Lapsed SAM Registrations: An Avoidable Foot Fault

In some of my past blogs, I’ve pointed out some of the maddening pitfalls that are baked into the procurement process such that a mere “foot fault” can doom an otherwise great proposal. The FAR Council recently published an interim rule that will reduce the likelihood of one such foot fault. See Federal Acquisition Regulation: Clarification of System for Award Management Preaward Registration Requirements, 89 FR 89472 (Nov. 12, 2024).

For many years, the Government has required federal contractors to register on an online portal, the current incarnation of which is SAM.gov (SAM being the System for Award Management). The information contractors must submit includes basic information such as the contractor’s location and financial institutions and furnish a variety of representations and certifications. SAM registrations remain active for a period of one year following their submission, after which they lapse.

The vast majority of solicitations have the SAM contract clause set forth at FAR 52.204-7 System for Award Management (NOV 2024) (this is the citation for the current version of the clause). Until recently, this clause stated that

[a]n Offeror is required to be registered in SAM when submitting an offer or quotation, and shall continue to be registered until time of award, during performance, and through final payment of any contract, basic agreement, basic ordering agreement, or blanket purchasing agreement resulting from this solicitation.

FAR 52.204-7(b)(1) (quoted language of clause in versions dated from October 2018 through November 2024) (emphasis added).

This rule led to some draconian results in a pair of bid protest decisions involving prospective contractors whose SAM registrations expired while offers were being evaluated. See Myriddian, LLC v. United States, 165 Fed. Cl. 650 (2023); see also TLS Joint Venture, LLC, B-422275, 2024 CPD ¶ 74 (April 1, 2024)). In both cases, the protesters successfully challenged the awards on the basis that the awardee’s SAM registrations had lapsed for, respectively, 17 days and one day.

The interim rule published by the FAR Council on November 12, 2024 was issued to ameliorate the impact of  these decisions by excusing such lapses so long as the offeror’s SAM registration is valid at the time its proposal is submitted and is valid at the time of award. The new text of paragraph (b)(1) reads:

An Offeror is required to be registered in SAM when submitting an offer or quotation and at time of award (see FAR clause 52.204-13, System for Award Management Maintenance, for the requirement to maintain SAM registration during performance and through final payment).

FAR 52.204-7 System for Award Management (Nov 2024). The new provision, thus, deletes the requirement of continuous registration prior to award so long as it’s active at the time of award. The remaining obligation to maintain registration after award was deleted given that this requirement is the subject of FAR 52.204-13 regarding maintenance of SAM registrations. Allowing for such pre-award SAM lapses is a reasonable solution that eliminates the unreasonably draconian impact of such procedural errors that, left in place, can keep the Government from doing business with contractors of its choosing.

That said – contractors should maintain continuous, active registrations, which the FAR Council considers “the anticipated normal state expected of offerors and contractors conducting business via Federal contract.” 89 FR at 89473. For example, this solution won’t help a contractor if its registration lapses before the award but is not reactivated until after the award. The contractor will be out of luck – even if it resubmitted its registration before the award, but it had not yet been reactivated.

Also, a contractor should never renew its registration and then just ignore it until the following year’s renewal time. Although SAM registrations are active for a year, the validity of the representations and certifications depends on whether they are true and correct each and every time a contractor submits a proposal, not merely whether they were correct at the time of the SAM registration. See 52.204-8 Annual Representations and Certifications (Jan 2025) (stating that, except as otherwise noted, “[o]fferor verifies by submission of the offer that the representations and certifications currently posted electronically . . . are current, accurate, complete, and applicable to this solicitation . . . as of the date of this offer and are incorporated in this offer by reference”).

All of this is to say – contractors should remember their SAM registrations are not a mere formality and that they should be treated as they are – a required element of each and every proposal. Keeping that notion in mind hopefully will minimize the risk of this foot fault.