual Risk profit factor). The Contractual
Risk profit for this example will still be 3% and the incentive amount may fluctuate over total contract price
according to the performance of the contractor. The contractor takes on the risk that targets may or may not
be met, depending on their performance and shares in the financial losses related to it with Canada.
Based on the above analysis, the contractual risk factor profit rate to award is determined to be 3%.
Example 5.2.3 d) - Multiple Bases of Payment
Scenario:
Negotiated procurement for the development, production and maintenance of a fleet of specialized
drones.
Multiple bases of payment:
o Cost Reimbursable: Fixed Fee No Ceiling Price (30% of the contract) - This is for the
maintenance portion of the fleet of specialized drones.
o Fixed Price (70% of the contract) - This is for the development and production of specialized
drones.
Estimated total contract costs is $5.5 million.
There are significant risks in many aspects of the contract, for this reason:
o It is determined that for the Cost Reimbursable portion of the contract, 1% contractual risk
profit factor is appropriate.
o It is determined that for the Fixed Price portion of the contract, 7% contractual risk profit
factor is appropriate.
Analysis and Solution:
Contractual Risk Profit Factor x Estimated Contract Costs = Total Contractual Risk Profit
Basis of Payment Type
Contractual Risk
Profit Factor
Estimated Contract
Costs
Total Contractual
Risk Profit
Cost Reimbursable: Fixed Fee
no Ceiling Price
1%
30% x $5.5 million =
$1.65 million
$16,500
Fixed Price
7%
70% x $5.5 million =
$3.85 million
$269,500
TOTAL
$286,000
Therefore, the total contractual risk profit estimated for this contract is $286,000.
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5.3 ALTERNATIVE PRICING STRATEGIES
Alternatives to Cost-Based Pricing are ways to buy goods and services where the price does not rely on the
cost to the contractor of fulfilling the statement of requirements. There are some situations where alternatives
to Cost-Based Pricing might generate better value.
The Alternative Pricing Principles refer to the procedures and guidance in place for contracting authorities to
follow when a contract price is established applying an approach that does not fully incorporate the Cost-
Based Pricing Principles outlined in Section 5.0.1 Cost-Based Pricing Principles.
Alternatives to Cost-Based Pricing are not commonly applied and as such, guidance on specific alternatives
is not yet in place. Concepts and types of alternatives that could be considered are discussed further in Annex
5.4.1 (Discussion Paper Alternative Approaches to Cost-Based Pricing).
The Alternative Pricing Principles, detailed below, outline the process to follow to ensure the alternative
method is appropriately analyzed with consideration for the risks and the benefits, and to ensure that the
alternative approaches are shared for lessons learned and incorporation in future iterations of this Guide for
the benefit of the entire procurement community.
5.3.1 Objectives
The purpose of the Alternative Pricing Principles is to encourage contracting officers to broadly consider other
factors or alternative approaches in their pursuit of better value to Canada, in the development of contract
pricing.
For example, these could include:
Access to better pricing via gainsharing or price reductions over time;
Enhanced performance of government services to the public;
Flexible contracting arrangements responsive to changing budgets and/or operational demand; or
Improved contractor behavior or customer satisfaction for goods and services rendered.
5.3.2 When Alternative Pricing Principles Apply
When justification exists that an alternative pricing method might generate better value to Canada than the
application of the Cost-Based Pricing Principles (Section 5.0.1), the Alternative Pricing Principles are to be
applied in accordance with the Principles and Procedures outlined in Section 5.3.3 below.
The following requirements must be met in order to apply the Alternative Pricing Principles:
The contract pricing is sanctioned by the delegated contracting authority
Concurrence is obtained from the client
The decision is documented as described in the procedures below
The record of decision showing justification, client concurrence and the contracting authority’s
approval is shared with the Price Support Directorate (PSD).
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5.3.3 Procedures for Application of Alternative Pricing Principles
Contracting Officers are responsible to justify and obtain approval for the use of the alternative pricing
methodology applied as opposed to the use of Cost-Based Pricing Principles in Section 5.0.1.
The Alternative Pricing Principles require a contracting officer to document the following in the Procurement
Plan, if applicable, a business case file or other decision document:
a) Identify the pricing practice proposed
b) Explain the reasons for the selection of proposed pricing practice, identify which Cost-Based Pricing
Principles were not used and why
c) Provide the evidence or comparative information from other jurisdictions/sectors in support of the
proposed pricing practice as a benchmarking, if available
d) Identify, describe and estimate expected costs and benefits of the chosen pricing practice to Canada
e) Explain how the pricing was determined, and provide a comparison to the profit and price
determination that would have been applied under Cost-Based Pricing Principles
f) Explain how the pricing is intended to work
g) Identify any applicable limits in the application of the pricing practices, such as timeframe or
conditions
h) Briefly discuss, as applicable, plans and approach to:
I. Validate contractor’s achievement of conditions that activate the pricing provisions, including
gain-sharing and non-financial performance objectives
II. Establish provisions for adjusting or recalibrating contract pricing, including performance
objectives for multi-year contracts
III. Review and assess the effectiveness of the pricing practice and make recommendations for
its use by others
It should also be noted that documentation must include evidence of program management (client)
acceptance/ concurrence with the contract pricing provisions.
Did You Know?
Contracting officers should draw on expert advice from the: Price Advisory Group (PAG), within the
Procurement Support Services Sector (PSSS)
Please see Annex 3 for contact information.
Once the Alternative Pricing Method is approved by the delegated contracting authority, the contracting
officer should share with PSSS by email (TPSGC.padgamtp-appbipm.PWGSC@tpsgc-pwgsc.gc.ca) the
Alternative Pricing Principles that have been applied for lessons learned and incorporation into future
iterations of the Guide.
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6.0 ANNEXES
ANNEX 1: Firm Price Basis of Payment
ANNEX 2: Costing Standard
ANNEX 3: Contact Information
ANNEX 4: Process Steps for Cost Accounting Practices (CAP) Submission
ANNEX 5: Discussion Papers
ANNEX 6: Tools and Templates
ANNEX 7: Glossary
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ANNEX 1: Firm Price Basis of Payment
Comparison: Firm Price vs. Fixed Price Basis of Payment in a Non-Competitive Contract
Firm Price Basis of Payment in a Non-Competitive Contract
A firm price basis of payment provides for the establishment a price at the beginning of a contract based on
estimated costs and a negotiated profit, which for the most part, is not subject to adjustment unless through
the course of the contract, PSPC exercises its right to apply the discretionary audit clause. The discretionary
audit clause validates the actual costs incurred and profit earned in the contract and compares them to those
originally estimated in the establishment of the firm price. Resulting decreases in actual costs and related
excess profits realized by the contractor are then recovered by Canada.
Fixed Price in a Non-Competitive Contract
A fixed price basis of payment establishes a price in the same manner as a firm price contract, through the
development of a cost base and negotiation of a profit rate; however, a fixed price is not subject to any
adjustment. The contractor is paid a definite sum of money for carrying out the work regardless of the
actual costs incurred. A validated strategy is carried out before a contract is signed to ensure the
reasonableness and fairness of the price and, once the contract is signed, changes cannot be made to the
price.
Similarities
Firm and fixed price contracts are used under similar circumstances, as detailed in the Fixed Price
(Section 4.1.1), when the contract scope and requirements are known and unlikely to change,
resulting in a realistic estimate of applicable costs, and the negotiation of a fair and reasonable profit.
Firm and fixed prices in a non-competitive environment are built by estimating a cost-base and
negotiating a fair and reasonable profit, using Section 5.2 (Profit Principles).
Both firm price and fixed contracts:
o place risk upon the contractor as they bear full responsibility for all costs and resulting losses;
o result in a high profit rate built into the prices as the risk is passed onto the contractor;
o provide incentive for the contractor to control costs and perform efficiently; and
o impose little administrative burden upon both contracting parties.
Please Note
Firm Price basis of payment is no longer recommended for use.
Refer to Section 4.1.1 (Fixed Price) for application of this option.
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Differences
It should be noted that the discretionary audit clause is not always applied in a firm price contract.
As a result, many firm price contracts result in similar application to that of a fixed contract. It is only
in the application of the audit clause that differences arise.
A firm price may be subject to a discretionary audit and a resulting price adjustment in the event the
audit reveals excess profit (profit greater than that negotiated at the onset of the contract), where as
a fixed price remains the same throughout the contract regardless of fluctuations in costs and the
contractor bears all risks associated with those fluctuations.
A discretionary audit clause may be included in a firm price contract, while there will be no
discretionary clause for the purposes of excess profit recoveries in a fixed price contract.
A firm price essentially sets a maximum price limit that Canada will pay. In the event the contractor’s
actual costs incurred were much higher than estimated in the establishment of the contract price,
there is no resulting price increase. The contractor bears full risk related to cost increases and, as a
result, they are awarded a higher profit premium. In a fixed price contract, the contractor also bears
full risk related to cost increases but is able to retain all additional profits earned when costs are
under the original estimates.
Why is a Firm Price Basis of Payment Not Recommended for Use?
The firm price basis of payment is no longer recommended for use for the following reasons:
Firm price removes all incentive for the contractor to improve their processes and to gain efficiencies
because Canada has the right to audit and recover the resulting overpayment.
The discretionary audit clause may not be applied consistently and when it is applied, the audit and
resulting recovery appears punitive in nature.
Firm price does not help build or maintain contractor relationships due to disputes over excess profit
recoveries and audit findings as well as the inconsistent application of the clause.
Contractors are awarded a premium for Firm Price at the beginning of a contract. Then, throughout
the contract, if the scope and requirements are modified, the nature of the contract resembles that
of a cost reimbursable contract with Canada bearing the risks related to cost uncertainties and the
contractor earning a higher than necessary profit premium.
Application Differences between Firm and Fixed Price
For those contracts where the requirements, scope of work and outputs to determine the level of effort are
known and a validation strategy to determine the reasonableness and fairness of price can be conducted, a
fixed price basis of payment is recommended, in line with the criteria outlined in Section 4.1.1. The key
differences in application between fixed and firm price basis of payment are as follows:
fixed price is set as a final price that is not subject to any adjustment throughout the lifecycle of the
contract if no amendment of the contract is needed.
fixed price must be validated prior to contract initiation through available market-based data, a
validated cost base with a Section 5.2 profit calculation or should-cost analysis benchmarking.
discretionary audit clauses will be replaced by a general audit clause.
audits will not be conducted for the purpose of excess profit recoveries.
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Alternatives to Firm Price Basis of Payment
In addition to applying a Fixed Price basis of payment, a Contracting Officer can consider other bases of
payment that transfer risk to the contractor in a manner similar to that of a Firm Price contract, but that operate
in fair and transparent manner. For example, Cost Reimbursable contracts with a Target Cost are a form of
“gain or pain” sharing, where cost efficiencies or losses are rewarded and shared through fee arrangements
in which both the contractor and Canada share the reward (risk) of meeting (or not meeting) contract
performance criteria. The “gain or pain” sharing formula in this basis of payment acts as an incentive for the
contractor to control their costs. See Section 4.1.3.3 for further details on the benefits and application details
of Target Cost contracts.
For contracts where scope and requirements may require modifications, a cost reimbursable type contract
will be more appropriate for the cost uncertainty risks taken on by the contractor.
Process Steps
Although it is not recommended for use, a firm price basis of payment follows the same process steps as that
of a fixed price which are detailed in Section 4.1.1 with the exception of the inclusion of the discretionary
audit clause. The discretionary audit clause (SACC C0100C, C0101C or C0102C) must be incorporated in
the contract when a firm price basis of payment is used.
Please note: If a supportable commercial price is available, sufficient price support must be obtained
and validated prior to accepting the commercial price. See Section 5.0.2 Commercial Pricing for
more information.
It is recommended that contracting officers ensure that the “Audit” clauses from the SACC Section 3
General Conditions template (2010A, 2010B, 2010C, 2015A, 2029, 2030, 2035 and 2040) are used.
For example, as appropriate, the General Conditions Higher Complexity Goods SACC 2030,
section 33”, General Conditions Higher Complexity Services SACC 2035, section 31 and
General Conditions Research and Development 2040, section 42” are recommended. The “Audit”
clauses included in the templates detail the contractor’s obligation related to audit (i.e. the contractor
must retain evidence for all amounts claimed in a contract) and protects Canada’s right to audit (i.e.
Canada’s right to audit all claimed amounts, calculated in accordance with the Basis of Payment)..
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ANNEX 2: Costing Standard
Table of Contents
The Costing Standard……………….……………………………………………………………………………204
Costing Standard Subsections…………………………………………………………………………………..213
1) Asset-based Costs………………………………………………………………………………………213
2) Employee-based Compensation Costs…………………………………………………………….....222
3) Good/Service-based Costs……………………………………………………………………………..233
4) Corporate/Various-based Costs………………………………………………………………………..237
General Considerations for Costing …………………………………………………………………….………257
Annex 2A: Costing Process………………………………………………………………………………..……..259
Annex 2B: Contract Costing Rates………………………………………………………………………..……..260
Annex 2C: Cost Management………………………………………………………………..………………..266
Costing Standard Subsections for the categorization of the specific costs by cost groups
1) Asset-based Costs
2) Employee-based
Compensation
Costs
3) Good/Service-
based Costs
4) Corporate/Various-
based Costs
1.1 Amortization of
Unrealized
Appreciation of
Assets
1.2 Depreciation
1.3 Excess
Production
Capacity
1.4 Excess Facilities
1.5 Impairment of
Assets
1.6 Leases
1.7 Special
Production
Tooling and
Special Test
Equipment
2.1 Dues and
Membership
2.2 Downtime
2.3 Employee Benefits
2.4 Executive and
Employee
Compensation
2.5 Overtime Costs
2.6 Pension Costs
2.7 Pension Plan
Refunds
2.8 Severance
Payments
2.9 Training and Staff
Development
3.1 Bad Debts and
Collection
Charges
3.2 Inventory Losses
and
Obsolescence
3.3 Rework and
Faulty
Workmanship
3.4 Surplus Materials
Expense
4.1 Allowance for
Interest on Debt and
Capital
4.2 Extraordinary or
Unusual Matters or
Events
4.3 Financial Related
Expenses
4.4 Fines and Penalties
4.5 Fees for
Professional Advice
4.6 Goodwill
4.7 Insurance
4.8 Legal, Accounting
and Consulting Fees
in Connection with
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1) Asset-based Costs
2) Employee-based
Compensation
Costs
3) Good/Service-
based Costs
4) Corporate/Various-
based Costs
1.8 Government
Assistance
Related to Fixed
Assets, Research
and Product
Development
2.10 Travel Costs and
Living Expenses
2.11 Department of
National Defence
(DND) Facility
Costs
2.12 Displacement/
Dislocation Pay
Allowance
Financial Re-
Organization,
Security Issues,
Capital Stock
Issues, Obtaining of
Patents and
Licenses and
Prosecution against
the Crown
4.9 Losses on
Investment
4.10 Losses on Other
Contracts
4.11 Patents and
Licenses
4.12 Prosecution of
Claims against the
Crown
4.13 Provisions for
Contingencies and
Warranty Costs
4.14 Refunds
4.15 Research and
Development
4.16 Sales and Marketing
Costs
4.17 Taxes
4.18 Joint Venture
4.19 Transfer Pricing
204 | Page Public Services and Procurement Canada August 2023
1) Asset-based Costs
2) Employee-based
Compensation
Costs
3) Good/Service-
based Costs
4) Corporate/Various-
based Costs
4.20 Head Office
Expense
4.21 Environmental Costs
4.22 Government
Supplied Materials
4.23 Donations
4.24 Strategic Innovation
Fund (SIF)
Repayment
The Costing Standard
The Costing Standard provides supplementary guidance that includes explanations of Canada’s expectations
and core costing principles to assist contracting officers in determining the acceptability of a cost and the
amount claimed. It builds upon the Contract Cost Principles, Standard Acquisition Clauses and Conditions
(SACC) Manual 1031-2, which provide a sound basis on which Canada can evaluate costs.
See Section 5.1 (Principles for Establishing the Cost-Base) for more guidance on the establishment of the
cost-base and Section 5.1.0 (Contract Cost Principles, SACC 1031-2) for more information on SACC 1031-
2.
The Costing Standard is intended to:
Enhance the clarity and understanding of acceptable costs, and
Facilitate greater consistency in costing.
The Costing Standard emphasizes the core costing principles of attribution, appropriateness and
reasonableness to assist contracting officers in determining the acceptability of a cost and provides
examples, questions and measures for consideration to support costing decisions.
Detailed supplementary considerations for assessing the acceptability of specific costs are provided in the
sub-sections of this Annex, as well as additional guidance on the Costing Process (Annex 2A), Contract
Costing Rates (Annex 2B) and Cost Management (Annex 2C). In addition, costing Discussion Papers that
provide additional information and context are also available in Annex 5.
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Criteria for Assessing the Acceptability of a Contract Cost
To be acceptable, a contract cost must meet the criteria of:
Attributable
Appropriate; and
Reasonable.
Attributable: A cost is attributable if it is incurred directly or indirectly for the fulfilment of the contract and it is
necessary to fulfil the requirements of that contract.
Appropriate: A cost is appropriate if it, by its character and nature, represents a cost that is expected to be
incurred in the conduct of delivering the contract.
Reasonable: A cost is reasonable if by its nature it does not exceed what might be expected to be incurred
in the normal delivery of the contract in question, whether under a competitive or non-competitive
procurement.
The criteria of Attributable and Appropriate should be used to determine if a cost should be accepted for a
contract, while the criterion of Reasonable should be used to determine what amount of an Attributable and
Appropriate cost should be accepted for a contract. If these criteria are met, it implies that accepting the cost
is of value to Canada. The following decision tree diagram illustrates this further.
Figure A2.a.: Contract Cost Acceptability Assessment Decision Tree
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In order to assess the criteria, professional judgement should be applied along with consultation from the
integrated procurement team (e.g., contracting officers, price advisors, auditors, client department members,
management, and others). Ultimately, the application of professional judgement should be guided by the
purpose and desired outcomes of the contract and the risk of the contract and respective costs.
Sub-Criteria: Attributable, Appropriate and Reasonable
The following tables provide sub-criteria, and corresponding example considerations, on how to assess
whether a cost is Attributable, Appropriate, and Reasonable. For a cost to be assessed as Attributable,
Appropriate, and Reasonable, “yes” must be answered for all respective sub-criteria. However, it should be
noted that the list of considerations to assess the respective sub-criterion are illustrative and accordingly may
not be applicable in each situation.
Is the Cost Attributable?
Sub-Criteria
Example Considerations to
Assess Sub-criteria
Is the cost not already
compensated in any way from
the contract or another
contract, whether past, existing
or proposed?
Is the cost not already compensated through other means within the
contract (e.g., government grants)?
Is the cost not already compensated through another contract?
Is the cost (e.g. financing costs) not already compensated through
profit rate calculations (e.g., return on capital)?
Is there a sufficient level of
certainty for the occurrence of
the cost type?
Have direct costs been tracked separately from indirect costs?
Have the costs been recorded in the accounting system?
Is there sufficient evidence that the cost has occurred or will occur?
Is supporting information for the cost disclosed?
If required, can the above information be verified by Canada?
Does the cost have a causal
relationship with or is otherwise
required/beneficial for the
performance of the contract?
With respect to assessing the causal relationship of the cost,
consider the following:
o Does it contribute to the achievement of contract specific
activities or outcomes; and
o Could it have been avoided if not for the contract?
In respect to assessing whether a cost is otherwise
required/beneficial, consider the following:
o Does it contribute to financial, schedule, and quality benefits for
the contract; and/or
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Is the Cost Attributable?
Sub-Criteria
Example Considerations to
Assess Sub-criteria
o Is it necessary and expected to be incurred for the performance
of the contract even though a causal relationship to the contract
cannot be shown (e.g., certain types of indirect general and
administrative costs)?
Is the Cost Appropriate?
Sub-Criteria
Example Considerations to
Assess Sub-criteria
Is the inclusion of the cost
congruent with applicable
government policies and
regulations?
Is the inclusion of the cost congruent with policies and regulations
such as the Treasury Board Secretariat Directive on Travel, Income
Tax Act, provincial Employment Standards, PSPC code of conduct,
PSPC values and ethics, etc.?
Is the inclusion of the cost
consistent with comparator
information?
Have the following sources of comparator information been
considered for the cost:
o internally available data for other contracts;
o accessible data for contracts from other government
procurement organizations (e.g., municipal,
provincial/territorial, and/or international);
o accessible documentation, including historical and forward-
looking financial reports, for the contractor;
o publically available financial reports from other companies in
the contractor’s industry;
o publically available financial reports from other companies in
the contractor’s geography; and/or
o other applicable sources of comparator information?
Does inclusion of the cost
provide the supplier with a
perceived unfair advantage
over others in the industry?
Does the inclusion of the cost improve the competitive position (e.g.
by enabling reduced overhead costs) of the respective contractor
within its industry, and if so:
o Is the inclusion of the cost in the contract due to the contract’s
integration with other government mechanisms or programs
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Is the Cost Appropriate?
Sub-Criteria
Example Considerations to
Assess Sub-criteria
(e.g. Innovation, Science and Economic Development
Canada’s Industrial Technology Benefits Policy); and
o Would the reimbursement of the cost be viewed as a fair
subsidy to the contractor or the contractor’s region or industry?
Is the Cost Reasonable?
Sub-Criteria
Example Considerations to
Assess Sub-criteria
Is there a sufficient level of
evidence around the
measurement for the cost
amount?
For actual costs:
o Has the cost amount been identified and recorded in the
contractor’s accounting system; and
o Can the contractor provide evidence to support costs such as
documentation and supporting calculations for the cost
amount?
For cost estimates:
o Can the contractor provide empirical evidence for the amount
estimated for the cost (e.g., source of data, financial forecasts,
supporting calculations); and/or
o Has the contractor applied a rigorous cost estimating
methodology? (e.g., use of quality data, use of analogies,
parametric equations, build-ups, extrapolation from actuals)
o If required, can all of the above information be verified by
Canada?
Is the treatment of the cost
amount consistent with good
business practices and
congruent with contract
performance?
Where applicable:
o Has the contractor used an acceptable measurement basis to
determine the cost amount?
o Has sound transfer pricing methodology been used to
determine transfer prices?
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Is the Cost Reasonable?
Sub-Criteria
Example Considerations to
Assess Sub-criteria
o Is the amount for the cost type congruent with applicable
policies and regulations (e.g., Treasury Board Secretariat
Directive on Travel, Income Tax Act, provincial Employment
Standards)
Have the following sources of comparator information been
considered for the cost amount:
o internally available data for the contract in question (prior-
period and forecasted amounts);
o internally available data for other contracts;
o accessible data for contracts from other government
procurement organizations (e.g., municipal,
provincial/territorial, and/or international);
o accessible financial reports, historical and forward looking, for
the contractor;
o publically available financial reports from other companies in
the contractor’s industry;
o publically available financial reports from other companies in
the contractor’s geography;
o leading practices for managing the amount of the cost type;
and/or
o other applicable sources of comparator information?
Have applicable credits (e.g., grants, subsidies, discounts,
allowances, rebates) been removed from the cost amount?
Where measurable, does the amount of the cost provide value for
Canada and, where measurable, does the cost justify the benefits?
(e.g., research and development costs resulting in reduced
production costs)
Is there evidence that the cost
amount, to be allocated to
Has the cost amount to be allocated to Canada been recovered:
o in past, existing, or proposed contracts?
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Is the Cost Reasonable?
Sub-Criteria
Example Considerations to
Assess Sub-criteria
Canada, has not already been
recovered?
o in profit rate or premium calculations?
Has a direct (indirect) cost already been recovered as an indirect
(direct) cost?
Does the cost amount comply
with the terms and conditions
established in the contract, if
applicable?
For established limits in the contract terms and conditions, does the
cost amount comply?
Does the cost amount comply overall with any terms and conditions
(i.e. limits) set out in other contracts with the same contractor?
o For example, there may be a limit set in the contract terms for
the percentage of contractor indirect sales and marketing costs
that can be allocated to government contracts in relation to the
total cost of the government contracts (e.g., contractor indirect
sales and marketing costs can comprise up to X% of the total
cost of the contractor’s government contracts).
Has the cost amount been
allocated to the contract in
proportion to the benefits
received or expected to be
received by the contract?
Has the cost amount been allocated fairly and accurately (i.e. direct
versus indirect cost) between the contract in question and other
existing government contracts and non-government business
activities in which the contractor may be engaged?
Assessment of Contract Cost Acceptability Using a Risk Guided Approach
To assist in assessing the acceptability of contract costs, a risk-guided approach should be applied. Applying
a risk-guided approach means that it is necessary to assess the:
likelihood of incorrectly assessing the acceptability of a contract cost; and
impact of the incorrect assessment of acceptability for a contract cost on the value to Canada
This approach is recommended because:
contracts may vary based on the nature of the procured goods and services, the uncertainty of scope,
the level of strategic/reputational importance, the length of the contract, and the size of dollar value.
costs may vary based on the nature of the cost, the uncertainty of occurrence of the cost, the level
of strategic/reputational importance, and the size of cost amount.
Correspondingly, the risk of incorrectly assessing the acceptability of a contract cost will vary depending on
the specific contract and specific cost in question.
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The table below identifies potential indicators for assessing likelihood and impact. Note that the list of
indicators is non-exhaustive and may differ depending on the type of cost-based payment.
Likelihood of Risk Occurring
Impact on the Value to Canada
The nature of the procured goods and services
(e.g., routine versus new technology).
The uncertainty of the scope of the contract (e.g.,
for cost-estimate types of bases of payment).
The nature of the cost, including, but not limited
to, whether the:
o cost is classified as an indirect cost;
o cost is a derivative of transfer prices;
o cost amount has been measured using an
alternative measurement basis (e.g., fair
market value instead of opportunity cost);
and/or
o amount for the cost is an aggregate of
amounts for other cost (e.g., sales and
marketing costs may be comprised of
compensation costs, travel costs, and
others).
Sufficiency of evidence required to support
acceptability for the cost, including, but not
limited to, whether certain evidence is:
o available (e.g. benchmark data); and/or
o measurable (e.g. benefits of cost type to
Canada).
The reputational/strategic importance of the
contract
The amount of the cost including the
proportional cost amount to the total contract
cost
The reputational/strategic importance of cost,
including, but not limited to, whether:
o a high level of public scrutiny will occur
due to incorrect acceptance; and/or
o unfair subsidies will result from incorrect
acceptance.
The likelihood of the risk occurring, the impact on the value to Canada, and the overall risk level (which is an
aggregate of likelihood and impact) should be assessed using an appropriate mechanism (e.g. a rating scale).
The benefit of a risk-guided approach is that it will help Canada manage capacity, so that increased and
suitable effort (e.g. stakeholder consultations, due diligence, etc.) is allocated, to assess the higher risk
contract costs. Ultimately, a risk-guided approach will hasten the process of assessing contract cost
acceptability leading to more agile procurements.
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Assessing Contract Cost Acceptability During the Contract Lifecycle
The criteria of Attributable, Appropriate, and Reasonable can be used to assess the acceptability of contract
costs before contract initiation, during the contract period and after contract completion. These criteria can
be used as the basis to negotiate what costs would be appropriate for a contract, to provide limits for
determining a reasonable amount for a cost case and to assess if the reported contract costs are Attributable,
Appropriate and Reasonable.
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Costing Standard Subsections
Supplementary Considerations for Assessing the Acceptability of Specific Costs
Information for specific costs is presented as subsections in table format below.
Description: This field identifies a description and/or examples of the respective cost.
Supplementary Considerations: This field identifies supplementary considerations, for assessing
the acceptability of the specific cost in respect to the criteria of Attributable, Appropriate, and
Reasonable, that augments the guidance already provided in the Recommended Criteria for
Assessing the Acceptability of a Contract Cost section. This field also identifies discussion papers
or cost tables with related guidance which the practitioner can consult for further reference. This
field is not meant to include a complete list of all supplementary considerations, professional
judgement is required.
Please Note: When assessing the acceptability of a specific cost, it is important to consider that the respective
cost may be an aggregate of other costs (e.g. sales and marketing costs may be comprised of compensation
costs, travel costs, and others). Correspondingly multiple tables may need to be consulted to identify
supplementary considerations and examples for the cost being assessed.
1) Asset-Based Costs
1.1 Amortization of Unrealized Appreciation of Assets
Description: Amortization is the process of allocating the cost of an asset over a period of time. Unrealized
appreciation is an increase in the value of an asset that the owner does not receive because the asset has
not been sold.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Under SACC 1031-2, costs associated with the amortization of unrealized appreciation of assets are
considered non-applicable costs to the contract.
Amortization of unrealized appreciation of assets is currently under consideration.
Attributable
No supplementary considerations noted.
Appropriate
No supplementary considerations noted.
Reasonable
No supplementary considerations noted.
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1.2 Depreciation
Description: Depreciation is the gradual exhaustion of the service capacity of fixed assets which is not
restored by maintenance practices. It is the consequence of such factors as use, obsolescence,
inadequacy, and decay.
"Capital Cost Allowance (CCA)is an annual deduction (i.e. depreciation) used for income tax purposes
that can be claimed on fixed assets when determining taxable income.
“Fixed Assets” are long-term tangible assets that is not likely to be consumed or converted quickly into
cash (i.e. property, plant or equipment).
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Under SACC 1031-2, costs associated with the following are considered non-applicable costs to the
contract:
a. finance charges (please note all finance charges are considered non-applicable costs to a
contract)
h. amortization of unrealized appreciation of assets
i. depreciation of assets paid for by Canada
k. expenses and depreciation of excess facilities
Attributable
No supplementary considerations noted.
Appropriate
No supplementary considerations noted.
Reasonable
The historical cost of an asset less related borrowing costs included in the cost of the asset should be
used to calculate depreciation costs.
A contractor should apply its own accounting policies when valuing and recognizing assets on its
balance sheet, unless title is taken by Canada, or Canada pays for the asset under an Assistance
Program.
Assets are generally depreciated over their useful life. In circumstances where an asset is acquired
for a specific contract only and has no useful purpose thereafter then, if agreed to in advance, the
asset may be fully depreciated over the life of the contract as an acceptable depreciation cost.
The amount calculated using Capital Cost Allowance (CCA) rates should be no higher than the basic
CCA rates published by Canada Revenue Agency (CRA) for income tax purposes.
Also, the use of accelerated CCA rates should not be considered reasonable, as it is not
permitted under General Condition SACC 1031-2. Contracting officers should consider the
risk associated with accelerated CCA rates, such that accelerated CCA rates assign a greater
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cost to an individual period that may not reflect the use of the asset and may unfairly load
costs in a period and significantly impact individual contracts.
There should be no recovery of depreciation costs where these costs have been recovered through
other means.
Example: When a contractor receives a grant from Canada to buy a depreciable asset, the
amount of the grant should be subtracted from the asset’s historical cost.
Unless the title is taken by Canada, any funding provided by Canada should be credited to the asset
(i.e. the funding amount should be deducted from the related purchase price of the assets, with any
depreciation or amortization calculated on the net amount). This includes direct and indirect benefits
such as the contribution for capital assistance. Investment Tax Credit should not be deducted from the
fixed asset cost.
Note: leasehold improvement costs are similar in nature to capital additions and for depreciation
purposes should be amortized over the lesser of the expected useful life of the leasehold improvement
or the non-renewable term of the lease.
1.3 Excess Production Capacity
Description: Excess production capacity is the difference between the contractor’s supply of capacity and
demand for capacity. It is also known as ‘idle capacity or ‘capacity not used’.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
See Annex 5.3.5 (Discussion Paper Production Capacity and Indirect Costs Allocation).
1.4 Excess Facilities
Description: Excess/idle facilities refers to all fixed assets in a contractor's books of account which are not
in use or for which no use is anticipated within a reasonable period. "Facilities" in this context means plant,
related land, equipment, or any other tangible capital asset, wherever located, and whether owned or
leased by the contractor.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Under SACC 1031-2, expenses and depreciation of excess facilities are considered non-applicable costs
to the contract.
Attributable
Expenses associated with the maintenance and/or the amounts of depreciation attributable to Excess
Facilities are generally not attributable costs to government contracts.
Expenses and/or depreciation of excess/idle facilities, as defined above, may be attributable when
they are required to achieve contract specific activities and outcomes.
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For example: Canada requires access to contractor facilities and production capacity to be in a
state of readiness to respond to events such as health crises, war demands, and others. The costs
of idle facilities and excess capacity may be Attributable in this case.
For example: Excess capacity may arise when Canada asks a contractor to build up its capacity
to support a large contracted project. The costs of idle facilities and excess capacity may be
Attributable in this case.
Also, the expenses and/or depreciation of excess/idle facilities, which the government has ordered
retained for defence purpose, should be charged to a separate contract set up for that purpose.
Idle facilities and excess production capacity costs should be verifiable. The contractor should be able
to provide supporting documentation and calculations if such information is requested.
Appropriate
Costs associated with facilities that are excess to the contractor’s current needs should be examined and
the following factors should be considered when doing this assessment:
a) Vacant, or largely vacant space;
b) Inactive or unused equipment;
c) Idle capacity required for stand-by purposes;
d) Indirect supporting staff no longer required either in full or part;
e) Other costs such as maintenance, repair, rent, property taxes, insurance, depreciation, etc.;
f) Management costs that should be reduced because of the reduction in active facilities.
Reasonable
No supplementary considerations noted.
1.5 Impairment of Assets
Description: An asset impairment occurs when there is a sudden decrease in the market value of an asset
below its recorded cost (i.e. cost recorded on the contractor’s statement of financial position).
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
The contractor should be able to provide evidence that asset impairment has occurred.
Impairment of an asset caused by the production/service requirements of the contract may be
Attributable.
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Example: The contractor is required to use its equipment above practical capacity for an extended
production period. As a result, the equipment experiences significant wear and tear and becomes
impaired. This impairment loss would presumably be Attributable.
Impairment of an asset may be Attributable if the asset in question is acquired for a specific contract
and has no useful purpose thereafter.
Example: The contractor is required to acquire a specific asset for a contract. Other than for the
contract in question, it is determined that the asset has limited commercial value. Due to contract
scope changes, the asset is no longer required. The contractor chooses to dispose of the asset,
due to its limited commercial value, and recognizes a corresponding impairment loss. This
impairment loss would presumably be Attributable.
Impairment of an asset caused by contractor negligence would not be Attributable.
Appropriate
No supplementary considerations noted.
Reasonable
The contractor should provide evidence, such as documentation and supporting calculations, for the
impairment cost amount of the asset.
Impairment costs, for assets, which are covered by insurance, should not be allocated to a contract.
1.6 Leases
Description: A lease may be categorized as an operating lease or a capital lease.
Lease: is the conveyance by a lessor to a lessee of the right to use a tangible asset usually for a specific
period of time in return for rent.
Operating Lease: the lessor does not transfer substantially all the benefits and risks associated with
ownership of the leased property. Lease payments are treated as an expense (i.e. monthly rent).
Capital Lease: transfers substantially all the benefits and risks associated with ownership of the leased
property from the lessor to the lessee. Typically, a lessee would record the underlying asset (property) as
though it owns/purchased the asset.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
The contractor should be able to provide evidence of whether capital or operating lease costs have
occurred.
Appropriate
No supplementary considerations noted.
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Reasonable
To be considered reasonable any lease cost should be determined in accordance with the following.
The type of lease must be correctly identified as either an operating lease or a capital lease based
on acceptable Canadian accounting standards; Canadian Generally Accepted Accounting
Principles (i.e. ASPE or IFRS). In the case of an operating lease, the actual rental cost paid is
considered to be a reasonable cost. In the case of a capital lease, the depreciation amount
calculated on the capitalized value of the asset in the lease over the lease term or economic life
of the asset, is considered to be a reasonable cost.
For a capital lease, depreciation of the asset should be in line with ASPE or IFRS. The asset is
generally depreciated over the lesser of:
the lease term
the asset’s useful life
For capital lease costs, consult the 1.2 Depreciation cost table. The same supplementary
considerations are generally applicable for capital lease costs. For operating lease costs, a
Reasonable amount could be informed by rental costs of comparable property, as well as property
market economic considerations, in the same geographic region.
1.7 Special Production Tooling and Special Test Equipment
Description: Special Production Tooling (SPT) are tools such as jigs, dies, fixtures, moulds, patterns,
taps, gauges and other like items, which are of such a specialized nature that, without substantial
modification or alteration, their use is peculiar to the production of supplies or the parts thereof, which are
required by Canada
Special Test Equipment (STE) is either single or multipurpose integrated test units engineered, designed,
fabricated or modified to meet the test requirements of the specifications peculiar to the end items of
equipment, which are required by Canada. Also included are associated computer software programs.
"Special Test Equipment" does not include special production tooling; buildings and non-severable
structures (except foundations and similar improvements necessary for the installation of special test
equipment); and test equipment loaned from a client's inventory.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Since the cost of SPT or STE represents part of the cost of the end product being acquired by a
client, payment is made out of the client's funds appropriated for the purchase of that end product.
SPT may be acquired on a price arrangement or basis of payment (i.e., fixed price or cost
reimbursable) that is separate from the one used to acquire the end product for which the tooling
is required.
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Attributable
No supplementary considerations noted.
Appropriate
Expenditures incurred by a contractor in connection with purchased SPT or STE (other than the
cost of such tooling or equipment) are usually recovered as preproduction expenses or factory
overhead.
Administrative overhead is not accepted on STE.
Purchased tooling should be included in the cost of sales base for the distribution of administrative
overhead.
Reasonableness
When SPT is to be provided:
o a dollar limit is to be placed on the cost of the tooling with the provision that the cost is not
to exceed this limit until further authorization is obtained from Canada.
Profit Considerations
No profit is allowed on Special Production Tooling (SPT) or Special Test Equipment (STE) which
is purchased by a contractor for use under a contract or purchased or otherwise acquired by its
subcontractors for use under approved subcontracts.
When the production of the end product involves prior or concurrent expenditures for SPT or STE
under a separate agreement, or pursuant to a clause in a contract or subcontract, a profit of up to
5 percent may be allowed on all SPT fabricated in a plant owned or operated by a contractor.
o No profit is allowed on the cost of purchased equipment incorporated or built into the STE.
1.8 Government Assistance Related to Fixed Assets, Research and Product Development
Description: Government assistance is funding provided by the Government of Canada to the contractor
related to the costs of certain assets (i.e. fixed assets, research and product development).
"Company Funded Costs" are expenditures made from funds over which the enterprise has spending
power, and which were not provided to the company through the terms of a related agreement or
understanding.
Forms of funding include:
"Grant" is an unconditional payment made to a recipient, usually for a specific purpose, for
which the donor will not receive any royalties, goods, or services.
"Contribution" is a conditional transfer payment under an auditable agreement for which the
donor will not receive any royalties, goods, or services.
"Contribution Arrangement" is an undertaking between a donor department or agency and a
prospective recipient of a contribution, describing the obligations of each, and the terms and
conditions of payments and which contain conditions for royalties from resulting sales. The
arrangement may be as informal as an exchange of letters.
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Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
Company Funded Costs that may be considered attributable for contracts negotiated in accordance
with SACC 1031-2 are:
Fixed Assets
o Government Assistance towards the acquisition of fixed assets should be deducted from the
fixed asset acquisition cost and the relevant depreciation calculated on the net asset amount.
Depreciation on the net amount may be included in the applicable overhead for cost recovery
on contracts.
Research and Development
o Please note: Previously, the Supply Manual guidance states Investment Tax Credits (ITCs)
shall not be deducted from related research and development (R&D) expenditures when
determining the applicable costs, whereas it is proposed in the discussion paper for research
and development (R&D) expenditures to be reported net of applicable credits, which include
ITCs. ITCs and its application to related R&D expenditures when determining the applicable
costs is under review and consultation for the next iteration of the Guide.
o See Annex 5.3.6 Discussion Paper Research and Development Costs for more information.
Product Development
o Government Assistance, as well as third party funded assistance, towards a specific product
development should be netted against the relevant product development costs to arrive at the
portion to be recovered over the sale of that product or family of products.
Appropriate
No supplementary considerations noted.
Reasonable
No supplementary considerations noted.
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2) Employee-Based Compensation Costs
2.1 Dues and Membership
Description: Dues and memberships are regular fees often paid to an organization at regular intervals.
Professional designation annual membership dues would be one example.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Under SACC 1031-2, costs associated with dues and memberships other than regular trade and
professional associations are considered non-applicable costs to the contract.
Attributable
Dues and membership, which are part of an employee’s standard remuneration package may be
considered Attributable as they reflect the necessary administrative costs of an employee performing
work on a contract.
Other dues and membership may be Attributable if they have a causal relationship with the
performance of the contract.
Example: Corporate membership fees of industry or trade associations may be Attributable in the
event the skill set is specifically required for the contract or membership fee is required to access
information required for the contract.
The expenses associated with membership, either of the company as a whole or individual officers or
employees in associations whose prime purpose is to provide entertainment or recreation, are not an
acceptable cost to government contracts.
Appropriate
No supplementary considerations noted.
Reasonable
The cost amount for Attributable and Appropriate dues and memberships may be considered
Reasonable if the cost amount is comparable to industry benchmarks.
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2.2 Downtime
Description: Downtime is a form of excess capacity, except it applies to labour, instead of physical assets.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
Generally not acceptable, unless downtime
Is required to meet uncertain scope and demand,
Is of a strategic nature that Canada has determined may be called upon to enable or support
urgent requirements, or
Is caused by changes in government policy which could not have been predicted by the contractor.
Appropriate
No supplementary considerations noted.
Reasonable
No supplementary considerations noted.
2.3 Employee Benefits
Description: Employee benefits are various types of non-wage compensation provided to employees.
Examples include employee insurance, retirement benefits, tuition reimbursement, sick leave, vacation,
and others.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
Employee benefits which are part of an employee’s standard remuneration package may be
considered Attributable as they reflect the necessary administrative costs of an employee performing
work on a contract.
Appropriate
Attributable employee benefits may be considered Appropriate if the inclusion/occurrence of the cost
type is consistent with industry benchmarks.
Reasonable
The cost amount for Attributable and Appropriate employee benefits may be considered Reasonable
if the cost amount is comparable to industry norms.
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2.4 Executive and Employee Compensation
Description: Executive and employee compensation section includes the following:
Executive Compensation: Includes the monetary and non-monetary benefits given to the senior
management of a company.
Profit Sharing & Bonus Payments (i.e. Incentive Remuneration Bonus Plans): Include payments made to
reward employee and executive performance. These payments may be based on the performance of the
individual and/or of the company (e.g. amount of profit earned, share price etc.).
Dividends: A distribution of a company’s earnings to the shareholders.
Stock Options and Stock Based Compensation: Compensation to employees based on the shares of a
company.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Under SACC 1031-2, the following are considered non-applicable costs to the contract:
l. Unreasonable compensation for officers and employees
s. compensation in the form of dividend payments or calculated based on dividend payments
t. compensation calculated, or valued, based on changes in the price of corporate securities, such as stock
options, stock appreciation rights, phantom stock plans or junior stock conversions; or any compensation
in the form of a payment made to an employee in lieu of an employee receiving or exercising a right, option,
or benefit.
Under Section 03 of Contract Cost Principles 1031-2, paragraph (b), fringe benefits can be included as
part of direct labour costs, as these costs can be a portion of gross wages or salaries which can be
identified and measured as having been incurred or to be incurred in the performance of the contract.
Under Section 04 of Contract Cost Principles 1031-2, paragraph 2. (c) indicates that fringe benefits (the
contractor's contribution only) can be included as indirect costs (overhead). A fringe benefit type that may
not be an overhead cost for 1031-2 purposes is amounts paid under Incentive Remuneration Profit Sharing
Plans. The reason these amounts are not considered costs is that normally these plans are considered as
a distribution of a portion of earnings to employees. Earnings that are profits or a distribution of retained
earnings are not costs. However, since the purpose of these plans is to remunerate employees, the
payments under these plans may be considered costs.
For Incentive Remuneration Bonus Plans, the following criteria must be met in order for the costs
to be Appropriate:
the plan includes a documented sharing arrangement, with all employees, and the
incentive amounts payable by the employer must be computed with reference to earned
profits;
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the company pays employees directly or provides the funds for the employees plan to a
trustee in trust for the benefit of the employees who are members of the plan;
the amount of cost will not exceed the amount of payment made to the employees or the
plan’s trustee;
the cost is recognized only in the year the employee provides services to earn benefits
under the plan;
the entire amount recognized as cost must be disbursed to employees in the fiscal year
when the benefits were earned or shortly after the end of the fiscal year (within a few
months, but well before the end of the fiscal year following the one for which plan benefits
were based);
any funds payable by the trustee to the employer for over contributions or funds that the
plan may earn shall be used to reduce the current year costs unless these funds or over
contributions are paid directly by the employer to the employees within that current fiscal
year; or
compensation to owners of closely held corporations, partners, sole proprietors, or
members of their immediate families should be in accordance with the personal services
rendered rather than a distribution of profits.
Refer to Annex 5.3.2 Discussion Paper: Executive Compensation and Bonus for detailed considerations
and examples of when executive compensation, profit sharing and bonus costs may be acceptable.
Appropriate and Attributable
Compensation in the form of dividend payments or calculated based on dividend payments are
generally not appropriate or attributable, as they are a distribution of earnings to shareholders,
and not organization operating costs.
Stock-Based compensation, calculated, or valued, based on changes in the price of corporate
securities are not considered attributable or appropriate. These involve the creation of a contingent
provision to retain and motivate employees, based on events which may or may not occur .Further,
compensation based on changes in securities price is not based on work actually performed.
Reasonable
No supplementary considerations noted.
2.5 Overtime Costs
Description: Overtime is work performed by a contractor’s employee above the normal employee working
time standard. Standards will differ based on the relevant jurisdiction.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
Overtime costs may be Attributable when it is specifically approved or requested by Canada. The
following are some examples of situations where overtime costs may be approved or requested.
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When the client department requires the contractor’s resources to work above practical capacity in
order to adhere to an accelerated contract schedule.
When the quicker completion of a contract activity, which requires overtime, may facilitate potential
financial, schedule, and quality benefits for the contract in question.
Overtime costs are generally not Attributable when it is determined that the contractor has not been
efficient in completing contract activities (e.g. contractors spending significantly longer time on
completion of a contract task than average.
Appropriate
No supplementary considerations noted.
Reasonable
The calculation of overtime costs should align with jurisdictional labour regulations or relevant
collective bargaining or employee agreements.
Limits on the amount of overtime costs could be established in the contract (i.e. a maximum
percentage of the total contract compensation costs).
2.6 Pension Costs
Description: A pension is any arrangement (contractual or otherwise) by which a program is established
to provide retirement income to contractor employees. Pensions may be in the form of a defined benefit
plan or a contribution plan.
"Actuarial Assumptions" are presumptions about future events that will affect pension costs and
obligations. These include theories concerning mortality, withdrawal, disability, retirement, changes in
compensation, interest on accrued pension benefits, investment earnings, and asset appreciation or
depreciation.
"Actuarial Cost Methods" are methods used to determine the cost of providing pension plan benefits
and to allocate that cost to specific time periods.
"Current Service Cost" is the cost of anticipated future retirement benefits accrued during any year
usually determined on an actuarial basis; it represents the aggregate estimated cost for one year's
service by each employee who is a member of the plan.
"Defined Benefit Pension Plan" specifies either the benefits to be received by employees after
retirement or the method for determining those benefits.
"Defined Contribution Pension Plan" is one in which the employer's contributions are fixed, usually as
a percentage of compensation, and allocated to specific individuals. The pension benefit for each
employee is the amount that can be provided at retirement based on the accumulated contributions made
on that individual's behalf and investment earnings on those contributions.
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"Experience Gain or Loss" is the measure of the difference between the expected and actual
experience of the plan.
"Past Service Cost" is the estimated cost of future retirement benefits accrued in the years prior to the
adoption of a pension plan; these costs are normally charged to operations over a reasonable number of
years.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Section 04(2)(c) of Contract Cost Principles 1031-2 states in part, that "indirect costs may include such
items as fringe benefits, (the contractor's contribution only)" in overhead pools. Pension benefits are a type
of fringe benefit.
Attributable
Pension costs are part of an employee’s standard remuneration package; as such, the portion of
pension costs, borne by the contractor would be Attributable, since they reflect the necessary
administrative costs of an employee performing work on a contract.
Losses associated with pension adjustments/revaluations would not be Attributable as they would be
unrelated to the performance of the contract.
Appropriate
No supplementary considerations noted.
Reasonable
The amount of time spent on the contract by the employee, in relation to the amount of time spent by
the employee employed at the contractor, should be assessed when allocating pension costs.
Either Defined Contribution Pension Plans or Defined Benefit Pension Plans are acceptable in the
calculation of pension costs in accordance with Government Contract Cost Principles 1031-2.
These costs should be reconcilable by the plan to the disclosure notes in accordance with the
relevant Canadian Generally Accepted Accounting Principles (i.e. ASPE or IFRS).
Under Defined Contribution Pension Plans the employer's responsibility is simply to make a
contribution each year based on the formula established in the plan. The pension cost for a cost
accounting period will normally be the current and past service cost.
Accounting for Defined Benefit Pension Plans is quite complex, because the benefits are defined
in terms of uncertain future variables, an appropriate funding pattern must be established to assure
that enough funds will be available at retirement to meet the benefits promised. The pension cost
for a cost accounting period will normally be the aggregate of current service, plus past service,
plus interest, minus expected return on plan assets, plus or minus experience gains/losses.
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2.7 Pension Plan Refunds
Description: A pension plan is any arrangement (contractual or otherwise) by which a program is
established to provide retirement income to employees.
On occasion, there exist credits due to refunds to contractors from companies handling their pension
plans. This situation could be as a result of large lay offs of employees, plan terminations and related
interest on funds invested. The accounting issue that arises from these terminations is whether a gain
should be recognized when these assets revert back to the company.
"Pension Plan Settlementoccurs when an employer legally discharges the obligation for accrued
pension benefits either by transferring assets directly to plan participants in exchange for their rights to
pension benefits or by purchasing annuity contracts in which a third party unconditionally undertakes to
pay all accrued pension benefits.
"Pension Plan Curtailment" occurs when the expected years of future service to be rendered by the
existing employee group is reduced significantly or when benefits will not be earned by employees for
some or all future periods.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
The pension refund amounts to be deducted from overhead expenditures used to determine costing
rates should be the contractor's share of the expected pension credits.
Appropriate
Upon a pension plan settlement or curtailment, the employer may have eliminated obligations with
respect to the plan, any gains or losses on the transaction, including any unauthorized amounts related
to previous plan amendments. Changes in assumption and experience gains and losses, should be
recognized immediately.
On the other hand, if an employer settles only a part of the accrued pension benefits, a portion of any
gains or losses including any unamortized amounts should be recognized immediately.
Reasonable
No supplementary considerations noted.
2.8 Severance Payments
Description: Severance payments are a cash settlement or paid leave granted to contractor employees
upon termination of employment for various reasons, or upon retirement. Remuneration for earned
vacation credits or compensation for unused sick leave credits is not considered as severance pay. Other
payments excluded from severance pay are return of contributions made to pension plans or retirement
savings programs.
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Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
If the cause of termination that leads to the severance payment for the respective employee is linked
to poor contractor performance (non-compliance or unacceptable behaviour), then the corresponding
severance costs would presumably not be considered Attributable.
Appropriate
No supplementary considerations noted.
Reasonable
Severance payments could be calculated in accordance with:
an employment contract, a collective agreement or enacted legislation;
an established company policy; and/or
based on the merits of a particular case.
The amount of severance costs per employee should be comparable to industry benchmarks.
The amount of time spent on the contract by the employee, in relation to the amount of time spent by
the employee employed at the contractor, should be assessed when determining an amount to allocate
for severance costs.
Parameters limiting the cost amount of severance allocated to a contract could be established.
Contract duration is an example of a factor on which a parameter, limiting the amount of severance
costs, could be established (i.e. a positive correlation may exist between contract duration and
employee turnover frequency).
In order for the severance payment to be deemed Reasonable any amount associated with the
following should not be included:
profit sharing;
commissions;
patent or other rights.
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2.9 Training and Staff Development
Description: The objective of training and development is to improve an employee’s performance through
learning. As an example, training and development can consist of learning new knowledge, technical skills,
and/or soft skills.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
Training and staff development which are part of an employee’s standard remuneration package may
be considered Attributable as they reflect the necessary administrative costs of an employee
performing work on a contract.
Associated training and staff development costs would be Attributable when the contractor’s
employees are required to conduct online government training modules as a direct requirement of the
contract.
Certain training and staff development activities may enable the contractor to deliver on the
performance of the contract in a more cost-effective, timely, and quality manner. Associated costs may
be Attributable to the contract.
Appropriate
Attributable training and staff development activities, which are part of an employee’s standard
remuneration package, may be considered Appropriate if the inclusion/occurrence of the activities is
consistent with industry benchmarks.
Reasonable
The cost amount for Attributable and Appropriate training and staff development activities, which are
part of an employee’s standard remuneration package, should be informed by industry benchmarks.
2.10 Travel Costs and Living Expenses
Description: Travel costs and living expenses are the costs for transportation, lodging, meals and incidental
expenses incurred by a contractor's personnel on official company business.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
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Attributable
Typically, traveling and living expenses incurred by a contractor in the ordinary course of business are
to be treated as indirect costs chargeable to overhead (which is profit bearing).
In order for travel costs to be acceptable as direct costs to a contract, the following conditions must be
met:
such costs are directly attributable to the performance of the work under the contract;
the practice of charging travel costs to a contract is consistently followed in the costing of both
government and non-government work; and
all directly charged travel costs are eliminated from indirect costs allocated to government contracts.
Appropriate
The practice of charging travel costs to a contract is consistently followed in the costing of both
government and non-government work.
Reasonable
Costs for transportation may be based on mileage rates, actual costs incurred, or on a combination
thereof, provided the method used results in a reasonable charge.
Costs for lodging, meals and incidental expenses may be based on per diem, actual expenses, or a
combination thereof, provided the method used results in a reasonable charge.
The Treasury Board (TB) Travel Directive applies to travel expenses incurred on contracts with persons
outside the Public Service, when these expenses are a specific element of the contract. For more
details, consult the TB Travel Directive and Special Travel Authorities. The contracting officer may
accept the contractor's travel and living rates, if they are lower than the TB rates.
Administrative overhead on travel and living expenses:
Administrative overhead may be applied to direct travel and living expenses at either full rates,
where adequate support for the claimed general and administrative rate can be demonstrated, or
at a lower negotiated rate where such substantiation cannot be provided (apply SAAC Manual
clause C4000C).
A contract may provide for direct travel and living expenses to be charged at cost with no allowance
for overhead or profit (apply SAAC Manual clause C4001C).
Parameters limiting the cost amount of travel costs could be established (For example the amount of
the travel expense parameter could be established as a set percentage of the total contract cost.)
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2.11 Department of National Defence (DND) Facility Costs
Description: Department of National Defence (DND) service establishments may be able to provide
transportation, mess and lodging facilities to the contractor's employees performing work at or near these
establishments under mobile repair party and maintenance-type contracts. The commanding officer of the
DND establishment should, upon request, advise the contractor as to the availability of these facilities.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
No supplementary considerations noted.
Appropriate
No supplementary considerations noted.
Reasonable
Any costs incurred by the contractor for the use of these facilities, plus any incidental expenses incurred,
should be considered reasonable and reimbursed under the contract, together with allowances for profit
and/or administrative overhead.
In order for the contractor to be reimbursed, contracting officers must include SACC C4004C in
the contract.
2.12 Displacement/Dislocation Pay Allowance
Description: A displacement/dislocation pay allowance is the reimbursement paid to employees who work
outside of their office for a short time (i.e. 6 months) and need to find temporary accommodations.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
For removal, living, car allowances and outside Canada expenses, consider the following:
Attributable
Only one removal from and back to the original residence will be paid for each out-of-plant service
representative. Where removal expenses to the site of the work have been paid by the Canada on a
previous contract and the services are being extended for a further period, the contract amendment or
subsequent contract should only provide reimbursement for expenses incurred to move the
representative back to the original residence.
Cases where the representative is required to go abroad must be dealt with individually and considered
on their merits.
Appropriate
Removal expenses should not be paid on assignments of less than six months. For assignments
exceeding six months, any removal by an employee with dependents must be carried out during the
first 90 days, and for an employee without dependents during the first 60 days.
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Reimbursement for living expenses for an employee with dependents on an assignment exceeding six
months should cease when the family is relocated (whether or not removal expenses have been paid)
to permanent quarters at the location of the work.
Reimbursement for living expenses for an employee without dependents on an assignment exceeding
six months should cease when the employee's effects have been moved (whether or not removal
expenses have been paid) to the location of the work or in any event after the first 60 days of such
assignment.
Reasonable
The displacement pay must be justifiable and/or is in accordance with the contractor’s established
practice.
Reasonable car allowances in accordance with the contractor's practice may be paid for the use of
personally owned motorcars by the contractor's personnel for essential on-base traveling where local
Canada transportation is not available.
For additional information, see Annex 2B: Contract Costing Rates on out-of-plant service rates and mobile
repair party rates.
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3) Good/Service Based-Costs
3.1 Bad Debts and Collection Charges
Description: A bad debt is a contractor debt that cannot be recovered. Collection charges are the costs
associated with recovering a contractor debt.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Under SACC 1031-2, costs associated with the bad debts and collection charges are considered non-
applicable costs to the contract.
Since Canada as a debtor always pays its just debts, while it is only the commercial customers who have
bad debts on a contractor's books, the losses due to bad debts and the expenses of collection thereof are
not an acceptable cost to government contracts.
3.2 Inventory Losses and Obsolescence
Description: Obsolete inventory is a term that refers to contractor inventory that is at the end of its product
life cycle. This inventory has not been sold or used for a period of time and is not expected to be sold in
the future, resulting in losses for the contractor.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
Inventory losses and obsolescence may be directly Attributable if it is due to contract production
requirements required by the client department.
Example: The client department may have asked a contractor to produce a large inventory of
specific goods in the anticipation of requiring these goods for certain international crises; however,
these crises do not occur, and the contractor is left with obsolete goods that no longer have
commercial value. The resulting inventory losses and obsolescence would presumably be
Attributable in this case.
In circumstances where stock losses or obsolescence costs do not directly apply to contracts, they
may still be Attributable. This will only apply when the contractor’s costing system is able to isolate
these stock losses as an indirect overhead.
The contractor should demonstrate that the inventory losses and obsolescence were unavoidable.
Inventory losses and obsolescence may be Attributable if the contractor can provide evidence and be
able to demonstrate that write-offs associated with inventory losses and obsolescence were not
because of poor storage, handling, or control.
Appropriate
No supplementary considerations noted.
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Reasonable
The amount for inventory losses and obsolescence should be the difference between the Net
Realizable Value of the inventory (i.e. value realized through ordinary sale of the inventory less selling
costs) and cost of the inventory in their accounting system.
3.3 Rework and Faulty Workmanship
Description: Rework is the contractor work required to correct a defective or non-conforming good or
service. Faulty workmanship is rework that occurs due to the contractor’s fault.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
The costs of rework may be required for the performance of the contract; this recognizes that no
production or service process is likely to be completely effective and that attempts to achieve no rework
would be uneconomical for the contract.
Contractors should have adequate quality control and monitoring systems in place to be able to identify
the level and the causes of rework, where material.
The costs of faulty workmanship would not be Attributable where the fault has occurred due to poor
skills, training, systems or materials that the contractor has in place or has purchased.
Costs associated with faulty workmanship may be Attributable where there is consensus that faulty
workmanship cannot be avoided because of the complexity or lack of maturity of the contract goods
or services.
Appropriate
No supplementary considerations noted.
Reasonable
Contracts, of a similar nature, could be referenced to inform what amount of rework and faulty
workmanship may be Appropriate for the contract in question.
Consideration should be provided to whether rework and faulty workmanship costs are already
reflected in contract profit rate calculations, as a technical risk.
The contractor should have plans in place to reduce rework costs through learning curve and efficiency
gains.
Parameters limiting the amount of rework and faulty workmanship costs could be established.
Example: The amount of the parameter could be established as a set percentage of the total
contract compensation costs.
In the event there is a warranty covering faulty workmanship, refer to warranty and contingencies section.
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3.4 Surplus Material Expense
Description: Surplus materials refers to excess or unused materials that remain after the contract has
been completed and/or are no longer required for the performance of the contract.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
Surplus due to excess purchasing (i.e., a higher number of purchases than required by contract or
by normal business practices) by a contractor would not be considered Attributable.
Costs of surplus materials, net of any credit received in the disposal or transfer of the surplus
material are Attributable in a production contract when the surplus is due to:
o normal accumulation of stores (i.e., the amount of inventory required by contract or by
normal business practices), during or on completion of a contract;
o major design changes or other major adjustments of a substantial nature not including
contract termination;
o minor design changes or other minor adjustments in the scope of the work provided the
contract does not specifically exclude such items.
Appropriate
No supplementary considerations noted.
Reasonable
Handling costs associated with the surplus materials are attributable in a contract whenever the
costs of surplus materials are acceptable.
General and administrative overhead costs associated with acceptable surplus materials:
o Administrative overhead or material handling rate may be applied in a contract when the
surplus materials consist of work-in-process and finished goods resulting from design
changes and minor scope adjustments.
Other Considerations:
Attributable and appropriate surplus costs may be considered separate in the determination and
assessment of incentive fees, targets for incentive contracts, and ceiling price for cost-reimbursable
contracts.
o For cost-reimbursable with fixed fee or cost reimbursable with incentive fee contracts, and
contracts containing a ceiling price, allowable costs of surplus materials will be treated as an
extra direct cost to the contract, outside the area of fixed fee, incentive fee or ceiling price
considerations. It may be necessary to renegotiate the principal terms of the contract.
o Where incentive fee contracts require negotiation of targets, the costs of surplus materials
should be included in the revision of a target only where other reasons make it essential to
re-open the calculation for the protection of either the contractor or Canada. Alternatively,
when a contract so provides, these costs may be paid for as an extra to the target or other
arrangements, e.g., at cost plus a fixed fee at whatever rate of profit is appropriate.
Profit will be allowed on acceptable surplus material costs, except:
o in the case of surplus materials arising from the normal accumulation of stores, during or on
completion of a contract, profit will be allowed only if the inventories acquired for a contract
were financed by the contractor;
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o in the case of surplus materials arising from major design changes, or other major changes
of a substantial nature, profit will be allowed only if the inventories were either purchased by
the contractor or, if not purchased by the contractor, were manufactured by the contractor
and rendered surplus as the result of the changes.
o See Section 5.2 Profit Principles for further details on profit.
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4) Corporate-Based/Various Costs
4.1 Allowance for Interest on Debt and Capital
Description: Allowance for interest on Invested Capital, Bonds, Debentures, Bank or Other Loans with
Related Bond Discounts
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Under SACC 1031-2, costs associated with allowance for interest on invested capital, bonds, debentures,
bank or other loans with related bond discounts and finance charges are considered non-applicable costs
to the contract.
This is because it is impossible to know how much of a contractor's capital should be properly provided
by equity capital and how much by borrowed capital. Since dividends (i.e. from equity capital) are a
distribution of profit and therefore not a cost, it would be unreasonable to allow interest on borrowed
capital as a cost.
Attributable
Interest is not an Attributable as the cost-of-money (interest) is already compensated through return
on capital profit rate calculations.
In addition, since interest on capital invested in a contractor's business is not considered a business
operating cost, neither is interest received by a contractor from funds invested outside of the business
considered a necessary credit against business operating costs.
Appropriate
The method in which a contractor finances their operations is generally not Appropriate as it could
result in unfair treatment of contractors. For example, if interest were to be an acceptable cost, then a
contractor financed by bonds, debentures or long term loans could be in an advantageous position
compared to a contractor financed by the sale of equity. The government of Canada recognizes the
cost-of-money (interest) associated with capital employed, however financed, as a factor in the
calculation of profit.
Reasonable
No supplementary considerations noted.
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4.2 Extraordinary or Unusual Matters or Events
Description: Such events are infrequent, atypical of normal business activities, and not primarily dependent
on decisions made by management. For example, a major earthquake in a region that does not experience
much seismic activity may be considered an extraordinary or unusual event, while a fire caused by
contractor negligence would not be considered an extraordinary or unusual event.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
Costs of extraordinary or unusual matters/events, associated with assets that have a causal
relationship with, or are otherwise required/beneficial, for the performance of the contract, may be
Attributable.
Example: Natural disaster flooding occurs at the contractor’s office that destroys materials to be used
in creation of the good. The cost of replacing the materials may be Attributable.
Extraordinary or unusual matters/events, which can be foreseen, would presumably not be Attributable
as it would be expected that the contractor would pursue preventative measures (e.g. purchase
insurance).
The cost of extraordinary or unusual matters/events, which is covered by insurance, would presumably
not be Attributable.
Appropriate
No supplementary considerations noted.
Reasonable
There should be no recovery of costs associated with extraordinary or unusual matters/events when
these costs have been recovered through insurance proceeds.
If recovery of costs is not covered through insurance, an independent valuation of the assets and costs
should be submitted by the Contractor.
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4.3 Financial Related Expenses
Description: Financial Expenses include the following:
Financing Charges: Include costs associated with a contractor’s working and fixed capital.
Financial Security Issue Costs: Include commissions paid, to investment banks, law firms, auditors,
regulators, for the issuance of contractor debt or equity.
Financial Reorganization Costs: Costs associated with changing the capital structure, debt or equity,
of the contractor.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Under SACC 1031-2, financing charges are considered non-applicable costs to the contract.
Attributable
Financing Charges, Financial Security Issue Costs and Financial Reorganization Costs would not be
Attributable since the cost is already compensated through return on capital profit rate calculations.
Appropriate
No supplementary considerations noted.
Reasonable
No supplementary considerations noted.
4.4 Fines and Penalties
Description: Penalties can be imposed by federal, provincial, municipal or other government authorities.
They may be issued to a contractor in the form of a fine.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Under SACC 1031-2, fines and penalties are considered non-applicable costs to the contract.
Attributable
The amounts of fines and penalties imposed by federal, provincial or local authorities are not an
acceptable cost to government contracts, for to accept such amounts would be tantamount to the
government authority supporting financially the offense which gives rise to the imposition of a fine or
penalty.
Appropriate
No supplementary considerations noted.
Reasonable
No supplementary considerations noted.
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4.5 Fees for Professional Advice
Description: Fees related to professional advice that are associated with obtaining assistance by the
contractor. This includes professional advice on technical, administrative or accounting matters.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Under SACC 1031-2, fees, extraordinary or abnormal for professional advice in regard to technical,
administrative or accounting matters (unless approval from contracting officer is obtained) are considered
non-applicable costs to the contract.
Attributable
Generally not attributable unless there is a causal relationship with the contract (i.e. professional
engineering consulting fees incurred for the benefit and a requirement specifically stated in the
contract) and approval is obtained from the contracting officer.
Appropriate
No supplementary considerations noted.
Reasonable
No supplementary considerations noted.
4.6 Goodwill
Description: Goodwill represents the value paid by a contractor on a business enterprise purchase in
excess of the fair value of the acquired firm's assets less the assumed liabilities. This amount is based on
the anticipated growth and earnings of the newly acquired company.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
Business combinations, such as the acquisition of a company or a business, may result in the creation
of goodwill. The business combination would not have a causal relationship with, or otherwise
required/beneficial for, the performance of the contract and hence would presumably not be
Attributable.
Any cost related to goodwill including amortization, expensing, write-off, or write-down of this intangible
asset called goodwill (however represented) is not acceptable.
Appropriate
No supplementary considerations noted.
Reasonable
No supplementary considerations noted.
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4.7 Insurance
Description: Insurance provides a contractor and its employee financial protection from potential and/or
uncertain losses.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Under SACC 1031-2, premiums for life insurance on the lives of officers and/or directors where
proceeds accrue to the Contractor is considered a non-applicable cost to the contract.
Attributable
Proceeds from such life insurance need not be applied to reduce any cost to the contractor.
Premiums on this type of insurance are not acceptable in government contracts since Canada does
not derive any benefit therefrom.
Insurance (e.g. medical), which is part of an employee’s standard remuneration package, may be
considered Attributable as they reflect the necessary administrative costs of an employee
performing work on a contract.
Other insurance types may be Attributable if they have causal relationship, or are otherwise,
required for the performance of the contract.
Example: Insurance covering buildings, equipment, vehicles, and other assets used for the
contract in question may be Attributable.
Appropriate
Attributable insurance types may be considered Appropriate if the inclusion/occurrence of the
insurance is consistent with industry and geography benchmarks.
Insurance types used by the contractor to cover itself against its own performance in delivering the
contract in question would not be considered Appropriate.
Example: This could include insurance against faulty workmanship, defective parts, breach of
contract, or loss or profit associated with poor performance.
Reasonable
The cost amount for the premiums of Attributable and Appropriate insurance should be comparable
to industry/geography norms.
Insurance proceeds, related to acceptable insurance policy premiums, should be directly, or indirectly,
apportioned to contract(s), as a credit to corresponding costs (i.e. costs which the insurance policy
covered).
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4.8 Legal, Accounting and Consulting Fees in Connection with Financial Re -Organization, Security
Issues, Capital Stock Issues, Obtaining of Patents and Licenses and Prosecution Against the
Crown
Description: These include legal, accounting and consulting fees in connection with financial re-
organization, security issues, capital stock issues, obtaining of patents and licenses and prosecution
against the Crown.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Under SACC 1031-2, legal, accounting and consulting fees in connection with financial re-organization,
security issues, capital stock issues, and prosecution against the Crown are considered non-applicable
costs to the contract.
A distinction should be drawn between the occasional expenses in relation to the raising of capital referred
to here, which are not an acceptable cost, and the normal recurring expenses associated with the day-to-
day management and recording of capital transactions, which are an acceptable cost. The latter expenses
include those arising from the registry and transfer of share capital when they form part of the activity of
the company secretary, costs of share holders' meetings, normal proxy solicitations, reports to
shareholders, submission of required reports to government agencies, reasonable directors' fees and
incidental expenses of directors and for committee meetings.
Attributable
No supplementary considerations noted.
Appropriate
No supplementary considerations noted.
Reasonable
No supplementary considerations noted.
4.9 Losses on Investment
Description: Losses on investments are losses incurred by the contractor due to its investments in equity
and/or debt.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Under SACC 1031-2, losses on investment are considered non-applicable costs to the contract.
Attributable
Losses on investments would not have a causal relationship with, or otherwise required/beneficial for,
the performance of the contract and hence would presumably not be Attributable. It is the responsibility
of the contractor to manage investment decisions, and any losses would likely be independent of the
requirements of the contract.
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Appropriate
No supplementary considerations noted.
Reasonable
No supplementary considerations noted.
4.10 Losses on Other Contracts
Description: Losses on other contracts occurs when these contracts’ respective revenues are lower than
their respective costs.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Under SACC 1031-2, losses on other contracts are considered non-applicable costs to the contract.
Attributable
Losses on other contracts would not have a causal relationship with, or otherwise required/beneficial
for, the performance of the contract in questions and hence would presumably not be Attributable.
This principle also applies to application by a contractor of preferred overhead rates to certain
contracts. Where this occurs, the excess of actual overhead over the preferred overhead amount will
not be absorbed by government contracts.
Appropriate
No supplementary considerations noted.
Reasonable
No supplementary considerations noted.
4.11 Patents and Licenses
Description: Patents apply to newly developed technology as well as to improvements on products or
processes. Patents provide a time-limited, legally protected, exclusive right to make, use and sell an
invention. Licenses defines the terms under which an intangible property (e.g. intellectual property) is
licensed for use by one party (e.g. the contractor) to another party (e.g. Canada).
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
Costs related to a patent/license (e.g. legal fees, consulting fees, etc.) that will subsequently be owned
by Canada may be Attributable if the patent/license can provide future value to Canada.
Costs and professional fees for patents/licenses that will be maintained by the contractor or were
previously owned by the contractor prior to the commencement of the contract would not be
Attributable.
Appropriate
No supplementary considerations noted.
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Reasonable
No supplementary considerations noted.
4.12 Prosecution of Claims Against the Crown
Description: Examples of costs associated with prosecution of claims against the Crown would include
legal fees.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Under SACC 1031-2, costs associated with prosecution of claims against the Crown are considered non-
applicable costs to the contract.
Attributable
Costs associated with prosecution of claims against the Crown would presumably not have a causal
relationship with, or otherwise required/beneficial for, the performance of the contract and hence would
presumably not be Attributable.
Appropriate
No supplementary considerations noted.
Reasonable
No supplementary considerations noted.
4.13 Provisions for Contingencies and Warranty Costs
Description: A contingency liability is a liability which could arise on the happening of some event which
may or may not occur.
Warranty costs include those arising from fulfillment of any contractual obligation of a contractor to provide
services such as installation, training, correcting defects in the products, replacing defective parts, and
making refunds in the case of inadequate performance.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Under SACC 1031-2, provisions for contingencies are considered non-applicable costs to the contract.
Attributable
The initial provision or increase of funding for a contingent liability is considered to be a setting aside
of earned profits to meet possible liabilities against future profits and not a business operating cost
and therefore not an acceptable cost to government contracts.
There is one exception to the above and that is in respect of the acceptability of costs for the provision
of warranties. A contractor may include as a cost a reasonable amount to be set aside as a provision
for the absorption of expenses associated with warranties given under the terms of the contract, upon
formal request by Canada.
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With respect to warranties, ensure the costs are not already compensated in the technical risk
premium in the profit calculation.
Appropriate
Contracts, of a similar nature, could be referenced to inform what type of warranty costs may be
Appropriate for the contract in question.
Reasonable
In determining a Reasonable amount, the following factors should be taken into account:
Amounts provided for warranty expenses should be separate for each distinctive product or family
of products;
Amounts provided should reflect, where available, the previous performance of the product(s) in
regard to warranty, using an average of three to five years;
Cost of any provision for warranty charged to a specific contract should reflect any difference in
the warranty period from that normally granted by a contractor on the product(s); and
Costs should be net of any warranty contract sales to other customers.
4.14 Refunds
Description: Money received back pertaining to a cost incurred
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
Refunds which are associated with a contract cost would be Attributable.
Refunds should be traceable to the corresponding contract costs.
Appropriate
No supplementary considerations noted.
Reasonable
A refund should be applied as a credit to the contract cost with which it is associated.
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4.15 Research and Development
Description: There are two primary types of Research and Development costs, undertaken with the
expectation of generating future sales or reducing future costs.
1. General Research and Development: A planned investigation undertaken with the hope of gaining new
scientific or technical knowledge and understanding. Such investigation may or may not be directed
towards a specific practical aim or application.
2. Product Development and/or Improvement: A systematic program of work, going beyond basic and
applied research which is directed towards the creation of a new or improved product, system, component
or material, substantially in a marketable form, but excluding any manufacture beyond completion of the
new and improved product's prototype.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Under SACC 1031-2 Indirect Costs Section 04 (02) (h)
General research and development expenses as considered applicable by Canada may be included in
Indirect Costs (Overhead).
Under SACC 1031-2, Non-applicable Contract Costs, Section 7(m)
Product development or improvement expenses not associated with the product being acquired under the
contract are considered non-applicable costs to the contract.
General Research Phase
Research phase is taken on with the prospect of gaining new knowledge and understanding. The
company is researching the unknown, and therefore, at this early stage, there is no future economic
benefit.
The expenditure is treated as an expense as incurred and must be assessed through the Appropriate,
Attributable and Reasonable criteria accordingly.
Product Development Phase
Development phase is the application of research findings/knowledge to a plan for the production or
creation of new or substantially improved materials, devices, products, processes, systems, or
services, before the start of commercial production or use.
Should be assessed to determine if the cost meets the criteria Attributable, Appropriate and
Reasonable, as well as meeting the criteria of an intangible asset, such that the contractor can
demonstrate the existence of a market/value for the output of the development. See Annex 5.3.6
(Discussion Paper - Research and Development Costs).
Attributable
No supplementary considerations noted.
Appropriate
No supplementary considerations noted.
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Reasonable
Development costs recorded as intangible assets are recovered directly through the costs of the
relevant products in line with the acceptable Canadian accounting standards; Canadian Generally
Accepted Accounting Principles (i.e. ASPE or IFRS) as they are sold provided:
the total development costs applicable can be separately identified.
the costs were not previously allocated to a government contract, directly or indirectly.
The costs are prorated to specific product sales appropriately to all customers.
4.16 Sales and Marketing Costs
Description: Sales and Marketing costs are primarily incurred by contractors to generate future sales of
their goods or services. Examples of sales and marketing activities include selling, public relations,
advertising and entertainment.
"Bid and Proposal Expenses (i.e. bid and proposal development costs)" are the costs incurred in
preparing, submitting, and supporting bids and proposals, (whether or not solicited), on potential contracts,
including:
a. direct administrative effort, for the physical preparation of the technical proposal documents,
and also the technical and non-technical effort for the preparation and publication of cost data,
and other administrative data necessary to support the contractor's bids and proposals;
b. technical effort, incurred to specifically support a contractor's bid, or proposal, including the
system and concept formulation studies, and the development of engineering and production data;
and,
c. purchased services and supplies incurred to specifically support a bid or proposal.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Under SACC 1031-2, advertising, except reasonable advertising of an industrial or institutional character
placed in trade, technical or professional journals for the dissemination of information for the industry or
institution (7n) and entertainment expenses (7o) are considered non-applicable costs to the contract.
Refer to Annex 5.3.1 (Discussion Paper: Sales and Marketing Costs) for additional details and
considerations on when Sales and Marketing costs may be acceptable.
Attributable and Appropriate
Entertainment expenses are not attributable or appropriate to Canada. This includes expenses for
amusement, diversion, social activities, and incidentals. In some circumstances, if it may be possible
to demonstrated that expenses associated with meetings and conferences, when called for the
dissemination of technical information or discussion of production problems and the like, are
acceptable. These expenses may include those for meals, transportation, rental of meeting places
and other incidentals provided they are reasonable.
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Advertising that supports the publications of trade, technical or professional journals for the
dissemination of information for the industry may be considered acceptable in the event the
contractor's employees use the journals to enhance knowledge and skills that lead to increased
knowledge, efficiency and productivity benefits for the government contract, provided the Advertising:
Is not display advertising, and is institutional or support advertising only
Does not advertise a particular product or service of a contractor
Is not a financial publication geared primarily to investors, versus industry or trade
Advertising expenses associated with recruiting and employment opportunities may be considered
an acceptable cost, provided they are reasonable.
Under paragraph 04 (02) (g) of SACC 1031-2, selling and marketing expenses which could be
considered to include, bid and proposal expenses, are listed as one of the items generally considered
to be indirect costs. There are some instances where bid and proposal expenses are directly charged
to the resulting contract as a consistent business practice by the contractor.
Bid and proposal expenses may be considered Attributable as a direct charge to a contract when the
proposal contributes to the achievement of contract specific requirements and is required for
subsequent contract negotiations (i.e. to extend the length of the existing contract), provided that the
bid and proposal expenses are clearly denoted in the proposal and contract documents as forming
part of the agreed contract price.
Reasonable
Sales and marketing costs must be allocated fairly between Canada and the contractor. Consideration
must also be given to ensure the benefits balance or outweigh the associated costs. Additional
allocation considerations include the following:
selling and marketing expenses should be clearly identified by a contractor as distinct from other
indirect costs to the extent, where warranted, of creating a separate cost pool for these
expenses;
where a contractor manufactures more than one particular product or provides more than one
particular service, the selling and marketing expenses specifically identifiable with each
particular product or service should be allocated directly thereto with any general expenses
being prorated equitably across all products or services; and
a pro-rata share of the selling and marketing expenses allocated in accordance with the
particular products or services or family of products or services being acquired under the
contract included in the applicable overhead costs of the contract
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4.17 Taxes
Description: In Canada, taxes may be assessed at the federal, provincial/territorial, and municipal level.
Examples of tax types include income tax, consumer tax, property tax, and import/export tax.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Under SACC 1031-2, federal and provincial income taxes, excess profit taxes or surtaxes and/or special
expenses in connection with those taxes are considered non-applicable costs to the contract.
Attributable
Tax accounting principles should be employed to determine the applicable tax types.
Taxes, assessed on the inputs, which are causal with, or otherwise required/beneficial for, the
performance of the contract, cannot be avoided.
Example: Types of inputs are raw materials, employees, and assets (e.g. factory). Respective taxes
of these inputs are sales tax, payroll tax, and property tax.
Appropriate
Taxes assessed on income (e.g. income tax) and other taxes in connection with financing, refinancing
or re-organizing would not be an Appropriate cost.
Note: Tax Refunds are under review for potential changes related to the applicability of such credits
against appropriate contract costs. Currently, guidance states that all tax refunds, federal or provincial,
are not required to be applied to reduce any related expenses. Consideration is being made to suggest
that refunds/credits relating to applicable costs, for example as detailed in the attributable tax costs
defined above, should be applied as a credit to the related appropriate contract cost. This remains a
proposed change for comment and feedback. Refer to 4.14 Refunds cost table for related guidance
on refunds.
Reasonable
The amount paid by the contractor for Attributable and Appropriate taxes would be considered
Reasonable (in accordance with Canadian Tax Regulations).
4.18 Joint Venture
Description: "Joint Venture" is association of two or more parties who combine their money, property,
knowledge, expertise or other resources in a single joint business enterprise, sometimes referred as a
consortium, to bid together on a requirement.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
Operational costs of a joint venture should be treated similarly as operational costs to any
contractor. As such these costs are Attributable to the extent that they are considered
reasonable and can be allocated to the contract based on SACC 1031-2 and Costing Standard
guidance.
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When materials, supplies or services must be transferred to the joint venture under subcontracts
issued to a representative of the joint venture, the contracting officer should negotiate acceptable
subcontract costs with the representative in accordance with Non-Competitive Acquisitions of
Manufactured Products and Repair and Overhaul Services, from Agency and Resale Outlets in
Annex 10.3 of the Supply Manual.
For non-competitive contracts intended to be awarded to a joint venture, special costs to the
joint venture arrangement alone, such as legal, accounting and consulting fees in connection
with the setting up of the joint venture, are generally not attributable costs.
Appropriate
No supplementary considerations noted.
Reasonableness
Joint venture costs should be assessed for reasonability in line with other standard contract costs.
A bid price based on average rates from a joint venture is not considered reasonable. To be
considered reasonable, the total contract price should be based on the sum of the price of each
joint venture member’s workload that is priced separately using appropriate costing procedures.
4.19 Transfer Pricing
Description: Transfer pricing refers to the prices set for goods or services that are exchanged among
related parties (affiliated or entities under common control, joint control or significant influence). The
“Transfer Price” is the price at which a supplier sells its goods or services to a related party buyer.
“Intra-company transfer prices” refer to transfers between divisions of the same legal or corporate
entity.
“Inter-company transfer prices” refer to transfers between a company and its subsidiary or affiliate
enjoying separate legal status but otherwise under common ownership control.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
No supplementary considerations noted.
Appropriate
No supplementary considerations noted.
Reasonable
Intra-company transfer prices must be charged under the contract at cost according to the Contract
Cost Principles 1031-2 without allowances for profit or an allocation of corporate general and
administrative expenses. These allowances must apply on the cost of the finished product sold to
Canada.
Inter-company transfer prices charged under the contract must not be, whenever possible, greater
than those which approximate fair market value (i.e., market price).
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o Fair Market Value means the price that would be agreed to in an open and unrestricted market
between knowledgeable and willing parties dealing at arm's length who are fully informed and
not under any compulsion to transact.
o If the good or service has a going price at which significant quantities are known to sell in the
market in arm's length transactions, such a price will represent fair market value. Examples:
regulated prices, posted prices, catalogue prices and other prices actually available and given
in past transactions to arm's-length parties for the size, quality, timing and location of the
transaction, after all discounts have been considered.
o An inter-company transfer price representing fair market value will be used as "laid-down cost"
for that item for the purposes of computing mark-up, profit and contract price.
o Refer to Section 2.0 in the Guide for more information on Market Pricing.
In situations where approximate fair market value cannot be determined, inter-company transfer prices
must be those that can be considered as reasonable under the circumstances if the parties to the
transaction had been dealing at arm's length.
If no price support exists for a fair market price, the transfer prices of the company are established
at cost calculated in accordance with Contract Cost Principles 1031-2 without allowance for profit
and without an allocation of corporate general and administrative expenses.
o For transfer prices where price support is provided:
If the contractor can prove that the transfer price is at cost, then a reasonable profit
as set out in Section 5.2 Profit Principles must apply to the final product cost.
If the contractor can provide satisfactory price support for a transfer price in excess
of cost, the profit element in such transfer price must be limited to a reasonable profit
as set out in Section 5.2 Profit Principles.
Refer to Annex 5.3.4 Discussion Paper Transfer Pricing for further support on the overall
considerations, documentation and assessing reasonability of transfer prices.
Where necessary, common ownership control must be determined by reference to the latest issue of
appropriate trade surveys (e.g. Financial Post Survey of Industrials, Moody's Industrials, etc.), as
confirmed by means of a certification from the company as to ownership control (use SACC Manual
clause A9112C for this purpose).
o Ownership control is presumed in cases where at least 50 percent of the voting rights are
held by the affiliate.
o This clause is required to warrant that a contractor is not under common ownership control
of another division, parent company or affiliate supplying materials and/or services in
connection with the work under contract and gives Canada the right to terminate or readjust
the price to reflect level of profit payable under transfer pricing practices in the event of a
breach to this warranty.
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4.20 Head Office Expense
Description: "Head Office" is an office responsible for the policy direction and management of two or more,
but not necessarily all “segments” (i.e. branches, divisions, product departments, plants or other
subdivisions, etc.) of an organization. These segments report directly to a head office and are usually
identified with responsibility for profit and/or producing a product or service and is part of the same legal
entity.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
For the allocation of any expenses to be attributable, generally company policies describing the
basis of allocation of these expenses in a Head Office/Segment relationship must exist. For
example, a company with two segments may have a company policy to split any head office
expenses (i.e. head office accounting and administrative expense) evenly between the two
segments.
Appropriate
No supplementary considerations noted.
Reasonable
Allocation based should be well documented and based on historical and present cost data with
considerations for future economic conditions. Allocations derived from an arbitrary forecasted
distribution base are not considered Reasonable.
For the allocation of the expenses to be considered reasonable all, or any combination of the
following three methods should be used.
Directly Chargeable Expenses are identified as incurred specifically and totally for one
particular segment is included within the Head Office expense pool. Such expenses should be
allocated directly to the particular segment, to the extent practicable.
Separately Allocated - Individual, or groups of expenses are allocated only to a limited group
of corporate segments. Such expenses are not typically incurred for specific segments but are
related to the segments by an objective and measurable relationship and subsequently are
allocated in costing pools based on this.
Residual - These are the remaining expenses which are allocated to all, or most segments on
an overall basis. These expenses should be allocated to segments using a base or bases
which represent the total activity of the segments (see below). If the allocation amount were
material, utilizing all three methods of allocation may be necessary. In less significant
situations, a combination of the Directly Chargeable and the Residual methods might suffice.
In low-dollar value situations, the Residual method alone might be appropriate.
There are many and varied bases which might be used to allocate residual
expenses. To be accepted and considered reasonable, the base(s) selected must
be representative and consistently applied to all segments of the organization. The
following are examples of bases for allocation which are often used, in each
segment of the organization:
o The number of personnel,
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o The dollar value of production,
o The cost of goods sold, or
o The total sales.
4.21 Environmental Costs
Description: "Environmental costs" are the costs incurred by an entity to prevent, abate, or remediate
damage to the environment or to deal with the conservation of renewable and non-renewable
resources.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
The contractor should be able to provide evidence of
Whether the environmental cost is required or planned to be incurred, and
When the environmental cost relates to, either the current period or the future period.
Appropriate
Environmental costs that are incurred for required and planned known environmental and
compliance activities would be appropriate. This may include:
Known environmental and compliance costs
Planned remediation costs, and
Emerging legislative compliance requirement costs
Reasonableness
The environmental costs incurred in the current operation period, for example, costs of disposal
of wastes, should be allocated to the current expenses in the contract.
For environmental costs incurred in the current operation period for past operations (i.e. clean up
costs for activities that occurred previously), material amounts should be deferred and amortized
over a reasonable number of future periods (i.e. expected contract life).
The environmental costs incurred in the current period for future operations, for example,
depreciable equipment purchased to control hazardous emissions, should be amortized over the
periods for which benefits are expected from the costs incurred.
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4.22 Government Supplied Materials
Description: "Government-Supplied Materials" (GSM) are material supplied to a contractor by a
government department or agency on a “free-issue” basis for incorporation into the end product. GSM
are also commonly referred as Government Furnished (GF) or Contract Issue (CI) materials.
“Government Furnished (GF) materials” are materials supplied by Canada to be used in the production
process. (See Subsection 1.7 Special Production Tooling and Special Test Equipment for cost and
profit considerations.)
“Contract Issue (CI) materials” are materials issued by Canada free of charge to the supplier, or the
supplier’s representative, while being and remaining the property of Canada.
"Accountable Advance Spares" are non-catalogued materiel owned by the government and
manufactured or purchased by contractors in accordance with agreements between contractors and
the government. Accountable Advance Spares are used in the repair and overhaul of government
equipment.
"Laid-Down Cost" is the cost incurred by a contractor to acquire a specific product. This includes the
invoice price (less trade discounts) charged to the contractor plus any applicable charges for
transportation, exchange, custom duties, and brokerage charges, but excludes sales taxes (i.e. Goods
and Services Tax and Harmonized Sales Tax).
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
Material handling costs related to the storing and transferring out of storage are Attributable and
allocated to the GSM, GF or CI materials when they are embodied (i.e. when they are used in a
contract). For example, in a repair and overhaul contract, Canada provides various special parts
and material handling costs related to these parts are allocated to the GSM, GF or CI materials
when these parts are used by the contractor in the repair.
General and Administrative (G&A) overhead expenses and material handling costs that are
applicable should be allocated as a cost associated with the embodiment of government supplied
material in the year when the materials are embodied. When transfers of GSM, GF or CI materials,
for example from accountable advance spares inventory, are made to Canada for asset disposal,
the general and administrative overhead expenses and material handling costs that are applicable
are allocated at the time of transfer.
Appropriate
No supplementary considerations noted.
Reasonableness
When the contractor stores GSM, GF or CI materials for Canada, the cost of the items being stored
would normally include the laid-down cost of the purchased GSM, GF or CI materials; or the
applicable direct material, direct labour, factory overhead and G&A applicable to the manufacturing
operation of the manufactured GSM, GF or CI materials.
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Profit Considerations
The costs of GSM, GF and CI materials must not be included in the direct materials. No profit is
allowed on these materials.
o However, direct labour and overhead costs associated with the acquisition, stocking and
handling of GSM, GF and CI materials and AA spares embodied may be included under
the appropriate cost element for profit purposes.
4.23 Donations
Description: A donation is a gift (i.e. money or goods) for which no consideration is given in return.
Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Under SACC 1031-2 Section 07 (p), donations except those to charities registered under the Income Tax
Act are considered non-applicable costs to the contract.
Attributable
Donations, except those to political parties, are an acceptable cost provided they comply with the
Income Tax regulations and are taken into overhead in the period they are paid rather than
pledged.
Appropriate
No supplementary considerations noted.
Reasonableness
No supplementary considerations noted.
4.24 Strategic Innovation Fund (SIF) Repayment
Description: “Strategic Innovation Fund (SIF)” provides major investments in innovative projects that
will help grow Canada’s economy for the well-being of all Canadians. SIF funding is project-based, with a
portion of eligible supported project costs (expenditures) being reimbursed. The various programs
administered by Innovation, Science and Economic Development Canada (ISED) are subject to specific
terms and conditions. SIF also incorporates several legacy programs according to the terms agreed on
with each recipient, including Automotive Innovation Fund (AIF), Automotive Supplier Innovation Program
(ASIP), Strategic Aerospace and Defence Initiative (SADI), Technology Demonstration Program (TDP),
and Technology Partnership Canada (TPC). See Program Guide: Strategic Innovation Fund for more
information.
“Contribution” is a conditional transfer payment under an auditable agreement for which the donor will
not receive any royalties, goods, or services.
Royaltiesare usage-based payments made by one party (the licensee) to another (the licensor) for
ongoing use of an asset, for example an intellectual property right.
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Supplementary Considerations for the Criteria of Attributable, Appropriate, and Reasonable
Attributable
SIF contribution amounts are repayable by default. They are structured to ensure fairness between
recipients and are determined individually on a case-by-case basis.
Non-repayable contributions will only be considered for certain projects where the risk
assessment, as verified during due diligence, confirms that there will be significant benefits for
Canadians.
Appropriate
The contribution amount and the terms of repayment will be determined after a due diligence
assessment of the full application. They are based on the overall project benefits and risks.
Reasonable
o The amount of the recovery shall be determined by the original SIF agreement. For
contributions that are product specific, a product development recovery rate will be
established. For non-product specific agreements, the recovery will be made through a
General and Administrative Overhead and shall be recovered over a reasonable amount of
time.
o The recovery amount allowed on contracts shall be limited to the original SIF contribution per
the agreement. For rate negotiation purposes, the amount in excess of the original contribution
shall be considered a separate element outside the rate negotiations and will not be an
allowable contract cost.
Note: SADI funding conditional repayment is based on a royalty applied to the
company’s gross business revenues, or in some circumstances, those of relevant
business unit or division. Royalty rates are set such that companies owe the amount
distributed if revenues remain flat over the entire 15-year repayment period. Royalty
payments are waived in years of negative revenue growth. Royalty rates increase in
years of strong revenue growth. Maximum repayable amounts are determined by
Industrial Technologies Office (ITO) based on a risk assessment.
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General Considerations for Costing
Principles-Based Guidance for Determining Contract Costs
Rules-based standards state explicit requirements that must be followed without deviation, while principles-
based standards permit the exercise of professional judgment to fit the circumstances, providing flexibility to
promote creativity and innovation in the procurement of goods and services.
Costing in Canada is a principles-based approach for assessing the acceptability for contract costs. The
overarching principle is contracting for value to Canada. The application of the criteria between contracts
should be consistent, but the outcomes, in terms of contract cost acceptability, may differ depending on the
complexity of the contracts in question. A principles-based approach to determining contract costs requires
professional judgement. For further guidance on the merits of principles-based guidance, refer to Annex
5.1.2 (Discussion Paper: Rules-Based vs. Principles-Based Standards).
Financial and Cost Accounting Work Together to Determine Contract Costs
Financial accounting is used to report the expenses and revenues, assets and liabilities, and cash flow
position of an enterprise to external users, typically on a quarterly and annual basis. For example, Canada
reports its public financial statements using financial accounting.
Cost accounting is used internally to report costs for decision-making purposes for various cost objects (e.g.,
goods and services, departments, programs, contracts etc.). For example, in Canada, cost accounting is
used to inform cost-benefit, capital investment, cost-recovery and other decisions.
Both financial accounting and cost accounting principles should be used to determine the cost base to price
a contract. Financial accounting can be used to generate the initial source of cost information for a contract,
while cost accounting can be used to allocate/adjust this cost to derive the cost basis of a contract.
For further guidance on how financial and cost accounting work together to determine contract costs, refer
to Annex 5.1.1 (Discussion Paper: Financial Accounting vs. Cost Accounting).
Reporting Costs on an Accrual Basis Instead of a Cash Basis
Accrual accounting records events in the period in which they are incurred (incurred cost) whereas cash
accounting records the events only when cash is received/paid. Under the accrual method, the matching
principle is followed to recognize revenues in the same period as the expenses that were incurred to earn
those revenues. With the cash method, only the receipt or payment of cash triggers the recognition of a
transaction which can create timing differences when these transactions are recorded compared to the
accrual method, i.e., expenses may be recorded in an earlier period than when revenues are recorded due
to the difference in timing of the actual payment of expenses and receipt of revenues.
Accrual accounting should be used as the basis for measuring cost when establishing non-competitive
government contracts. The accrual method for measuring cost estimates and actual costs would generally
be appropriate for most cost types where the amount can be estimated and there is a sufficient level of
certainty of occurrence.
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The cash method may provide better value to Canada for cost types where the amount cannot be accurately
estimated and/or there is insufficient level of evidence for occurrence. The cash method is rarely used.
For further guidance on the applicability of accrual versus cash accounting on contract costs, refer to Annex
5.1.3 (Discussion Paper: Accrual vs. Cash Based Accounting).
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ANNEX 2A: COSTING PROCESS
The activities, steps, and outputs involved in using the Costing Standard to assess the acceptability of
contract costs are depicted in the diagram below.
Figure A2.A.1.: Costing Standard Process
All key decisions should be documented with reasoning and consideration should be made to include
important elements in the contract terms and conditions.
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ANNEX 2B: CONTRACT COSTING RATES
Contract Cost Principles 1031-2 and Annex 2 Costing Standard provide detailed guidance on the
determination of acceptable costs, including indirect costs.
"Indirect Costsare costs that cannot be directly identified or measured as applicable in the performance of
one contract. Instead, indirect costs may apply to multiple contracts and customers. These are costs which
have been incurred in the performance of the contract for the operation of the contractor's business in general
but cannot be identified and measured as directly applicable to the performance of the contract.
Indirect costs are typically allocated to a contract by applying contract costing rates as detailed below.
Contract Costing Rates
Definition
A contract costing rate, can be an indirect or direct rate with no inclusion of a profit component. It is the
most common method of allocating fairly and conveniently a contractor’s costs to a contract.
How do they work?
The diagram below illustrates the process of establishing costing rates.
Figure A2.B.1. Process of Establishing Costing Rates
Total Contractor Indirect Costs
Pool 1: Facilities OHD
Machine Hours
Rate = $/Hour
Pool 2: G&A Costs
Total Costs
Rate = %
Pool 3: Engineering
OHD
Direct Engineer
Labour Hours
Rate = $/Hour
1. Establish Cost Pool / Group
2. Determine the Allocation
Factor
Group
3. Establish Costing Rates
Process
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1. Establish Indirect Cost Pools / Groups
To inform the fair allocation of indirect costs through costing rates, indirect costs should be grouped
together logically into groups, also known as pools. Cost pools are commonly used for the allocation of
overhead costs. The costs within indirect cost pools should be similar enough in their relationship to
each other that the allocation of the total costs in the pool provides a result which would be similar to
that achieved if each cost within that pool were separately distributed, and also be grouped in a simple,
clear, consistent manner.
Indirect cost pools/groups often reflect an organization’s business or operational lines. Some common
examples of cost pools could be general and administrative (G&A) costs, manufacturing overhead,
material handling overhead, engineering overhead, etc.
2. Determine the Allocation Factor
Once the indirect cost pools/groups are established, the total costs are allocated to a contract using a
cost allocation factor. The allocation factor for an indirect cost pool/group should reflect the causal
relationship of the pooled costs to the contracts to which these costs are distributed. Examples of
allocation factors include labour hours, machines hours, square footage, etc.
3. Establish the Costing Rates
The costing rates are calculated by dividing the contractor’s total annual costs in a costing pool/group
by the annual volume/dollar value of the allocation factor.
The rates are calculated annually and are typically based on the previous year’s actual costs and
volumes with forecasts or estimates for any predicted increases or decreases.
When would you use Contract Costing Rates?
Contract costing rates are required to facilitate contract costing and are applied in the many costing activities
within the contract, including the following:
To negotiate a contract price
To determine hourly costing rates for invoicing
To determine the contract costs
Types of Costing Rates:
There are many different types of costing rates that can be applied in a contract, including those we have
already discussed above, related to the allocation of overheads and general and administrative costs.
Other types of rates may require additional considerations to those noted above. These special rates may
not be appliable to all the contracts and should be determined on a case-by-case basis. Contracting officers
are responsible for negotiating fair and reasonable rates which would normally be based on a fixed time/unit
rate, i.e., percentage or dollar amount - hourly, per diem, monthly, etc. and shown as a separate line item in
the basis of payment to differentiate them from the general overhead rates.
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These include:
Take-Out Rates
Out-of-Plant Service Rates
Mobile Repair Party Rates
Material Handling Rates
Purchased Labour Rates
Take-Out Rates
Definition
A take-out rate is the negotiated rate applied to the recovery of overhead costs on goods and services which
do not form the major portion of the company's business but are in themselves significant relative to a
government contract. The resulting rate, in most cases, should be somewhat less than that which applies to
other work processed through the company's facilities.
When should you use Take-Out Rates?
Take-out rates may be established to apportion overhead expenses on a reasonable and justifiable basis on
goods and services which requires less overhead effort than the company's regular activity.
Potential applicable areas for negotiated take-out rates include subcontracts, drop shipments, mobile repair
parties (see the sub-section of Mobile Repair Party Rates), and other specialized applications such as for
travel and living that are charged directly to a contract.
The task of identifying where and when a take-out rate is applicable is left to the discretion of the negotiators,
who are in the best position to establish the need, based on the information available at the time.
The purpose of a take-out rate is to allocate overhead costs to a contract. Other overhead recovery rates
must not include any of the costs of any contracts that are subject to take out rates. This means that take out
rates that are established without taking into account the full costs of specific situations may result in
unrecovered overhead as this overhead cannot be recovered on other contracts. As an example; this situation
can arise if a contract is established using a take out rate that is set to limit the total price of the contract and
the rate is not sufficient to allow full cost recovery.
Out-of-Plant Service Rates
Definition
Out-of-plant service rates are typically used to allocate the indirect costs of services that occur offsite and
out-of-plant and often is shared among multiple locations. Out-of-plant services include field services
representatives, out-of-plant technical services and mobile repair parties away from the contractor’s plant.
Due to the fact that the above services are not fulfilled in contractor’s facilities, separate cost grouping for
costs allocation to offsite locations may be necessary to permit equitable distribution of costs on the basis of
the benefits accruing to the cost objectives.
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When should you use Out-of-Plant Service Rates?
Out-of-plant service rates are applicable when services are not carried out on the primary business site.
Typically, full plant overhead should not be applied to out-of-plant charge-out rates, unless the out-of-plant
technical services are relatively minor, which is defined as less than 10 percent of the contactor’s total
business (volume /direct labor) in any one year. For example, a shipbuilding company will send field service
representatives for an annual maintenance to service the government’s ships for 2 weeks. As these services
only account for 8% of the company’s total business volume in a year, the out-of-plant rates could be
calculated, and the resulting rates should be less than the full recovery rates.
Mobile Repair Party Rates
Definition
A mobile repair party is an individual, or group of individuals, performing work away from the contractor’s
plant, generally at the client’s location. A mobile repair party rate is calculated to allocate the indirect costs
related to the mobile repair party work for the government contract.
Repair work is normally carried out in a contractor's facility but, on occasion, to meet the requirements of a
customer department, the contract specifies the repair work is required to be performed at other locations.
The full overhead costs may not be applicable to the mobile repair party costs. Mobile repair party rates are
applied in these cases to fairly allocate applicable indirect costs to the mobile repair party work.
When should you use Mobile Repair Party Rates?
The overhead rate on mobile repair party work is typically at the full plant rate. This is because the mobile
repair party work may only be a part of the out-of-plant services. However, under the following three
circumstances, negotiation of mobile party repair rates may be required to reflect the reduced costs applicable
for the mobile repair party work.
a. Where the estimated hours to be expended for mobile repair party work exceed 5% of the estimated
total direct labour hours for both commercial and defence repair and overhaul work during the
contract period, or
b. Where the estimated hours to be expended for mobile repair party work are less than 5%, but the
contracting officer considers that a significant number of direct labour employees are hired for mobile
repair party work only; or
c. Where the contractor maintains adequate cost records to permit the calculation and negotiation of a
separate mobile repair party rate.
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Material Handling Rates
Definition
A material handling rate is an overhead rate established to allocate indirect costs associated with handling
materials. The material handling pool may include costs for purchasing, receiving, incoming inspection,
storing, inventorying, packaging, and shipping materials. It is important that material handing costs clearly
exclude costs relevant to the labour-hour rates such as direct labour costs and fringe labour costs.
When should you use Material Handling Rates?
The material handling rates are typically used by manufacturing companies when material handling is a
crucial component of their production or business operation. When materials for resale as well as materials
for overhaul or manufacturing are handled, the development of a material handling rate becomes necessary.
One common base for allocation of material handling costs is the cost of material used. If free issue materials
(materials that are free of charge, for example, materials suppled by the Government or by a Government
agency) are handled along with purchased materials, a handling rate can be developed if the free issue
materials can be valued. If it is not possible to set a reasonable value on the free issue materials, then a
basis for allocation other than material cost would have to be used. In this case, it may be possible to have
a record of the number of parts handled to serve as a base for distribution of material handling costs.
However, the full material handling rate would no longer be appropriate if
High-cost units are mixed with lost cost units,
Trading operations are conducted along with overhaul and manufacture, or
Higher costs than normal are incurred in handling materials used in specific contracts because of
special requirements of customers.
In the above situations, cost support should be obtained for the material handling costs breakdown to
determine the accurate costs and allocation base over the cost of material or over the number of parts
handled.
Purchased Labour Rates
Definition
Purchased labour costs are costs incurred by a contractor/entity for temporary personnel procured from the
outside for skills such as engineers, technical writers, technicians, or craftsmen.
Contractors' cost accounting method for purchased labour and overhead allocation varies depending on the
circumstances under which purchased labour costs are incurred. For example, some contractors classify
purchased labour as direct labour costs when the work is performed in the contractor's facilities under their
supervision and otherwise meets the definition of direct labour costs under the Contract Cost
Principles SACC 1031-2. Other contractors may classify purchased labour as subcontract costs.
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When should you use Purchased Labour Rates?
When treating purchased labour as direct costs, the contractors may use either the purchased labour rate
or average labour rate incurred by their own employees for comparable work. However, differences
between the average labour rate incurred by the contractor's own employees and purchased labour prices
are treated as overhead costs and are allocated accordingly.
The allocation of these purchased labour costs should be based on the causal or beneficial relationship to
the cost drivers (i.e. certain indirect expenses) and the allocation method must be consistent with the
contractor’s disclosed cost accounting practices.
The accounting treatment for purchased labour must be evaluated on a case-by-case basis with
consideration given to the materiality of costs involved and the overall effect of the accounting treatment on
final cost objectives such as ascertainment of cost and proper presentation of cost data for measuring cost
efficiency. Acceptance or rejection of the contractor's treatment of purchased labour must be based on:
a. the causal and beneficial relationship of indirect expenses and purchased labour, and
b. the nature of the employer/consultant relationship.
The preferred cost accounting method for purchased labour is to have a separate direct cost for this activity
with an appropriate allocation of applicable overhead. Other methods are acceptable providing the
accounting method is considered reasonable and justifiable and meets the relevant Contract Cost
Principles SACC 1031-2.
Did you know the risks of applying multiple rates in a contract?
The costing rates applicable, costing pools and allocation factors are contract specific and will vary from one
contract to another.
Special attention is required when applying two or more types of costing rates in one or more contracts with a
contractor to avoid Canada double paying for indirect costs in multiple costing pools.
Guidance and cost interpretation from the Price Advisory Group (PAG) of the Procurement Support Services
Sector (PSSS) is recommended. Please see Annex 3 for contact information.
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ANNEX 2C: COST MANAGEMENT
Cost Support and Validation
Cost management is a continuous process of estimating, allocating, controlling, proving and validating
contact costs. This section focuses on the aspects of cost support and validation strategies in cost
management.
Cost Support
Cost support is the method of showing how the claimed costs related to a contract are identified and assigned
in order to establish the cost base or a costing rate.
Breakdown of Expenses
A breakdown of expenses is required by a contracting officer and a price advisor to evaluate the direct costs,
indirect costs and costing pools. There may be situations where an invoice or claim has a total combined
dollar value for a group of expenses, for which further detail is required on cost classifications. In these cases,
it is appropriate to request financial statements from the contractor, such as an income statement, a
statement of expenses or a trial balance or general ledger that will contain details of the expense/costing
accounts.
Proof of Costs Incurred
Proof to validate the price being submitted by the contractor would be required at the beginning of a contract,
in line with SACC clause C0008T, which is to be included in bid solicitations for all non-competitive bids. Also
reviews and approvals of various cost claims throughout the management of the contract is required.
Support for costs that can be requested include but is not limited to:
copies of invoices
copies of receipts
copies of cheques
proof of banking transaction via financial bank/credit card statements, etc.
payroll registers for salary evidence
time sheet logs
Depending on the cost and magnitude of the amount (i.e., single large dollar amount vs. pool/group of costs),
different supporting documents can be used. For example, supporting documentation for direct costs such
as salaries and wages can be found in a breakdown of expenses from the organization such as in an income
statement or supported through copies of employee pay stubs, time sheets or other verifiable logs, through
a payroll/project/labour time recording system. In addition, copies of legal agreements/contracts with prices
clearly stated could also be useful supporting documentation for cost acceptance.
Supporting documentation provided should include enough detail for the contracting officer to determine what
the cost/expense incurred is for, the amount paid, the date of purchase and who was paid (i.e., supplier
name).
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When scrutinizing supporting documentation for costs incurred such as invoices, there may be costs that are
not related to the procurement/project or do not meet the Attributable, Appropriate, and Reasonableness
criteria. These costs should be excluded from the contract costs.
Validation Strategy
Validation is the act of checking or proving the validity and accuracy of something. In terms of cost validation,
it refers to a systematic process of verifying the actual costs incurred in a contract, the credibility of
contractor’s systems and the achievement of incentives.
Why is validation strategy needed?
Developing a validation strategy is an important part of costing and contract management. It seeks to:
manage risk in a contract;
better understand the nature of the costs being claimed;
establish the credibility of the amounts being charged; and
validate the achievement of incentives
What is included in a validation strategy?
It is important that the validation strategy be established early on in the acquisition lifecycle and prior to both
the Request for Proposal and contract negotiation.
The validation strategy should assess the risks in the contract pricing strategy and specific risks related to
the contractor to properly assess:
the areas within the contract that will require validation, and
when the validation should be carried out
What should be validated?
The strategy will establish the level of assurance work that is required to perform the validation. For example,
higher dollar value or higher risk contracts may require the Assurance Services Group to coordinate the
validation work whereas other areas of the strategy may be carried out by contracting officers, through
requests for support as outlined in the sub-session of Cost Support.
Areas that may require validation include:
the accuracy of cost estimates or costs being claimed;
the actual levels of profit being earned;
the ability of a contractor’s system to appropriately track costs; and
information related to the achievement of contract incentives.
The Assurance Services Group (ASG) within the Procurement Support Services Sector (PSSS) is available
to assist contracting officers in developing a validation strategy. Please see Annex 3 for contact information.
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SACC Contract Clauses
In order for validation to be carried out for a contract, appropriate clauses must be included in the contract
terms and conditions. The key audit and validation related clauses are listed in the following table:
Category
SACC Clauses
Description
General Audit Clauses
2010A 17
2010B 16
2010C 14
2015A 17
2029 13
To audit the amount claimed for low dollar value
and medium complexity authorized users, goods,
professional services, and services respectively
2030 33
2035 31
2040 42
To audit, inspect and examine the accounts and
records of the contractors of high complexity
contracts and Research and Development
contracts
Auditing Clause
C1004C
To provide additional details concerning the effects
of audit findings and adjust allowable contract
amounts and payments.
Mandatory
Discretionary Audit
Clauses
(For Firm Price Basis
of Payment all non-
competitive contracts
valued over $50,000)
C0100C
To validate the lowest price or rate charged by
anyone else, including the contractor’s most
favored customer through a price certification for
commercial goods and services.
Please note: If a supportable commercial price is
available, sufficient price support must be obtained
and validated prior to accepting the commercial
price. See Section 5.0.2 Commercial Pricing for
more information.
C0101C
To validate the actual profit earned on a contract
for non-commercial goods and services
Cost Reimbursable
Contracts
C0300C
To support information available for audit that
requires a detailed cost submission of all cost
elements signed and certified by the contractor
when costs will be computed in accordance with
Contract Cost Principles 1031-2
C0307C
To support information available for auditing
contracts for repair and overhaul services
Fixed Time Rate
Contracts
C0710C
To provide for the verification of time charged and
the contractor’s time recording system
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Contracting officers must refer to the SACC Manual for other related audit clauses to ensure terms and
conditions are appropriately included in the contract for proper validation of the costs claimed by the
contractor.
Service Contacts
The profit for all services not established by price competition, except repair and overhaul, are negotiated
on the basis of the prevailing rates for the type of work required and recognizing the circumstances of
each contract. Considerations may be given to the following areas:
Areas of Consideration
Description
Requirements of the task
An assessment of skill level, expertise necessary, or complexity
of the task requirements
Bidder qualifications
Prices will vary in terms of factors like the calibre of proposed
personnel, knowledge or expertise, previous experience,
personnel utilization rate, use of facilities, or the area of
specialization
Market conditions
A determination as to whether there is a commercial or going
rate (the average or usual price that is charged) for a particular
expertise or service capability in private industry should be
made.
If these rates cannot be determined, the profit scales
recommended by provincial professional associations may be
used as a reference point from which the reasonableness of
a negotiated rate can be compared
Costing/pricing practices
The costing structures of individuals, bidders and universities are
different and will vary significantly. Some costs that would
otherwise be charged separately are sometimes charged to
overhead, thus increasing the total rate but may not necessarily
increase the total contract price.
The profit of the service contracts includes only those elements of cost properly associated with the actual
time expended on the work. These are the direct labour costs and their fair share of overheads, general
and administrative expenses and profit. Other direct costs such as charges for publication of reports,
special computer or test services, travel and living, should normally be shown separately. Each case is
required to be taken on its own merits to arrive at an assessment of which amounts are reasonable
charges, either as a profit element, or as a separately charged item.
In all contracts for services with a cost reimbursable or fixed time rate basis of payment, the rates of
payment should be specified for the entire period required for performance of the contract, including all
phases and specified option periods. When this is not possible, payments for each year or phase are
based on a pre-agreed rate or formula that is to be specified in the contract.
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ANNEX 3: CONTACT INFORMATION
Organization
Organization Description
Contact Information
Pricing and
Professional
Accounting Practices
Group (PPAPG)
The Pricing and Professional
Accounting Practices Group
(PPAPG) is responsible for:
1. administering the Cost
Accounting Practices
(CAP) Submission
program and
2. provides guidance, tools
and support to pricing.
1. TPSGC.PADeclarationdesPCA-
APCAPSubmission.PWGSC@tpsgc-
pwgsc.gc.ca
2. tpsgc.padgamtp-appbipm.pwgsc@tpsgc-
pwgsc.gc.ca
Price Advisory Group
(PAG)
The Price Advisory Group
(PAG) is responsible for direct
support in the negotiation of
interim rates or cost-base for
pricing and advice to
contracting officers on basis of
payment.
TPSGC.PASoutiendesprix-
APPriceSupport.PWGSC@tpsgc-pwgsc.gc.ca
Assurance Services
Group (ASG)
The Assurance Services
Group (ASG) provides contract
related assurance and advisory
services on credibility, integrity,
and reliability of financial and
non-financial information used
to support contractor claims.
tpsgc.padgagsc-APPBASG.pwgsc@tpsgc-
pwgsc.gc.ca
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ANNEX 4: PROCESS STEPS FOR COST ACCOUNTING PRACTICES (CAP) SUBMISSION
Process Steps
Process Description
Initiate The Process
The contracting officer identified in the solicitation document initiates the CAP
Submission process.
Provide and
Complete Template
The contractor will be provided with a template for the Cost Accounting Practices
(CAP) Submission by the Procurement Support Services Sector.
Contractors can complete and submit the CAP Submission tool to the point of
contact identified in the solicitation document.
Any questions about this document should also be directed to the point of
contact identified in the solicitation document.
Review of the CAP
Submission
The Procurement Support Services Sector will review the CAP Submission.
Requests for clarification or additional information from the Contractor may be
made.
Review of CAP Submission: Items are assessed to determine whether or not
they are in accordance with SACC 1031-2.
Documentation and
Contract
Amendment
The contracting officer will incorporate the CAP Submission in the contract by
way of a certification by the contractor.
The original CAP Submission will be retained by the Procurement Support
Services Sector and a copy distributed to the client department and contracting
officer.
Refer to the Section 5.1.2 (Cost Accounting Practices Submission) for additional information.
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ANNEX 5: DISCUSSION PAPERS
ANNEX 5.1 BACKGROUND: CONTRACT PRICING IN CANADA
These discussion papers provide general considerations for contract costing and pricing in Canada. They
provide further guidance on various topics to support contracting officers’ understanding of how contract
pricing works in Canada.
ANNEX 5.1.1 DISCUSSION PAPER - FINANCIAL ACCOUNTING VS. COST ACCOUNTING
Financial Accounting versus Cost Accounting for Reporting Contract Costs
Context
This discussion paper provides guidance to contracting officers in the negotiation of non-competitive
contracts or contracts where price negotiations with the successful bidder are required following a
competitive process.
This discussion paper is intended to help inform contracting officers, to prepare for contract negotiations
and manage the contract through its lifecycle. Based on the scale and complexity of the acquisition, this
requires considerable support from the contracting team, which may include price advisors, client
department representatives and other subject matter experts. This discussion paper is not intended to be
a procedural document.
Why This Matters?
Financial accounting and cost accounting can be used to determine the cost base to price a contract.
When contractors rely primarily on financial accounting, without proper consideration of cost accounting,
to report contract costs, the reported costs may not be attributable, appropriate, and reasonable. As such,
clear direction around the application of both financial and cost accounting is required to help ensure that
reported contract costs meet these criteria and ultimately optimize value to Canada.
Recommendation
Both financial accounting and cost accounting principles should be used to determine the cost base to
price a contract. Financial accounting can be used to generate the initial source of cost information for a
contract, while cost accounting can be used to adjust this cost information and derive the cost basis of a
contract.
This initial source of cost information can be relied on more heavily when the cost-based payment for the
contract, or components or phases of the contract, is determined by actual costs. When the basis of
payment is determined by cost estimates, the initial source of cost information may provide a historical
basis to estimate costs; however, additional data
2
will be required to develop a sound cost estimate.
2
Discussion on the additional data required to develop a cost estimate is out of scope.
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Ultimately, the application of both financial and cost accounting will help ensure that the costs included in
a contract are attributable, appropriate, and reasonable.
Analysis
This section first describes the purpose and key principles of financial and cost accounting as it pertains
to cost reporting, identifies the similarities between them, and explains their differences. Second, it
describes how financial and cost accounting work together to determine the cost basis of a contract. Last,
it identifies potential challenges that contractors may experience in determining the cost basis of a
contract.
A. Cost and Financial Accounting as it pertains to Cost Reporting
Purpose and Key Principles of Financial Accounting
Financial accounting is used to report the expenses and revenues, assets and liabilities, and cash flow
position of an enterprise to external users, typically on a quarterly and annual basis. For example, the
Government of Canada reports its public financial statements using financial accounting.
In financial accounting, a cost might be in the form of an expense or an asset. Generally, a cost is an
expense (e.g., depreciation), if it relates to the revenue incurred by an enterprise during a specified period,
and an asset (e.g., equipment cost) if it provides future economic benefit to the enterprise.
Financial accounting is governed by a set of authoritative publically available principles.
3
From a cost
reporting perspective, these principles:
1 identify conditions under which a cost type
4
should be recognized (e.g., reporting expenses in the
same period the corresponding revenues are incurred);
2 identify the conditions and options for measuring the amount of a cost type (measuring an asset at
historical cost vs. fair market value); and
3 identify that supporting information for the cost type and amount should be disclosed such that the
level of detail and understandability is balanced with the cost of producing the supporting information
(e.g., supporting calculations and assumptions for fair market value measurement of an asset).
Purpose and Key Principles of Cost Accounting
Cost accounting is used internally to report costs for decision-making purposes for various cost objects
(e.g., goods and services, departments, programs, contracts etc.). For example, in the Government of
Canada, cost accounting is used to inform cost-benefit, capital investment, cost-recovery and other
decisions.
In cost accounting, costs must be allocated to cost objects as either direct or indirect costs. In alignment
with the Treasury Board Secretariat (TBS) Guidelines on Costing, costs are considered direct, when they
are incurred solely to support one cost object
5
, and indirect, when they are incurred to support more than
3
CPA Canada Handbook, International Financial Reporting Standards, 2018 Edition, 2017.
4
Examples of cost types include depreciation, research and development, executive compensation, and others.
5
Guidelines on Costing. Treasury Board Secretariat, January 2016, https://www.tbs-sct.gc.ca/pol/doc-eng.aspx?id=30375, Accessed 1 March 2018.
274 | Page Public Services and Procurement Canada August 2023
one cost object. Indirect costs may be allocated to cost objects using cost pools, groupings of
homogeneous or like cost types (e.g., employee-based costs).
The TBS Guidelines on Costing identifies six principles for costing
67
:
1 costing requires stakeholder consultation and judgement;
2 costing must be done for a specific purpose (different purposes require different information);
3 costing should be done consistently for costing exercises that have the same purpose so that the
resulting information will be comparable;
4 costs can be affected by changes in the level of activity of a cost object in three main ways:
costs can change in proportion to changes in the level of activity of a cost object;
costs can remain constant regardless of changes in the level of activity of a cost object; and
costs can remain constant with a particular range of activity but when change when the level of
activity of a cost object passes a specific amount.
5 data used in a costing exercise must of high quality and must be reasonable, consistent, defensible,
reconcilable and current; and
6 the benefits of cost information (i.e., level of detail, timeliness, accuracy, and complexity) must be
balanced against the cost of producing it.
Similarities and Differences between Financial Accounting and Cost Accounting
The principles identified for financial accounting and cost accounting are not mutually exclusive. For
example, even though the cost accounting principle of stakeholder consultation and judgement is not
authoritatively identified as a financial accounting principle, it is required for financial accounting.
The key similarities between financial and cost accounting, pertaining to cost reporting, are identified
below:
professional judgment and stakeholder consultation are required to determine costs;
cost types (e.g., deprecation, research and development, executive compensation) and amounts
need to be recorded and tracked using a reliable accounting system;
information, supporting costs, should be of high quality and balanced against the costs of
producing the information; and
consistent accounting methods should be used for costing exercises that have the same purpose.
The key differences between financial and cost accounting, pertaining to cost reporting, are identified
below.
Financial accounting principles provide authoritative standards for identifying conditions, under
which a cost type should be recognized, and for identifying conditions and options for measuring
the amount of a cost type. Cost accounting does not provide the same degree of authoritative
standards.
Financial accounting is used to reports costs of one final cost object (the enterprise) for the same
purpose(s), while cost accounting can be used to report costs for several cost objects for different
purposes.
6
IBID
7
TBS uses the term costing instead of cost accounting in its guide.
275 | Page Public Services and Procurement Canada August 2023
Financial accounting generally only needs to track data to report on amounts for cost types. For
cost accounting, additional, or less, financial data or non-financial data (e.g., about the activity
that drives a cost) may need to be tracked depending on the purpose of the respective costing
exercise and/or in order to allocate costs to cost objects.
Compared to financial accounting, cost accounting requires an increased understanding of how
the cost will change in relation to changes in the level of activity of the cost object; this is of
particular importance for allocating indirect costs to cost objects and for developing cost
estimates.
Financial accounting generally requires reports only at the end of a reporting period, while cost
accounting may require reports at any time and with any degree of frequency depending on user
needs.
Key Takeaways for Financial Accounting and Cost Accounting
Based on the identified similarities and differences between financial and cost accounting, two key
takeaways have been identified.
Cost accounting routinely relies on the cost information produced by financial accounting.
Financial accounting provides authoritative standards for generating an initial source of cost
information (e.g., cost types and amounts). Cost accounting may further transform this cost
information, depending on the purpose of the costing exercise, through:
the collection of additional financial or non-financial data requirements;
the application of a different cost measurement basis;
the classification of costs as direct or indirect,
the pooling of homogeneous costs;
the allocation of costs to cost objects; and/or
the development of cost estimates.
Cost accounting can be time consuming and difficult. Producing accurate and complete
reports based on cost accounting can be time-consuming and difficult due to:
the additional data required, particularly for allocating costs and developing cost estimates;
and/or
the misalignment of timings with financial accounting reporting dates, particularly for reporting
actual contract costs.
The first takeaway is elaborated on in the next section and the second takeaway is explained in the
Contractor Challenges for Producing Contract Cost Reports section of the discussion paper.
B. How Financial and Cost Accounting Work Together to Determine Contract Costs
In order to depict how financial and cost accounting work together to determine contract costs, the purpose
of contract costing must be discussed.
The purpose of contract costing is to determine what costs, types and amounts, should be acceptable for
contracts, or components or phases of contracts, for which the basis of payment is cost-based (i.e.,
276 | Page Public Services and Procurement Canada August 2023
determined by actual costs, cost estimates, or a combination thereof), so that the best value is provided
to Canada
8
.
Value to Canada, from a contract costing perspective, can be determined by a contract cost’s alignment
to three criteria.
Is the cost type attributable to the contract, including whether the cost type has a causal
relationship with, or otherwise required/beneficial for, the performance of the contract?
Is the cost type appropriate for the contract, including whether the inclusion of the cost type in
the contract is fair and equitable?
Is the amount of the cost type for the contract reasonable, including whether the amount is
consistent with good business practices, congruent with contract performance, and fairly
allocated?
Note that the criteria of attributable and appropriate are used to determine if a cost type should be accepted
for a contract, while the criterion of reasonable is used to determine what amount of an attributable and
appropriate cost type should be accepted for a contract. If these criteria are met, it implies that accepting
the cost is of value to Canada. These criteria, as they apply to contract costs, are explained in further
detail in the Costing Standard.
The application of both financial and cost accounting ultimately ensure that the costs included in a contract
are attributable, appropriate, and reasonable. Financial accounting can be used to generate the initial
source of cost information for a contract, while cost accounting can be used to adjust this cost information
and derive the cost basis of a contract. The below diagram depicts how these two accounting types work
in tandem to determine a contract cost that provides value to Canada.
8
Canada is representative of The Government, including the customer(s), the industry including the contractor, and the Canadian taxpayers.
277 | Page Public Services and Procurement Canada August 2023
Exhibit A5.1.1.a. Financial and Cost Accounting Work Together to provide Value to Canada
Note that the above diagram does not explain every step and detail involved in the application of financial
and cost accounting for determining contract costs. Furthermore, it does not detail all of the sub-criteria
and considerations that should be met to achieve a contract cost that is attributable, appropriate, and
reasonable. As previously stated, these criteria are explained in further detail in the Costing Standard.
The intent of the diagram is to depict that financial accounting can provide an initial source of authoritative
information for determining contract costs. This initial source of cost information can be relied on more
heavily when the basis of payment for the contract, or components or phases of the contract, is determined
by actual costs. When the basis of payment is determined by cost estimates, the initial source of cost
278 | Page Public Services and Procurement Canada August 2023
information may provide a historical basis to estimate costs; however, additional data
9
will be required to
develop a sound cost estimate.
Current Guidance for the Use of Financial and Cost Accounting for Contract Costing in Canada and
Comparators
Canada
10
: Current guidance implies that the use of cost accounting is required to determine the cost basis
of a contract. No explicit guidance is provided for the role of financial accounting.
Australia
11
: Current guidance states that a contractor’s contract cost report should not focus on
compliance to the financial accounting system, but rather to the criteria identified in the guidance for
assessing allowable contract costs. The guidance implies that cost accounting is required to determine
the cost basis of a contract. However, no explicit guidance is provided on how financial and cost
accounting can work together to determine the cost basis of a contract.
United Kingdom
12
: Current guidance states that although contractors may adopt a variety of accounting
policies and make judgements in the preparation of financial statements for statutory reporting purposes,
the application of these policies will not necessarily result in the correct treatment of costs for contracts.
The guidance implies that cost accounting, and not financial accounting, should be used as the primary
lens to determine the cost basis of a contract. However, no explicit guidance is provided on how these two
types of accounting can work together to determine the cost basis of a contract.
United States
13
: Current guidance is aligned with the Government’s Cost Accounting Standards. No
explicit guidance is provided for the role of financial accounting.
In summary, the recommendations in this Discussion Paper do not contradict benchmark guidance. Costs
produced by financial accounting provide just the initial source of cost information for deriving the cost
basis of a contract. In order to derive the cost basis of a contract, which meets the criteria of attributable,
appropriate, and reasonable, cost accounting must be used.
C. Contractor Challenges for Producing Contract Cost Reports
As previously identified, producing accurate and complete reports based on cost accounting can be time-
consuming and difficult due to the below reasons:
the additional data required, particularly for allocating costs and developing cost estimates;
and/or
the misalignment of timings with financial accounting reporting dates, particularly for reporting
actual contract costs.
These challenges, and potential mitigation strategies, are elaborated on further below.
9
Discussion on the additional data required to develop a cost estimate is out of scope.
10
Contract Cost Principles. SACC Manual, Public Service Procurement Canada, 16 July 2012, https://buyandsell.gc.ca/policy-and-guidelines/supply-
manual/annex/10/5/13, Accessed 29 October 2017.
11
Australian Government-Department of Defence-Capability Acquisition and Sustainment Group, Capability Acquisition & Sustainment Group Cost
Principles, October 2017.
12
Single Source Regulations Office, Single source cost standards-Statutory guidance on Allowable Costs, February 2018.
13
United States General Services Administration Federal Government, Federal Acquisition Regulations, 17 August 2007.
279 | Page Public Services and Procurement Canada August 2023
The additional data required, particularly for allocating costs and developing cost estimates.
Tracking and collecting certain cost data, which can be both financial and non-financial in nature, may be
time consuming, costly, and even infeasible. For example, estimating multiple years’ worth of accurate
cost activity information (e.g., forecasted time spent by employees on a contract) to allocate costs (e.g.,
employee benefits) can be time-consuming and potential infeasible depending on the complexity and
uncertainty of the scope of the contract. These challenges may be even more applicable for small and
medium-sized enterprises (e.g., start-up companies) since these suppliers may not have sufficient
accounting capabilities to sufficiently collect and track the data required to estimate and/or allocate
contract costs.
To mitigate the above challenge, the cost-based payment type used for the contract, or portions or phases
of the contract, could provide consideration to the contractor’s ability to collect and track the supporting
data required to determine the cost basis of the contract. For example, depending on the nature of the
data requirements, certain portions or phases of a contract could have bases of payment which are
informed by actual costs instead of cost estimates.
The misalignment of timings with financial accounting reporting dates, particularly for reporting
actual contract costs. The schedule for providing contract cost reports to the Government may not align
with the schedule for releasing financial accounting reports. Depending on the type of accounting system
being used by a contractor, certain costs may only be reconciled at financial accounting reporting dates;
as such, contract cost reports may not be 100% accurate and complete.
To mitigate the above challenge, the Government and contractor could, at the outset of the contract,
mutually determine a schedule for cost reporting over the contract’s duration, such that the contractor is
able to report accurate and complete costs.
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ANNEX 5.1.2 DISCUSSION PAPER - RULES-BASED VS. PRINCIPLES-BASED STANDARDS
Rules-Based Versus Principles-Based Standards
Context
This discussion paper provides guidance to contracting officers in the negotiation of non-competitive
contracts. It is one of a suite of documents (e.g. other discussion papers, the Costing Standard, etc.)
developed to support PSPC’s review of Canada’s pricing framework. Together, these documents provide
recommendations for updated guidance, with respect to pricing for non-competitive contracts, including
mechanisms to help address the challenges with Canada’s current Cost and Profit Policy.
14
This discussion paper is intended to help inform contracting officers, to prepare for contract negotiations
and manage the contract through its lifecycle. Based on the scale and complexity of the acquisition, this
requires considerable support from the contracting team, which may include price advisors, client
department representatives and other subject matter experts. This discussion paper is not intended to be
a procedural document.
This guidance paper considers the merits of rules versus principles-based standards that may be
considered for PSPC’s revision of Canada’s pricing framework that is intended to provide guidance for
contracting officers when negotiating a contract that includes a good understanding of contractor costs to
help inform and negotiate the price of a non-competitive contract.
The overarching principle is contracting for value to Canada. The underlying principles for determining if
contract costs are of value to Canada, are the criteria of Attributable, Appropriate, and Reasonable. The
application of the criteria between contracts should be consistent, but the outcomes, in terms of contract
cost acceptability, may differ depending on the complexity of the contracts in question.
A principles-based approach to determining contract costs requires professional judgement. As such,
education and training is required to minimize different interpretations of the criteria of Attributable,
Appropriate, and Reasonable.
Research completed to understand approaches in the UK, USA and Australia noted that no jurisdiction
follows a completely principle or a rules-based approach, rather each follow a hybrid approach with more
reliance on one approach. Current PSPC guidance includes principles as well as rules and also places an
emphasis on cost and profit, whereas the revised guidance is intended to both consider the current
approach as well as emphasize price and value.
14
Includes 1031-2 (“Contract Cost Principles”) of the Standard Acquisition Clauses and Conditions and Chapter 10 (“Cost and Profit”) of the Supply Manual
281 | Page Public Services and Procurement Canada August 2023
Some of the trade-offs between a rules and principles based approach include the following:
Advantages
Disadvantages
Rules
Consistency of application
Less professional judgement required
with focus on step-by-step process to
apply rules
Training to rules simpler (e.g.,
classroom, online)
Little room to exercise professional
judgement
Many rules required that envisage a
multitude of possible scenarios that
must be maintained over time
Rules can still be subject to
interpretation
Principles
Ability to exercise professional
judgement
Provides flexibility in negotiating
contracts
Focus on maximizing value to Canada
Differing interpretation may lead to
inconsistent approaches in negotiating
contracts and unintended outcomes
after contracts are negotiated
Training to principles not as simple,
requires learning and development
over time combining formal (e.g.,
classroom, online and informal training
(e.g., mentoring)
Why This Matters?
The application of either rules-based or principles-based approach can impact which costs are allowable,
and the level of judgement required to apply principles, within a contract for goods and/or services. By
better understanding the merits and limitations of both methods, as well as their implications to inform the
understanding of costs from which to negotiate the price of a contract; contracting officers can incorporate
the most appropriate approaches and judgements to deliver maximum value for Canadians. As a result,
these standards can assist in establishing a more consistent practice across government with regards to
the acceptance of allowable cost types.
Recommendation
The recommendation for Canada is to implement a principles-based approach with recommendations,
where applicable, for expected practice and examples of appropriate deviations provided based on sound
principles. The three key principles to be followed are Attributable, Appropriate and Reasonable.
Contracting officers should consider these three principles when considering the costs put forward by
contractors to inform the negotiation of price. This approach will assist in achieving improved consistency
of practice with principles-based standards that encourage flexibility and innovation to support maximizing
the value for Canadians derived from non-competitive contracts. For example, the use of historical cost is
recommended (the recommendation based on the cost principle), but the use of replacement cost or
opportunity cost may be appropriate in certain instances (buy and sell principle of best value). With
recommendations and principles that emphasize the benefits for all parties involved, the contract becomes
a vehicle to promote clarity and fairness that go beyond agreement on the specific costs to be allowed.
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Analysis
A. Rules-Based versus Principles-Based Standards
Rules-based standards state explicit requirements that must be followed without deviation, while
principles-based standards permit the exercise of professional judgment to fit the circumstances, providing
flexibility to promote creativity and innovation in the procurement of goods and services.
Although rules-based standards allow for consistency and comparability, there is considerable effort
required to provide a list of rules that envision all possible scenarios when negotiating a non-competitive
contract. Under a principles-based approach, the use of professional judgment informed by principles
enables adaptability to a changing environment and the unique circumstances for a particular goods or
services procurement resulting in benefits to all stakeholders involved. Consistency needs to be
demonstrated within an acceptable range, requiring documentation of alternatives analysis and
decision/approval. Principles inherently allow for experimentation; contractors must be afforded similar
treatment and public disclosure required to inform the marketplace and account to Parliament for due
exercise of professional judgment.
The current approach for Canada includes a combination of principles and rules. Principles noted in
Canada’s current contract costing guidance, for example, include general principle and reasonable cost.
General Principle - “The total cost of the Contract must be the sum of the applicable direct and
indirect costs which are or must be reasonably and properly incurred and/or allocated, in the
performance of the Contract, less any applicable credits. These costs must be determined in
accordance with the Contractor's cost accounting practices as accepted by Canada and applied
consistently over time.”
Reasonable cost “A cost is reasonable if the nature and amount do not exceed what would be
incurred by an ordinary prudent person in the conduct of a competitive business.”
Rules noted in Canada’s current contract costing guidance include a list of costs that are non-applicable
to a contract (e.g., losses on investments or other contracts, fines and penalties, and entertainment
expenses).
B. Preferences in Other Jurisdictions
In the United States, rules-based standards have been promulgated based on principles and are more
typically applied in accounting and procurement through the use of US GAAP accounting standards and
the Federal Acquisition Regulation. This approach is generally favored in more litigious environments, as
deviations from the rules are more easily enforced. In the UK and Australia however, principles-based
standards have been developed with accompanying guidance that provide interpretations that can be
viewed to some extent as rules. With regards to procurement and generating contracts, additional
emphasis is applied to innovation and value for money, as the establishment of general principles enables
creativity and develops a better working relationship with third party contractors on future engagements.
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C. Implications
In the context of negotiating contracts, the implications for the use of rules-based versus principles-based
accounting standards depend on the expectations and outcomes to be achieved from the contract. For
example, if a contract is negotiated based on a set of rules to determine what costs are allowable and if
the contractor is expecting to follow routine processes for standard work that need to be followed, and
require minimal innovation, then a rules-based approach may be appropriate because of its ability to
generate consistency of practice and its ease in implementation and managing over the life of the contract.
It also facilitates subsequent compliance audits that Canada may conduct.
Conversely, if a contract is being established for a new, complex good/service, the application of general
principles may be more appropriate to negotiate a cost-based contract. This would enable more innovation
and creative approaches to the procurement to achieve Canada’s objectives, outcomes and maximize
value. It can also result in more effective relationships and collaboration with contractors to develop
innovative approaches to delivering the goods or services required. Particularly for large and complex
non-competitive contracts (often in Defence), the objective is to obtain maximum value for Canadians.
Within a confined, rules-based contract, there is little room for deviation from the standard. If Canada’s
strategic objectives and outcomes for a procurement require a solution that is not a readily available good
or service, the contracting officer, the customer and the contractor must jointly negotiate a contract that
reflects the nature of the solution being sought as well as the distribution of risks and benefits.
Under a principles-based approach, the stakeholders are not as confined to specific requirements and
may need to develop a contract that may require a stage-gate process. The assessment of costs that are
acceptable under the contract should be straight forward, as long as the costs, which are included under
either a rules or principles-based contract, are clearly described in the contract. For large complex
procurements, which may require a stage-gate process, this will require contract amendments to provide
clarity on the type and amount of cost to be included as each gate is achieved. Ultimately, this will help to
achieve better outcomes for Canada’s revised pricing framework.
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ANNEX 5.1.3 DISCUSSION PAPER - ACCRUAL VS. CASH BASED ACCOUNTING
Accrual versus Cash Based Accounting
Context
This discussion paper provides guidance to contracting officers in the negotiation of non-competitive
contracts or contracts where price negotiations with the successful bidder are required following a
competitive process.
This discussion paper is intended to help inform contracting officers, to prepare for contract negotiations
and manage the contract through its lifecycle. Based on the scale and complexity of the acquisition, this
requires considerable support from the contracting team, which may include price advisors, client
department representatives and other subject matter experts. This discussion paper is not intended to be
a procedural document.
Why This Matters?
Misunderstandings between the concepts and application of accrual and cash-based accounting can have
a negative impact on understanding and determining contract costs. As a result, users should be aware
of the key differences between the two methods and instances and the potential impact of each in
establishing and managing a contract. This knowledge will support more consistent understanding and
basis to estimate contract costs in support of further value to Canada.
Recommendation
The recommended approach for Canada is to follow accrual accounting as the basis for measuring cost
when establishing non-competitive government contracts. The accrual method for measuring cost
estimates and actual costs would generally be appropriate for most cost types where the amount can be
estimated and there is a sufficient level of certainty of occurrence. For example, the amount of direct
labour costs to be included in a contract can be based on the estimates calculated by the contractor as
part of their accounting records that typically follow accrual method as labour payments are accrued as of
period end and paid shortly thereafter.
The cash method may provide better value to Canada for cost types where the amount cannot be
accurately estimated and/or there is insufficient level of evidence for occurrence. The use of the cash
method would likely be unusual and used rarely. In the event that the cash method is selected the amount
of the cost would only be known with certainty at the time of payment. Examples include, but are not
limited to, warranty or severance payments. In these examples, the contracting officer may choose to
include terms and conditions in the contract that state that while the cost may be acceptable (if it meets
all of the other acceptability criteria) the amount will be determined in the future when the warranty costs
or severance payments are actually disbursed.
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The following decision tree illustrates the recommendation.
Exhibit A5.1.3.a. Accrual vs Cash Method
Analysis
A. Accrual versus Cash Accounting
Accrual accounting records events in the period in which they are incurred (incurred cost) whereas cash
accounting records the events only when cash is received/paid. Under the accrual method, the matching
principle is followed to recognize revenues in the same period as the expenses that were incurred to earn
those revenues. With the cash method, only the receipt or payment of cash triggers the recognition of a
transaction which can create timing differences when these transactions are recorded compared to the
accrual method, i.e., expenses may be recorded in an earlier period than when revenues are recorded
due to the difference in timing of the actual payment of expenses and receipt of revenues.
It is important to recognize that all Canadian government departments and agencies follow accrual
accounting as required for financial reporting purposes (i.e., Public Accounts). This is consistent with other
governments used as comparators, including the United States, United Kingdom, and Australia.
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B. Application to Government Contracts
Cash and accrual accounting have pros and cons to consider. The following summary is based on an
Australian Government website and has been edited to be more relevant to the context of this discussion
paper.
15
Cash accounting:
is a simple system that keeps track of a contractor’s cash flow;
is generally suited to smaller contractors that mostly handle transactions in cash;
presents a picture of how much money the contractor has on hand and in its’ bank accounts; and
does not capture money that is owed from, or to, others.
Accrual accounting:
is more complicated than cash accounting;
is better suited to contractors that don't get paid for some period of time after provision of goods
or services;
is a system that accounts and reports a truer financial position at a point in time, as it captures
money that is owed from, and to others; and
is helpful when dealing with many contracts and large dollar amounts.
Most if not all contractors in Canada and abroad use accrual accounting. Similarly federal government
departments and agencies in Canada and similar organizations in other countries follow accrual
accounting to present a more accurate financial position at any point in time.
15
Cash vs. Accrual Accounting, Australia Government Department of Industry, Innovation and Science, May 2016.
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ANNEX 5.2 PERFORMANCE MANAGEMENT DISCUSSION PAPERS
These discussion papers are intended to provide additional guidance and support to contracting officers
in understanding tools and options available for performance management.
ANNEX 5.2.1 DISCUSSION PAPER - CONTRACT INCENTIVES TO ENCOURAGE AND
REWARD ENHANCED VALUE TO CANADA
Contract Incentives to Encourage and Reward Enhanced Value to Canada
Context
This discussion paper provides guidance to contracting officers in the negotiation of non-competitive
contracts or contracts where price negotiations with the successful bidder are required following a
competitive process.
This discussion paper is intended to help inform contracting officers, to prepare for contract negotiations
and manage the contract through its lifecycle. Based on the scale and complexity of the acquisition, this
requires considerable support from the contracting team, which may include price advisors, client
department representatives and other subject matter experts. This discussion paper is not intended to be
a procedural document.
This paper explores the following topics:
considerations for the use, design, and administration of contract incentives;
potential financial incentives, including respective benefits, drawbacks, and considerations; and
potential non-financial incentives, including respective benefits, drawbacks, and considerations.
Incentive work in tandem with the various contract management measures, which are described
respectively in Annex 5.2.2 (Discussion Paper - Measures to Manage Contractor Non-Compliance or
Unacceptable Behaviour)
It is important to remember that incentives do not replace sound price setting and relationship
management practices, which are described respectively in Annex 5.4.1 (Discussion Paper: Alternative
Approaches to Cost-Based Pricing) and in Annex 5.2.4 (Discussion Paper: Managing Long-Term
Contractual Relationships).
Why This Matters?
Incentives can encourage and reward superior contractor performance which exceeds the base goods
and services established in the statement of requirements. Incentives are the backbone of performance-
based contracting, as the contractor is rewarded based on the achievement of certain performance
objectives that, in theory, are linked to contract outcomes. These performance objectives are generally
above and beyond the minimum criteria established in the contract statement of work. Indicators used to
evaluate performance objectives may include technical (e.g., quality, safety, innovation), schedule, cost
and other measures. Incentives can be of a financial or non-financial nature. The intent is to design
288 | Page Public Services and Procurement Canada August 2023
incentive mechanisms that motivate the contractor and enhance value to Canada, supplementing the
incentive inherently provided by the underlying basis of payment.
However, in a contract, the linkages between incentives, performance objectives, and contract outcomes
are not always effective and verifiable for the following reasons:
the use of incentives may not always be appropriate or effective;
designing and administering appropriate and effective incentives, including corresponding
performance objectives, can be complex; and
there are several different types of financial and non-financial incentives (each with their own
respective benefits, drawbacks, and considerations) that can be used in a contract.
When incentives are inappropriately selected, designed, and administered, the result can have unintended
consequences and ultimately lead to suboptimal contractor performance. As such, clear guidance
regarding the use of incentives is required to help ensure appropriate incentives are structured and
administered to provide value to Canada.
Recommendation
Incentives should be used to reward superior contract performance which exceeds the base standards
established in the statement of requirements. The use of incentives may not be appropriate or effective
for all contracts, particularly when:
the contractor is already receiving a fair profit on the contract;
the contractor will achieve the target performance criteria without an incentive;
the contractor will not be motivated, by the incentive(s), to achieve the target performance
criteria; or
there is no, or minimal, value to Canada for performance beyond the base standards
established in the statement of requirements.
When the use of incentives is determined to be appropriate, they should be designed and administered
such that:
the corresponding performance objectives are balanced and linked to contract outcomes;
the contractor has control over the performance objectives to which the incentives are linked;
the achievement of the performance objectives can be measured and verified;
the process by which the incentive is awarded, and the incentive amount, are reasonable, and
align with government policy and regulations; and
the benefits of the contract outcomes exceed the combined cost of the incentives and the cost
of administering the incentives.
A combination of financial and non-financial incentives can be used in the same contract to complement
each other. Ultimately, selection of the ‘right’ incentive(s) can drive cost-effective, high-quality, and timely
outcomes in performance-based contracts.
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Analysis
A. Considerations for the Use, Design, and Administration of Contract Incentives
Assessing the Appropriateness and Effectiveness of Including Incentives in a Contract
Table A5.2.1.a. briefly describes the factors that should be assessed when determining the
appropriateness and effectiveness of using incentives in a contract.
Table A5.2.1.a.
Factors
Example Criteria to Assess (Not Exhaustive)
Is the contractor already
receiving a fair profit on the
contract?
If the contractor is earning a profit premium as a component of the
profit, how would the profit premium interact with any other incentive
provisions within the contract?
Refer to Section 5.2 (Profit Principles) for further guidance on profit
determination.
Will the contractor achieve
the target performance
criteria without an
incentive?
Has the contractor typically adhered to, or exceeded, performance
criteria in past contracts?
Is the contractor well known for its expertise and performance in
respect to the contracted activities?
Is the nature of the contract routine or complex (e.g., is the good or
service being procured a commodity or a custom requirement or new
technology)?
Will the contractor be
motivated by the
incentive(s) to achieve the
target performance
criteria?
Does the incentive align with the contractor’s strategic goals?
Is the potential impact of the incentive significant enough to motivate
the contractor?
Is there value to Canada
for contractor performance
beyond the minimum
performance criteria?
Will the client department, and/or the Government, benefit from
contractor performance above the base standards established in the
statement of requirements?
The benefits, drawbacks, and considerations of using specific types of financial and non-financial
incentives in a contract are discussed later in this discussion paper.
Considerations for Designing and Administering Contract Incentives
Incentives should be designed and administered such that:
the corresponding performance objectives are balanced and aligned to contract outcomes;
the contractor has control over the performance objectives to which the incentives are linked;
the achievement of the performance objectives can be measured and verified;
the process by which the incentive is awarded, and the incentive amount, are reasonable, and
align with government policy and regulations; and
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the benefits of the contract outcomes exceed the combined cost of the incentives and the cost of
administering the incentives.
Designing Aligned and Balanced Performance Objectives
Below are some key considerations for designing balanced performance objectives that are aligned to
contract outcomes.
All contract outcomes should be traceable to users’ needs and aligned with the client department’s
strategic objectives (e.g., enhancing preparedness in defence, reducing the total cost of
ownership).
All performance objectives should be fully integrated and aligned to motivate contractor
performance of all contract outcomes, avoiding opportunities for the contractor to ‘game the
system’ by focusing on select key performance indicators at the expense of others. For example,
the contractor may compromise a technical indicator, such as quality or safety, in order to achieve
a higher assessed score for schedule and cost indicators. Specific suggestions for mitigating this
include:
making incentive payments conditional upon the achievement of minimum performance
thresholds across all assessed performance indicators;
appropriately weight the performance indicators to signal the relative importance of each
indicator; and
evaluating performance based on the achievement of performance objectives that integrate
cost, technical, and schedule indicators.
Importantly, the performance objectives, and respective target criteria, should encourage
innovation in service delivery and promote a culture of continuous improvement and must not
compromise safety or undermine critical safety processes.
For long-term, multi-milestone contracts, consideration should be provided for designing and
integrating incentive linked performance objectives, at various contract milestones, based on
factors such as but not limited to:
the history of contractor performance at prior contract milestones; or
technological advances in the contractor’s industry (i.e., advances can create new norms
for cost, schedule, and/or technical contract performance).
The total number of performance indicators should be manageable (a suitable number would be
between three and five key performance indicators).
Designing Attainable Performance Objectives
Below are some key considerations for designing attainable performance objectives.
The contractor, and to the extent possible its sub-contractors, should have control overachieving
the target criteria for the performance objectives. Clauses should be included in the contract that
provide flexibility for the amendment of the performance objectives and criteria, in the event that
the client department and/or the Government require changes (e.g., to align with a new policy or
a shift in scope).
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If the scope of the contract, including outcomes, is initially uncertain, incentives and corresponding
performance objectives can be integrated into the contract (via a contract amendment) in later
phases of the contract as the scope becomes more defined.
Designing Measurable and Verifiable Performance Objectives
Below are some key considerations for designing measurable and verifiable performance objectives.
Performance objectives may be measured by quantitative or qualitative indicators. When
qualitative indicators are used, they should be expressed in clear and descriptive terms, along
with clear expectations on how and who will perform the assessments.
Establishing accurate target performance criteria for performance objectives can be challenging.
For example, establishing an accurate target cost or schedule in non-competitive contracts may
be difficult if there is limited comparable market data. The challenge is further compounded when
the nature of the contracted activities is complex and atypical. Accordingly, sound methodology,
with appropriate expert advice (i.e., the client department, price advisors, etc.), should be used to
develop and validate contract target cost (and schedule) estimates.
Verification of the contractor completion of performance objectives, which are linked to incentives,
is required as per Section 34 of the Financial Administration Act. To ensure verifiability of
performance objectives, both the contractor and client department should have sound data
measurement capabilities including, but not limited to, the below.
all data sources/systems should be readily identified (e.g., Accounting Systems or Labour
Time Recording Systems);
all data elements, required for the indicator to be measured, should be readily available;
and
data stewardship should be a part of the contractor’s and client department’s operational
culture, and well documented processes should be in place to continuously measure and
maintain data quality.
Ensuring Fairness in the Incentive Design and Administrative Process
Below are some key considerations in ensuring fairness in the incentive design and administrative
process.
The magnitude of the incentive reward should be reasonable and clearly understood and
agreed upon by both the Government and the contractor.
The incentive evaluation process should be understood and agreed upon by both the
Government and the contractor.
The incentive evaluation process should be free from bias and duplicable.
Details about the incentive design and administrative process, including linked performance
objectives, indicators, and criteria, should be clearly documented in the contract terms and
conditions. Related dispute resolution terms should also be included in the contract.
Detailed considerations for ensuring fairness in the incentive design and administrative process are
discussed in Financial Incentives and Non-Financial Incentives sections.
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Assessing the Costs and Expected Benefits of Incentives
Administering contracts containing incentives may be costly and/or infeasible from both the perspective
of the Government and the contractor. Certain incentives
16
may require increased governance and
oversight from the Government. Furthermore, as described previously, the contractor and the Government
require sound data measurement capabilities to monitor and verify contract performance. All of this may
be both difficult and costly.
As such, incentives should be designed so that the anticipated benefits to contract performance outweigh
the costs of administration and the anticipated reward. To better understand, and accordingly realize, the
benefits of different incentives, the Government should at a central level:
monitor the effectiveness of the incentives;
review performance objectives, indicators, and criteria regularly for relevance;
capture lessons learned; and
maintain a repository of lessons learned that is available for access to all contracting officers.
Benchmarks Guidance, for Incentive Use, Design, and Administration, in Comparator
Jurisdictions.
From a benchmark perspective, the above recommendations generally align with guidance provided by
comparable jurisdictions such as Australia
17
, the United States (U.S.)
18
, and the United Kingdom
(U.K)
19
.
However, there is one notable difference from guidance provided by the U.S. Federal Acquisition
Regulations (FAR). This difference is in respect to guidance for contracts with multiple incentive
arrangements. Specifically, since outstanding results may not be attainable for each of the incentive areas,
all multiple incentive contracts must include a cost incentive, or constraint, which operates to preclude
rewarding a contractor for superior technical performance or schedule results when the cost of those
results outweighs their value to the Government.
Such guidance for contracts with multiple incentive arrangements is not recommended for Canada moving
forward, as it is too prescriptive and increases the complexity of monitoring and evaluating incentives.
B. Financial Contractor Incentives
Financial incentives make use of a monetary reward in order to encourage a contractor to achieve specific
performance objectives. This section describes three types of financial incentives:
1 technical performance incentives;
2 schedule performance incentives; and
3 award fees.
16
Examples of such incentives include award fees or award terms. These incentives are discussed later in this discussion paper.
17
Factsheet 002 - Performance Measures. Australian Government, Department of Defence, Capability Acquisition and Sustainment Group, PBC Centre of
Excellence. 2016.
18
United States General Services Administration Federal Government, Federal Acquisition Regulations, 17 August 2007, Accessed 14 August 2017.
19
Guidance on the Baseline Profit Rate and its Adjustment. SSRO, 15 March 2017.
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These incentives can be applied on contracts where the underlying basis of payment is cost-based. They
are used widely within Canada, the United Kingdom, the United States, and Australia in both competitive
and non-competitive contracts.
Technical Performance Incentive
Performance is assessed and an adjustment made to the base payment which is calculated using a
variable scale. The adjustment is generally calculated against discretely measurable performance
objectives. As an example, a technical performance indicator in an aircraft contract could be the speed of
the aircraft, in kilometers/hour. A technical performance incentive could be that for every kilometers/hour
above (below) the target speed, the contractor would receive a financial reward (penalty). Below is an
illustrative example showing how the payment adjustment would be calculated.
Example A5.2.1.a.
Consider the below example, to better understand the concepts of technical performance incentive
calculation.
A. Contractor’s base payment
$100,000
B. Variable amount (for every 100 km variance from target speed)
$1,000
C. Target speed as per the statement of requirements
5000 km/hr
D. Actual speed for aircraft supplied by contractor
6000 km/hr
E. Payment adjustment (= (D-C)/100 x b or (6000 5000)/100 x $1,000)
$10,000
F. Total payment (=A +E or $100,000 + $10,000)
$110,000
Schedule Performance Incentive
Performance is rewarded, based on the achievement of contract performance objectives, through
advanced or more frequent payments. Note that the total price of the contract remains the same. An
example of an ‘incentivized’ contract payment schedule is depicted below.
Example A5.2.1.b.
Original Contract
Payment Schedule
‘Incentivized’ Contract
Payment Schedule
Cumulative Increase in
Contractor Cash Flow
Payment 1
$50,000
$100,000
$50,000
Payment 2
$50,000
$300,000
$300,000
Payment 3
$200,000
$300,000
$400,000
Payment 4
$200,000
$100,000
$300,000*
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Payment 5
$200,000
$100,000
$200,000
Payment 6
$300,000
$100,000
$0
Total
Contract
Payment
$1,000,000
$1,000,000
$0
* = ($100,000 + $300,000 + $300,000 + $100,000) ($200,000 + $50,000 + $50,000 +$200,000)
Award Fees Incentives
Performance is assessed and an additional payment made based on the achievement of specific contract
performance objectives. An award fee is generally only paid if the contractor exceeds pre-established
performance criteria. Award fees may be based on qualitative evaluations, conducted during and/or after
the work is complete. Award fees are frequently used to incentivize performance for project objectives that
cannot be measured quantitatively (e.g., the quality of a consultant report). Below is an illustrative example
showing how the award fee would be calculated.
Example A5.2.1.c.
Consider the below example, to better understand the concepts of award feed calculation (basis of
payment is fixed price)
A. Fixed price
$10M
B. Maximum award fee
$1M
C. Actual award fee (based on Canada’s assessment of the
contractor’s performance against the pre-established performance
indicators)
80%
D. Award fee (= b x c or $1M x 80%)
$0.8M
E. Final contract price (= a + d or $10M + $0.8M)
$10.8M
Table A5.2.1.b. - Benefits and Drawbacks
Benefits
Drawbacks
Technical
Performance
Incentive
Effective for incentivizing
performance for project
objectives that can be objectively
measured.
Appropriate when it would not be
effective for the Government to
share the risk and reward
associated with achieving a
performance objective (e.g.,
when the Government receives
May not be effective for
incentivizing performance for
objectives that require
professional judgement in order
to assess whether the
performance objective has been
met.
The formula established for
variable payments may not be
fair and can result in a
295 | Page Public Services and Procurement Canada August 2023
Benefits
Drawbacks
substantive benefit from the
enhanced performance and the
contractor took on virtually all
risks to achieve the required
outcome).
suboptimal allocation of risk and
reward to incentivize the
contractor to deliver on
performance objectives (e.g.,
cost efficiency, technical
sufficiency).
Schedule
Performance
incentive
The contract payment schedule
can be a powerful determinant of
contractor profitability.20
Advanced or more frequent
payments increase the working
capital of the contractor and
correspondingly reduce the
contractor’s debt and costs of
financing.
Effective for incentivizing
performance from small and
medium-sized contractors who
may not have ready access to
capital.
May not always be applicable,
as this incentive type is subject
to restrictive Treasury Board
guidelines regarding advanced
payments.21
A contractor, who has been paid
a substantial amount of the
contract price before the end of
the contract, may not be as
motivated to complete the
remaining contract work or to
provide quality work.
Award fees
Effective for incentivizing
performance for objectives that
are more subjective requiring
professional judgement to
assess.
May not be effective if the
evaluation process is not
understood and agreed upon by
both the Government and the
contractor.
May not be effective if the
evaluation process does not
facilitate a verifiable and
structured evaluation (i.e., the
assessment is not duplicable
and free from bias).
20
Arnold, Scot A. Defense Department Profit and Contract Finance Policies and Their Effects on Contract and Contractor Performance. Institute for
Defense Analyses, 2009.
21
Advanced Payments. Supply Manual, Public Service Procurement Canada, 6 June 2015.
296 | Page Public Services and Procurement Canada August 2023
Overarching Considerations for Financial Incentives
Reasonability of Incentive Amount
One consideration for financial incentives is how to assess whether the incentive amount is reasonable.
To determine if an incentive amount is reasonable, considerations such as, but not limited to, the below
can be assessed.
How much value (e.g., quality, timely, and cost-effective outcomes) above the baseline
requirements specified in the statement of work is being generated for the client department?
What is the difficulty of achieving the respective performance criteria?
What incentive amounts have been established on contracts of a comparable nature and scale?
If an incentive type with an offsetting disincentive is being used, the amounts of these offsets should be
reasonable.
Impact on Contractor Profitability
Another consideration for financial incentives is that the incremental impact on the contractor’s profitability
may sometimes not be significant enough to motivate the contractor to achieve the required performance
objectives that the incentives are linked to.
22
This concern could arise with the following circumstances.
Regulation may inappropriately constrain the parameter of financial incentives. For example, in
the United Kingdom, the Single Source Regulations Office identifies that incentive adjustments
must not exceed 2% of the price of the respective contract.
23
Alternatively, a price ceiling for a
contract may be established.
The achievement of the conditional performance objectives requires disproportionate additional
resources from the contractor. For example, for a contract, where firm price is the basis of
payment, the contractor may assess that to achieve the performance required for the respective
incentive, it would have to incur more costs than the amount of the incentive.
In these situations, the contractor may not be incentivized and instead redirect effort to supporting more
profitable pursuits and or growth initiatives.
C. Non-financial Contract Incentives
Although non-financial contract incentives do not directly impact the profitability of a contractor, they can
contribute substantially to future contractor profitability. As such, they may be an effective supplement, or
alternative, to direct financial incentives. This section describes three types of non-financial incentives:
1 reputation enhancing measures;
2 contract award terms; and
3 contractor employee motivation.
22
J. Leotta. Different Incentives in Government Contracting, ICEAA, June 2015.
23
Guidance on the Baseline Profit Rate and its Adjustment. SSRO, 15 March 2017.
297 | Page Public Services and Procurement Canada August 2023
These incentives can be applied with any basis of payment or pricing methods. The first two types of non-
financial incentives are used, within Canada, the United Kingdom, the United States, and Australia, in both
competitive and non-competitive acquisitions.
Reputation Enhancing Measures
Description of Reputation Enhancing Measures
Reputation enhancing measures formally or informally recognize a contractor for strong performance.
Some examples of reputation enhancing measures are:
testimonials regarding the contractor’s work and the resulting impact on the client department;
contractor performance recognition programs (e.g., Boeing has an awards program for its
suppliers)
24
;
formal performance evaluations (e.g., evaluations forms; or a strategic supplier performance
management program which the United Kingdom uses)
25
; or
media coverage that highlights and acknowledges the contractor’s contribution to a successful
outcome.
Benefits of Reputation Enhancing Measures
Benefits, specific to the contractor, include:
an increased chance of winning future contracts, competitive or non-competitive, particularly
when the potential customer assesses past contractor performance when awarding a contract;
a potential positive impact on share price for publically traded contractors, when testimonials or
good news stories are made public; and
a sense of fulfilment, felt by the contractor and its employees, for recognition of a job well done.
Benefits, specific to the Government, include the following:
Some reputation enhancing measures, such as a contractor performance award program, may
also facilitate indirect competition to perform among contractors, even if the contractors
respective contracts are of a non-competitive nature.
Informal reputation enhancing measures (e.g., testimonials, press coverage) can be a low-cost
approach to incentivizing performance.
Key Consideration for Reputation Enhancing Measures
A key consideration for the use of reputation enhancing measures, particularly with those of a more
informal nature, is that the way in which they are ‘administered’ may be perceived as a conflict of interest,
particularly if it appears that the Government is favouring or promoting certain contractors based on the
frequency and/or nature of testimonials or media coverage.
24
Supplier Recognition. Boeinghttps://www.boeingsuppliers.com/awards.html. Accessed October 26, 2017.
25
Managing Government Suppliers. United Kingdom - National Audit Office. November 2013.
298 | Page Public Services and Procurement Canada August 2023
As such, public statements regarding contractors need to comply with all applicable guidance regarding
communications. Essentially, it is important not to present a general endorsement of the contractor, but to
instead speak to the specific work performed and corresponding outcomes achieved by the contractor.
Contract Award Terms
Description of Contract Award Terms
Contract award terms are granted to a contractor if it achieves the agreed upon performance objectives.
Contract award terms extend the length of an existing contract for an additional period of time and are a
contractual obligation of the Government if the contractor fulfills the agreed upon performance objectives.
For example, in Australia supplemental award terms are granted for certain performance-based contracts,
conditional on the achievement of cost objectives such as a reduction in the government’s total cost of
ownership.
The use of an award terms as an incentive differs from the more commonly used general option provision
within a contract. When the award term is incorporated as an incentive, the contract must be extended if
the contractor achieves the conditional performance objectives. In contrast for more traditional option
terms, the Government has discretion as to whether it extends the contract regardless of the contractor’s
performance.
When establishing contracts with award term incentives, the contracting officer should consider including
clauses that allow it to opt out of a contract extension (i.e., not grant an award term) for appropriate reasons
other than insufficient performance. Appropriate reasons could include, but are not limited, to the following:
the Government no longer requires the respective goods or services; and
the Government does not have funds available for the award term period.
Benefits of Contract Award Terms
Arguably, granting supplement contract award terms to incentivize contractor performance could be more
effective than financial incentives, because the potential financial benefits for the contractor could be much
higher.
Moreover, award terms may also build an effective long-term relationship between the Government and
a contractor who is performing well. The establishment of a long-term relationship can yield several
benefits which are discussed in Annex 5.2.4 (Discussion Paper - Managing Long-Term Contractual
Relationships).
Ultimately, the use of award terms may be appropriate when acquiring goods and services in capital
intense industries with long development cycles or requiring specialized skills and knowledge.
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Drawbacks of Using Contract Award Terms
Award Terms Can Inhibit Competition
One drawback associated with using an award term as an incentive is that it inhibits bid competition (i.e.,
other qualified suppliers do not have the opportunity to bid on the respective contract), thereby potentially
reducing the value to Canada in the long run by diminishing the potential for a robust competitive market
of suppliers.
Additionally, from an integrity perspective, in a non-competitive environment, the respective contractor
would, in substance, be awarded the same work package more than once without having to successfully
compete in multiple procurements. This risk is especially material when the contract is lengthy, thus
providing a greater chance for shifts in the respective industry competitive landscape.
As such to mitigate the above drawbacks, research should be conducted, from both market research and
a regulatory standpoint, to ensure that inclusion of an award term incentive is appropriate and provides
value to Canada. Research could consider the following factors for the respective contract type, scope,
and industry:
What competition regulations (e.g., from the Competition Bureau) exist?
Are there established limits for the length of a contract?
What is the long-term forecast of qualified suppliers?
Funding may not be Available to Support Award Terms
Another risk with this incentive approach is that the client department’s budgetary outlook may not align
with the funding required to support the award term(s) for the contract in question. This risk is particularly
material for high-dollar value contracts associated with high dollar value complex projects.
Therefore, for contracts of this nature, it is critical that control measures are in place at both the inception
of the contract and during contract management:
At contract inception, the availability of future funding, for the client department, should be
confirmed and approved through sound costing, budgeting, and investment management
processes.
During contract management, periodic assessments of the contractor performance should be
conducted to assess the probability of the extension of any contract award terms (e.g., periodic
cost reviews if the performance objective is to reduce the Government’s total cost of ownership).
Ultimately, the results of these periodic assessments should be used to inform budget planning
decisions.
Potentially Less Effective when the Contractor holds a Monopoly Position
An additional risk associated with this incentive approach is that a contractor may not be motivated to
achieve the conditional performance objectives of the award terms, for example when the contractor
perceives itself as the only supplier with the capability to provide the required goods or services.
Collaborating with the contractor to develop reasonable contract performance objectives, which are
aligned to both parties’ strategic goals, could help mitigate this risk. When this is not sufficient or practical,
300 | Page Public Services and Procurement Canada August 2023
to mitigate the ‘monopoly position of the contractor, the contract in question could be scrutinized to
determine what portions of the contract can and cannot feasibly be performed by other suppliers.
Facilitating Contractor Employee Motivation
The incentives discussed thus far have been designed to reward contractor performance from a corporate
lens (e.g., profits, cash flow, contractor reputation, and future business). However, a motivated and
engaged, and ultimately high-performing team of contractor employees, can also be key to achieving
contract performance. Although the Government cannot directly motivate the contractor’s workforce to
achieve contract performance through monetary compensation, it can facilitate employee performance in
various ways.
Linking Employee Bonuses to Contract Key Performance Indicators
Canada’s current Cost and Profit Policy indicates that performance incentive pay is allowable if it is a
reasonable cost.
26
From a benchmark perspective, contract costing guidance from Australia, the United
Kingdom, and the United States indicate that compensation costs, including bonuses, are allowable if they
are reasonable.
272829
In Australia, employee bonus pools are an allowable contract cost if the bonus is
due to achievement of key performance indicators set out in the contract, and if the bonus amount is
reasonable. Ultimately the inclusion of employee-linked incentives in a contract could help motivate and
retain talented contractor employees, and, correspondingly, provide increased value to Canada due to
improved quality and commitment to the contract from the contractor workforce.
This recommendation aligns to the guidance provided in the Costing Standard and in Annex 5.3.2
(Discussion Paper - Executive Compensation and Bonus). The latter document provides further
discussion on when employee compensation costs, such as bonuses, may be acceptable for a contract.
Intrinsic Motivation
Intrinsic motivation for contractor employees can be created through team bonding between the
Government and the contractor personnel. For example, joint team-building events that encourage
collaboration and empower employees by driving engagement and self-worth. Arguably, intrinsic
motivation of contractor employees could be one of the most effective incentives for encouraging contract
performance, notwithstanding the difficulties inherent in measuring its impact.
It should be noted that the application of this ‘incentive’ is not within the direct means of the contracting
officer, but rather the client department project team. Please refer to Annex 5.2.2 (Discussion Paper -
Measures to Manage Contractor Non-Compliance or Unacceptable Behaviour), and Annex 5.2.4
(Discussion Paper - Managing Long-Term Contractual Relationships) for further guidance on the
importance of contract relationship management.
26
Annex 5.3.2 (Discussion Paper - Executive Compensation and Bonus).
27
Single Source Regulations Office, Single source cost standards-Statutory guidance on Allowable Costs, July 2016.
28
Australian Government-Department of Defence-Capability Acquisition and Sustainment Group, Capability Acquisition & Sustainment Group Cost
Principles, September 2015.
29
United States General Services Administration Federal Government, Federal Acquisition Regulations, August 17, 2007.
301 | Page Public Services and Procurement Canada August 2023
ANNEX 5.2.2 DISCUSSION PAPER - MEASURES TO MANAGE CONTRACTOR NON-
COMPLIANCE OR UNACCEPTABLE BEHAVIOUR
Measures To Manage Contractor Non-Compliance or Unacceptable Behaviour
Context
This discussion paper provides guidance to contracting officers in the negotiation of non-competitive
contracts or contracts where price negotiations with the successful bidder are required following a
competitive process.
This discussion paper is intended to help inform contracting officers, to prepare for contract negotiations
and manage the contract through its lifecycle. Based on the scale and complexity of the acquisition, this
requires considerable support from the contracting team, which may include price advisors, client
department representatives and other subject matter experts. This discussion paper is not intended to be
a procedural document.
There are various measures to help ensure contractual outcomes meet the client department’s objectives
and ultimately provide value to Canada. These include the appropriate use of traditional contractual
'carrots and sticks', as well as softer measures to help ensure the contract works for both parties. The use
of contract incentives to encourage contract performance are discussed in Annex 5.2.1 (Discussion Paper
- Contract Incentives to Encourage and Reward Enhanced Value to Canada), while the use of softer
measures, which focuses on managing long-term contractual relationships to help develop a performance
culture, are described more fully in Annex 5.2.4 (Discussion Paper - Managing Long-Term Contractual
Relationships). This discussion paper focuses specifically on measures to manage contractor non-
compliance or unacceptable behaviour, which need to be administered with appropriate regard for the
impact they may have on the overall contractual relationship.
Why This Matters?
Contractor non-performance is a potential issue that can undermine achievement of the client
department’s objectives and erode value to Canada. Contractor non-performance can be a result of non-
compliance to the provisions of the contract, unacceptable behaviour or both. Contractor non-compliance
occurs when a contractor fails to fulfill the performance requirements and/or other terms and conditions
established in the contract, whereas unacceptable behaviour occurs when the contractor, or its
employees, engage in unethical, offensive, uncooperative, dishonest, or other inappropriate behaviour(s).
A range of contract management measures can be established to:
mitigate the risk of non-performance;
identify and assess the extent of non-performance; and
rectify or reduce the impact of non-performance.
Such measures help ensure the contractor is motivated to fulfill contract requirements in a cost effective,
timely, and quality manner.
However, some contract management measures are not always effective or feasible in some situations.
Furthermore, when contract management measures are inappropriately designed or administered, the
result can have unintended consequences and ultimately create a vicious cycle of poor contract
302 | Page Public Services and Procurement Canada August 2023
performance. Clear guidance regarding the use of contract management measures is offered herein to
help ensure preventative, detective and corrective measures are structured and administered to help
optimize value to Canada.
Recommendation
A combination of preventative, detective, and corrective measures should be employed to manage non-
compliance or unacceptable behaviour by the contractor. Specifically:
preventative measures should be employed to mitigate the risk of non-performance;
detective measures should be used to identify and assess the extent of any non-performance;
and
corrective contract management measures should be employed to reduce the impact to the
client department of any contractor non-compliance or unacceptable behaviour, and to correct
the contractor’s performance.
Contract management measures should be designed such that:
the definition of contract non-performance is based on:
contract terms and conditions (e.g., statement of work);
established project management standards; and
for performance-based contracts, performance criteria for measurable/verifiable,
controllable, and balanced performance objectives.
the administration of preventative and detective measures reflect the value and complexity of
the contract and is linked to contractor past performance;
collegial, more informal, tactics, followed by quality control and performance management
remedies, are established as the preferred corrective measures to rectify contractor non-
performance;
the administration of disincentives uses a tiered approach, based on pre-established criteria,
ideally in accordance with a formal contractor non-compliance point scheme;
the process by which disincentives are administered, and their severity, are reasonable and
align with applicable Government policy and regulations; and
the anticipated benefits, in respect to improved client department outcomes, exceed the costs of
administering contract management measures.
To promote fairness, transparency and consistency, contract management measures (and the
methods for administering them) need to be incorporated within the contract so there are no
surprises for the Government or the contractor and both parties cooperate if these measures
have to be applied in the future.
Designing and administering appropriate contract management measures requires upfront effort
to define the criteria that will be used to assess non-performance, to structure the associated
contract terms and conditions, and to monitor the contractor’s performance throughout the
resulting contract.
Note that a combination of financial and non-financial contract management measures can be
used, in the same contract, to complement each other. Ultimately, selection of the ‘right’
measures is key to discouraging non-performance, and, where necessary, aligning contract
performance, to achieve cost-effective, high-quality, and timely outcomes.
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Analysis
A. Preventative Contract Management Measures
This section describes how a robust contract performance and project management framework can be
employed as a preventative measure to discourage contractor non-compliance or unacceptable
behaviour. It then discusses the merits of using performance securities, as a more assertive preventative
measure, to deter non-compliance.
Contract Performance Management
In the long run, sustainable contract performance requires the contractor to establish appropriate systems,
to support compliance with the contract requirements, and to embrace an appropriate service-focused
culture. Accordingly, an important measure to encourage contractor compliance is to establish reasonable
performance criteria that reflect measurable, controllable (by the contractor), relevant, and balanced
performance objectives.
An example of a performance objective would be to maximize the level of availability for aircraft. The
related performance criteria would indicate the absolute, minimum, and target performance thresholds for
the percentage of time that aircraft are available. A description of these three performance thresholds is
provided below.
Target performance thresholds are performance criteria for which the contractor is typically
rewarded if they are achieved, but generally not penalized if they are not. They are of particular
importance for contract performance incentives.
Minimum performance thresholds set the base level or minimum standard of a contract
performance indicator to be achieved. There may be disincentives for not achieving the minimum
performance threshold.
Absolute performance thresholds indicate the performance criteria at which the achievement
of a performance objective is deemed a failure. There may be more onerous disincentives for not
achieving an absolute performance threshold.
These performance thresholds are also depicted in the exhibit below.
Note that in practice, establishing effective performance objectives, which the contractor is motivated to
achieve, is challenging. Ideally, when performance objectives are designed and administered effectively,
the contractor is motivated to achieve the rewards associated with the target performance criteria, and the
risk of contractor non-compliance is reduced substantially.
304 | Page Public Services and Procurement Canada August 2023
For further discussion on performance-based contracting concepts, please refer to Annex 5.2.1
(Discussion Paper - Contract Incentives to Encourage and Reward Enhanced Value to Canada).
Contract Project Management
A robust project management framework is an important preventative measure to help manage contractor
performance. It reinforces contract expectations, at all levels, regarding what is to be delivered, who is
responsible for delivering it, when and how it should be delivered, the acceptance criteria, and for how
much. Ideally, the project management framework comprises of up-to-date project documentation
including, but not limited to:
a project charter, which incorporates shared objectives;
a detailed work plan and budget;
a project code of ethics, which is governed by the PSPC Code of Conduct for Procurement
(signed by the contractor and the Government);
project roles and responsibilities (for both the contractor and the Government);
project status reporting and meeting requirements;
quality control and deliverables approval process;
project risk management protocols;
contract management procedures; and
conflict and dispute resolution procedures, including escalation clauses.
When project management approaches incorporate the above project documentation, align with a formal
framework, and are embraced and followed by both the contractor and client department, they can be a
critical enabler for achieving contract performance.
Two important project management components the quality control process and conflict and dispute
resolution procedures are briefly elaborated on below.
Quality Control Process
As a preventative measure, the quality control process could include a provision for routine quality audits.
Where applicable, the provision should indicate that a contractor’s International Organization for
Standardization (ISO)
30
certifications may be impacted if the quality audits detect significant contract
quality compliance issues.
Conflict and Dispute Resolution Procedures
Clearly documented conflict and dispute resolution procedures, in the contract, can serve as an effective
preventative measure to deter contract non-compliance. For example, there are escalating conflict and
dispute resolution procedures beginning with escalation to senior management, followed by a dispute
resolution board and culminating with a formal arbitration. Conflict and dispute resolution procedures, such
30
The ISO is an international standard-setting body, composed of representatives from various national standard organizations, which promotes worldwide
proprietary, industrial, and commercial standards.
305 | Page Public Services and Procurement Canada August 2023
as arbitration, can be costly for both the contractor and the Government and therefore encourage the
parties to solve potential performance compliance issues before reaching this level.
Performance Securities
Another more assertive preventative measure to help manage contractor performance is to require
performance securities from the contractor at the outset of the contract, or construction phase, to secure
due and proper performance of the contract. Performance securities are used within Canada, the United
Kingdom, the United States, and Australia in both competitive and non-competitive contracts. This section
describes three forms of performance securities:
31
1 security deposits;
2 performance bonds; and
3 a guarantee of performance.
These securities can be applied on contracts regardless of the basis of payment.
Security Deposits
The contractor provides a deposit to the Government. If the required performance is achieved, the deposit
is returned to the contractor. If the contractor fails to perform, the deposit is forfeit. Examples of security
deposits include a standby letter of credit or certified check.
Performance Bonds
A guarantee is obtained from a third party (e.g., a bank or insurance company) by the contractor. If the
contractor fails to perform, the third party compensates the Government for losses attributed to contractor
non-compliance and arranges to complete the contractor’s obligations in accordance with the contract
terms and conditions.
Guarantee of Performance
A guarantee is provided by the contractor’s parent company, or affiliate, to secure performance of the
contract. If the contractor fails to perform, the guarantor is held accountable.
Benefits and Drawbacks of each Form of Performance Security
The benefits and drawbacks of each form of performance security are summarized in Exhibit A5.2.2.a.
31
Next Generation Performance-Based Support Contracts Achieving the Outcomes that Defence Requires. Australia - Department of Defense, 5 Feb.
2010.
306 | Page Public Services and Procurement Canada August 2023
Exhibit A5.2.2.a. Performance security benefits and drawbacks
Benefits
Drawbacks
Security
deposit
The contractor is motivated to
perform, as it puts its own financial
collateral at risk.
Relatively simple to administer since
only two parties are involved.
May not be viable for a contractor,
from a cash flow perspective, when
its primary cash flow source is the
contract in question. This is quite
likely to be an issue for some small
and medium enterprises.
Does not secure performance of the
contract if the contractor defaults.
Performance
bond
Secures performance of the contract
if the contractor defaults.
A viable approach for a contractor
who does not have a strong cash
flow position (because the contractor
is responsible only for financing the
performance bond).
May not be viable for a non-
competitive contract because a
guarantor may not have the
capability to complete the
requirements of the guaranteed
contract if the original contractor
defaults.
Performance bonds are a relatively
high-cost form of security, and these
costs will be reflected in the
contractor’s price.
More difficult to administer since
more than two parties are involved.
Guarantee of
performance
Helps secure performance of the
contract if the contractor defaults.
The contractor is more motivated to
perform, as its parent company or
affiliate is also accountable and has
a vested interest in the performance
of the contract.
More viable form of security, than
other forms, for a non-competitive
contract, assuming there is a parent
company or affiliate with additional
resources (this assumes that a
parent company or affiliate has the
capability to deliver on the
requirements of the non-competitive
contact).
Infeasible if the contractor does not
have a parent company or affiliate.
The contractor’s parent company or
affiliate may not be willing to expose
itself to such a financial risk, unless it
receives a higher profit premium on
the price of the guaranteed contract.
Similar performance issues may
arise with a related party performing
the work.
More difficult to administer since
more than two parties are involved.
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Considerations for the Use of Performance Securities
As per Exhibit A5.2.2.a. which summarizes benefits and drawbacks, performance securities can be costly,
from both the contractor’s and the Government’s perspective. In determining whether to make use of a
performance security, contracting officers should consider the following factors.
The dollar value of the contract and the financial capacity of the contractor.
The complexity of the work; are the requirements of a routine nature?
The feasibility of securing a performance bond and the anticipated cost.
The feasibility of securing a guarantee of performance and the strength of the financial capacity
of the guarantor.
The experience of the contractor as it pertains to the scope and requirements of the contract; has
the contractor completed similar work for past customers?
The contractor’s past performance; has the contractor formerly received poor performance
evaluations from the Government or other customers?
The alignment with applicable Government policies and regulations; does the administration of
the performance security align with financial, legal and/or contracting policies?
Do the anticipated benefits, in respect to improved client department outcomes, exceed the costs
of administering the performance security?
Chapter 4.50 Financial Security of the Supply Manual provides guidance for the administration of
performance securities. The above discussion on performance securities is meant to supplement this
guidance.
B. Detective Contract Management Measures
A robust project management framework establishes appropriate monitoring and oversight for the contract
to help identify contractor non-compliance and assess the extent and impact on the desired contract
outcomes. This section describes two detective measures:
1 earned value management; and
2 quality assurance requirements.
Earned Value Management
Description of Earned Value Management
Earned value management is used to measure project performance and progress in a pre-agreed and
objective manner.
32
It is an effective tool for monitoring and projecting costs, in relation to a project’s
schedule and performance accomplishment, and can help detect and anticipate performance compliance
issues and risks. Earned value management can be applied on contracts where the underlying payment
is based on cost estimates the budget of a contract must be pre-established , which is not the case for
contracts where the underlying payment is based on actual costs.
32
Coker, Ryan L. and Peeler, David L. EVM and Contracting: A Take on Effective Affordability Issues, ICEAA World, Issue #2, 2017.
308 | Page Public Services and Procurement Canada August 2023
Example A5.2.2.a.
Consider the below example, to better understand the calculation of earned value management.
A contractor is engaged in a year long contract and is required to produce 10 widgets in the first month at
$1,000 each. At the end of the month, the contractor has spent $9,000 but has only produced 8 widgets.
Using the above information, the contractor’s:
planned valued (budgeted cost of work scheduled) is $10,000 (= $1,000 x 10);
earned value (budgeted cost of work performed) is $8,000 (= $1,000 x 8);
actual cost of work performed is $9,000;
schedule variance (earned value minus planned value) is -$2,000 (= $8,000 - $10,000); and
cost variance (earned value minus actual cost) is -$1,000 (= $9,000 - $10,000).
Based on these earned value management calculations, the contractor is exceeding the production budget
and is behind the production schedule for the month. Correspondingly, the contractor’s ‘performance’ for
the first month indicates that there is a risk that budget and schedule compliance may be issues for the
remainder of the contract duration.
When to Use Earned Value Management
Currently, the Supply Manual and the Standard Acquisition Clauses and Conditions do not provide explicit
guidance on when and how to apply earned value management on contracts within Canada.
The contracting officer should consider the merits of using earned value management based on the value,
risk, and duration of a contract. The higher the value, risk, and duration of a contract, the more appropriate
it may be to apply earned value management. Note that the effectiveness of earned value management
can be compromised if the initial cost estimate is weak.
This guidance generally aligns with guidance provided by Australia and the United Kingdom.
3334
The
United States is more prescriptive in that it requires earned value management to be incorporated into the
project management framework for any contracts with a value over $20 million.
35
Quality Assurance Requirements
Description of Quality Assurance Requirements
Quality assurance checks confirm that the performance of contract work and deliverables meet agreed
upon criteria. Responsibility for quality assurance checks can lie with the contractor, the Government, or
both.
33
Australian Government-Department of Defence-Capability Acquisition and Sustainment Group, Earned Value Management.
34
Ministry of Defence, Acquisition System Guidance, Commercial Toolkit, Earned Value Management, December 2017.
35
Coker, Ryan L. and Peeler, David L. EVM and Contracting: A Take on Effective Affordability Issues, ICEAA World, Issue #2, 2017.
309 | Page Public Services and Procurement Canada August 2023
From the contractor’s perspective, this may include, but is not limited to, maintaining substantiating
evidence that the goods or services conform to contract quality requirements. From the Government’s
perspective, this may include, but is not limited to, performing quality assurance reviews at various phases
of the contract, as may be necessary, to determine whether the goods or services conform to the
statement of requirements. Alternately, a third-party could be contracted to perform an independent
assessment of contract performance quality. Overall, routine quality assurance inspections can be an
effective control mechanism to detect and anticipate performance compliance issues and risks.
How to Administer Quality Assurance Requirements
For the administration of quality assurance requirements, contracting officers should consult the guidance
currently provided by PSPC in Subsection 5.D - Delivery, Inspection and Acceptance from the Standard
Acquisition and Clauses Conditions Manual.
Overarching Considerations for the Use of Detective Contract Management Measures
Assessing the Cost and Expected Benefits of Earned Value Management and Quality Assurance
A consideration in determining how to incorporate earned value management and quality assurance into
the project management framework is that the value of these tools may be diminished by the costs
associated with their implementation and administration.
Accordingly, in assessing whether to incorporate earned value management and quality assurance
contract management measures, the contracting officer should consider:
the past performance and relevant experience of the contractor;
the dollar value and complexity of the contract;
the anticipated cost to administer these provisions; and
applicable Government policies and regulations.
What to Consider when Non-Compliance is Detected
When non-compliance is detected, a root cause analysis should be conducted to determine whether non-
compliance was within or outside of the collective control of the contracting parties. The results of the root
cause
36
analysis should determine the type and severity of corrective measure to apply. Moreover, a
formal non-compliance point scheme, aligned with the terms and conditions of the contract, could be used
to track and assess contract performance compliance issues. The use of a non-compliance point scheme
is discussed in more detail in the following section.
C. Corrective Contract Management Measures
Corrective contract management measures should be employed to reduce the impact to the client
department of any contractor non-compliance or unacceptable behaviour, and to ultimately correct
contract performance. This section briefly describes several potential corrective measures, ranging from
collegial, more informal, tactics to quality control and performance management remedies, and to more
onerous, financial and non-financial disincentives to rectify contractor non-performance.
36
A root cause analysis is a method of problem solving used for identifying the primary causes of performance compliance issues.
310 | Page Public Services and Procurement Canada August 2023
Note that guidance already exists for the administration of corrective measures in the following PSPC
policy documents:
Vendor Performance Corrective Measure Policy contained within the Standard Acquisition and
Clauses Conditions Manual; and
Chapter 8 Contract Management from the Supply Manual.
The below discussion on the administration of corrective measures is meant to supplement this guidance.
Collegial Tactics
Description of Collegial Tactics
Examples of informal tactics include, but are not limited to, meetings or email communications and team-
building workshops between contractor and Government personnel to resolve compliance or behavioural
issues. These tactics are most effective when they are implemented in a non-confrontational manner,
where communications are direct and supported by evidence or examples of the observed non-
performance.
When to Use Collegial Tactics
Collegial, more informal, tactics are often a more effective method of addressing non-performance than
the enactment of more formal, or contractually established measures, particularly when non-performance
is infrequent, and the impact is not severe. Where possible, such tactics should be incorporated in the
contract as the first measure for correcting non-performance.
Quality Control and Performance Management Remedies
When more formal corrective measures are needed to address contractor non-performance, quality
control and performance management remedies may be appropriate. The application of quality control
and performance management remedies should be aligned to the project management standards
established in the contract.
Description of Quality Control Remedies
Quality control involves monitoring specific contractor results to determine whether they comply with
relevant quality standards and identifying ways to eliminate the cause(s) of unsatisfactory performance,
resolve any issues that arise, and help mitigate risks associated with the solution.
When to Use Quality Control Remedies
Exhibit A5.2.2.b. provides examples of quality control remedies and when they may be appropriate.
311 | Page Public Services and Procurement Canada August 2023
Exhibit A5.2.2.b. Quality control remedies to consider
Nature of Non-
performance
Description of Consequence
Potential Quality Control
Remedies
Individual or
isolated case
An individual team member produces
a deliverable with an error in content,
consistency, correctness or
compliance
Rework the deliverable
Review applicable standard
and/or guidelines
Insufficient
comprehension
leading to
recurring
defects
Team members are unable to
effectively apply a specific project
standard or guideline to the
production of deliverables
Additional training for the delivery
team
Clarify tasks
Clarify standards and/or
guidelines which are ambiguous
Inadequate
project
standards or
guidelines
Team members are unable to
effectively apply a specific standard
or guideline to the production of
deliverables
Revise portions of
methodologies, standards and/or
guidelines which prove to be
inappropriate for the work being
performed
Quality control remedies can be administered by the client department or the contracting officer. For the
administration of quality control remedies, the guidance currently provided by PSPC, in Subsection 5.D -
Delivery, Inspection and Acceptance from the Standard Acquisition and Clauses Conditions Manual,
should also be consulted.
Description of Performance Management Remedies
This section describes performance management remedies that may help to correct unacceptable
behaviour.
Performance management remedies may include the following steps:
37
problem identification and analysis;
a constructive discussion of problem behaviours;
anticipation of the likely reaction and an appropriate response to the actual reaction to the
discussion;
formal documentation of the discussion; and
follow-up.
The above components can be formally administered using a performance improvement plan. A
description, and the benefits and risks, of a performance improvement plan are discussed next.
37
Managing Difficult Employees and Disruptive Behavior, Society for Human Resource Management, 4 November 2015.
312 | Page Public Services and Procurement Canada August 2023
Description of a Performance Improvement Plan
A performance improvement plan is a formal, structured, and specific action plan which outlines contractor
performance compliance and behaviour issue(s) and the steps that will be taken to improve performance.
Typically, the plan is developed by the contractor and approved by the client department in consultation
with the contracting officer.
Performance improvement plans should build upon consideration of the following factors:
Are the contract performance criteria and/or scope reasonable? Contracts can be complex, and
the scope of work can be unclear or evolving. Accordingly, performance criteria, and/or objectives,
may have to be revised.
What are the root causes of the performance compliance issues, and is the Government able to
support the contractor in rectifying them? For example, the root cause could be a shortfall in the
contractor’s cash flow position. In some situations, the Government may wish to adjust the
contract payment schedule to mitigate the contractor’s cash flow problem, while still meeting with
the requirements of the Financial Administration Act.
Are personnel from both the contractor and the Government side exhibiting unacceptable
behaviour? For example, if the respective personnel are forming a hostile relationship, the project
steering committee could assess the feasibility of redeploying these personnel, so they do not
have to interact with each other.
The Merits of a Performance Improvement Plan
Establishing and implementing a contractor performance improvement plan can be an effective tool for
administering both quality control and performance management remedies. Performance improvement
plans allow the contractor to take ownership of their performance and demonstrate their commitment to
improve and correct contract compliance and behaviour issues. Furthermore, by formally providing an
opportunity for the contractor to improve its performance, the Government’s risk of litigation is decreased
if the performance does not improve, and more onerous measures are required.
Considerations for the Use of a Performance Improvement Plan
Two important considerations for the use of a performance improvement plan are that:
structuring and administering a performance improvement plan requires time and resources from
both the contractor and the Government; and
the relationship between the contractor and the Government may become antagonistic, especially
when the contractor interprets the performance improvement plan as a first step toward the
inevitable application of more onerous measures.
Accordingly, the intent and structure of a performance improvement plan, including the conditions under
which one would be required, should be agreed upon by both parties, at the outset of the contract, and
formally documented in the project charter.
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Financial and Non-Financial Disincentives
This section first outlines a proposed framework for a non-compliance point scheme. Second, it discusses
the effectiveness of the application of pre-established financial disincentives in correcting contractor non-
compliance. Third, it discusses the effectiveness of non-financial disincentives. Last, it briefly discusses
reputational disincentives, including the broader impact they can have on a contractor’s future
marketability.
Non-compliance Point Schemes
Disincentives should be negotiated upfront and included in the contract terms and conditions. The
application of pre-established contract disincentives should be guided by a formal contractor non-
compliance point scheme, which aligns with the terms and conditions of the contract.
A non-compliance point scheme can be used to track and assess areas of non-compliance. The scheme
should consider the following:
what performance indicator to assess in order to achieve the required performance objectives
(e.g., cost, asset availability, schedule);
the level of contract non-compliance for a performance indicator (e.g., as based on target,
minimum, or absolute performance criteria);
any performance trends for the assessed indicator (e.g., has performance been improving,
deteriorating, or stagnant);
the nature of the root cause, and whether it was within or outside of the contractor’s control;
potential impact on contract outcomes; and
overall contractor non-compliance rating.
The pre-established criteria for applying disincentives should be based on the above factors. Criteria
should generally be structured so that disincentives are applied using a tiered approach (i.e., where
feasible, less onerous measures are applied first when non-performance is detected and escalate to more
onerous measure with repeated and/or increasingly serious non-performance is detected). Formal
documentation of the details described in the non-compliance point-scheme provides auditable evidence
in the case that a lawsuit is issued against the Government.
Financial Disincentives
Financial disincentives make use of a monetary adjustment to reprimand the contractor for non-
compliance. Financial disincentives are used, within Canada, the United Kingdom, the United States, and
Australia, in both competitive and non-competitive contracts. This section discusses four types of financial
disincentives:
38
1 at-risk amounts;
2 gain/pain sharing incentives;
3 holdbacks; and
4 liquidated damages.
38
Next Generation Performance-Based Support Contracts Achieving the Outcomes that Defence Requires. Australia - Department of Defense, 5 Feb.
2010.
314 | Page Public Services and Procurement Canada August 2023
These financial disincentives can be applied for all types of bases of payment or pricing methods.
At-Risk Amounts
Performance is linked to a portion of the contractor’s ‘normal’ payment. For example, a technical
performance indicator could be the percentage level of availability for aircraft. For every percentage below
the target (or minimum) availability performance threshold, the contractor’s ‘normal’ payment would be
reduced by a variable amount. An example for illustrative purposes solely is provided below.
Example A5.2.2.b.
Consider the below example, to better understand the calculation of at-risk amounts.
A. Contractor’s normal payment for the month
$100,000
B. At-risk amount (payment deduction for each % point below
minimum performance threshold)
$1,000
C. Minimum availability performance threshold
80%
D. Achieved availability for the month
75%
E. Payment adjustment (= (D-C) x B or (75 80) x $1,000)
-$5,000
F. Total payment (= A + E or $100,000 - $5,000)
$95,000
In alignment with Annex 5.2.1 (Discussion Paper - Contract Incentives to Encourage and Reward
Enhanced Value to Canada) at-risk amounts may also be referred to as variable payments.
Gain/Pain Sharing Incentives
Performance is penalized (rewarded) through fee arrangements whereby both the contractor and the client
department share the risk (reward) of not meeting (meeting) contract performance criteria. Typically, a
pre-agreed formula is used as the basis to share losses (gains), as a result of the negative (positive)
variances, between the Government and the contractor. For illustrative purposes solely, an example
based on target cost criteria is provided below.
Example A5.2.2.c.
Consider the below example, to better understand the concepts of gain/pain share incentive calculation
where the basis of payment cost reimbursable.
A. Target contract cost
$10M
B. Contractor share of gains/losses
20%
C. Government share of gains/losses
80%
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D. Final contract cost
$11M
E. Contract price ceiling
$12M
F. Non-adjusted contract fee
$1M
G. Adjusted fee: (= B x [A D] + G or 20% x [$10M - $11M] +$1M)
$0.8M
H. Final contact price (= D + G or $11M + $0.8M)
$11.8M
Holdbacks
Payment amounts, associated with a particular milestone or delivery date, are withheld until the required
performance is achieved. Note that a holdback may also be used as a preventative measure in some
industries and situations, such as for example in construction contracting.
Liquidated damages
The Government payment is reduced based on a pre-estimated loss, or rate of loss, associated with the
contract’s non-performance, without being required to prove actual damages. Note that these liquidated
damages would not be triggered until all pre-established cure provisions are exhausted. For more
information see, Annex 5.2.3 - Liquidated damages.
Example A5.2.2.d.
For example, in an international border crossing such as a bridge or tunnel, liquidated damages associated
with unscheduled lane closure to affect emergency repairs might be as follows:
Occurrence of
unscheduled lane
closure
Time
Liquidated Damages
($ per hour per lane)
Peak business periods
Monday to Friday 7 am to 6 pm
$1,000
Off peak hours
weekdays and weekends 6 pm to 7 am
$500
Special periods
Identified dates (e.g., holidays)
$2,500
Benefits and Drawbacks of each Financial Disincentive Type
The benefits and drawbacks of each financial disincentive type are summarized in the exhibit below.
316 | Page Public Services and Procurement Canada August 2023
Exhibit A5.2.2.c. Financial disincentive benefits and drawbacks
Financial
Disincentive
Benefits
Drawbacks
At-risk
amounts
Provides contractor motivation to
correct performance, when there is a
paired positive incentive (i.e.,
variable payment) reward for
exceeding the target performance
criteria. Note that at-risk amounts,
and the paired incentive rewards, if
applicable, would be assessed at
each payment period.
If the at-risk amount is small, this
disincentive may not be the most
effective measure to rectify
contractor performance.
Gain/pain
sharing
incentives
Assuming gain/pain sharing
incentives are applied at various
milestones during the contract, and
not just at the end of the contract, the
Government and contractor may be
encouraged to work together, to
correct performance, and avoid
sharing a financial loss at a future
contract milestone date.
May incentivize contractor
performance when performance does
not meet target criteria, but still
complies with minimum or absolute
criteria (i.e., it would be more feasible
for the contractor to improve its
performance and potentially realize
an incentive reward).
Sharing ratio of losses (gains) could
be misaligned and discourage the
contractor from improving
performance.
Losses from not meeting
performance criteria are shared by
the Government.
While gain sharing is effective, loss
sharing can be a significant
distraction as parties seek to
minimize loss and apportion blame.
Collegiate behaviours, if they existed,
could collapse.
Holdbacks
Provides the Government with
means to rectify contract non-
performance.
May further disrupt contract
performance, if the contractor’s cash
flow situation is a critical success
factor for achieving contract
performance; this risk may be
particularly material if the contractor
is a small or medium enterprise or if
the contract in question is the primary
cash flow source for the contractor.
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Considerations for the Use of Financial Disincentives
One overarching consideration for the application of financial disincentives is that, while necessary,
financial sanctions can exacerbate the underperformance because the contractor is less likely to invest in
restorative measures.
Additionally, the impact on contractor’s profitability may sometimes not be significant enough to motivate
the contractor to correct its performance. This consideration, which was also identified for incentives in
Annex 5.2.1 (Discussion Paper - Contract Incentives to Encourage and Reward Enhanced Value to
Canada), becomes particularly material when:
a contract price floor constrains the parameter (e.g., the dollar amount) of financial
disincentives; or
correction of performance requires disproportionate additional resources from the contractor.
In these situations, the contractor may not be incentivized to correct/improve performance and may
instead redirect effort to supporting more profitable customers and or growth initiatives.
Scope-based Non-financial Disincentives
The application of scope-based disincentives, as informed by contractually pre-established criteria, may
be appropriate and effective in instances where financial disincentives were not successful, are not
feasible, or need to be supplemented. Scope-based non-financial disincentives are used, within Canada,
the United Kingdom, the United States, and Australia, in both competitive and non-competitive contracts.
The section describes four types of scope-based disincentives:
39
1 warranties;
2 step in rights;
3 repatriation of services; and
4 termination.
These disincentive types can be applied for all types of bases of payment or pricing methods.
Warranties
The contractor is requested to provide an assertion as to the sufficient performance of different aspects
of a contract, including general warranties, fitness for purpose warranties, latent defects, and technical
data warranties. Where performance is not sufficient, corrective measures to fix the identified deficiencies
are usually included.
Step in Rights
The government can step in and have the services performed by itself or another party, with the costs of
this work being at the expense of the contractor.
39
Next Generation Performance-Based Support Contracts Achieving the Outcomes that Defence Requires. Australia - Department of Defense, 5 Feb.
2010.
318 | Page Public Services and Procurement Canada August 2023
Repatriation of Services
Services can be removed from the contract by the government and allocated back to the government,
which can be used to reduce the scope of a contract.
Termination
Termination provides the ability to end the contract, in whole or in part, in response to default (including
poor performance) by the contractor. In the case of a service contract another variation would be to reduce
the tenure or scope of the contract.
Benefits and Drawbacks of each Scope-based Non-financial Disincentive Type
The benefits and drawbacks for each scope-based disincentive type are summarized in the exhibit below.
Exhibit A5.2.2.d. Scope-based disincentives, benefits and drawbacks
Scope-based
Disincentives
Benefits
Drawbacks
Warranties
Simplest scope-based disincentive
to administer, as contractor is held
accountable to rectify performance
compliance issues.
Effective, when the contractor has
the capability, to rectify performance
compliance issues.
Not an appropriate disincentive to
rectify non-compliance for cost or
schedule performance.
Not an appropriate disincentive
when contractor does not have the
capability to rectify performance
compliance issues.
The contractor may incorporate the
costs of warranty (in excess of a
reasonable warranty allowance) into
the price of the contract.
Step in rights
The contractor is held accountable
for its performance compliance
issues, as it is responsible for paying
for the costs of the remainder of
contract work being performed by
another party.
May be effective, when the
contractor does not have the
capability, to rectify performance
compliance issues.
May be appropriate when contractor
non-compliance is assessed as
significant.
May be appropriate when the
Government has found a qualified
May not be viable for a non-
competitive contract, because the
Government or another party may
not have the capability to complete
the requirements of the contract.
Difficult to administer due to
contractual amendment
requirements and the challenges of
employing another party to perform
the work.
Taxpayers may lose faith in the
integrity and effectiveness of the
acquisition system in respect to the
quality, timeliness, and cost-
effectiveness of service delivery.
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Scope-based
Disincentives
Benefits
Drawbacks
supplier to replace the current
contractor.
Repatriation
of services
May be appropriate, when the
contractor does not have the
capability, to rectify performance
compliance issues.
May be appropriate when the
contract in question can be
scrutinized to determine what
portions of the contract can and
cannot feasibly be performed by the
government.
May not be viable for a non-
competitive contract, in such that the
Government or another party may
not have the capability to complete
the ‘repatriated’ requirements of the
contract.
Even when the repatriation of
services is feasible, there is the risk
that contract performance will further
deteriorate, especially if the
contractor and the added party are
required to collaborate but have
formed a hostile relationship.
Difficult to administer due to
contractual amendment
requirements and due to the
integration of another party to
perform contract work.
Termination
May be effective, when the
contractor does not have the
capability, to rectify performance
compliance issues.
May be appropriate when contractor
non-performance is assessed as
significant.
May be appropriate when the
Government has found a qualified
supplier to replace the current
contractor.
May not be viable for a non-
competitive contract, in such that the
Government or another party may
not have the capability to complete
the requirements of the contract.
Does not secure performance of the
contract for the Government.
The termination process can be
costly and lengthy.
Taxpayers may lose faith in the
integrity and effectiveness of the
acquisition system in respect to the
quality, timeliness, and cost-
effectiveness of service delivery.
Considerations for the Use of Scope-based Non-financial Disincentives
The most significant consideration for scope-based disincentives, as they apply to non-competitive
contracts, is that their application may not be effective, or feasible, when the Government is unable to find
a qualified supplier to replace the non-compliant contractor. One reason for this could be due to the non-
compliant contractor owning background intellectual property that is critical for the accomplishment of
performance requirements. In order to mitigate this, the Government could consider the following:
320 | Page Public Services and Procurement Canada August 2023
assessing the feasibility of holding background intellectual property in escrow at the outset of
the contract; and
including conditional performance terms in the contract that allow the Government to provide the
intellectual property to another supplier to complete contract requirements if the contractor is
non-compliant with performance requirements.
Reputational Disincentives
Description of Reputational Disincentives
Another disincentive type to consider employing is reputational disincentives. Reputational disincentives
could be administered formally or indirectly.
formal means of administration could include evaluation forms or a supplier performance
management program; and
an indirect means of administration could be through media coverage that highlights the reasons
for failure of a contracted project.
Reputational disincentives could penalize the contractor in a broader context through the following ways.
The contractor could have a decreased chance of winning future contracts, competitive or non-
competitive, particularly when the potential customer assesses past contractor performance when
awarding a contract.
There could be a potential negative impact on the share price for publically traded contractors, as
a result of adverse media coverage.
How should Reputation Disincentives be Used?
Specifically, Canada should assess the merits of establishing a strategic supplier management program
similar to the one existing in the United Kingdom. As part of this program, the Cabinet Office collects
information on each contract with strategic suppliers every six months.
40
The Office also gathers ad hoc
intelligence from departments each month. Each of the strategic suppliers is assigned an overall
performance rating of red, amber, or green. Ratings are based on operational delivery, but also other
factors including the savings they have made and their level of engagement with government’s wider
commercial agenda. There is also a ‘high risk’ rating, based on poor performance or financial risk, which
entails a formal process of designation and an improvement plan. Ultimately, the establishment of a
strategic supplier management program will enable the Government to conduct a thorough pre-
qualification of potential suppliers, and correspondingly use this assessment to develop an appropriate
contracting strategy, for the client department project requirements.
The recommended approach to reputation disincentives differs from Australia, with this jurisdiction using
a more aggressive approach. The Australian Department of Defence uses a public 'name and shame'
approach on large projects where contractors have not performed, and there appears to be a reluctance
on the part of the company to invest in a remedy for the situation. A 'Projects of Concern' list is publicly
reported by the Minister and discussed at publicized Senate hearings.
40
Managing Government Suppliers. United Kingdom - National Audit Office. November 2013.
321 | Page Public Services and Procurement Canada August 2023
Considerations for the Use of Reputational Disincentives
Key considerations for the use of reputational measures include that their use could result in:
exposure to litigation, for defamation or for future lost profits, from the contractor; or
a more hostile relationship during the remaining tenure of the contract.
As such, public statements regarding contractors need to comply with all applicable guidance regarding
communications.
322 | Page Public Services and Procurement Canada August 2023
ANNEX 5.2.3 DISCUSSION PAPER - LIQUIDATED DAMAGES
What are Liquidated Damages and Liquidated Damages Clause?
Liquidated damages are a specific sum of money expressly stipulated by the parties in a contract as the
amount of damages to be recovered by either party for a breach of the agreement by the other. It must be
a genuine pre-estimate of the loss that will be caused to one party if another party breaks the contract. It
constitutes the amount, no more and no less, that the plaintiff is entitled to recover in the event of breach
without being required to prove actual damages. (See Supply Manual Glossary Liquidated Damages)
Liquidated damages clause is the provision made for Canada to recover the pre-estimated loss or rate
of loss that would result from a delivery default or breach of the contract, without being required to prove
actual damages.
Why are Liquidated Damages Provisions Needed?
There is a risk to Canada that it would suffer actual damages as a result of contractor’s breach of the
obligations as outlined in the predetermined performance specifications in the contract and such damages
are likely to be extremely difficult to quantify. Therefore, liquidated damages are used to protect Canada
from its downside loss if the contractor cannot fulfill the contract and to compensate Canada for probable
damages.
The contacting officers should take prompt actions such as terminating the contract and repurchasing to
prevent excessive loss to defaulting contractors and to protect the interests of Canada.
When to Apply
Contracting officers are required to consider the potential impact on pricing, competition, and contract
administration before using a liquidated damages clause in solicitations and contracts for supplies,
services, research and development, and construction.
Use liquidated damages clauses only when:
The time of delivery or timely performance is so important that Canada may reasonably expect to
suffer damage if the delivery or performance is delinquent; and
The extent or amount of such damage would be difficult or impossible to estimate accurately or
prove.
When the inclusion of a liquidated damages clause is appropriate, the SACC Manual clause D0024C must
be incorporated in the contract.
Rate of Assessment of Liquidated Damages
Care should be taken to ensure that the rate of assessment of liquidated damages is reasonable. The
probable damages should be estimated by reference to the individual circumstances of the particular
procurement. The contract should specify the ceilings for collection of liquidated damages. Such ceilings
or maximums can be stated in either of the following two ways:
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By specifying a fixed amount payable upon delinquency. This method should be used when it is
intended that the contract will be terminated immediately when delinquency occurs and the goods
or services “reprocured” elsewhere. The cost of “reprocurement” must be included in the overall
fixed amount; or
By specifying a rate of assessment of damages. This rate per calendar day of delay must not
exceed a stated percent of the contract price. This method should be used when, upon default
occurring, it is intended to serve notice of default requiring the contractor to remedy the default
within a stated period of time. The cost of “reprocurement” must be excluded in computing
liquidated damages, since this item will be claimable separately in the event that the contract is
terminated, and the goods or services procured elsewhere.
To ensure uniformity of application, the amount or overall ceiling should not exceed 10 percent of the
contract price. Ceiling prices in excess of 10 percent may be used when justified by the individual
circumstances of the particular acquisition, subject to the approval of the contract approval authority.
For additional information, see Annex 5.2.2 Discussion Paper Measures to Manage Contractor Non-
Compliance or Unacceptable Behaviour.
Did You Know?
Liquidated damages are not punitive but are used to compensate Canada for probable damages.
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ANNEX 5.2.4 DISCUSSION PAPER - MANAGING LONG-TERM CONTRACTUAL
RELATIONSHIPS
Managing Long-Term Contractual Relationships
Context
This discussion paper provides guidance to contracting officers in the negotiation of non-competitive
contracts or contracts where price negotiations with the successful bidder are required following a competitive
process.
This discussion paper is intended to help inform contracting officers, to prepare for contract negotiations and
manage the contract through its lifecycle. Based on the scale and complexity of the acquisition, this requires
considerable support from the contracting team, which may include price advisors, client department
representatives and other subject matter experts. This discussion paper is not intended to be a procedural
document.
Why This Matters?
Long-term contracts can optimize value to Canada by, for example, by:
enhancing price certainty;
fostering industry confidence to invest;
aligning service requirements to the underlying asset life; and
sustaining a strategic national industry.
At the same time, long-term contracts can amplify the risk of underperformance and overpayment when such
contracts are poorly managed or fail to incorporate appropriate incentives and flexibility to address change.
The effectiveness of long-term contracts is often affected by inadequate contract management, misaligned
incentives and poor relationships between the parties.
Poor long-term contractual relationships could be a consequence of government policies and a lack of
awareness. Challenges can arise when long-term contracts are not sufficiently structured to respond to
inevitable changes in an appropriate and timely manner. Changes may be precipitated by a diverse range of
forces, such as evolving performance requirements, technological advancements, shifts in the contractor’s
cost structure, and external factors that require ad hoc negotiations. The Government’s ability to identify and
implement effective contract amendments requires consistent contract oversight and good relationships
between the parties.
In addition to the issues associated with inadequate contract management and misaligned commercial
relationships, other potential risks, to both parties in a long-term contract, may arise from the high
dependency on a single contractor or customer. For the contractor, these risks may include the opportunity
cost to earn more income with another customer and the potential to become less competitive due to shielding
from market forces. For the Government, these risks may include increased exposure to the risk of contractor
default due to insolvency or failure to deliverthese risks could be exacerbated by the lack of alternative
contractors when the contract expires and needs to be renewed (i.e., an ongoing supply contract as opposed
to a contract for a project).
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Although long-term contractual relationships offer benefits, benefits can only be realized when good contract
management practices are implemented, commercial interests are aligned between the parties and risks are
identified and mitigated.
Recommendation
In order to enhance the value that long-term contracts provide to Canada, contracting officers should assess
when to establish long-term contracts and what provisions will help to position the parties for long-term
success. In particular, contracting officers should incorporate a proactive management approach because it
can be a key success factor to ensure that long-term contracts optimize value to Canada. For example:
Proactive contract management can help to ensure both parties fully meet their obligations as
effectively and efficiently as possible. It can help ensure that the parties identify and resolve any
issues or concerns in a timely manner which is consistent with the contract terms and conditions.
Proactive contract management can enable ongoing assessment of the contractor’s performance
and whether the desired outcomes are being met; or whether Canada’s requirements could be better
served by going out to the market (which requires monitoring of the market, including prices, labour
trends and innovations).
As part of a proactive contract management approach, more emphasis should be placed on
relationship management, rather than focusing solely on the transactional nature of the contract.
Strong collaborative relationships can play an important role in helping the parties respond to change,
which is an inevitable factor in any long-term contract. Guidance to proactively develop and maintain
effective long-term contractual relationships could build upon the guiding principles of ISO 44001
an international standard for developing a platform to facilitate effective business relationship
management.
A proactive contract management approach should incorporate provisions to manage and promote
consistency in the event of turnover in contractor personnel and contract management officers, such
as the documentation of intent and agreements. These provisions should help to ensure that the
succeeding contract management officers can enforce the agreements of their predecessors,
perform the Government’s responsibilities in a consistent manner (e.g., timely review of contractor
reports and requests), and are not exploited by the contractor.
These guiding principles for long-term contractual relationships could be applied for performance-based
contracts, which typically span a longer time horizon.
It is important that both the Government and the contractor build capability and capacity to properly manage
contracts. For example, the effectiveness of long-term contracts can be undermined by failure to provide
timely communication, the unavailability and/or frequent turnover of contract management personnel, and a
singular focus on the transactional aspect of the contract
41
. Leading contract management practices highlight
the need for both parties to work collaboratively to respond to inevitable changes in a long-term contract.
41
As opposed to the establishment of a platform to work collaboratively to resolve issues and concerns.
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Analysis
A. What are the potential benefits of long-term contracts?
Benefits of long-term contracts
Good long-term contractual relationships can build mutual trust and provide benefits for all parties involved,
including:
assuring the supply of goods and services over a longer term without the costs and risks associated
with frequent acquisitions;
creating opportunities for improved contractor performance due, in part, to the long-term commitment
to the contractor
42
;
encouraging a lifecycle approach to the development of major equipment and infrastructure projects;
facilitating long-term efficiencies in the client department, the contractor and the supply chain;
enabling the contractor (and its supply chain) to obtain more favourable financing as it can borrow
against the “collateral” of a long-term contract, which may then reduce the overall price to the
Government;
enabling long-term capacity and resource planning, while also potentially yielding economic
development benefits (e.g., workforce training and development of intellectual property to support
market expansion); and
preparing Canada for unforeseen external factors (e.g., unexpected substantial changes in the
relevant market) through collaboration with the contractor.
These benefits are particularly attractive when procuring goods and services in capital-intensive industries,
such as construction and telecommunication, with long product development cycles or industries requiring
specialized skills and knowledge.
Examples from comparator jurisdictions
The United Kingdom’s use of long-term contracts, by way of multi-year performance-based contracts, have
been helpful to reduce costs because contractors are better able to stabilize their supply chains and to obtain
better prices from the supplier base.
Similarly, the Australia Department of Defence has noted that the use of long-term contracts for major surface
ship repair and maintenance have helped to deliver greater efficiencies and savings stemming from the
contractor’s ability to progressively adopt lessons learned from prior activities as part of the continuous
improvement program.
42
An extended time period can incentivize the contractor to invest in research and development of new technology, methodologies, assets and employees to
drive innovation and continuous improvement thereby improving quality and capability.
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B. What are the potential risks of long-term contractual relationships?
Long-term contractual relationships can expose both parties to substantial risk, including:
from the Government’s perspective, reducing the overall size and competitiveness of the market in
relatively shallow supply markets;
from the Government’s perspective, encouraging and/or facilitating monopolistic behaviour by the
contractor, including uncompetitive pricing or variable quality;
from the Government’s perspective, increasing the Government’s exposure to the risks of contractor
insolvency and the contractor’s failure to perform because of an overreliance on a single supplier;
from the Government’s perspective, decreasing value to Canada over the term of the contract due
to external factors, such as the emergence of more cost-effective solutions or falling market pricings;
and
from the contractor’s perspective, potentially reducing the contractor’s ability to compete in the
market, increasing the contractor’s exposure to the risk of contract termination, and reducing the
contractor’s ability to negotiate terms that are favourable or acceptable to the contractor because of
an overreliance on a single customer.
Failure to establish a proactive and collaborative working relationship between the parties can potentially
amplify the risks inherent in a long-term contract. For example, a 2014 UK National Audit Office report noted
that the lack of a strategic approach to managing contractual relationships inhibited parties from collaborating
effectively to address problems and improve service.
To mitigate long-term contracting risks, substantial planning is required to structure and implement effective
contractual terms and conditions. Generally, a multi-functional team is required. The team might include the
client department, and subject matter experts with knowledge, skills and experience to help ensure an
effective framework for contract management is established within the contract. In many instances, support
from internal subject matter experts and external advisors can be a key success factor.
C. How can contractual terms and conditions help in the management of long-term contracts?
As demonstrated in Exhibit A5.2.4.a., various standard contract terms and conditions can help to position a
long-term contractual relationship for success.
Exhibit A5.2.4.a. -Considerations of contract terms and condition
Contract term and
condition
Considerations
Appropriate definition
of requirements
By incorporating performance-based requirements and referencing
appropriate external standards (e.g., standards by the International
Organization for Standardization), expectations can be set at the onset of
the contractual relationship. Additionally, external standards are updated
from time to time and can help ensure the good or service is consistent
with evolving industry requirements.
Prescriptive requirements increase the need for change orders (and
hence cost) in order to accommodate minor shifts in operations or external
conditions. Where possible, performance requirements should be used
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Contract term and
condition
Considerations
(and should describe in sufficient detail to avoid ambiguity which could
become the subject of dispute).
Overly prescriptive requirements can limit the potential for contractor
innovation, thereby compromising the potential for cost reductions, quality
improvements, and overall optimization of the value to Canada.
Provisions to
discourage, and
mitigate the impact of,
poor performance by
the contractor
Performance based disincentives can be important tools to reduce
payment to the contractor when it fails to deliver in accordance with the
requirements (e.g., missed milestone dates or for failure to maintain an
asset in accordance with pre-established availability requirements).
Additional provisions that may be incorporated to address chronic under-
performance include increased reporting and monitoring requirements.
For example, the contractor may be required to develop and implement a
remediation plan, which is then approved and tracked by the Government
(typically by the contracting officer or an independent third party).
Provisions to
encourage, and share
the benefits of
exemplary
performance by the
contractor
Performance-based incentives can be important tools to increase
payment to the contractor if it exceeds the base pre-established
performance requirements. Refer to Annex 5.2.1 (Discussion Paper -
Contract Incentives to Encourage and Reward Enhanced Value to
Canada) which discusses contract incentives to encourage and reward
enhanced value to Canada.
Rolling contract extensions 43 (with strong off ramps for performance
failures) can be a powerful incentive for the contractor to perform.
Provisions for
extensions of the
contract to incentivize
investment and
innovation by the
contractor
Provisions for extensions can help Canada to take advantage of, for
example, lower supply costs or technological innovations that could
improve outcomes or drive efficiencies.
Provisions for extensions can also be helpful in instances when the life
expectancy of a project is uncertain.
Implement a partnering approach with industry by way of long-term
availability-based contracts with options or series of long-term extensions
to manage relationships with contractors44.
Payment mechanisms
to specially address
financial risk
associated with long-
term contracts
While the initial contract term may transfer most (if not all) cost risk to the
contractor, gain/pain sharing mechanisms in the later years, or any
optional term(s), can help incentivize collaboration and reward contractor
innovation.
Economic price adjustment clauses transfer risk from the contractor to the
Government.
Pre-established
contract amendment
procedures
Pre-established procedures can help identify and affirm the need for
change, assess the impact of potential solutions and expedite amendment
approvals to the contract in order to address unforeseen circumstances
43
Rolling contract extensions are a series of extension options that are held by the Government.
44
As seen in the UK Ministry of Defence. Examples include the Sea King Integrated Operational Support (SKIOS), Integrated Merlin Operational Support
(IMOS), Availability Transformation Tornado Aircraft and Multi-Role Hydrographic and Oceanographic Survey Vessels contracts.
329 | Page Public Services and Procurement Canada August 2023
Contract term and
condition
Considerations
Step-in rights for the
Government to
address the risk of
contractor insolvency
or when the Contractor
(repeatedly) fails to
meet the performance
requirements as
established in the
contract
Through step-in rights, the Government can step in and have the services
performed by itself or another party, with the costs of this work being at
the expense of the contractor. Refer to Annex 5.2.2 (Discussion Paper -
Measures to Manage Contractor Non-Compliance or Unacceptable
Behaviour) which describes measures to manage a contractor’s non-
compliance or unacceptable behaviour.
Provisions to ensure
Canada’s right to
contract with alternate
suppliers or to self-
perform some or all of
the work at specific
times
These provisions would generally be applied for well-defined discrete
scopes of work or specific time periods in the contract, or if the contractor
(repeatedly) fails to meet the performance requirements established in the
contract.
Such provisions should, for example, ensure Canada’s access to
background intellectual property and ownership of foreground intellectual
property.
Provisions to allow for
termination of the
contract for
convenience
Provisions such as termination based on mutual consent can help Canada
to take advantage of, for example, fundamental shifts in the market or in
requirements.
Holdbacks
Holdbacks provide the Government with means to rectify contract non-
performance.
Such provisions may further disrupt contract performance, if the
contractor’s cash flow is compromised. This risk may be particularly
material if the contractor is a small or medium enterprise or if the contract
in question is the primary cash flow source for the contractor.
D. What are the leading practices for managing long-term contracts?
Guiding principles
Guiding principles for the effective management of long-term contractual relationships have been common
across comparator jurisdictions and are also observed in some PSPC contracts. These guiding principles
are:
Leadership framework. Successful long-term contractual relationships require a supportive
management framework that is flexible and able to respond to changes in priorities. For example,
many long-term relationships in high-value complex acquisitions are overseen by a board comprised
of five to seven senior government and contractor executives who meet on a regular basis to review
performance against pre-established performance standards, consider issues and propose
resolution.
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The adoption of a consistent strategic relationship management approach, ideally beginning in early
contracting phases, should be incorporated in the contract management framework. For example,
as new contract managers are brought in, the parties would develop a transition plan to help ensure
new personnel understand the background of the relationship between the Government and
contractor and are able to fulfill their responsibilities in a consistent and timely manner.
Clear contract ownership and governance. The relationship with a contractor begins with the
alignment of contracts with appropriate contract ownership and governance provisions (e.g., rights
to change contract requirements and to direct the contractor) to enable ongoing coordination
between the parties, regular feedback on performance, and timely resolution of disputes in a mutually
beneficial manner.
Given the division of responsibility for contract management between PSPC and the end user,
effective collaboration between the contracting authority’s representative and the end user’s
technical representative is a key ingredient for ensuring effective contract management. Depending
upon the scope and complexity of the goods and services being procured, additional parties may be
required to adequately support the long-term relationship. This may include various disciplines,
including for example commercial, financial, legal and policy specialists as well as technical subject
matter experts. All such individuals would participate as part of a multi-disciplinary team, with clear
definition of their roles and responsibilities for overseeing the contract, managing relationships and
authorizing change.
A relational charter, or the inclusion of relational terms in a project charter, would be helpful to outline
roles, responsibilities and expectations under a selected contract ownership and governance
structure.
Performance management and communication. A performance management framework, and a
corresponding feedback and communication mechanism, would be established, ideally before
contract initiation.
A framework for the establishment, tracking and reporting of key performance indicators, in
conjunction with provisions, to appropriately redress concerns and reward successes is important:
incentive structures should be calibrated and administered, and contractors should be measured
against clear, objective and meaningful metrics. (Possible examples of performance measures
include quality checks, service standards, and price and cost comparisons.) These key performance
measures would be reviewed, and updated for new requirements if applicable, at least annually.
Regular feedback (likely on a weekly or monthly basis) would be provided to the contractor, and
where applicable, they would require the contractor to develop an improvement plan to redress the
noted deficiencies.
Government and contractor employees would be encouraged to communicate problems as soon as
possible. A leading practice is to put an expiry date on problems (claims). If a contractor or the
Government does not raise an issue within a pre-established time of its occurrence, then the relevant
party forfeits the right to raise the matter at a later date. At the same time, Government and contractor
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employees should be mindful that the escalation of issues to management and external parties
should be carefully considered to avoid the perception of political gamesmanship.
Some agencies (e.g., Infrastructure Ontario and the Australian Department of Defence) are
establishing grades for contractors. If the contractor’s performance falls below a pre-established
standard, the contractor would be penalized in the evaluation of future bids for a period of time. Refer
to Annex 5.2.2 (Discussion Paper - Measures to Manage Contractor Non-Compliance or
Unacceptable Behaviour) for further details regarding grading contractor performance.
Risk management. Clear risk allocation and management help avoid misunderstanding and
miscommunication regarding responsibilities and improve the potential for collaboration between the
Government and the contractor. All identified risks should be assigned to the appropriate owners and
be documented and monitored in a risk register
45
. Contingency plans should be prepared and
monitored. The contract manager should report critical risks to the joint leadership team (e.g.,
governance board) on a regular basis (typically monthly although more frequent review may be
warranted in some circumstances).
Information management. A single contract management information system that combines
acquisition and finance requirements would mitigate issues from the distribution of contract
information across disparate systems (e.g., paper-based filing, electronic filing and e-mails) and
organizations.
Sharing reliable information between the Government and contractor is particularly important in
alliance contracts and public-private partnerships (e.g., operational and financial information) when
the contract includes gain/pain sharing mechanisms.
Financial management. The payment mechanism and supporting processes should be defined,
documented and understood by all parties. The contractor’s business and financial performance
should be periodically reviewed to ensure that financial remedies (e.g., warranties, indemnities,
insurance and security) continue to be feasible. Payments, including for performance, should be
completed without unnecessary delays. The relationship between payments and performance should
be clearly established in the contract. Non-compliance or underperformance should invoke liquidated
damage and other consequences as necessary.
Co-location of Government and contractor teams. Co-locating Government and contractor
personnel could foster collaboration and relationshipsa practice that is currently used in Canada
for large procurements. In the United States, the Government had on-site management
representation at contractor plants for the US Fleet Ballistic Missile System contract. This was viewed
to be one of the contributing factors to the success of the program. Co-location is also common in
alliance contracts and public-private partnerships. If co-location is not possible, regularly scheduled
visits between Government and contractor teams could be a good alternative. Frequency of visits
would depend upon the duration, complexity, and risk profile of the project.
45
A risk register is a component of a risk management planidentifying and describing risks with respect to probability, impact, allocation of ownership and
treatment approach.
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ISO 44001: Collaborative Business Relationship Management Systems
ISO 44001 is an international standard, recently published by the International Organization for
Standardization, for developing a common enabling platform to develop and sustain positive outcomes in
complex business relationships. The standard provides guidance on the effective identification, development
and management of collaborative business relationships within or between organizations.
Many consider the ISO 44001 standard as a framework of leading practices for long-term contractual
relationships.
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ANNEX 5.3 COSTING DISCUSSION PAPERS
These discussion papers are intended to support cost interpretation and provide additional guidance for
cost acceptability decisions to support contracting officers’ understanding of the complex areas in preparing
for contract negotiations and in managing a contract through its lifecycle.
ANNEX 5.3.1 DISCUSSION PAPER - SALES AND MARKETING
Sales and Marketing
Context
This discussion paper provides guidance to contracting officers in the negotiation of non-competitive
contracts or contracts where price negotiations with the successful bidder are required following a competitive
process.
This discussion paper is intended to help inform contracting officers, to prepare for contract negotiations and
manage the contract through its lifecycle. Based on the scale and complexity of the acquisition, this requires
considerable support from the contracting team, which may include price advisors, client department
representatives and other subject matter experts. This discussion paper is not intended to be a procedural
document.
Why This Matters?
Sales and marketing costs are primarily incurred by contractors to generate future sales of their goods or
services. Assessing if sales and marketing costs are acceptable for a Government contract is difficult
because:
there are many types of sales and marketing activities;
the benefits of sales and marketing costs for a contract are not always evident/measurable;
the inclusion of sales and marketing costs may be perceived as a conflict of interest in the
relationship, between the Government and the contractor;
the inclusion of sales and marketing costs in a contract may be viewed as an unfair subsidy; and
there are many factors to consider when determining the amount of sales and marketing costs to
include in a contract.
Clear guidance is required to help ensure that sales and marketing costs are only included in the contract
cost base if they are Attributable, Appropriate, and Reasonable.
Recommendation
In alignment with the contract cost Acceptability criteria outlined in the Costing Standard, sales and marketing
costs should be accepted for a contract when the costs are Attributable, Appropriate, and Reasonable.
When assessing the criterion of Attributable, below are some key factors to consider.
Are the sales and marketing costs supportable and verifiable?
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Generally, not attributable unless the sales and marketing costs contribute to the achievement of:
contract specific requirements;
strategic contract outcomes; or
financial benefits for the contracts that the Government has with the respective contractor?
When assessing the criterion of Appropriate, below are some key factors to consider.
Are the respective sales and marketing activities ethical based on applicable Government policies
and regulations?
Are the nature of the sales and marketing costs consistent with available sources of comparator
information?
Is the reimbursement of the sales and marketing costs, as it pertains to the impact on fairness and
equity for other suppliers, acceptable?
When assessing the criterion of Reasonable, below are some key factors to consider.
Does the cost amount justify the expected return on benefits for the Government?
Is the cost amount consistent with available sources of comparator information?
Is the cost amount net of applicable credits?
Does the cost amount comply with any parameters that may have been pre-authorized in the
contract?
Has the cost amount been allocated fairly between the Government and the contractor with
consideration for the benefits associated with the costs?
The above factors are presented in the logical order that contracting officers will need to follow when
assessing the acceptability of sales and marketing costs. It should be noted that the identified factors for
assessing the criteria of Attributable, Appropriate, and Reasonable are not exhaustive. As such, the identified
factors should be consulted alongside the applicable sections of the Costing Standard.
Analysis
A. Types of Sales and Marketing Activities
For this discussion paper, the scope of sales and marketing primarily relates to the following activities:
Selling. Selling is a generic term encompassing all efforts to market the contractor’s goods or services.
Selling includes advertising, corporate image enhancement, bid and proposal efforts, marketing planning,
and direct selling.
Advertising. Advertising means the use of media to promote the sale of goods or services. Advertising media
include but are not limited to conventions, exhibits, free goods, samples, magazines, newspapers, trade
papers, direct mail, dealer cards, window displays, outdoor advertising, radio, television, and the Internet. A
relevant example is a trade exhibition, which is an exhibition organized so that companies in a specific
industry can showcase and demonstrate their latest goods and services.
Public Relations. Public relations means all functions and activities dedicated to maintaining, protecting,
and enhancing the image of a concern or its goods or maintaining or promoting reciprocal understanding and
favourable relations with the public at large, or any segment of the public. The term public relations includes
activities associated with areas such as advertising, customer relations, etc.
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Entertainment. Entertainment includes amusement, diversions, social activities, tickets to show or sports
events, meals, lodging, rentals, transportation and gratuities. It also includes membership in social, dining,
or country clubs or other organizations having similar purposes.
B. Assessing the Acceptability of Sales and Marketing Costs
Overarching Considerations for Assessing the Acceptability of Sales and Marketing Costs
It should be noted that sales and marketing costs may be an aggregate of other costs (e.g., compensation
costs, travel costs, etc.). Therefore, when assessing the acceptability of sales and marketing costs, the
criteria of Attributable, Appropriate, and Reasonable should also be assessed for the respective aggregate
costs. Applicable discussion papers and cost specific considerations from the Costing Standard should be
consulted as required.
Assessing the Attributable Criterion
Sales and marketing costs are generally not attributable unless the costs:
are supportable and verifiable; and
contribute to the achievement of contract specific requirements;
strategic contract outcomes; or
financial benefits for the contracts that the Government has with the respective contractor.
Supportable and Verifiable
Sales and marketing costs should be readily identifiable based on contract cost reports produced by the
contractor.
The contract cost reports should:
disclose the nature and purpose of the sales and marketing costs;
identify direct sales and marketing costs; and
identify indirect sales and marketing costs.
Disclosed information should include the type of sales and marketing activities, the sales and marketing cost
breakdown (e.g., compensation costs, travel costs, etc.), and how the costs contribute to the achievement of
benefits for the contract.
Achievement of Contract Specific Requirements
There are situations in which advertising, public relations, and bid/proposal development costs can contribute
to the achievement of contract specific requirements. Brief examples of when these types of sales and
marketing costs may be Attributable are provided below.
Advertising Costs. The client department may require service (i.e., maintenance) support under a contract,
where it expects the contractor to be the conduit between potential maintainers and the customer. To fulfil
the maintenance component of the contract, the contractor may need to incur advertising costs to solicit
services from maintenance sub-contractors.
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Public Relations Costs. The client department may require the contractor to communicate with the public
or media about specific issues related to the contract in question. Logically, the contractor would incur public
relations costs to conduct the required communication activities.
Bid/Proposal Development Costs. Bid/proposal development costs may be incurred by the contractor
during the course of a non-competitive contract when the Government requires the contractor to submit a
proposal, with technical and cost information, to extend the length of the existing contract (i.e., through the
activation of an option term).
Achievement of Strategic Contract Outcomes
In alignment with the Treasury Board Secretariat Contracting Policy
46
, contracts may be structured with due
consideration of strategic outcomes that:
support long-term industrial and regional development and other appropriate national objectives,
including aboriginal economic development; and
comply with the government's obligations under the North American Free Trade Agreement, the
World Trade Organization Agreement on Government Procurement and the Agreement on Internal
Trade.
In exceptional circumstances, sales and marketing costs may be Attributable when the respective contract
includes such outcomes.
In order for these strategic sales and marketing costs to be considered for acceptance, the following
conditions should be in place:
A cost benefit providing details on the expected costs in comparison to details on the expected
benefits to be realized within the contract. The strategic benefit should be clear, as should the cost
of the strategic benefit, with an explanation as to why it is attributable to the contract. All details
should be supportable, verifiable and well documented.
A timeline for the realization of the strategic benefit to Canada, as well as detailed parameters on
when the achievement of these benefits will be verified. This would include established checkpoints
to validate whether or not the benefits are being achieved. In the event the strategic benefits are not
occurring, the parameters and contract should outline that the sales and marketing costs will no
longer be accepted or will require adjustment.
The acceptance of the sales and marketing costs, the parameters and the timelines all require
documentation in the contract or the Cost Accounting Practices (CAP) Submission.
Achievement of Financial Benefits for the Contracts that the Government has with the Respective Contractor
In exceptional circumstances, sales and marketing activities could allow contractors to expand their customer
base and correspondingly increase their production volume. Increased production volume can potentially
lead to reduced costs being allocated to each good produced by the contractor. Resultantly, this could create
potential cost savings for the Government across the contract(s) it has with the respective contractor.
46
Contracting Policy. Government of Canada, Treasury Board Secretariat of Canada. October 2013. https://www.tbs-sct.gc.ca/pol/doc-eng.aspx?id=14494.
Accessed 1 March 2018.
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Consider the following example:
A supplier has been contracted by the Government to produce goods. During the course of the contract, the
Government and contractor have determined that sales and marketing costs may be Attributable because
the successful sales of these goods to other customers could provide financial benefits to the contracts that
the Government has (or will have) with the respective contractor. Essentially, the contractor would experience
increased production volume, and potentially increased production efficiency, thereby reducing its total cost
incurred per good.
In order for these costs to be considered for acceptance, the following conditions should be in place:
The contractor would have to provide a cost benefit analysis to support the claim that the marketing
costs were of benefit to Canada. This would include details of the expected costs required to obtain
the additional customer with a comparison to the calculation of the expected decrease in production
costs to be realized in the contract with Canada. This evidence should be supportable, verifiable
and well documented.
A timeline for the realization of the cost savings benefit to Canada, as well as detailed parameters
on when the savings will be verified. This would include established checkpoints to validate whether
or not the cost savings are being achieved. In the event the savings are not occurring, the
parameters and contract should outline that the sales and marketing costs will no longer be
accepted or will require adjustment.
The acceptance of the sales and marketing costs, the parameters and the timelines all require
documentation in the contract or the Cost Accounting Practices (CAP) Submission.
Assessing the Appropriate Criterion
Sales and marketing costs may be Appropriate for a contract when:
the respective sales and marketing activities are ethical based on applicable Government policies
and regulations;
the nature of the costs is consistent with comparator information; and
the reimbursement of the costs, as it pertains to the impact on fairness for other suppliers, is
acceptable.
Ethical Considerations based on Applicable Government Policies and Regulations
Sales and marketing costs would not be Appropriate if the incurrence of such costs is unethical based on
applicable Government policies and regulations. One important Government policy to consider here is the
Values and Ethics Code for the Public Sector
47
. Based on this policy, the key factor to consider is whether
the nature of the sales and marketing costs maintain the perception of independence, in the relationship,
between the Government and the contractor, and are not perceived as a conflict of interest. The perception
of independence should be assessed from the lens of the Canadian taxpayer.
47
Value and Ethics Code for the Public Sector. Government of Canada, Treasury Board Secretariat of Canada. December 2011. http://www.tbs-
sct.gc.ca/pol/doc-eng.aspx?id=25049. Accessed 1 March 2018.
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As an example, entertainment costs, such as costs associated with attending a sporting event, would be
perceived as a conflict of interest in the relationship, between the Government and the contractor, and would
correspondingly not be considered Appropriate or Acceptable.
Consistency of the Nature of Sales and Marketing Costs with Comparator Information
The nature of sales and marketing costs should be consistent with comparator information, if available.
Sources of comparator information include but are not limited to:
internally available data for other contracts;
accessible data for contracts from other government procurement organizations;
accessible documentation, including historical and forward-looking financial reports, for the
contractor;
publically available financial reports for other companies in the contractor’s industry; or
publically available financial reports for other companies in the contractor’s geography.
Consider the below scenario for illustrative purposes only.
In the Assessing the Attributable Criterion section of the Analysis, it was assessed that the incurrence of
advertising costs, to solicit services from maintenance sub-contractors, may be Attributable.
Also, as per the Different Types of Sales and Marketing Activities section of the Analysis, forms of advertising
may include but are not limited to conventions, exhibits, free goods, samples, magazines, newspapers, trade
papers, direct mail, dealer cards, window displays, outdoor advertising, radio, television, and the Internet.
Assume it is assessed that radio or television forms of advertising would not typically be used to solicit
services from maintenance sub-contractors. Furthermore, assume it is assessed that online advertising is
the typical channel for soliciting services from maintenance sub-contractors.
For the above scenario, logically, the sales and marketing costs related to radio or television advertising
would not be Appropriate, whereas online advertising costs could be Appropriate.
Impact on Fairness for other Suppliers
Consideration should be provided to whether the inclusion of sales and marketing costs for a contract would
improve the competitive position (i.e., through increased customer revenues and decreased production costs)
of the respective contractor within its region or industry. This may occur when the intent of the sales and
marketing costs is to decrease the production costs of the contracted goods by increasing the customer base
and correspondingly production volume of the contractor. For such a circumstance, the contracting officer
should, with proper consultation
48
, assess the following.
Is the inclusion of the sales and marketing costs in the contract due to the contract’s integration with
other Government of Canada mechanisms or programs (i.e., for the purpose of achieving strategic
outcomes)?
48
The contracting officer may be required to consult internal or external expertise.
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Would the inclusion of the sales and marketing costs be viewed as a fair subsidy to the contractor or
the contractor’s region or industry
49
?
Clear documentation of the cost savings or strategic benefit to Canada, as well as the plan for validation and
monitoring of this benefit, in the CAP Submission or the Contract is required to demonstrate the fairness of
the decision.
Assessing the Reasonable Criterion
When assessing what constitutes a Reasonable amount for Attributable and Appropriate sales and marketing
costs, factors including, but not limited to the below should be considered.
Does the cost amount justify the expected return on benefits for the Government?
Is the cost amount consistent with comparator information?
Is the cost amount net of applicable credits?
Does the cost amount comply with any limits that may have been pre-authorized in the contract?
Has the cost amount been allocated fairly between the Government and the contractor with
consideration for the benefits associated with the costs?
Comparing the Cost Amount to Expected Return on Benefits
It should be clearly demonstrated that the amount of sales and marketing costs incurred by the contractor
justifies the expected return on benefits for the Government. Benefits for the Government can be of either a
quantitative nature (e.g., production cost savings) or qualitative nature (e.g., achievement of strategic policy
outcomes).
When the primary intent of the sales and marketing costs is to reduce production costs for the contracts that
the Government has with the respective contractor, the contractor should demonstrate that the production
cost savings for these contracts is at least equivalent to the respective sales and marketing costs that have
been incurred. This cost benefit analysis and the agreed parameters of the agreement, including validation
and time periods should be documented and noted in the contract or CAP Submission, as detailed above in
the Assessing the Attributable Criterion section.
When the incurrence of sales and marketing costs are linked to the achievement of strategic outcomes, a
cost-benefit analysis could be or could have been conducted in order to determine the level of costs to the
Government that would justify the achievement of the respective benefits.
50
This cost benefit analysis and
the agreed parameters of the agreement, including validation and time periods should be documented and
noted in the contract or CAP Submission.
Consistency of the Amount of Sales and Marketing Costs with Comparator Information
The amount for and sales and marketing costs should be consistent with available comparator information.
Potential sources of comparator information are identified in the Assessing the Appropriate Criterion section
of the Analysis.
49
The perception of an unfair subsidy could result in a legal challenge and/or harm to Canada’s reputation internationally.
50
This is particularly important when assessing benefits of a qualitative nature.
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For example, the amount for and sales commissions should be informed by industry sales commission rates.
Adjusting the Cost Amount for Applicable Credits
The amount for Attributable and Appropriate sales and marketing costs should be reported net of applicable
credits. Applicable credits may include Government funding, such as grants or subsidies, the contractor is
receiving to conduct sales and marketing activities to achieve strategic Government outcomes. The nature
and amount of any related funding or credits should be disclosed by contractors and the sales and marketing
costs should be adjusted accordingly.
Compliance of Cost Amount with Pre-Authorized Contract Parameters
A contract may contain limits for the amount of sales and marketing costs that can be reimbursed to the
respective contractor. The inclusion of limits may be of more relevance when the contractor has multiple
active contracts with the Government.
For example, there may be a limit for the percentage of contractor indirect sales and marketing costs that
can be allocated to Government contracts in relation to the total cost of the Government contracts (i.e.,
contractor indirect sales and marketing costs can comprise up to X% of the total cost of the contractor’s
Government contracts).
These limits should be documented in the contract or CAP Submission.
Fairly Allocating Sales and Marketing Costs
Allocation to Contracts
To enable a reasonable and justifiable share of selling and marketing expenses to be charged against PSPC
contracts, the following practice should generally be adopted:
a. Selling and marketing expenses should be clearly identified by a contractor as distinct from other
indirect costs to the extent, where warranted, of creating a separate cost pool for these expenses;
b. Where a contractor manufactures more than one particular product or provides more than one particular
service, the selling and marketing expenses specifically identifiable with each particular product or service
should be allocated directly thereto with any general expenses being prorated equitably across all
products or services; and
c. A pro-rata share of the selling and marketing expenses allocated in accordance with b) above to the
particular products or services or family of products or services being acquired under the PSPC contract
included in the applicable overhead costs of the contract.
One specific consideration for the fair allocation of sales and marketing costs is that these costs can provide
future benefits to both the Government and the contractor. As previously identified, the benefits for the
Government can be of either a quantitative or qualitative nature.
When the primary intent of sales and marketing costs is to reduce contractor production costs, the
Government will potentially benefit from reduced contract costs and the contractor will potentially benefit from
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increased sales and reduced costs. As such, the sales and marketing costs could be allocated between the
contractor’s Government contract(s) and non-Government business activities in proportion to amount of
financial benefits that are expected to be realized by the contractor and the Government’s contract(s).
51
Furthermore, costs could also be allocated over the period of time that would be expected for the benefits to
be realized.
When the incurrence of sales and marketing costs are linked to the achievement of strategic outcomes, the
results of a cost-benefit analysis would inform the fair allocation of these costs between the contractor’s
Government contract(s) and non-Government business activities.
51
The ratio of the contractor’s Government revenues to its total revenues can help inform a fair allocation.
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ANNEX 5.3.2 DISCUSSION PAPER - EXECUTIVE COMPENSATION AND BONUS
Executive Compensation and Bonus
Context
This discussion paper provides guidance to contracting officers in the negotiation of non-competitive
contracts or contracts where price negotiations with the successful bidder are required following a competitive
process.
This discussion paper is intended to help inform contracting officers, to prepare for contract negotiations and
manage the contract through its lifecycle. Based on the scale and complexity of the acquisition, this requires
considerable support from the contracting team, which may include price advisors, client department
representatives and other subject matter experts. This discussion paper is not intended to be a procedural
document.
Why This Matters?
As the types and dollar amounts of executive and employee compensation and bonus vary widely among
contractors and if contracts do not explicitly outline which executive compensation and bonus costs are
allowable and at what amount, there is a risk that Canada will overpay for the goods and services obtained.
Additionally, while some of these costs may be clearly identified as direct, they are typically included as
indirect costs and can represent a high proportion of these costs. With a more robust consideration and
treatment of executive compensation and bonus costs, resulting contracts will have further clarity of the
acceptability of these costs to help ensure value for Canada.
Clear guidance is required to help ensure that executive compensation and bonus costs are only included in
the contract cost base if they are Attributable, Appropriate, and Reasonable.
The current approach in Canada, as stated in the Contract Cost Principles is guided by the General Principle
1031-2 01. “The total cost of the Contract must be the sum of the applicable direct and indirect costs which
are or must be reasonably and properly incurred and/or allocated, in the performance of the Contract, less
any applicable credits. These costs must be determined in accordance with the Contractor's cost accounting
practices as accepted by Canada and applied consistently over time.”
Section 1031-2 07 states “unreasonable compensation for officers and employees” are considered non-
applicable costs to the contract. As a result, the current approach requires the contracting officer to determine
the reasonability of executive compensation and bonuses.
Recommendation
In alignment with the contract cost Acceptability criteria outlined in the Costing Standard, executive
compensation and bonus costs should be accepted for a contract when the costs are Attributable,
Appropriate, and Reasonable.
When assessing the criterion of Attributable, some key factors that should be considered include:
Are the executive compensation or bonus costs supportable and verifiable?
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Are the executive compensation or bonus costs required/beneficial for the performance of the
contract?
When assessing the criterion of Appropriate, some key factors that should be considered include:
Are the costs in accordance with the contractor’s internal compensation policy which are applied
when establishing contracts in the regular course of business?
Is the inclusion of the executive compensation or bonus consistent with benchmark and/or industry
norms?
Is the bonus in line with specific guidance Incentive Remuneration Bonus plans?
When assessing the criterion of Reasonable, some key factors that should be considered include:
What proportion does executive compensation or bonus represent? E.g., proportion of total cost of
contract, total executive compensation paid by contractor, total or bonus paid by the contractor. Is
this proportion consistent with benchmarks and/or industry norms?
It should be noted that the above factors for assessing the criteria of Attributable, Appropriate, and
Reasonable are not exhaustive. The above factors should be consulted alongside the applicable sections of
the Costing Standard.
Has the cost amount been allocated fairly between the Government and the contractor with
consideration for the benefits associated with the costs?
The above factors are presented in the logical order that contracting officers will need to follow when
assessing the acceptability of executive compensation and bonus costs. It should be noted that the identified
factors for assessing the criteria of Attributable, Appropriate, and Reasonable are not exhaustive. As such,
the identified factors should be consulted alongside the applicable sections of the Costing Standard.
Analysis
A. Executive Compensation and Bonus
Executive compensation includes monetary benefits which are given to the senior management of a company
and form the base pay of the executive, including:
Salary: reflects the extent of experience and sustained level of performance for a job or position
Benefit: deals with the provision of time off with pay, employee services, health care services,
allowable insurance protection and retirement incentives
Performance Incentives: rewards the extent of accomplishment agreement targets.
Perquisites: a special right or privilege enjoyed as a result of one's position, such as housing loans;
these are in addition to benefits offered to other employees.
Bonus payments are payments made to reward performance. These payments may be based on the
performance of the individual and/or of the company (e.g., amount of profit earned, share price etc.).
An additional consideration when assessing executive compensation, and bonus costs for a contract is talent
management. By incorporating executive and employee rewards, such as, bonuses into allowable costs
within the terms and conditions of the contract, contractors may be better positioned to further compensate
its employees to attract and retain top talent that may also provide value to Canada if the executive
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compensation were driven by achieving efficiencies and reducing overall costs of delivering the goods or
services.
For purposes of this discussion paper, consideration is given to help contracting officers determine the extent
to which the following cost types (and related amounts) should be included in a contract:
executive compensation base pay; and
bonus payments
Please note profit sharing is a system in which employees and executives receive a direct share of the profits.
A redistribution of profit is not a cost and as such is generally not acceptable as a contract cost.
B. Assessment
Overarching Considerations for Assessing the Acceptability of Executive Compensation and Bonus Costs
It should be noted that executive compensation and bonus costs may be an aggregate of other costs (e.g.,
sales and marketing costs, travel costs, etc.). Therefore, when assessing the acceptability of executive
compensation and bonus costs, the criteria of Attributable, Appropriate, and Reasonable should also be
assessed for the respective aggregate costs. Applicable discussion papers and cost specific considerations
from the Costing Standard should be consulted as required.
The contracting officer needs to exercise professional judgement in assessing the extent to which executive
compensation and bonus is Attributable, Appropriate, and Reasonable and may need to engage additional
support as needed from price advisors and possibly other subject matter experts.
Assessing the Attributable Criterion
Executive compensation and bonus costs may be Attributable when the costs:
are supportable and verifiable; and
are required for the performance of the contract.
Supportable and Verifiable
Executive compensation and bonus costs should be readily identifiable based on supported and verifiable
evidence that may include contract cost reports or similar information produced by the contractor.
The information from the contractor should:
describe the nature and purpose of the executive compensation and bonus costs;
identify direct executive compensation and bonus costs; and
identify indirect executive compensation and bonus costs.
Disclosed information should include the type of executive input, i.e., direct or indirect, to the contract delivery,
the executive compensation cost breakdown (e.g., base pay, bonus pay, etc.).
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Required for Performance of the Contract
The question whether executive compensation costs are required for the performance of the contract and if
they are direct or indirect cost must be addressed. Direct involvement of executive would result in their
compensation being directly attributed to the contract. If executive involvement is not direct, executive
compensation may be included in indirect costs or overhead. The extent to which executive compensation is
included in indirect costs or overhead and allocated to the contract should be assessed by the contracting
officer with support as needed from the contracting team (e.g., price advisor, or other subject matter
specialist).
As noted in the supportable and verifiable criteria, disclosed information should demonstrate how the
executive compensation and bonus costs contribute to the achievement of the contract either directly or
indirectly.
Assessing the Appropriate Criterion
Executive compensation and bonus costs may be Appropriate for a contract when the costs:
are in accordance with the contractor’s internal compensation policy which are applied when
establishing contracts in the regular course of business; and
are consistent with benchmarks or industry norms.
are in line with specific guidance of Incentive Remuneration Bonus plans (see below)
Regular Course of Business
To assess the extent to which contractors include executive compensation and bonus in their regular course
of business, the contracting officer should verify the contractor’s current policy, as well as the timing of the
policy, to ensure it was in place well in advance of contract negotiations to mitigate the risk of contractor
policy manipulation.
For example, the company’s general salary policy should be reviewed to ascertain the compensation is
uniformly paid according to the set criteria.
If the contracting officer can align the needs for the contract with the compensation costs that the contractor
typically provides, they could be considered an appropriate cost to Canada. It is expected that all other
contracts engaged in by the contractor would also follow similar compensation terms for executives as they
have been established through the regular course of business. Additional data may be available to the
contracting officer to demonstrate Canada’s experience with the contractor that may help determine the
extent to which these costs are typically included or not.
Benchmarks and/or Industry Norms
Benchmarks or industry norms can provide useful comparators by which a contracting officer and team can
assess the appropriateness of executive compensation and bonus costs. Data can be obtained from a variety
of sources including Statistics Canada, third party data providers and current and past contracts negotiated
by Canada. Contract officers and team should consider where the best sources of information can be
obtained from to assess the appropriateness of the executive compensation and bonus costs proposed by
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the contractor. It is also important to note that regional norms for compensation may differ even in the same
industry which can affect comparability of data (i.e., significant difference in what an executive is paid in
Toronto vs. Edmonton in the same industry).
Incentive Remuneration Bonus Plans
Incentive remuneration bonus plans are designed to link the performance of employees to the achievement
or organization objective.
See Annex 2, sub-section 2.4 for specific criteria that must be met in order for the costs to be Appropriate.
Assessing the Reasonable Criterion
Proportion
The reasonability of the executive compensation and bonus can be assessed based on the proportion of cost
represented compared to the total cost of the contract. In order to refine the determination of reasonable
proportions when assigning executive compensation and bonus costs to the contract, it may be beneficial for
Canada to apply a specific percentage depending on the type of good or service. For example, for a complex
project, based on Canada’s experience and supported by data from other PSPC contracts, it may be
appropriate that the maximum executive compensation and bonus costs represent x% of the total project
costs. Therefore, executive compensation and bonus costs exceeding any established threshold would not
be considered reasonable.
The use of percentages allows for adaptability with the size and requirements of the project. The use of
comparator data is a key element of Canada’s pricing framework and should include information from the
contracts negotiated by Canada. This will provide a source of useful benchmarks for the contracting team to
use.
Additional considerations for determining the reasonability of executive compensation include:
compensation paid to executives in similar positions, compared to related executive pay scales
surveys;
the executives previous experience, experience in other positions within the company and similar
appointments in other companies;
comparison of the compensation paid for the nature and scope of the work, or service, as defined
in the contract of service and/or the position description;
the size and complexity and the corporate management structure;
the companys general salary policy should be reviewed to ascertain the compensation is uniformly
paid, according to set criteria;
in the case of smaller contractors with a limited number of officers, the amount of compensation
paid to executives in the previous year should be reviewed, as a substantial increase over the prior
year tends to indicate compensation may be excessive, further investigation should be made to
determine whether the executives salaries are for services rendered, rather than a re-distribution
of the businesss profits;
the compensation paid to executives through related party transactions.
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ANNEX 5.3.3 DISCUSSION PAPER ASSET VALUATION
Asset Valuation
Context
Asset valuation is the process of determining the value of a companys assets, such as buildings, equipment,
brands, goodwill, etc.
This guidance on asset valuation is intended to provide contracting officers with additional information that
may help in understanding the complexities related to asset valuation when working with price advisors or
other specialists engaged to support them in preparing for contract negotiations and in managing a contract
through its lifecycle. Based on the scale and complexity of the acquisition, this requires considerable support
from the contracting team, which may include price advisors, client department representatives and other
subject matter experts.
For contracts where pricing is based on costs, the value attributed to the contractor’s assets has a direct
impact on the calculation of the contractor’s cost (i.e. historical cost or fair market value) and any resulting
profit calculation where asset depreciation expense is a component that is considered. There is a risk that
Canada may not award an appropriate level of profit if the cost of the asset is not representative of its value,
and if the resulting depreciation expense is not accurate.
Recommendation
It is recommended that historical cost be used for establishing the asset cost basis from which to negotiate
the price of a contract.
Use of a Cost Accounting Practices (CAP) Submission should be considered by contracting officers and/or
price advisors to identify and establish an agreement with the contractor on the accounting methods to be
used to recognize costs. A copy of the CAP Submission can be obtained at the following address:
https://gcdocs.gc.ca/tpsgc-pwgsc/llisapi.dll?func=ll&objaction=overview&objid=157226238
In the exceptional case, where fair market value might be used as the basis of valuing a contractor’s assets,
a reliable measurement needs to be established and documented to achieve best value for Canada. For
example, in exceptional situations where it may be in Canada’s best interest to consider compensating a
contractor for a fully depreciated asset (I.e. a contractor may be able to receive a significant amount of
revenue from the sale or lease of the asset which is fully depreciated. However this fully depreciated asset
is required to fulfill contract requirements but is not compensated for it’s use as a cost in a contract, as it is
fully depreciated) using fair market valuation (i.e. replacement cost) to motivate the contractor to retain the
asset for ongoing government contracts, may be considered. The fair market value (replacement cost) must
be demonstrated through supportable and verifiable evidence, and the related cost of the asset would be
included in the cost base of the contract. The contractor would calculate depreciation based on replacement
cost using methods consistent with those required for calculating depreciation using historical cost.
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Definitions and Considerations
While many asset valuation methods exist, there are three different asset bases that are commonly used to
determine the cost of an asset: historical cost, replacement cost, and opportunity cost. In order to efficiently
determine the acceptability of the contractor’s method for asset valuation, the contractor should provide
Canada access to supporting information for purposes of assessing the contractor’s approach. For example,
by including access to the appropriate information in the terms and conditions of the bid solicitation. This will
permit the parties to have open and honest discussions regarding cost and risk trade-offs and efficiencies
before finalizing the contract.
Historical Cost (Recommended)
Historical cost represents the actual cash outlay that was made for a particular good or service net of any
rebates and including any costs to delivery, install, etc. This information can generally be found in the financial
statements of contractors that follow Generally Accepted Accounting Principles (GAAP IFRS/ASPE).
Typically historical cost is used as the basis for establishing contract cost due to its inherent reliability.
Amounts are based on past transactions that can be verified and are generally viewed as a reasonable
indicator of future costs. In addition to its inherent reliability, historical cost also helps ensure that Canada will
not pay more for the use of the asset than the contractor originally paid.
Understanding how the historical cost of the asset was established and whether the depreciation is
attributable, appropriate and reasonable can be complex and may require the use of expert analysis.
Contracting officers may want to consult with price advisors or other experts for this analysis. Examples of
issues to consider include foreign exchange and taxes:
Foreign exchange that has been hedged by the contractor should follow accounting standards IFRS
9
52
for public companies or ASPE 3856
53
for private companies. Gains or losses resulting from
foreign exchange hedging that are related to the contract may correspondingly be deducted or added
to the cost base. The contracting officer should consult with other members of the procurement team
to determine if foreign exchange amounts should be included in the cost base or not.
Tax implications associated with assets owned by the contractor include provincial tax amounts that
may or may not be attributable or appropriate to include in the cost base. The contracting officer
should consult with other members of the procurement team to determine if tax amounts should be
included in the cost base or not.
Replacement cost and opportunity cost should only be considered for asset valuation when a supplier would
not be compensated fairly under a historical cost basis. Use of these alternatives should only occur when
they can be supported by a strong business case.
Where circumstances appear to support the use of alternatives other than historical cost, Canada should
also consider an outright purchase of the asset or direct compensation for opportunity cost exposures,
associated with the asset and removing this component from the price negotiations related to the larger
52
IFRS 9 Financial Instruments, https://www.iasplus.com/en/standards/ifrs/ifrs9
53
ASPE Section 3856 - Financial instruments, https://www.iasplus.com/en-ca/standards/part-ii-aspe/broad-topics/section-3856-financial-instruments
349 | Page Public Services and Procurement Canada August 2023
contract. This approach is similar to commodity or contract treatment recommended to address market
uncertainty and commodity and foreign exchange risks.
Replacement Cost
Replacement cost is a method to determine fair market value and represents the cost required to duplicate
a particular good or service under current market conditions. Replacement costs can show the changing
market dynamics and better reflect current market cost of goods, labour, overhead, etc. and may, in rare
instances, be a reasonable value to be included in the cost basis on which to negotiate the price of a contract.
When replacement cost is used as the basis of valuing a contractor’s assets, the cost needs to be assessed
against the overall value to Canada including economic, social, security, and other factors.
Measurement is a key risk of using replacement cost. It is less verifiable than historical cost and relies on
either comparable, relevant market value transactions of similar assets (i.e. in comparable condition), , or on
the expertise of a professional valuator. It is important to consider the basis on which the replacement cost
is determined and to ensure that any payments made for Canada’s use of contractor assets above the
historical cost are appropriate and required to maximize value for Canadians.
Where judgment is involved in determining asset values, care needs to be exercised, including the following
considerations:
If experts are involved, assurances are required that they are independent and no conflict of interests
exists in their relationship with the contractor,
Experts are duly accredited and in good professional standing.
If benchmarks such as property values are used, they should match the asset and approximate the
asset’s location. For example:
o Matching The asset is valued as though it is newly constructed, when the asset is not new;
or
o Location Use of out-of-market proxies, while similar facilities are selected, with rents
referenced are as found in downtown Toronto, but the asset’s location is Pickering.
It is important to consider whether the original cost of the asset was paid for by the government previously
as this may impact the contract to be negotiated for subsequent goods or services to Canada.
Opportunity Cost
Opportunity cost occurs when the contractor has alternative uses for the asset for which the market might
pay a significant premium. As a result of the significant difference between the current value of the asset and
its historical cost, the contractor may be faced with a large opportunity cost if the contractor is to continue
using the asset to deliver a contract for the government and forego the sale of it.
Opportunity cost is not generally recommended as a basis for asset valuation because it can be extremely
subjective. The process involves identifying appropriate alternative uses for an asset and requires
calculations of the expected value of future transactions. Verification for these factors may, in many cases,
not be possible because reliable sources of supporting data may not exist.
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A contractor taking the position that a business opportunity exists that would generate greater profit than the
contract with Canada would not necessarily be considered as relevant given that the contractor has already
chosen to forego that opportunity by entering into a contracting process with Canada. Negotiating a cost
basis for contract pricing based on assertions by a contractor that they ‘could but won’t’ engage in a more
profitable business alternative would likely lead to a less than desirable result for Canada.
Appendix A
Current Asset Valuation Guidance in Comparator Jurisdictions
The United Kingdom Single Source Regulations Office (SSRO) uses a principle based framework and allows
practitioners to exercise professional judgment in determining whether a particular cost basis is appropriate.
As a result, there is not clear direction provided on what cost basis should be used to determine the price of
the goods or services procured. The guidance specifically allows costs to be charged to the public sector
procurement authority if they are deemed to be appropriate, attributable, and reasonable by the reviewing
practitioner.
54
The costs should also be supported by adequate and sufficient evidence, assigned to contracts
only once, and are recorded and reflected in the books of account.
55
Re-evaluations of assets are permissible
but have to be agreed by the Secretary of State if they are to be Allowable.
56
The United States principles are more prescriptive, but do not specifically identify which cost basis is
appropriate. Under the Unites States Federal Acquisition Regulation, costs are allowable only when they are
reasonable, allocable, in accordance with standards promulgated by the Cost Accounting Standards Board
or generally accepted accounting principles, and the terms of the contract.
57
Article 31.202-2 (c) specifically
states that when “contractor accounting practices are inconsistent with this subpart 31.2, costs resulting from
such inconsistent practices in excess of the amount that would have resulted from using practices consistent
with this subpart are unallowable”.
58
Most specifically this would include replacement and opportunity costs
not being allowable consistent with the United Kingdom. Therefore, historical costs would be deemed to be
appropriate cost basis under the United States guidance as well.
Australia’s Department of Defence Capability Acquisition and Sustainment Group is very similar to the United
Kingdom in that it is principles based and allows for judgment to be exercised. It does not specifically identify
what cost basis should be used, but again suggests that the contractor’s accounting system for identifying
the contract cost should be “based on sound accounting principles, appropriate for the purpose of the
contract, and internal control practices, consistently applied”.
59
Therefore, similar to the guidance identified
above from the United Kingdom and United States, a contractor’s use of cost basis depends on what is
specifically authorized in Australian Government-Department of Defence-Capability Acquisition and
Sustainment Group, Capability Acquisition & Sustainment Group Cost Principles accounting standards. As
54
Single Source Regulations Office, Single source cost standards-Statutory guidance on Allowable Costs, July 2016,
https://assets.publishing.service.gov.uk/government/uploads/system/uploads/attachment_data/file/609688/Allowable_Costs_guidance_1_July_2016_-
_Final_WEB2.pdf>, accessed August 14, 2017.
55
Ibid.
56
Ibid.
57
United States General Services Administration Federal Government, Federal Acquisition Regulations, August 17, 2007,
https://www.acquisition.gov/sites/default/files/current/far/pdf/FAR.pdf, accessed August 14, 2017.
58
Ibid.
59
Australian Government-Department of Defence-Capability Acquisition and Sustainment Group, Capability Acquisition & Sustainment Group Cost Principles,
September 2015, http://www.defence.gov.au/casg/Multimedia/CASG_Cost_Principles_(Sep_2015)-9-4057.pdf>, accessed August 14, 2017. CAGS Revised to
v2.0 October 2017 http://www.defence.gov.au/casg/Multimedia/CASG_Cost_Principles-9-8642.pdf. Accessed March 24, 2018
351 | Page Public Services and Procurement Canada August 2023
identified above, the historical basis of cost recognition is supported by the International Financial Reporting
Standards (IFRS), and the replacement cost and opportunity cost basis of valuation are not permitted.
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ANNEX 5.3.4 DISCUSSION PAPER TRANSFER PRICING
Context
In line with guidance provided in the Costing Standard, Sub-Section 4.19, this discussion paper on transfer
pricing is intended to help inform contracting officers, to prepare for contract negotiations and manage the
contract through its lifecycle. Based on the scale and complexity of the acquisition, this may require
considerable support from the contracting team, which could include price advisors, client department
representatives and other subject matter experts.
Transfer pricing refers to the prices set for goods or services that are exchanged among related parties
(affiliated or entities under common control, joint control or significant influence). The “Transfer Price” is the
price at which a supplier sells its goods or services to a related party buyer.
This document provides information to help contracting officers identify whether the final cost of a procured
good or service is valued fairly in situations where the goods or services may have been exchanged through
several transactions among related parties, and to help mitigate the risk of profit overpayment by Canada.
Transfer pricing policies and practices are typically used to determine the price of a good or service
transferred between related parties (entities under common control, joint control or significant influence). The
appropriateness of transfer pricing practices should also be extended to consortium or subcontractor
arrangements where significant influence over pricing may exist between the parties, even if the entities
involved would not otherwise be considered as related.
For government contracts, the final costs of a procured good or service may be a derivative of transfer prices,
particularly when the procured good or service has progressed through a supply chain involving multiple
related parties.
A simplified example of a transfer pricing arrangement for a contractor selling equipment to the Government
is depicted below. The example, including amounts and transfer price and contract price calculations, are for
illustrative purposes only.
353 | Page Public Services and Procurement Canada August 2023
Exhibit A5.34.a. - Example of a Transfer Pricing Arrangement
Related Party 1 Raw
Material Supplier (e.g.
unprocessed minerals,
refined metals, etc.)
Cost Incurred: $110M
Transfer Price: $120M
Related Party 2
Manufacturer (e.g.
processed and semi-
finished materials, etc.)
Price Paid for Raw Materials: $120M
Additional Cost Incurred: $200M
Total Cost Incurred: $320M
Transfer Price: $380M
Prime Contractor
Original Equipment
Manufacturer (e.g. aircraft,
tanks, etc.)
Price Paid for Processed Metals: $380M
Additional Cost Incurred: $420M
Total Cost Incurred: $800M
Final Contract Price: $900M
Value Added
The following table further illustrates how to calculate the reasonable profit for the above scenario:
When costs and profits are considered from the perspective of only the Prime Contractor, it may
appear that the total cost and profit incurred for the equipment are $800M and $100M
respectively. However, when costs and profits are considered from the perspective of the entire
supply chain, the total cumulative cost and profit incurred are in substance actually $730M and
$170M, respectively. $70M
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of profit has already been incurred due to the transfer price
amounts established by Related Party 1 and Related Party 2.
In reality, the above supply chain for the purchased equipment could be much more complex and might
involve several additional parties (internal divisions or subcontractors). When the supply chain of a procured
good or service is complex, there is risk that the final costs, and correspondingly the final price, of the
60
$70M = [$120M-$110M]+[$380M-$320M] or $10M+$60M
Related Party
Transactions
Cost
Additional cost
(by each related
party)
Total
cost
Profit
%
Transfer price
Profit
on
additional
cost only
A
B
A+B
C
A+B*(1+C)
B*C
Related party 1
N/A
110
110
9.09%
120
10
Related party 2
120
200
320
30%
380
60
Prime
contractor
380
420
800
23.81
%
900
100
Totals
730
900
170
354 | Page Public Services and Procurement Canada August 2023
procured good or service could be unreasonable if the transfer price charged at a particular stage of the
supply chain does not align with the value added to the procured good or service.
Recommendation
The transfer prices used to derive the final costs
61
of a purchased good or service should be
reasonable.
To be reasonable, transfer price amounts should align with the value
62
added to the procured good
or service by the respective related parties. In alignment with the Organization for Economic Co-
operation and Development (OECD) Transfer Pricing Guidelines for Multinational Enterprises and
Tax Administrations 2017
63
, the amount of value added by a related party to the procured good or
service, should be assessed based on the related party’s functions performed, assets employed,
and risks assumed in respect to the good or service.
Furthermore, contracting officers should assess the total cumulative profit incurred during the
supply chain (i.e., between related parties) of a procured good or service to determine if the
respective final cost is reasonable.
The use of a Cost Accounting Practices Submission to identify and establish an agreement with the
contractor on accounting methods to be used for transfer pricing should be considered in
consultation with the Procurement Support Services Sector.
The proposed recommendation aligns with one of the objectives of the OECD's Base Erosion and Profit
Shifting (BEPS) project, and transfer pricing legislation
64
that CRA adopts, which is to develop transfer pricing
guidelines that align transfer pricing outcomes with value creation.
65
The intention of these recommendations
is to align to objectives and processes already adopted by an organization to meet other financial reporting
requirements.
Application
Assessing if Transfer Prices are Reasonable
Importance of the Procured Good/Service Value Chain When Assessing Reasonability
Application of the above Recommendations requires that transactions occur under arm’s length terms and
conditions. The arm’s length principle is designed to prevent income shifting. This differs from the concept of
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The contracting officer must ensure that these costs first meet the criteria of Attributable and Appropriate.
62
Value added should be considered from the perspective of value provided to Canada.
63
Organization for Economic Co-operation and Development, OECD Transfer Pricing Guidelines for Multinational Enterprises and Tax Administrations 2017, July
2017, http://www.keepeek.com/Digital-Asset-Management/oecd/taxation/oecd-transfer-pricing-guidelines-for-multinational-enterprises-and-tax-administrations-
2017_tpg-2017-en#.WZ2Y8cLfOUk#page36, Accessed 23 August 2017.
64
Transfer Pricing, Government of Canada, https://www.canada.ca/en/revenue-agency/services/tax/international-non-residents/information-been-moved/transfer-
pricing.html
65
Base Erosion and Profit Shifting. OECD. October 2017. https://www.oecd.org/ctp/transfer-pricing/Compilation-revised-guidance-profit-splits-2017.pdf.
Accessed 1 March 2018.
355 | Page Public Services and Procurement Canada August 2023
fair market value, which is intended to convey the value of assets and liabilities based on a hypothetical
market.
In order to assess if transfer price(s) are reasonable, the procurement team will need to understand the value
chain, the set of activities that generate value for the procured good or service, and how each related party
contributes to this value. In accordance with OECD guidelines, value can be based on the significance of:
The functions performed by the related party (e.g., manufacturing, research and development,
administration, sales and distribution, etc.);
The assets employed by the related party (production equipment & machinery, patents, office
equipment, etc.); and
The risks assumed by the related party (credit risk, market risk, product/service liability risk,
technology risk, etc.).
Based on the above factors, if it is determined that the related party does not contribute significant value to
the procured good or service, it would be expected the transfer price established by the related party is not
much higher than the total cost incurred by that related party.
For example, for the purchased equipment, as per Exhibit 1 in the Context section, it is reasonable to assume
that the transfer price profit percentage (in relation to total cost incurred) charged by the raw material supplier
(i.e., Related Party 1) would be less than the profit percentage charged by the manufacturer (i.e., Related
Party 2).
Consideration should be given for including documentary support for transfer pricing as part of the contractual
requirements. For example, the documentary support required by the Canada Revenue Agency (CRA)
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and
identified in subsection 247(4) of the Income Tax Act includes:
The terms and conditions of the transaction and their relationship, if any, to the terms and conditions
of each other transaction entered into between the participants in the transaction
The identity of the participants in the transaction and their relationship to each other at the time the
transaction was entered into
The functions performed, the property used or contributed, and the risks assumed, in respect of the
transaction, by the participants in the transaction
The data and methods considered, and the analysis performed to determine the transfer prices or
the allocation of profits or losses or contributions to costs, as the case may be, in respect of the
transaction and
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https://www.canada.ca/en/revenue-agency/services/tax/international-non-residents/information-been-moved/transfer-
pricing/09.html#ContemporaneousDocumentationUnderSubsection2474
356 | Page Public Services and Procurement Canada August 2023
The assumptions, strategies and policies, if any, that influenced the determination of the transfer
prices or the allocation of profits or losses or contributions to costs, as the case may be, in respect
of the transaction
Monitoring Cumulative Profit to Assess Reasonability
Contracting officers should assess and analyze the total cumulative profit incurred throughout the supply
chain (i.e., between all related parties) of a procured good or service using the profit percentage to determine
if the respective final cost is reasonable. This profit percentage should be calculated before a contract profit
rate is applied to the final cost. For example, as per Exhibit A5.3.4.a. in the Context section, the profit
percentage incorporated in the final cost would be equal to 9.6% (Profit [$70M] / Cost [$730M]).
Considerations for assessing whether this profit percentage is reasonable include:
Monitoring if there are any material variations in the respective profit percentage for the good or
service provided during the period of the contract; and/or
Comparing the profit percentage for the supply chain (i.e., between related parties) of the good or
service to available and relevant benchmark information (e.g., industry, similar contracts, etc.)
Contracting officers should consider this profit percentage when determining the appropriate
contract profit rate to apply to the final cost.
To monitor the total cumulative profit incurred during the supply chain of a procured good or service, open
access to certain company documentation is required. Examples of documentation to consider for review are
described further in the Information to Review when Assessing the Reasonability section.
Risks to Consider when Assessing Reasonability
When assessing if transfer prices are reasonable, the procurement team should be aware of the below risks:
Intra-company transfer prices may include a profit component by a division to assess divisional
performance. There is a risk that transfer prices may be inflated when the performance objectives of
a division do not align with the performance objectives of the whole organization (e.g., a division is
evaluated based only on its own profits). Ensure that any intra-company profits included do not result
in an overstatement of costs beyond what would be reasonable in an arms-length transaction.
Inter-company transfer prices may be manipulated for tax avoidance purposes or to artificially
inflate prices and resulting profits. For example, if a contractor has a subsidiary in a low tax rate
country, there exists the risk that the subsidiary will charge an inflated transfer price to the
contractor for tax avoidance purposes. It should be noted that there are tax regulations in place to
mitigate this from occurring.
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Information to Review when Assessing the Reasonability
In assessing if the final costs of a procured good or service, which are a derivative of transfer prices, are
reasonable, the following information should be considered for review.
Information to Review
Considerations
Contractor’s policy and documentation
on inter-company and intra-company
transactions and transfer prices.
Consistency of the company’s stated policies and
financial records used for other purposes (e.g.,
audited financial statements).
Contractor, and related party, contracts
and invoices for similar goods or
services provided to other customers
(both government and non-government).
The transfer prices charged in a sample
of other contracts (e.g., with value chain
activities of a similar nature).
Consistency in the application of the proposed
transfer pricing method with the price charged to
other customers, with appropriate consideration of
any differences in the requirements or risk
associated with the contracts.
Supporting documentation showing
build-up of price and underlying costs.
Confirmation that the proposed transfer price has
been calculated in accordance with the contractor’s
transfer pricing policy
Confirmation that the related parties’ costs are in
compliance with Canada’s Cost and Profit Policy
Tax returns filed with the tax
administration containing transfer prices
Conformation that the transfer price for tax purposes
is aligned with the Organization for Economic Co-
operation and Development (OECD) or Canada
Revenue Agency (CRA) Transfer Pricing Guidelines
Note that open access to company documentation is required to determine if transfer prices are reasonable.
Appendix A
Current Transfer Pricing Guidance in Comparator Jurisdictions
Australia: Transfer pricing must comply with applicable tax rules. All documentation held by the contractor
for tax regulation purposes must be made available to the Government for review should the documentation
be requested.
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United States: The transfer price shall be the cost incurred with allowances being made for price when it is
an established practice of the transferring organization, and the contracting office has not determined the
price to be unreasonable.
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67
Australian Government-Department of Defence-Capability Acquisition and Sustainment Group, Capability Acquisition & Sustainment Group Cost Principles,
October 2017, http://www.defence.gov.au/casg/Multimedia/CASG_Cost_Principles-9-8642.pdf , Accessed 1 March 2018.
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United States General Services Administration Federal Government, Federal Acquisition Regulations, 17 August 2007,
https://www.acquisition.gov/sites/default/files/current/far/pdf/FAR.pdf , Accessed 23 August 2017.
358 | Page Public Services and Procurement Canada August 2023
United Kingdom: The Single Source Regulations Office (SSRO) does not provide explicit guidance on
transfer pricing. However, it’s Guidance on the Baseline Profit Rate and its Adjustment contains a profit on
cost once adjustment (POCO) clause.
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The adjustment ensures that if a party to a qualifying defence
contract enters into a single source subcontract with another group member, and this group subcontract is
necessary to enable the performance of the qualifying defence contract, then profit arises only once in relation
to allowable costs included in the group subcontract price.
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Guidance on the Baseline Profit Rate and its Adjustment. SSRO, 15 March 2017,
https://www.gov.uk/government/uploads/system/uploads/attachment_data/file/599881/SSRO_Guidance_on_the_baseline_profit_rate_and_its_adjustment_2017-
18.pdf . Accessed October 26, 2017.
359 | Page Public Services and Procurement Canada August 2023
ANNEX 5.3.5 DISCUSSION PAPER PRODUCTION CAPACITY AND INDIRECT COSTS
ALLOCATION
Context
This guidance is intended to provide contracting officers with additional information that may help in
understanding the complexities related to the methods available for the allocation of indirect costs when
working with price advisors or other specialists engaged to support them in preparing for contract negotiations
and in managing a contract through its lifecycle.
This discussion paper is not intended to be a procedural document. Based on the scale and complexity of
the acquisition, considerable support might be required from the contracting team, which may include price
advisors, client department representatives and other subject matter experts. Contracting officers are
encouraged to consult with the Procurement Support Services Sector (PSSS).
Definitions
Production capacity (“capacity”) represents the volume of activity (e.g. labour hours, machine hours) a
contractor’s resources (e.g. labour, equipment, etc.) can sustain in order to produce goods over a specified
time period.
These resources will generally have indirect costs, such as, but not limited to, salaries (i.e. for labour) or
depreciation (i.e. for equipment), associated with them. These associated indirect costs can be allocated to
a contract, if they meet the prerequisite conditions of being attributable, appropriate, and reasonable
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, using
either an estimated indirect cost rate or the actual indirect costs incurred. Estimated indirect cost rates are
determined by dividing the estimated total indirect costs associated with the respective resources by the
capacity of those resources.
In a production (“manufacturing”) setting, there are four main capacity basis types that can be used to allocate
indirect costs.
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1 Theoretical capacity: the maximum volume of activity that can be attained by a contractor’s
resources (e.g. labour, equipment, etc.), over a specified time period, that does not allow for any
normal idle time (e.g. maintenance on equipment, employee vacations, etc.).
2 Practical capacity: the maximum volume of activity that can realistically be attained and sustained
by a contractor’s resources that allows for normal idle time (theoretical capacity minus normal idle
time).
3 Normal capacity: the forecasted volume of activity expected to be achieved by a contractor’s
resources, to satisfy average customer demand for contractor goods, over a number of periods (e.g.
3-5 years) under normal circumstances, taking into account seasonal, cyclical, and trend factors.
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Further clarification on the prerequisite conditions of the attributable, appropriate, and reasonable criteria is provided in the Allocating Direct and Indirect Costs
section of the Costing Standard.
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Brierley, John A, et al. Reasons for Adopting Different Capacity Levels in the Denominator of Overhead Rates. 2006, https://cmaaustralia.edu.au/wp-
content/uploads/2021/10/JAMAR8-Reasons_for_Adopting-Different-Final.pdf. Accessed Sept. 2017.
360 | Page Public Services and Procurement Canada August 2023
4 Budgeted capacity: the anticipated volume of activity expected to be achieved by a contractor’s
resources, to satisfy customer demand for contractor goods, for the upcoming period (e.g. upcoming
year).
The first two types are measures of supply of capacity, while the last two types are measures of demand for
capacity. Refer to Appendix A. Measuring Capacity for details on how to measure the amount of supply and
demand for capacity of a contractor.
Excess capacity can be defined as the supply of capacity minus actual capacity utilized by the contractor to
fulfil demand.
Recommendation
In establishing overhead rates or burden for the purposes of contract pricing, practical capacity of a
contractor’s resources should be used as the base for allocating indirect costs because it provides the most
accurate representation of the cost of capacity used.
1. For contracts using a cost reimbursable basis of payment, contract pricing can be established using
allocable estimated or actual indirect costs;
Where contract pricing is based on the allocation of actual indirect costs, the process for
establishing any preliminary overhead rates and adjusting these rates for actual indirect costs
must be defined in the contract terms.
Where contract pricing is based on the allocation of estimated indirect costs, the estimated
overhead rates and, if applicable, any process for amending overhead rates on a periodic basis,
needs to be included in the contract terms.
2. The use of a Cost Accounting Practices (CAP) Submission to identify and establish an agreement
with the contractor on accounting methods to be used for indirect cost allocations should be
considered in consultation with the Procurement Support Services Sector.
The use of practical capacity motivates the contractor to manage production capacity so as to avoid or
minimize un-allocable indirect costs associated with excess or idle capacity.
Application
Consider the below simplified calculation for clarity on how an indirect cost rate is determined.
A. Capacity of Resources
1,000 hours
B. Indirect Costs for Resources
$10,000
C. Indirect Cost Rate
$10/hour (B / A = $10,000 / 1,000)
The capacity of resources may be measured by the supply of capacity of the resources or the demand for
capacity of the resources. Ideally, a contractor’s supply of and demand for capacity should be:
determined using the same measurement basis (“capacity bases” or “capacity basis types”);
equal in order to avoid excess capacity; and
simple to forecast (i.e. to calculate an accurate estimated indirect cost rate).
361 | Page Public Services and Procurement Canada August 2023
Based on the above premises, the indirect cost rates calculated using supply of capacity and demand for
capacity would be identical and accurate. However, as explained in this paper:
different measurement bases are used in practise to determine supply of capacity and demand for
capacity;
achieving equilibrium between supply of and demand for capacity is difficult and sometimes not
feasible, resulting in the incurrence of excess capacity costs for the contractor’s respective
resources; and
forecasting supply of and demand for capacity is not simple.
Considering this, the amount of indirect costs allocated to a contract can vary depending on:
the capacity basis type used to calculate the indirect cost rate; and
whether the estimated indirect costs allocated to the contract are adjusted to reflect updated or actual
data points.
Example A5.3.5.a. Purchase of Produced Goods
Canada has a cost reimbursable contract with a contractor to produce 500 units of armoured vehicle tires
over 2 years. Indirect labour costs are to be allocated to the contract based on the practical capacity of direct
labour hours. The contractor estimates that it will incur $100,000 of estimated indirect labour costs and that
each unit will require 10 direct labour hours to produce. Practical capacity was determined to be 10,000 direct
labour hours. After validation exercises, actual indirect costs were determined to be $90,000 and it took 10
direct labour hours to produce each unit.
Number of units produced
500
Direct labour hours/unit
10
Practical capacity (direct labour hours)
10,000
Estimated indirect costs
$100,000
Actual indirect costs
$90,000
Based on data given above:
1. If Canada agreed that contract pricing would be based on the allocation of estimated indirect costs, the
overhead rate and allocated indirect costs would be as follows:
Estimated overhead rate = Estimated total indirect costs / Practical capacity
Estimated overhead rate = 100,000 / 10,000
Estimated overhead rate = $10/hour
Allocated indirect costs = Units produced * Direct labour hours/Unit * $/Direct labour hour
Allocated indirect costs = 500 * 10 * 10
Allocated indirect costs = $50,000
362 | Page Public Services and Procurement Canada August 2023
A periodic review and if applicable, an amendment, of overhead rates should be considered.
2. If Canada agreed that contract pricing would be based on the allocation of actual indirect costs, the initial
overhead rate would be based on the above estimates and an adjustment could be made for actual
indirect costs after year end.
Allocated indirect costs would initially be $50,000 as above.
Actual indirect costs would be allocated as follows:
Actual overhead rate = Actual total indirect costs / Practical capacity
Actual overhead rate = 90,000 / 10,000
Actual overhead rate = $9/direct labour hour
Allocated indirect costs = Units produced * Direct labour hours/Unit * $/Direct labour hour
Allocated indirect costs = 500 * 10 * 9
Allocated indirect costs = $45,000
An adjustment of $5,000 would be made to reflect pricing based on the allocation of actual indirect costs.
Example A5.3.5.b. Purchase of Produced Goods and Standby Capacity
There are exceptional situations when Canada may specifically create a contract for standby capacity. In
these cases, Canada is compensating the contractor for indirect costs such as overhead and maintenance
to keep production facilities open and available to exclusively produce goods for Canada. The cost for
standby capacity is an additional and separate cost from the cost of goods that Canada would normally
purchase from the contractor.
The following example demonstrates the application of allocating indirect costs based on practical capacity
and applying the overhead rate to determine costs associated with capacity utilised and standby capacity:
Canada formed a contract with Company X to purchase 500,000 flu vaccines per year for the next 5 years.
Each batch of 500 vaccines takes one (1) machine hour to complete. The contractor’s practical capacity was
determined to be 1,600 machine hours. The allocable indirect costs associated with producing the vaccines
at practical capacity is $400,000. Canada has agreed to pay for indirect costs associated with standby
capacity to ensure a sovereign supply of vaccines at practical capacity, if and when needed. Company X has
a separate contract with a private organization that requires 200,000 flu vaccines per year for the next five
years. The following table summarizes data relevant to this example for the first year:
Practical Capacity
1,600 machine hours
Capacity Utilised by Canada (500,000 / 500)
1,000 machine hours
Capacity Used for Private Contract (200,000 / 500)
400 machine hours
Standby Capacity (1,600 1,000 400)
200 machine hours
Estimated Total Indirect Costs to Produce Vaccines at
Practical Capacity
$400,000
Canada has agreed that direct labour and material will be burdened using an overhead rate based on
estimated total indirect costs over practical capacity. Therefore, the overhead rate is:
363 | Page Public Services and Procurement Canada August 2023
$400,000 / 1,600 = $250/machine hour
The indirect costs charged to direct labour and materials for producing 500,000 flu vaccines for Canada is
$250,000, calculated as:
$250 * 1,000 = $250,000
Standby capacity represents capacity that is not currently being used for sales to Canada or other customers
(200 machine hours). Indirect costs associated with standby capacity is still calculated based practical
capacity. Thus, the overhead rate remains the same, which results in a standby capacity cost of $50,000,
calculated as:
$250 * 200 = $50,000
As Canada has agreed to pay for any standby capacity for a sovereign supply of vaccines, the above standby
capacity cost of $50,000 could be claimed separately by the contractor under the terms of the contract.
This example demonstrates how indirect costs should be allocated based on practical capacity to determine
an overhead rate to apply to capacity utilised and standby capacity. Note that the sum of indirect costs
associated with capacity utilised by all customers and standby capacity is the same as when Company X’s
production facility is producing at practical capacity.
Example A5.3.5.c. Purchase of Services
The concepts in this discussion paper can be equally applied to contracts for services such as consulting,
accounting, and maintenance. The following example illustrates the use of practical capacity to establish an
overhead rate for a service contract.
Department of National Defence has availed the use of services by a contractor specializing in repair and
overhaul of Light Armored Vehicles (LAVs). The annual number of labour hours required by DND is 580 direct
labour hours. The contractor’s annual total available practical capacity is 600 direct labour hours. Total annual
estimated indirect costs are $75,000. The contracting officer decided to use estimated costs to determine the
overhead rates.
The following table summarizes data relevant to this example:
Practical Capacity
600 direct labour hours
Capacity Utilised
580 direct labour hours
Total annual estimated indirect costs to provide
repair and overhaul services
$75,000
Using practical capacity as a base, the overhead rate should be:
75,000 / 600 = $125/hour
Thus, the indirect costs charged to the contract for providing 580 direct labour hours of repair and overhaul
services is calculated as:
$125 * 580 = $72,500
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This example demonstrates how indirect costs should be allocated using practical capacity to determine an
overhead rate that is applied to capacity utilized in a service arrangement. The underlying application is the
same regardless of nature of contract i.e., services or goods.
Considerations for Practical Capacity
Forecasting Practical Capacity
A contractor will be required to forecast its practical capacity when the contract in question requires the use
of an estimated rate to allocate indirect costs. Contracting officers should be aware that forecasting practical
capacity is challenging due to the uncertainty of the below factors
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.
1 The forecasted demand for the contractor’s goods. There may exist uncertainty surrounding the
impact of seasonal, cyclical, and trend factors (e.g. future economic conditions), on forecasted
demand for goods. Furthermore, there may exist uncertainty around the scope and the number of
goods required by a contractor’s existing or prospective customers. Such circumstances will make
accurately estimating forecasted demand for capacity, and correspondingly forecasted practical
capacity, difficult.
2 The future requirement for contractor excess capacity as a result of customer needs. A
contractor may incur excess capacity as a result of customer needs. The requirements for excess
capacity can be uncertain, making it difficult to accurately estimate forecasted practical capacity.
3 The contractor’s future resource mix. A contractor’s practical capacity will vary with the mix of
resource types used by the contractor. For example, a contractor may shift its reliance from primarily
labour resource types to automated equipment. Such a change would have an effect on both the
amount of demand for capacity and practical capacity of a contractor. Furthermore, the feasibility
and sensibility for a contractor to adjust its practical capacity levels, to match demand for capacity,
on a short-term basis, will vary with the mix of resource types and the resourcing model used by the
contractor.
4 The future efficiency of the contractor’s existing resources. A contractor’s demand for capacity
will vary with the efficiency of its resources. Resource efficiency of a contractor’s existing resources
can increase due to changes such as, but not limited to, labour learning curve effects, production
process improvement, and equipment upgrades. For example, a contracted project may take 10%
less time to complete than estimated due to learning curve effects realized by the contractor’s
employees. Conversely, efficiency can decline due to reduced employee morale, outdated
production processes and aging equipment. Such resource efficiency changes, and corresponding
capacity impacts, can be uncertain, making it difficult to accurately estimate forecasted practical
capacity.
Evidently, developing an accurate estimate of a contractor’s practical capacity can be challenging due to the
uncertainty of the above factors. The above factors can also have a significant impact for the contractor on
the amount of indirect costs incurred, the amount of goods produced, and the amount of resource capacity
used per good produced.
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It should be noted that this list of factors is not necessarily inclusive. Internal contractor policy, external regulatory, and other factors could also impact the
forecast of contractor practical capacity. For purposes of this discussion paper, this list encompasses the significant/frequent factors that may the forecast of
contractor practical capacity.
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Supportability and Verifiability of Practical Capacity
The contractor’s reported practical capacity amount should be supported by proper evidence including, but
not limited to, documentation, data, assumptions, and supporting calculations. It is important for the
contracting officer to verify that the practical capacity amount, used to determine the corresponding indirect
cost rate, is traceable to this evidence and is accurate. If the contractor’s practical capacity amount is not
traceable and accurate, and subsequently misstated, the indirect costs allocated to a contract may not be
reasonable.
In order to verify the practical capacity amount, the contracting officer should:
Review contractor supporting evidence;
Assess the contractor’s reported practical capacity amount against sources of comparator
information including historical data, industry information, equipment information, labor regulations,
and others;
Consider the involvement of an expert (e.g. price advisor or auditor) from the Procurement Support
Services Sector (PSSS) to assist in verification of reported practical capacity.
Note that open access to certain company information may be required to verify the practical capacity
amount. The contracting authority should ensure that appropriate open book or appropriate audit clauses
are included in the final contractual agreement as well as any subsequent changes made to the contract
terms.
Appendix
A. Measuring Capacity
The amount of supply of capacity of a contractor, as measured, in resource hours available
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, at a point in
time, will vary depending on the types of resources being used by the contractor. Contractor resource types
are listed in the order of lowest to highest supply of capacity below.
1 outsourced resource (lowest supply of capacity i.e. zero hours since the resource is with another
company and is not an in-house resource);
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2 labour (skilled or unskilled labour);
3 equipment (that relies on labour to operate); and
4 automated equipment (that relies on no or minimal labour to operate).
The amount of demand for capacity (i.e. normal or budgeted capacity) of a contractor, as measured in
resource hours required to satisfy the demand for goods, at a point in time, will vary depending on the types
and efficiency of the contractor’s resources. For instance, less demand for capacity is required for:
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Considering that practical capacity is used as the measure for supply of capacity in this discussion paper, resource hours available is inclusive of normal idle
time (maintenance on equipment, employee vacations, etc.). The resource hours available is usually based on information such as, but not limited to, internal
contractor policies (e.g. vacation, equipment maintenance schedule, etc.) and jurisdictional regulations (e.g. employee working hours per week).
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For awareness, capacity of resources can also be measured in other metrics such as space (e.g. square feet). For the purpose of this discussion paper,
resource hours are used as the metric to measure capacity.
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It should be noted that although the supply of capacity for an outsourced resource, as measured for the contractor, is zero hours, the contractor would still incur
costs for this outsourced resource. These costs will have to be allocated to the respective contract, considering that the costs are attributable, appropriate, and
reasonable.
366 | Page Public Services and Procurement Canada August 2023
outsourced resources over in-house resources (i.e. the demand for capacity for an outsourced
resource would be zero hours since the resource is with another company);
skilled labour over unskilled labour; and
automated equipment (that relies on no or minimal labour to operate) over equipment (that relies on
labour to operate).
Ideally, a contractor’s amount of supply for capacity should be equal to its amount of demand for capacity.
However, achieving equilibrium between supply of and demand for capacity is difficult and sometimes
infeasible, resulting in the incurrence of excess capacity costs for the contractor’s respective resources.
B. Cost Adjustment Considerations for the Allocation of Indirect Costs
Basis of Payment Applicability for Cost Adjustments
There are four data points which are used to calculate indirect costs
76
:
the amount of practical capacity for the contracted resources;
the amount of indirect costs associated with the contracted resources;
the amount of contractor goods required to be produced for the respective contract; and
the amount of contractor resource capacity required per good produced.
For a fixed price or fixed unit rate basis of payment, pricing would be based on estimated indirect costs.
For cost reimbursable bases of payment, pricing can be based on estimated or actual indirect costs.
When a cost reimbursable contract uses a basis of payment that relies on cost estimates, the contract may
contain cost-adjustment clauses that identify when:
the estimated indirect costs may have to be recalibrated during the course of the contract to reflect
updated data points; and/or
the estimated indirect costs have to be reconciled and adjusted to reflect actual indirect costs.
The application of either of the above adjustments on the contract may result in alterations to the originally
estimated indirect costs cost of capacity used and/or cost of excess capacity allocated to the contract. A
cost-adjustment clause should be structured such that the clause is only activated when the following three
conditions are met.
1 a material discrepancy between estimated indirect costs and actual indirect costs exists or will
exist;
2 it would be fair to the contractor and Government; and
3 the benefits (i.e. being fair) of recalibration or reconciliation outweigh the respective costs of
tracking and determining updated or actual cost data.
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These four data points can be used to calculate the cost of capacity used and the cost of excess capacity associated with the respective contractor resources.
367 | Page Public Services and Procurement Canada August 2023
Factors that may trigger a Discrepancy between Indirect Cost Estimates and Actual Costs Incurred
There are four main factors, two external and two internal to the contractor, that may trigger a discrepancy
between estimated indirect costs and actual indirect costs incurred.
External factors
1 a change in the forecasted demand (amount and/or scope) for the contractor’s goods; and
2 a change in the requirements of contractor excess capacity due to customer needs.
Internal factors
1 a change in the contractor’s resource mix; and
2 a change in the efficiency of a contractor’s resources.
It should be noted that changes in internal contractor factors are less apparent. To detect changes in internal
factors, indicators including, but not limited to, the below could be considered:
An indicator that the contractor’s resource mix may have changed include a shift in the contractor’s
customer base and/or nature of goods/services provided. For example, if a contractor doubles its
customer base, its resources mix will correspondingly change.
An indicator that the contractor’s resources’ efficiency may have changed include a shift in the
quality or schedule performance of the contracted goods. For example, if the quality of the
contracted goods is lower than expected, but being produced quicker than expected, there exists
the risk that the contractor’s resources may be foregoing quality for the notion of increasing output
and saving costs.
Assessing Benefits vs. Costs of Recalibration and/or Reconciliation
The adjustment of estimated indirect costs for a contract should only be considered when the benefits (i.e.
being fair) of recalibration or reconciliation outweigh the respective costs (e.g. time and difficulty) of tracking
and determining revised cost data.
Recalibrating indirect cost rates would normally be less time-consuming than reconciling and adjusting for
actual indirect cost rates because of less administrative burden.
Correspondingly, the contractor and client department should openly communicate about anticipated factors
that may have an impact on original indirect cost estimate for the contract so that indirect cost rates can be
proactively and fairly recalibrated.
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ANNEX 5.3.6 DISCUSSIONPAPER - RESEARCH AND DEVELOPMENT COSTS
Context
This document provides guidance to contracting officers and contractors on costs acceptable to Canada,
when price or the assessment of contract performance depend on costs.
This guidance on research and development is intended to help inform practitioners in preparation for contract
negotiations and the management the contract through its lifecycle. Based on the scale and complexity of
the acquisition, this may require considerable support from the contracting team, which may include price
advisors, client department representatives and other subject matter experts.
Research and development (R&D) refers to the part of a company's operations that seeks knowledge to
develop, design and enhance that company's products, services, technologies or processes. Along with
creating new and innovative products and adding features to old ones, R&D connects various parts of a
company's strategy and business plan such as the possibility for increased productivity or new product
lines.
77
Contract Cost Principles, SACC 1031-2, identifies R&D activities applicable to Canadian Government
contracts. These are general research and development activities and product development or improvement
activities associated with the product being acquired.
Associated costs are assessed for the reasonableness, as judged by the merit of the investments relative to
what is valued by the “customer”, including expected net-benefit and impact on the affordability of the
underlying government programs. Acceptance is contingent on expected benefits being aligned with what is
valued, as defined by the customer in conjunction with PSPC officials.
PSPC analysis should quantify the financial impact on Canadian Government Programs when contractor
investments in R&D activities are significant and should be evident in the sourcing and procurement strategy
documents.
Recommendation
In alignment with the contract cost acceptability criteria outlined in the Costing Standard, research and
development costs should be accepted for a contract when the costs are Attributable, Appropriate, and
Reasonable.
Assessing if research and development costs are acceptable for a Government contract is difficult because:
Research and development activities may not always be successful or result in measurable benefits;
The amount of time required to conduct research and development activities can be uncertain thus
creating uncertainty around when corresponding potential benefits may be realized; and
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https://www.investopedia.com/ask/answers/043015/what-are-benefits-research-and-development-company.asp
369 | Page Public Services and Procurement Canada August 2023
The inclusion of research and development costs in a contract may be viewed as an unfair subsidy
or duplicating compensation already available through other government programs or Canada’s
income tax regime.
Such factors need to be considered when determining the amount of research and development costs for:
Canada’s share of R&D investments to be recovered through the pricing of its contracts with the
contractor; or,
The contractor’s investment targets, as defined by the contractor’s performance objectives.
The contract should clearly explain:
the applicability of any research and development costs;
any limits on amounts to be recovered through Canada’s contracts;
the agreement on acceptable accounting methods to capture financial data and to report on R&D
activities; and
validation requirements to ensure the reliability and integrity of the contractor’s accounting of its
investments and Canada’s share.
The Cost Accounting Practices (CAP) Submission is recommended to identify and establish an agreement
with the contractor on the acceptable R&D investments, associated limits and accounting methods to be used
to capture and report on the contractor’s incurred research and development costs.
Application
As detailed in the Costing Standard, research and development (R&D) activities are classified in two distinct
categories:
1. General Research and Development a planned investigation undertaken with the hope of
gaining new scientific or technical knowledge and understanding. Such investigation may or may not
be directed towards a specific practical aim or application.
An example of a general research and development activity could be improving current production
functions such as plant layout, production scheduling and control, methods and job analysis,
equipment capabilities and capacities, inspection techniques, and tooling analysis.
2. Product Development and/or Improvement “a systematic program of work, going beyond basic
and applied research, which is directed towards the creation of a new or improved product, system,
component or material, substantially in a marketable form, but excluding any manufacture beyond
completion of the new and improved product's prototype.”
An example of product development and improvement could be the design of new or improved materials for
a specific good.
Research and development costs may be an aggregate of other costs (e.g. compensation costs, rework
costs, etc.). Therefore, when assessing the acceptability of research and development costs, the criteria of
Attributable, Appropriate, and Reasonable should also be assessed for the respective aggregate costs.
When assessing the criterion of Attributable, below are some key factors to consider.
Are the research and development costs supportable and verifiable?
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Do the research and development costs contribute to the achievement of:
o Contract specific requirements;
o Strategic contract outcomes; or
o Financial, schedule, and quality benefits for the contracts that the Government has with the
respective contractor?
When assessing the criterion of Appropriate, below are two key factors to consider:
Are the nature of the research and development costs consistent with available sources of
comparator information?
Is the reimbursement of the research and development costs, as it pertains to the impact on fairness
and equity for other suppliers, acceptable?
When assessing the criterion of Reasonable, below are some key factors to consider:
Is the cost amount consistent with available sources of comparator information?
Is the cost amount net of applicable credits?
Does the cost amount justify the expected return on benefits for the Government?
Does the cost amount comply with any parameters that may have been pre-authorized in the
contract?
Has the cost amount been allocated fairly between the Government and the contractor with
consideration for the benefits associated with the costs?
The above factors are presented in the logical order that contracting officers will need to follow when
assessing the acceptability of research and development costs. Details for these considerations are included
in Appendix A. It should be noted that the identified factors for assessing the criteria of Attributable,
Appropriate, and Reasonable are not exhaustive. As such, the identified factors should be consulted
alongside the applicable sections of the Costing Standard.
Appendix A Factors to consider before accepting R&D Costs
The following contains criteria and examples to assess whether research and development costs are
Attributable, Appropriate, and Reasonable.
Is the Cost Attributable?
Sub-criteria
Example Considerations to Assess Sub-criteria
1. Are the research and
development costs
supportable and
verifiable?
Research and development costs should be readily identifiable
based on contract cost reports produced by the contractor. The
contract cost reports should:
Disclose the nature and purpose of the research and
development costs;
Identify direct research and development costs; and
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Is the Cost Attributable?
Sub-criteria
Example Considerations to Assess Sub-criteria
Identify indirect research and development costs.
Disclosed information should include the type of research and
development activities, the research and development cost
breakdown (e.g., compensation costs, rework costs, etc.), and how
the costs contribute to the achievement of benefits for the contract.
2. Do the research and
development costs
contribute to the
achievement of:
a. contract specific
requirements;
b. strategic contract
outcomes; or
c. financial, schedule,
and quality benefits
for the contracts
that the
Government has
with the respective
contractor?
Research and development activities for specific product
development/improvement may be required for the achievement of
contract specific requirements. This could, for example, occur when
the contractor is engaged in a contract with Defence Research and
Development Canada (in the context of Defence contracts). The
contractor could be required to conduct research and development
activities in the following areas:
emerging materials;
weapon systems;
cyber security;
military medicine; or
other areas of public safety and security science and
technology.
In this circumstance, research and development costs could
constitute 100% of the total contract cost.
3. Other Considerations
Research and development costs can improve the quality of the
contractor goods (e.g., through new or improved material) or reduce
the contractor’s production costs and time for its goods (e.g., through
improved production processes). Resultantly, this could create
potential cost savings, as well as more timely and quality
goods/services, for the Government across the contract(s) it has (or
will have) with the respective contractor.
The contracting officer should be aware that research and
development costs represent an investment risk. This investment
risk reflects that:
research and development activities may not always be
successful and result in benefits; and/or
the amount of time required to conduct research and
development activities can be uncertain thus creating
uncertainty around when corresponding potential benefits
may be realized.
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Is the Cost Attributable?
Sub-criteria
Example Considerations to Assess Sub-criteria
As such, when assessing whether research and development costs
of the above nature are Attributable, the Government could provide
consideration to factors including, but not limited to, the following:
Are the proposed research and development activities of a
specific or general nature? (It is presumed that general
research and development costs are a riskier investment
than specific research and development costs.)
What is the purpose and what are the outcomes of the
respective contract(s)?
What is the nature of the contractual relationship and its
potential duration?
How long is the duration of existing contract(s)?
Is the Government the primary customer of the contractor,
and does a potential for a long-term contracting relationship
exist?
Do the research and development activities proposed for the
contract align with the core capabilities of the contractor,
and does the contractor have past experience conducting
research and development activities?
What would be contractual terms for foreground intellectual
property ownership? This is particularly important when the
Government will not realize benefits from its research and
development investment during the duration of the current
contract, but rather in the longer term through the future use
of the developed intellectual property. The Government’s
Policy on Title to Intellectual Property Arising Under Crown
Procurement Contracts identifies that either the contractor
or the Government can retain intellectual property
ownership.
What is the success rate and length of relevant research
and development activities in the contractor’s industry?
Costs applicable to Product Development projects partially
funded by Canada are not acceptable as general research
and development costs.
Is the Cost Appropriate?
Sub-criteria
Example Considerations to Assess Sub-criteria
1. Is the nature of the
costs consistent with
available comparator
information?
The nature of Appropriate research and development costs should
be consistent with available comparator information. Sources of
comparator information include but are not limited to:
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Is the Cost Appropriate?
Sub-criteria
Example Considerations to Assess Sub-criteria
internally available data from other contracts;
accessible data for contracts from other government
procurement organizations;
accessible documentation, including historical and forward-
looking financial reports, for the contractor;
publicly available financial reports for other companies in the
contractor’s industry; or
publicly available financial reports for other companies in the
contractor’s geography.
For example, if the contract in question requires research and
development activities in the field of military medicine, consideration
could be provided on assessing what types of research and
development costs typically occur during drug development in the
pharmaceutical industry.
In alignment with the Treasury Board Secretariat Contracting
Policy78 , contracts may be structured with due consideration of
strategic outcomes that:
support long-term industrial and regional development and
other appropriate national objectives, including aboriginal
economic development; and
comply with the government’s obligations under the various
trade agreements such as the World Trade Organization
Agreement on Government Procurement and the
Agreement on Internal Trade
2. Is the reimbursement of
the costs, as it pertains
to the impact on
fairness for other
suppliers considered
acceptable?
The contracting officer should, with proper consultation, assess the
following.
Is the inclusion of the research and development costs in
the contract due to the contract’s integration with other
Government of Canada mechanisms or programs (i.e., for
the purpose of achieving strategic outcomes)?
Would the inclusion of the research and development costs
be viewed as an unfair subsidy that could result in a legal
challenge and/or harm to Canada’s reputation
internationally.
78
Value and Ethics Code for the Public Sector. Government of Canada, Treasury Board Secretariat of Canada. December 2011. http://www.tbs-
sct.gc.ca/pol/doc-eng.aspx?id=25049. Accessed 1 March 2018.
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Is the Cost Reasonable?
Sub-criteria
Example Considerations to Assess Sub-criteria
1. Is the cost amount
consistent with
available sources of
comparator
information?
For example, the amount for Attributable and Appropriate research
and development costs could be compared to prior period research
and development costs to determine if there any anomalies in costs
from one period to the next. If there are anomalies (e.g., a large
increase in the amount of research and development costs for the
period), justification for the increase should be requested from the
contractor.
2. Is the cost amount net
of applicable credits?
The amount for Attributable and Appropriate research and
development costs should be reported net of applicable credits.
Applicable credits may include Government funding, such as grants,
subsidies or investment tax credits the contractor is receiving to
conduct research and development activities to achieve strategic
Government outcomes. The nature and amount of any related
funding or credits should be disclosed by contractors and the
research and development costs should be adjusted accordingly.
Please note: Previously, the Supply Manual guidance states
Investment Tax Credits (ITCs) shall not be deducted from related
research and development (R&D) expenditures when determining
the applicable costs, whereas it is proposed in the discussion paper
for research and development (R&D) expenditures to be reported
net of applicable credits, which include ITCs. ITCs and its
application to related R&D expenditures when determining the
applicable costs is under review and consultation for the next
iteration of the Guide.
3. Does the cost amount
justify the expected
return on benefits for
the Government?
It should be demonstrated that the amount of research and
development costs incurred by the contractor justifies the expected
return on benefits for the Government. Benefits for the Government
can be of either a quantitative nature (e.g., production cost savings)
or qualitative nature (e.g., achievement of strategic policy
outcomes).
When the primary intent of the research and development activities
is to reduce production costs for the contracts that the Government
has with the respective contractor, the contractor should
demonstrate that the production cost savings for these contracts is
at least equivalent to the respective research and development costs
that have been incurred.
When the incurrence of research and development costs are linked
to the achievement of strategic outcomes, a cost-benefit analysis
must be conducted in order to determine the level of costs to the
Government that would justify the achievement of the respective
375 | Page Public Services and Procurement Canada August 2023
Is the Cost Reasonable?
Sub-criteria
Example Considerations to Assess Sub-criteria
benefits. This is particularly important when assessing benefits of a
qualitative nature
4. Does the cost amount
comply with any
parameters that may
have been pre-
authorized in the
contract?
A contract may contain limits for the amount of research and
development costs that can be reimbursed to the respective
contractor. The inclusion of parameters may be of more relevance
when the contractor has multiple active contracts with the
Government.
For example, there may be a limit for the percentage of contractor
general research and development costs that can be allocated to
Government contracts in relation to the total cost of the Government
contracts (i.e., contractor general research and development costs
can comprise up to X% of the total cost of the contractor’s
Government contracts).
5. Has the cost amount
been allocated fairly
between the
Government and the
contractor with
consideration for the
benefits associated with
the costs?
Research and development costs should be fairly allocated between
the contractor and the Government based on the benefits expected
to be realized by each party.
Specific considerations for the fair allocation of research and
development costs include, but are not limited to, the following:
Are the research and development costs of a specific or
general nature?
What is the level of investment risk for research and
development costs how likely is it that benefits will be
realized and if so, is there certainty around the timing of
when the benefits will be realized?
Do the research and development costs provide potential
commercial value to the contactor beyond the existing
contracts it has with the Government?
What is the primary customer base of the contractor the
Government or non-government organizations (e.g.,
industry)?
Do the research and development costs have no or
unconfirmed commercial value to the contractor beyond the
existing contracts it has with the Government?
What are the contract terms for intellectual property that is
generated during the contract will the Government or the
contractor own the rights to the intellectual property?
As an example, if the research and development costs have no or
unconfirmed commercial value to the contractor beyond the existing
contracts it has with the Government, it would presumably be fair to
allocate a greater proportion of the costs to Government contracts.
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Is the Cost Reasonable?
Sub-criteria
Example Considerations to Assess Sub-criteria
On the contrary, when the research and development costs provide
potential commercial value to the contractor and potential qualitative
benefits to the Government, the results of a cost-benefit analysis
would inform the fair allocation of these costs between the contractor
and the Government.
Appendix B - Treatment of General Research & Development (R&D) vs. Specific Product Development
and/or Improvement Costs
The following provides additional guidance on the treatment of General R&D vs. Specific Product
Development/Improvement Costs.
General Research & Development
Costs acceptable as general R&D must relate to projects classified as basic research or applied research
(See definitions on research types in Appendix B below).
As per SACC 1031-2 and Section 4.15 of the Costing Standard, costs related to general R&D that are
considered applicable may be included in overhead and allocated to the contractor's total business activity
which would exclude items such as resale activity, warranty, etc., within the current fiscal year.
In those instances where the general R&D expenditures are the majority of the total General
& Administrative (G & A) cost pool, this fact must be highlighted in the cost rate negotiation report, or a
separate general research and development overhead rate developed.
Significant differences between the negotiated and actual costs incurred must be taken into consideration
when reviewing audited costs or negotiating future years general research and development costs.
Specific Product - Product Development/ Improvement
The costs for product development/improvement should not be included in overhead at the time it is
incurred. Proper treatment of these expenditures would be to extract them from overhead pools and
segregate these costs for later recovery against product sales.
Practitioners should consider, as an aspect of their negotiations, overhead applications to these product
development costs. In the case of G & A overhead, either the costs are applied at the time that the product
development costs are incurred, or at the time the product development costs are recovered against
product sales. For guidance on the timing of application of G & A overhead costs, negotiators may look at
other G & A recovery applications made to product development by the company.
The recovery of the contractor's product development costs should, in the majority cases, be accomplished
through the amortization of these product development costs against the sales of the family of products to
which the product development pertained.
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Contractors proposing to amortize product development costs of the product developed against
future sales to Canada, must submit an annual cost schedule to the responsible Contracting
Authority.
The contractor may recover these expenses on the relevant product sales, including government sales,
even if the related expenditures have been written off to the profit and loss account in the year originally
incurred. In other words, the costs could be recognized for financial statement purposes in the year they
were originally incurred but deferred and recognized later for the purposes of the contract. However, in this
case the contractor must maintain sufficient records to demonstrate the costs to be recovered and also to
substantiate that these costs had not already been recovered in overhead.
Excluded Activity from General Research and Development and Product Development
The following are examples of activities that typically would be excluded from any general R&D and product
development/improvement project:
engineering follow-through in an early production phase;
quality control during commercial production, including routine product testing;
troubleshooting in connection with breakdowns during production;
routine, or periodic alterations to existing products, production lines, manufacturing processes, and
other ongoing operations, even though such alterations may represent improvement;
adoption of an existing capability to a particular requirement, or customer's need, as part of a
continuing commercial activity;
routine tools, jigs, mould, and dies design;
activity, including design and construction engineering, related to the construction, relocation,
rearrangement, or facilities start-up, or equipment, whose sole use is for a particular R&D project,
unless specifically approved by the technical authority;
all market research activities, including those directed at market development, verification,
identification, demonstration, preference, and customer acceptance development;
pre-production and proposal costs;
cost overruns on previous fixed price development contracts.
Appendix C Investment Tax Credits (ITC) for Scientific Research and Experimental Development
Below is a short explanation of investment tax credits (ITC) that relate to Scientific Research and
Experimental Development (SR&ED) qualified expenditures and applicable rates.
Scientific Research and Experimental Development (SR&ED) is a tax incentive program aimed at promoting
the advancement of technology in Canada. Companies of all sizes and industry sectors making qualified
expenditures in connection with SR&ED activities in Canada are entitled to receive an investment tax credit.
To qualify, the work must meet the definition of scientific research and experimental development (SR&ED)
in subsection 248(1) of the Income Tax Act. The following is a definition of SR&ED
79
:
79
https://www.canada.ca/en/revenue-agency/services/scientific-research-experimental-development-tax-incentive-program/claiming-tax-incentives.html
378 | Page Public Services and Procurement Canada August 2023
“scientific research and experimental development” means systematic investigation or search that is carried
out in a field of science or technology by means of experiment or analysis and that is:
(a) basic research, namely work undertaken for the advancement of scientific knowledge without a specific
practical application in view;
(b) applied research, namely work undertaken for the advancement of scientific knowledge with a specific
practical application in view; or
(c) experimental development, namely, work undertaken for the purpose of achieving technological
advancement for the purpose of creating new, or improving existing, materials, devices, products or
processes, including incremental improvements thereto;
and, in applying this definition in respect of a taxpayer, includes:
(d) work undertaken by or on behalf of the taxpayer with respect to engineering, design, operations research,
mathematical analysis, computer programming, data collection, testing or psychological research, where the
work is commensurate with the needs, and directly in support, of work described in paragraph (a), (b), or (c)
that is undertaken in Canada by or on behalf of the taxpayer,
but does not include work with respect to:
(e) market research or sales promotion;
(f) quality control or routine testing of materials, devices, products or processes;
(g) research in the social sciences or the humanities;
(h) prospecting, exploring or drilling for, or producing, minerals, petroleum or natural gas;
(i) the commercial production of a new or improved material, device or product or the commercial use of a
new or improved process;
(j) style changes; or
(k) routine data collection.
ITCs reduce taxes payable and, for certain entities, the amount of credit in excess of taxes payable can be
refunded to the entity, providing valuable assistance to emerging businesses and others that are not
taxable in the year. Below is a summary of the investment tax credits and refund rates that apply to
qualified expenditures:
Geographic Region
Entity
Investment tax credit
(ITC) rate
Refund rate
Qualified SR&ED in
Canada
Qualifying Canadian-
controlled private
corporations (CCPCs)
35% of annual
qualified current
expenditures up to
threshold ($3 million or
less)
+ 15% of qualified
current expenditures
not eligible for the
35% rate (i.e., in
excess of the
expenditure limit)
100% of ITCs
computed at the 35%
rate
+ 40% of ITCs
computed at the 15%
rate
Other corporations
15%
n/a
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Individuals
40% of ITCs
Qualified property in
Atlantic provinces,
Gaspe region and
prescribed offshore
regions
Qualifying CCPCs
10%
40% of ITCs
Other corporations
n/a
Individuals
40% of ITCs
Appendix D Guidance provided by Comparator Jurisdictions
The guidance for assessing the Acceptability of research and development costs provides, to practitioners,
enhanced clarity, completeness, and utility for determining appropriate treatment of these amounts. The
recommended guidance is consistent with current guidance in comparator jurisdictions (i.e. Australia and
United Kingdom)
80
81
in areas such as the treatment of investment tax credits.
The United Kingdom identifies that investment tax credits should be used to reduce the research and
development costs accepted for a contract.
Australia specifically identifies that investment tax credits should be used to reduce any general research
and development costs accepted for a contract.
80
Australian Government-Department of Defence-Capability Acquisition and Sustainment Group, Capability Acquisition & Sustainment Group Cost Principles,
October 2017, http://www.defence.gov.au/casg/Multimedia/CASG_Cost_Principles-9-8642.pdf , Accessed 1 March 2018.
81
Single Source Regulations Office, Single source cost standards-Statutory guidance on Allowable Costs, February 2018,
https://www.gov.uk/government/uploads/system/uploads/attachment_data/file/678280/Allowable_Costs_guidance_April_2018.pdf , Accessed 1 March 2018.
380 | Page Public Services and Procurement Canada August 2023
ANNEX 5.3.7 DISCUSSION PAPER RISK AND COST CONSIDERATIONS FOR SOCIO-
ECONOMIC AND ENVIRONMENTAL BENEFITS POLICIES AND PROGRAMS UNDER
REVIEW
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ANNEX 5.4 PRICING DISCUSSION PAPERS
These discussion papers provide additional guidance on pricing related topics to support contracting
officers’ understanding of pricing in Canada. This includes discussion of pricing methodologies that may be
recommended for consideration in Canada in the future.
ANNEX 5.4.1 DISCUSSION PAPER ALTERNATIVE APPROACHES TO COST-BASED
PRICING
Alternative Approaches to Cost-Based Pricing
Context
This discussion paper provides guidance to contracting officers in the negotiation of non-competitive
contracts or contracts where price negotiations with the successful bidder are required following a
competitive process.
This discussion paper is intended to help inform contracting officers, to prepare for contract negotiations
and to manage the contract through its lifecycle. Based on the scale and complexity of the acquisition, this
requires considerable support from the contracting team, which may include price advisors, client
department representatives and other subject matter experts. This discussion paper is not intended to be a
procedural document.
Why This Matters?
In most Government acquisitions, in Canada and internationally, price is established based on the
contractor’s cost plus a profit margin on top of the cost. Acquisitions that build on cost-based pricing generally
deliver value to Canada and meet Canada’s objectives of fairness and transparency.
Past reviews of Canada’s acquisition processes have identified an inherent imbalance between a focus on
cost and reward for effectively managing risk. Of particular concern, when cost-based pricing is applied in
contracts with Cost-Reimbursable, Fixed Time Rate/Unit and Firm Priced bases of payment (see Section
4.1) without consideration of efficiency or effectiveness. This may result in not fully incentivizing (and may
disincentivize) the contractor from proactively managing cost escalation; adopting a problem-solving and
preventative approach to production, delivery and service problems; or pursuing innovative solutions. It
should be noted that in a Fixed Price contract, risks related to cost fluctuations and resulting profits or
losses are fully borne by the contractor, providing full incentivization to proactively manage costs, as any
gains in efficiencies are retained by the contractor. See Section 4.1.1 for further details.
Potential Alternatives to Cost-Based Pricing in Government Acquisitions
While cost-based pricing meets Canada’s objectives of fairness and transparency, there are some situations
where alternatives to cost-based pricing might generate better value. Alternatives to cost-based pricing are
ways to buy goods and services where the price does not rely on the cost to the contractor of fulfilling the
382 | Page Public Services and Procurement Canada August 2023
statement of requirements. Two alternatives to cost-based pricing are explored in this paper: outcome-based
pricing and value-based pricing.
In outcome-based pricing the price is set based on the achievement of a pre-agreed outcome for the client
department. At the time the contract is established the price may be expressed as a formula, for example a
percent of operational cost savings achieved or as a rate per unit of improved performance. The contractor’s
payment is (largely) at risk and the amount to be paid is not known until the work is complete and the client
department takes delivery of the produces and/or services.
In value-based pricing the price is set based on the anticipated value of the goods and/or services that are
being acquired. While value-based pricing is quite common in consumer and business to business
acquisitions, they are not widely seen in Government, and rarely in non-competitive acquisitions. The
exception to this is public private partnerships (PPPs) that transfer revenue risk to the contract, which are
described below.
PPPs that transfer revenue risk to the contractor (e.g., a toll highway) are one form of value-based pricing.
In such PPPs, the price is set based on the anticipated value of the business opportunity. Generally, the price
determined from the business opportunity would be quantified based on the discounted net present value of
anticipated cash flows over the term of the contract. (The net cash flow would be derived by estimating cash
inflows less outflows, where inflows would include revenues plus any grants or subsidies and outflows would
include capital investment, operating costs, debt repayment and interest charge and taxes.)
Advantage and Challenges of Alternatives to Cost-Based Pricing
In some situations, alternatives to cost-based pricing could yield substantial advantages over cost-based
pricing, including for example:
aligning Government and contractor interests, for example by tying payment to efficient, timely
and/or enhanced performance of the work or providing the contractor with greater flexibility in how
to approach the work and manage risks;
reducing the use of Government resources to undertake cost analysis, proposal evaluation, audits,
cost data collection, and contract management and oversight
reducing the work and cost to the contractor of collect and report costs information; and
attracting new suppliers for Government contracts (due in part to lower administrative burden
associated with contracting), which could encourage greater competition, and consequently (in the
long run) drive efficiencies and innovation.
That said, there are some important challenges that could be associated with the use of alternatives to cost-
based pricing in non-competitive acquisitions. These challenges include:
inadequate information to confirm the contractor’s price is reasonable and fair; and
an increased risk of excessive profits.
Recommendation
While they may generate value in certain circumstances, alternative pricing methods such as outcome-based
pricing and value-based pricing should be used selectively and judiciously, particularly in non-competitive
acquisitions.
383 | Page Public Services and Procurement Canada August 2023
Assessing Potential Use of Alternatives to Cost-Based Pricing
The selection of an alternate to cost-based pricing should be based on a solid understanding of the respective
merits of each potential pricing method and an objective assessment of the applicability of the method to the
acquisition. At a minimum, the contracting officer should consider:
the clarity and complexity of the client department’s statement of requirements;
timeframes for delivery of the work;
the complexity and predictability of risks associated with the acquisition, including for example:
o the likelihood of changes in the requirements as work progresses;
o the level of uncertainty regarding the effort and costs to meet the statement of
requirements;
o the maturity, history and experience of the contractor with work of a comparable nature,
size, scope and complexity to the statement of requirements;
o the contractor’s technical and financial capabilities;
o the intricacies of stakeholder issues;
o the complexity of external threats and opportunities associated with the work; and
how the contracting officer might assess whether the contractor’s price is fair and reasonable.
No single factor in the above list of considerations is determinative, although a significant factor in all cases
is the overall risk associated with the acquisition. The objective is to select a pricing method (or methods)
that accommodates the full range of risks associated with the acquisition and facilitates appropriate risk
sharing between the Government and the contractor.
To non-competitively acquire goods and services using one of the alternatives to cost-based pricing
discussed in this paper, the contracting officer needs to assess whether the contractor’s price is fair and
reasonable.
Assessing the Contractor’s Price
When alternative pricing methods are being considered, an assessment of the planned/estimated
alternative pricing outcomes should be done in comparison to the expected outcome from the application of
cost-based pricing principles, to support a risk and benefit analysis of the alternative method. (See
Alternative Pricing Principles, Section 5.3 for further details on this process).
Other potential approaches to support the assessment of whether the contractor’s price is fair and reasonable
may include comparison of the proposed price to one or more of the following:
the anticipated cost to deliver the statement of requirements using in-house resources (if this is
practical);
benchmark pricing from comparable non-competitive acquisitions made by the client department,
another department or another jurisdiction (to the extent that benchmarks can be identified, and
pricing information obtained); and/or
benchmark pricing from comparable acquisitions that were competitively bid (to the extent that
benchmarks can be identified, and pricing information obtained).
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Resource Limitations
Alternatives to cost-based pricing require substantial planning to structure and implement, including for
example development of the payment mechanism and key contract terms and conditions to support the
pricing method. Generally, contracting officers would require additional knowledge, skills and experience in
order to implement alternate pricing methods effectively. In many instances, support from internal subject
matter experts and external advisors can be a key success factor. Accordingly, in determining which pricing
method(s) to use, the contracting officer should weigh the potential merits of each pricing method, including
the anticipated investment of resources and time required to establish the price and manage the resulting
contract.
Analysis
Two alternatives to cost-based pricing are sometimes used to acquire products and services in certain
circumstances: outcome-based pricing and value-based pricing. Additionally, certain pricing methods can be
used to supplement a cost-based price.
A. Outcome-Based Pricing
Overview
Outcome-based pricing is when the price paid is linked to the achievement of a prescribed outcome, for
example a substantial improvement in the client department’s capability. During the initial contracting, a
formula is established that sets out how the contractor will be compensated. The actual payment to the
contractor is finalized once the work had been completed and the outcome measured in accordance with the
pre-established terms and conditions.
Outcome-based pricing can improve value to Canada in acquisitions when there is a high level of uncertainty
regarding the best method to achieve the desired outcome. If cost-based pricing were to be used in such an
acquisition it could result in substantial cost to the Government, with no guarantee that the client department’s
objective(s) would be achieved. In such a situation outcome-based pricing might ultimately establish a better
balance between the risks and rewards that the Government and the contractor are taking on. (This is in part
achieved because the contractor will not readily accept risks which impact the price it is paid unless it can
manage those risks.)
Generating Value in Outcome-Based Pricing Contracts
In outcome-based pricing the contractor’s revenue may be well above, or below, the contractor’s actual cost.
This creates substantial incentive for the contractor to achieve the defined outcomes on which payment is
calculated. If it fails to deliver the required outcome(s), the contractor might be out of pocket for the cost
incurred (in whole or in part). Alternately if the contractor successfully delivers the required outcome(s), it
may earn a profit well beyond the limits currently in place for cost-based contracts.
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Administering Outcome-Based Pricing
While outcome-based pricing can improve value to Canada when used appropriately, there are also
substantive risks associated with its use. These risks include:
If the outcomes, and associated measurements upon which the contractor’s payment will be
calculated are not structured appropriately, there may be unintended consequences. For example,
if the measures do not fully align with the client department’s requirements, then the capability
anticipated from the acquisition may fall short in some areas.
The contract will inevitably incorporate terms that transfer some risk back to the Government, and
failure to meet these provisions may trigger additional compensation to the contractor, and/or
excuse the contractor from its obligations. For example, in a transformation engagement where the
contractor is being compensated based on a percentage of cost savings, if the client department
fails to follow through with the recommended changes to its processes, the contractor might have a
right to payment notwithstanding that the savings were not actually realized.
The contractor may ultimately walk away from the task if it determines that it will be unable to
achieve the desired outcomes or the actual costs that it will incur in achieving the outcomes are
greater than the payment that it would receive.
Use of Outcome-Based Pricing in Non-Competitive Acquisitions
While outcome-based pricing can, in principle, be used for non-competitive acquisitions, they are not
common, in part, because of the challenge of confirming that the contractor’s proposed price is fair and
reasonable.
When outcome-based pricing is being considered, an assessment of the planned/estimated outcome pricing
ranges should be done in comparison to the expected outcome from the application of cost-based pricing
principles. (See Alternative Pricing Principles, Section 5.3 for further details on this process).
Another potential method that may be used to support the assessment of whether the contractor’s proposed
price is fair and reasonable is by comparison of the contractor’s price to the anticipated cost to deliver the
required outcome using in-house resources (if this is practical).
A second alternate would be to benchmark the contractor’s price to comparable acquisitions to the extent
that they can be identified, and pricing information obtained. For example, if the contractor has provided
similar outcomes for another department or another jurisdiction, then its pricing there can inform the
appropriate pricing in a non-competitive acquisition.
A third alternative is to benchmark the contractor’s price to comparable outcome-based pricing acquisitions
that were competitively bid.
Example of Outcome-Based Pricing
One situation where outcome-based pricing is sometimes found is in transformation/operational improvement
initiatives. The price paid to the contractor engaged to support the transformation is calculated based on a
pre-established percentage share of the cost savings achieved by the department compared to historical
operating costs.
386 | Page Public Services and Procurement Canada August 2023
B. Value-Based Pricing
Overview
In value-based pricing the contractor’s payment is set based on the anticipated value of the goods and/or
service that are being acquired.
In consumer and business to business acquisitions, value-based pricing is common. Buyers count on market
factors and competition among numerous potential suppliers to ensure that they receive a fair and reasonable
price. In contrast, in Government acquisitions, and especially for defence acquisitions, the goods and
services which are being acquired are often specialized with just a few potential suppliers. In addition,
compared with commercial items, many large-scale Government acquisitions (e.g., defence equipment and
infrastructure) tend to be much more complex and to entail much greater technological risk to develop. All of
these factors, greatly complicate the Government’s ability to determine a fair and reasonable price.
Accordingly, while value-based pricing is quite common in consumer and business to business acquisitions,
they are not widely seen in Government, and rarely in non-competitive acquisitions. The exception to this is
public private partnerships (PPPs) that transfer revenue risk to the contract, which are described below.
Overview of PPPs that Transfer Revenue Risk
PPPs that transfer revenue risk to the contractor are a form of value-based pricing. Effectively the price is
linked to a monopoly right to generate revenues. In this form of PPP virtually all the responsibilities and risks
of ownership are transferred to the contractor for an extended period, notwithstanding that title to the asset
typically remains with the government. The price is established based, in part, on the amount that the
contractor is willing to pay (or be paid) for the value of the monopoly to develop an asset and collect 10 for
its usage.
Generating Value in PPPs that Transfer Revenue Risk
PPPs are generally based on the premise that private sector efficiencies will generate greatest value when
the contractor is given flexibility to carry out the work with minimal input from government once the contract
is in place. PPPs involving the transfer of revenue risk are generally based on the synergies of combining
the revenue generation with the responsibility to develop and maintain the asset as well as simply generating
efficiencies/improvements from the revenue generation (e.g., the ability to effectively market the service).
Given the long term of most PPPs (typically between 25 and 35 years but sometimes longer when revenue
risks are involved), contracts generally include provisions requiring the contractor to comply with changes in
applicable standards and codes, and to deliver the project in line with all applicable leading practices
regarding the conduct of the work.
Administering Contracts for PPPs that Transfer Revenue Risk
Key risks associated with administration of this type of contract include:
Loss of flexibility to change the statement of requirements over the life of the contract.
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The contract requiring non-compete clauses which restrict the flexibility of future governments to
extend services through alternate means. For example, in PPPs for toll highways where depending
on the circumstances, there may be restrictions on what alternate free or tolled highways might be
developed within a set geographic area around the PPP highway and/or within a given timeframe.
Due to the complex agreements associated with a PPP, the required substantive and consistent
administration by the client department to help ensure the contractor continues to perform in
accordance with the original intent of the acquisition.
Difficulty holding the contractor to the operating and maintenance requirements in the latter years
of the contract. While the contract generally incorporates specific provisions to address hand back
conditions (e.g., third party inspection requirements in the years leading up to hand back and the
requirement to set up maintenance funds if the conditions fail to meet the pre-established condition
requirements).
Negotiating Changes in PPPs
Substantive amendments are rarely made once a PPP has been established and, in some jurisdictions, (such
as the European Union where PPPs are highly regulated) they are not allowed. For discrete (relatively minor)
changes, the price adjustment is generally negotiated based on the estimated cost of the change together
with a profit commensurate with the risk associated with the change in scope.
Use of Value-Based Pricing in Non-Competitive Acquisitions
While value-based pricing can in principle be used for non-competitive acquisitions, they are rare.
This is due, in part, to the size and scale of PPP projects (generally in excess of $100 million) and, in part,
because of the challenge of confirming that the contractor’s proposed price is appropriate. They are
sometimes seen as an outcome of an unsolicited proposal provided to the government by a contractor.
In the rare instances where a PPP is pursued on a non-competitive basis, the reasonableness of the
contractor’s proposed price could be assessed through comparison to the cost the government would incur
if it were to advance the work using traditional procurement models (such as a design bid build). This analysis
is commonly known as a public sector comparator and is often developed as part of the early planning for
the project to confirm the procurement strategy and again following the assessment of PPP proposals to
confirm the successful bid generate value.
To develop a public sector comparator, an independent team of subject matter experts would be established
to develop an estimate of the net cash flow (including a valuation of risks) that the government would expect
to generate over the proposed contract term if it were to take on the project itself. If the public sector estimate
is higher than the contractor’s proposed price, then the conclusion is that the price provides value to the
government.
Example of PPP using Value-Based Pricing
PPPs that transfer revenue risk are often used to develop new transportation facilities, such as new highways.
In exchange for the exclusive right to charge a toll for use of the highway, the contractor is responsible for
developing, operating and maintaining the road, any associated structures and tolling systems and services.
The price would be determined based on the anticipated cash inflow (i.e., toll revenue) less than the
388 | Page Public Services and Procurement Canada August 2023
anticipated cash outflows (i.e., cost to design, build, finance and operate the highway and collect tolls) over
the term of the contract. If the anticipated inflows are less than the anticipated outflows, a subsidy is paid by
the government to the contractor. If the anticipated inflows are greater than the anticipated outflows, the
contractor makes a payment to the government. Some PPP highway procurements have generated billions
of dollars in payments from the contractor to the government for the right to develop highways in heavily
travelled corridors.
C. Supplementary Methods to Cost-Based Pricing
The remainder of this paper describes two supplementary pricing methods that could be used in combination
with a cost-based price in non-competitive acquisitions.
Performance-based pricing, which imposes an adjustment framework whereby the contractor’s
payment is increased or reduced based on performance.
Flexible pricing, wherein the contractor receives a higher ongoing amount for improved value (e.g.,
delivery of improved performance).
Note that a combination of these pricing methods may be used in a contract. For example, a contract where
a Fixed Price is paid for fulfilling the base requirements (i.e., meeting the statement of requirements), may
incorporate a performance incentive, where the payment amount is tied to added value (i.e., in excess of the
base requirement), rather than the contractor’s costs.
Performance-Based Pricing
Performance-based pricing compensates the contractor for delivering goods or services in excess of a
performance baseline (which is tied to the statement of requirements). Payments are made for the delivery
of specific outcomes based upon an agreed formula. Payment formulas and pricing models for performance-
based contracting vary by contract. The adjustment may incorporate financial and non-financial rewards and
remedies. (For details on these financial and non-financial rewards and remedies, please refer to Annex 5.2.1
Contract Incentives to Encourage and Reward Enhanced Value to Canada and Annex 5.2.2 Measures to
Manage Contractor Non-Compliance or Unacceptable Behavior) Performance-based pricing may or may not
build upon the underlying cost.
In establishing a performance-based payment, a performance baseline, against which the contractor can be
measured, should be formulated before contract initiation and agreed between Canada and the contractor.
Key considerations in establishing a performance measurement framework are discussed in Annex 5.2.1,
Contract Incentives to Encourage and Reward Enhanced Value to Canada.
Leading practice suggests that a performance framework can encourage innovation in service delivery and
promote a culture of continuous improvement. In the United Kingdom, for example, the Harrier and Tornado
aircraft fleet availability contracts are successful examples of performance-based contracting. The National
Audit Office reported that repair and maintenance costs decreased by a total of £1.4 billion over six years,
while meeting availability requirements largely due to the use of performance-based pricing.
389 | Page Public Services and Procurement Canada August 2023
Example 1 Performance-Based Price Payment Calculation
G. Contractor’s payment for baseline performance
$100,000
H. Variable amount (for every 10 km/hr variance from target speed)
$1,000
I. Target speed as per the statement of requirements
500 km/hr
J. Actual speed for aircraft supplied by contractor
600 km/hr
K. Payment adjustment (= (D-C)/10 x B or (600 500)/10 x $1,000)
$10,000
L. Total payment (= A + E or $100,000 + $10,000)
$110,000
In Example 1 the variable payment is consistent throughout the range of potential performance. In practice
the payment calculation might be more complex. For example, while the first 10 km/hr in additional speed
might be tied to a payment of $1,000 as it may enable the aircraft to go materially faster than other aircraft.
In contrast the payment for achieving 610 km/hr rather than 600 km/hr. may be much lower because it does
not materially improve the functionality of the aircraft or may be assigned a value of 0 if it is too fast for
supporting equipment (e.g., software outside of the plane used to monitor and track activity).
Additional resources may be required of Canada to maintain regular measurement of the contractor’s
performance against an agreed baseline, and to validate the underlying data on which the measurements
are to be completed.
Flexible Pricing
Flexible pricing is a relatively new pricing method, which recognizes that there may be advantages to
adjusting the price of a contractor’s goods or services over time. Flexible pricing thus allows a contractor to
propose a price increase to realign the payment based on the substantiated value, generally to the client
department. The proposed price is tied to substantive evidence of incremental value above the requirements
by an independent authority. In establishing a flexible pricing arrangement, the contracting officer needs to
ensure sufficient budget is available to accommodate any potential price adjustments.
Flexible pricing does not reduce the price if the contractor’s product or service delivers less value for money
because flexible pricing is intended to incent innovation. Accordingly, a negative price adjustment is not
includedeven if value to Canada is found to be lower than originally calculated. Ultimately, this pricing
method is intended to encourage innovation in situations when the full value of the product or service will not
be clear at the time of contract negotiation or initiation.
In the United Kingdom, for example, flexible pricing has been used for the acquisition of technology-based
outcomes
82
when the full breadth of benefits of a technology are unknown and could be better assessed in
the future.
82
Concerning intellectual property (IP) ownership of a particular technology, the UK Ministry of Defence’s policy states that IP will normally belong to the
contractor generating the IP, in exchange for which the Ministry of Defence will expect the right to disclose and use the IP for UK government purposes.
390 | Page Public Services and Procurement Canada August 2023
A theoretical example where flexible pricing could be applied in a non-competitive acquisition follows:
A contractor had two products:
o Product A meets the statement of requirements and is based on dated technology, and
o Product B meets the statement of requirements and has the potential to deliver substantive
operating cost savings to the client department because it incorporates new technology which
will enhance operational performance.
The contractor has offered to provide product A at a price of $100 or product B at a price of $150.
While the client department is interested in reducing operating cost, it is unwilling to commit to a
higher upfront price because product B’s performance, and the resulting potential to generate
operational savings, is unproven.
The contractor is confident product B will deliver substantial savings to the client department and
would like to provide product B in order to demonstrate the potential benefits of the product.
Flexible pricing might be used to find a middle ground that potentially benefits both parties.
Payment might be structured using a base payment (tied to the price for product A) and an
additional payment based on a percentage of the operational cost saving achieved by the
department.
Example 2 Flexible Pricing Calculation
A. Price of product A
$100
B. Client department’s current operating cost
$5,000
C. Contractor’s promised operational savings
20%
D. Negotiated share of actual operational savings to be paid
to the contractor
10%
E. Base payment (equal to the price of product A)
$100
F. Client department’s actual operating cost savings
(measured 1 year after product B is put into use)
15%
G. Actual adjusted fee
(= B x F x D or $5,000 x 15% x 10%)
$75
H. Final payment
(= E + G or $100 + $75)
$175
I. Maximum adjusted fee (= B x C x D or $5,000 x 20% x
10%)
$100
If Product B fails to deliver cost savings, the client department would be no worse off than if it had selected
Product A. On the other hand, if Product B reduces departmental operating costs, the additional payment to
the contractor is much less that the cost savings achieved.
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When to Apply a Supplementary Pricing Method
In selecting an appropriate pricing method, contracting officers should consider the client department’s
acquisition objectives, outcomes, and risks associated with the particular goods or services.
The table below provides high-level guidance regarding the applicability of each pricing method described in
this discussion paper. Note that the table is not comprehensive and is a starting point only for a more
comprehensive consideration of the risks and circumstances inherent in a project.
Exhibit 2 Considerations of Applying Supplemental Pricing
Acquisition
Consideration
Performance-Based Pricing
Flexible Pricing
Clarity and complexity of
requirements, and the
likelihood of scope
changes
Complex requirements with
substantial chance of change
as work progresses
Can be appropriate to define
requirements as outcomes that
can be measured, enforced,
and do not change
Anticipated term of
contract
Works well for procuring goods
and services with moderate to
long contract period because
the longer contract period helps
amortize the resources used to
establish the contract
Works well for procuring goods
and services with moderate to
long contract period because
the longer contract period
allows time for shifts in the
underlying benefit of the good
and services
Upfront certainty of costs
Cost estimates are more
reliable because payments by
Canada are based upon an
agreed set of outcomes and
formula
Cost estimates are more
reliable because contractors
would be less likely to include
risk premium in pricing because
costs could be adjusted
Complexity and
unpredictability of risks
Can help reduce risk premiums
in the acquisition of products
and services with complex and
unpredictable risks, because
the contractor may be
motivated by the performance
indicators to mitigate certain
risk
Risk profiles vary by the terms
of the contract and concerned
goods and service
Characteristics of the
product or service
Relevant technology may be
mature or proven, or presents
substantial opportunity for
innovation
Relevant technology is
changing rapidly creating
substantial opportunity for
innovation
Potential suppliers’
technical and financial
capabilities
Works well when suppliers are
entrepreneurial and relatively
innovative
Works well when suppliers are
entrepreneurial and relatively
innovative
392 | Page Public Services and Procurement Canada August 2023
ANNEX 5.4.2 DISCUSSION PAPER BASELINE PROFIT METHODOLOGY FOR
CONSIDERATION
The purpose of this annex is to explore the recommendation of adopting Baseline Profit Methodology as a
method for setting profit in negotiated procurements in Canada. This includes defining what this methodology
is, analysis of their advantages and disadvantages and recommendation surrounding the consideration of
Baseline Profit Methodology.
Although this methodology is recommended for consideration, full implementation of it is not feasible at this
time. A transitional approach where further data collection, analysis and refinement of the process is required
to determine whether or not the benefits of the methodology would bring better value than the current
methodology applied.
What is the Baseline Profit Methodology?
A baseline profit methodology relies on average industry profit and earnings data to establish a base for the
development of profit in a contract. The methodology under consideration is similar to that used for single
source qualifying defence contract in the United Kingdom (UK).
The baseline profit rate methodology would likely consist of baseline profit rates that are informed by the
average industry profit and earnings data and adjustments would then be made to this baseline for contract
specific risks such as Capital Employed and Contractual Risk.
Baseline Profit Illustration
Baseline
Profit Rate
(%)
Adjustment
for Capital
Employed
(%)
Adjustment
for
Contract
Risk (%)
Total Profit
Rate for
Contract
Please Note
A Baseline Profit Methodology is recommended for consideration in Canada, but will require further
feasibility analysis, consultation, a plan for a transitional approach and a trial period before full
adoption is considered.
Feedback from the procurement community, internal and external to the government, is important.
Please share your thoughts on this by providing any questions, comments, and feedback to the
Pricing and Professional Accounting Practices Group (TPSGC.padgamtp-appbipm.PWGSC@tpsgc-
pwgsc.gc.ca).
393 | Page Public Services and Procurement Canada August 2023
What are the Benefits of the Baseline Profit Methodology?
Baseline profit rates would provide profit development base that is representative of Industry
earnings;
The Baseline methodology would likely enhance consistency of application, as the variable factors
have a smaller impact; and
Baseline profit rates are simple, clear and transparent for all stakeholders.
Key Concerns of the Baseline Profit Methodology
Current methodology is well understood and highly comparable to benchmarked data with other
jurisdictions;
Complexity concerns related to introduction of a new profit determination formula: The baseline
profit methodology in the UK, applied on a sample of contracts did not result in a significant
difference from the current methodology applied in Canada. Potentially, minimal benefit in
modifying the methodology; and
Timeline and availability concerns related to external data acquisition, consolidation and review.
How is Canada considering implementing Baseline Profit Rates?
PSPC is considering the application of average industry financial earnings data to determine baseline profit
levels as either:
A replacement factor within the current profit determination process; or
A benchmarking factor available for the procurement community to assess reasonability.
Implementation considerations are contingent on PSPC’s ability to acquire relevant earnings data on a
regular basis. The ability to acquire relevant earnings data will allow for the availability of benchmarking
data for contracting officers to consult for the profit determination process and/or the implementation of the
baseline profit methodology itself.
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ANNEX 6: TOOLS AND TEMPLATES
ANNEX 6.1 PROFIT DETERMINATION TEMPLATE
The Profit Determination Template below includes instructions and schedules to support the determination
of profit in accordance with the guidance as detailed in Section 5.2 (Profit Principles).
Please see the Profit Determination Template on BuyandSell.gc.ca at the following link: Profit
Determination Template
ANNEX 6.2 APPLICABLE RATES FOR PROFIT DETERMINATION TABLE
Please see the applicable rates for profit determination table on BuyandSell.gc.ca at the following link:
Applicable Rates for Profit Determination Table
ANNEX 6.3 CONTRACTUAL RISK ASSESSMENT TOOL
The following is the Contractual Risk Assessment Tool which provides key questions to support a
practitioner in the assessment of the level (likelihood and impact) of contractual risk in a contract.
Please see the Contractual Risk Assessment Tool on BuyandSell.gc.ca at the following link: Contractual
Risk Assessment Tool
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ANNEX 7: GLOSSARY
Alternative pricing strategies
Method of buying goods and services that is not conventional because the price does not rely on the cost to
the contractor of fulfilling the statement of requirements.
Benchmarking
A management technique that consists of dynamically comparing the performance of goods, services,
processes or activities with the corresponding performance of other entities (competitors or not, of the same
group or not), recognized as being among the best.
Capital intensity
Measure of the amount of fixed capital investment required by the contractor to produce a good or service.
Capital lease
A lease that, from the point of view of the lessee, transfers substantially all the benefit and risk associated
with ownership of the leased property from the lessor to the lessee. Typically, a lessee would record the
underlying asset (property) as though it owns/purchased the asset.
Commercial pricing
Price of goods and services sold to the general public or entities for non-government purposes; price in
ordinary trade between buyers and sellers free of bargain.
Contractual risk
Risk of the possibility of financial loss, delay, or non-performance related to contract specific factors.
Contractual risk assessment tool
A summary tool of the guidance designed to support the assessment of contractual risk in a procurement in
order to establish an appropriate contract risk profit rate.
Cost
Cost is the asset laid down cost plus amount of consideration given up to, construct, develop, or better an
item of property, plant and equipment including installing it at the location and in the condition necessary for
its intended use less any applicable portion of any income, rebate, allowance, or any other credit relating to
any applicable direct or indirect cost, received by or accruing to the contractor and related capitalized
borrowing costs included in the cost of the asset. Costs as defined in Contract Cost Principles 1031-2 and
by the costing standard do not include estimated costs of dismantling and removing the item and restoring
the site on which it is located.
Cost Accounting Practices Submission (CAP Submission)
Formal disclosure of a contractor's cost accounting practices including the identification of direct and indirect
costs and disclosure of methodologies used to allocate indirect. costs.
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Cost-based pricing
Price based on costs incurred, cost estimates or actuals, or a combination of these factors with the possible
additional of a profit margin calculated in accordance with the Profit Principles.
Costing Standard
Provides supplementary guidance that includes explanations of Canada's expectations and core costing
principles (Attributable, Appropriate, and Reasonable) in determining the acceptability of a cost and the
amount claimed.
1. Attributable. A cost is attributable if it is incurred directly or indirectly for the fulfilment of the contract,
and it is necessary to fulfil the requirements of that contract.
2. Appropriate. A cost is appropriate if it, by its character and nature, represents a cost that is expected
to be incurred in the conduct of delivering the contract.
3. Reasonable. A cost is reasonable if by its nature it does not exceed what might be expected to be
incurred in the normal delivery of the contract in question, whether under a competitive or non-
competitive procurement.
4. Contract cost acceptability criteria: To be acceptable, a contract cost must meet the criteria of
Attributable, Appropriate, and Reasonable as defined in the Costing Standard.
Fixed capital employed
Amount of capital or money invested during the performance of a contract for assets of a durable nature that
are used over a long period. For example, equipment and facilities.
1. Fixed capital employed tier 1 approach. The simplified approach to determine return on fixed capital
employed for all contracts where the total estimated or acceptable contract costs are less than or
equal to $1,000,000.
2. Fixed capital employed tier 2 approach. The simplified approach to determine return on fixed capital
employed for contracts where the total estimated or acceptable costs are less than or equal to
$20,000,000, and contracts with lower fixed capital intensity level.
3. Fixed capital employed tier 3 approach. The approach to determine return on fixed capital employed
for contracts where the total estimated or acceptable contract costs are greater than $1,000,000 and
contracts that do not meet the criterial for fixed capital employed Tier 1 and Tier 2 or for Tier 1 or Tier
2 contracts where a contractor requests the full Tier 3 determination.
General business risk
Risks associated with the contractor’s industry environment and its management of resources and inputs in
daily operations that could compromise the ability of the entity to achieve goals, execute strategies, or setting
inappropriate goals and strategies.
Incentive remuneration profit sharing plan
A plan designed to link the performance of employees to the achievement of organizational objectives,
through the provision of additional compensation from the distribution of a defined portion of the
organization's net profit.
Laid-down cost
The cost incurred by a contractor to acquire a specific product. This includes the invoice price (less trade
discounts), charged to the contractor plus any applicable charges for incoming transportation, exchange,
customs duties and brokerage charges, but excludes sales tax (i.e., Goods and Services Tax and the
Harmonized Sales Tax.)
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Lease
1. (The Chartered Professional Accountants (CPA) Canada.) This refers to the conveyance, by a lessor
to a lessee, of the right to use a tangible asset, usually for a specified period of time in return for rent.
2. Capital lease. A lease that, from the point of view of the lessee, transfers substantially all the benefits
and risks associated with ownership of the leased property from the lessor to the lessee. Typically, a
lessee would record the underlying asset (property) as though it owns/purchased the asset.
3. Operating lease. This refers to a lease in which the lessor does not transfer substantially all the benefits
and risks associated with ownership of the leased property.
Market based pricing
Price assessed and established based on the market when there exists sufficient competition to obtain more
than one competitive bid and price comparison.
Mobile repair party
An individual, or group of individuals performing work away from the contractor's plant, generally at the client’s
location(s).
Operating lease
The lessor does not transfer substantially all the benefits and risks associated with ownership of the leased
property.
Pricing Principles
Principles applied to all scenarios in which price negotiations are required and involve the establishment of
a cost-base, profit levels and price.
Pricing strategy
Method or plan used for the assessment of pricing considerations, options and potential risks.
Transfer pricing
The prices set for goods or services that are exchanged among related parties (affiliated or entities under
common control, joint control, or significant influence). The “Transfer Price” is the price at which a supplier
sells its goods or services to a related party buyer.
Working capital employed
Measures the level of current and short-term financial commitments from day-to-day activities in the
performance of the contract that would be required by the contractor.
1. Working capital employed tier 1 approach. The simplified approach to determine return on working
capital employed for all contracts where the total estimated or acceptable contract costs are less
than or equal to $1,000,000.
2. Working capital employed tier 2 approach. The approach to determine return on working capital
employed for contracts where the total estimated or acceptable costs must be greater than
$1,000,000 or for working capital employed Tier 1 contractors where a contractor requests a Tier 2
determination.