FAR 52.216-19 — Order Limitations
This clause sets the minimum and maximum quantities or dollar values the government may order under an IDIQ contract, and it gives you the right to decline orders below the stated minimum or above the maximum without the contracting officer's consent.
- Clause
- FAR 52.216-19
- Applies to
- Indefinite-delivery contracts
- Flows down to subs
- Yes when limits pass through to teaming arrangements
- Primary risk
- Unenforceable minimum/maximum order disputes
Key takeaways
- Read the clause as incorporated in your contract — tailoring and alternates change obligations.
- Flowdown obligations are your responsibility; a noncompliant subcontractor is your problem.
- Document compliance contemporaneously; after-the-fact reconstruction rarely satisfies auditors.
- When a clause is unclear, ask the contracting officer in writing before award, not after.
What the clause requires
The government guarantees at least the stated minimum order over the contract's life. You are not obligated to accept single orders exceeding the maximum unless you consent, and you may decline orders below the specified minimum if declining is more advantageous.
How to comply in practice
Track cumulative orders against the guaranteed minimum, and raise the issue in writing if the government is not on pace to meet it before the contract ends, since the guarantee is enforceable.
Common mistakes
Contractors rarely track the minimum guarantee and lose leverage to claim a shortfall payment. Others accept oversized orders without confirming they exceed capacity, creating performance risk.
FAQ
Is the minimum guarantee enforceable?
Yes, failure to order the guaranteed minimum can support a claim for the shortfall.
Must I accept an order above the maximum?
No, not without your consent.
Can I decline a small order?
Yes, if it is below the stated minimum and declining benefits you more than accepting.
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