252.237-7023 Continuation of Essential

Contractor Services.

As prescribed in 237.7603(a), use the following clause:

CONTINUATION OF ESSENTIAL CONTRACTOR SERVICES (OCT 2010)

(a) Definitions. As used in this clause–

(1) “Essential contractor service” means a service provided by a firm or individual under contract to

DoD to support mission-essential functions, such as support of vital systems, including ships owned,

leased, or operated in support of military missions or roles at sea; associated support activities,

including installation, garrison, and base support services; and similar services provided to foreign

military sales customers under the Security Assistance Program. Services are essential if the

effectiveness of defense systems or operations has the potential to be seriously impaired by the

interruption of these services, as determined by the appropriate functional commander or civilian

equivalent.

(2) “Mission-essential functions” means those organizational activities that must be performed under

all circumstances to achieve DoD component missions or responsibilities, as determined by the

appropriate functional commander or civilian equivalent. Failure to perform or sustain these

functions would significantly affect DoD’s ability to provide vital services or exercise authority,

direction, and control.

(b) The Government has identified all or a portion of the contractor services performed under this

contract as essential contractor services in support of mission essential functions. These services are

listed in attachment __, Mission-Essential Contractor Services, dated __________.

(c)(1) The Mission-Essential Contractor Services Plan submitted by the Contractor, is incorporated

in this contract.

(2) The Contractor shall maintain and update its plan as necessary. The Contractor shall provide all

plan updates to the Contracting Officer for approval.

(3) As directed by the Contracting Officer, the Contractor shall participate in training events,

exercises, and drills associated with Government efforts to test the effectiveness of continuity of

operations procedures and practices.

(d)(1) Notwithstanding any other clause of this contract, the contractor shall be responsible to

perform those services identified as essential contractor services during crisis situations (as directed

by the Contracting Officer), in accordance with its Mission-Essential Contractor Services Plan.

(2) In the event the Contractor anticipates not being able to perform any of the essential contractor

services identified in accordance with paragraph (b) of this section during a crisis situation, the

Contractor shall notify the Contracting Officer or other designated representative as expeditiously as

possible and use its best efforts to cooperate with the Government in the Government’s efforts to

maintain the continuity of operations.

(e) The Government reserves the right in such crisis situations to use Federal employees, military

personnel or contract support from other contractors, or to enter into new contracts for essential
contractor services.

(f) Changes. The Contractor shall segregate and separately identify all costs incurred in continuing

performance of essential services in a crisis situation. The Contractor shall notify the Contracting

Officer of an increase or decrease in costs within ninety days after continued performance has been

directed by the Contracting Officer, or within any additional period that the Contracting Officer

approves in writing, but not later than the date of final payment under the contract. The

Contractor’s notice shall include the Contractor’s proposal for an equitable adjustment and any data

supporting the increase or decrease in the form prescribed by the Contracting Officer. The parties

shall negotiate an equitable price adjustment to the contract price, delivery schedule, or both as

soon as is practicable after receipt of the Contractor’s proposal.

(g) The Contractor shall include the substance of this clause, including this paragraph (g), in

subcontracts for the essential services.

(End of Clause)

Parent topic: 252.237 RESERVED