Chapter 32 - Protest Procedures

32.12.1 Contractual disputes

Contractual claims, whether for money or other relief, shall be submitted in writing to the purchasing agency no later than 60 days after final payment; however, written notice of the contractor's intention to file such claim shall have been given at the time of the occurrence or beginning of the work upon which the claim is based. Pendency of claims shall not delay payment of amounts agreed due in the final payment. Written claims must be submitted to the purchasing agency.

Each purchasing agency shall include contractual claim procedures in all contracts. All contractual claim procedures should establish a time limit for the purchasing agency’s final written decision on the supplier’s contractual claim. A supplier may not invoke institute legal action as provided in § 2.2-4364 of the Code of Virginia prior to receipt of the purchasing agency’s decision on the claim. If the purchasing agency fails to provide the supplier with a decision within the time limit set in the contract, the supplier may institute legal action without first receiving the agency’s decision. The agency’s decision shall be final unless the supplier appeals within six (6) months of the date of the final decision by the agency by instituting legal action.

VITA’s approved contract templates include the following language, which may be borrowed by other agencies, concerning contractual claim procedures under the General Provisions section, Dispute Resolution clause:

“In accordance with § 2.2-4363 of the Code of Virginia, contractual claims, whether for money or other relief, shall be submitted in writing to the public body from whom the relief is sought no later than sixty (60) days after final payment; however, written notice of the Supplier's intention to file such claim must be given to such public body at the time of the occurrence or beginning of the work upon which the claim is based. Pendency of claims shall not delay payment of amounts agreed due in the final payment. The relevant public body shall render a final decision in writing within thirty (30) days after its receipt of the Supplier's written claim.

The Supplier may not institute legal action prior to receipt of the decision of the relevant public body on the claim, unless that public body fails to render its decision within thirty (30) days. The decision of the relevant public body shall be final and conclusive unless the Supplier, within six (6) months of the date of the final decision on the claim, invokes appropriate legal action action under § 2.2-4364, Code of Virginia.

In the event of any contractual breach by a public body, Supplier’s remedies shall be limited to claims for damages nd Prompt Payment Act interest and, if available and warranted, equitable relief, all such claims to be processed pursuant to this Section. In no event shall Supplier’s remedies include the right to terminate any license or support services hereunder.”