FAR 52.227-15—Representation of Limited Rights Data and Restricted Computer Software.
Plain-English Summary
FAR 52.227-15 is a solicitation provision used when the Government wants offerors to tell it whether the data they propose to provide includes limited rights data or restricted computer software. It works together with FAR 52.227-14, Rights in Data-General, and points to related tools such as Alternate II and/or III for obtaining delivery of protected data, Alternate V for Government inspection at the contractor’s facility, and FAR 52.227-16 for additional data requirements if that clause is included in the contract. The provision does not itself assign data rights; instead, it asks the offeror to make a representation based on its review of the proposed delivery requirements and to identify any data it believes falls into those protected categories. In practice, this helps the Government understand whether the offeror plans to withhold certain technical data or software from delivery and whether the solicitation may need special data-rights handling. It is important because it supports acquisition planning, helps avoid surprises in contract performance, and gives the contracting officer an early indicator of potential limited-rights or restricted-rights issues. The provision also makes clear that the offeror’s identification is only a representation for proposal purposes and is not conclusive of the actual rights status of the data if a contract is awarded.
Key Rules
Solicitation asks for data status
The provision is used in solicitations to ask whether the data proposed to satisfy the Government’s delivery requirements includes limited rights data or restricted computer software. It is a disclosure and planning tool, not a final determination of data rights.
Tied to Rights in Data clause
Any data delivered under the resulting contract is governed by FAR 52.227-14, Rights in Data-General. That clause controls whether the contractor may withhold protected data, deliver form, fit, and function data instead, or deliver protected data with the proper notices.
Protected data may be withheld or delivered under alternates
Under FAR 52.227-14, a contractor may withhold limited rights data or restricted computer software and provide form, fit, and function data instead. If the contract uses Alternate II and/or III, the Government may obtain delivery of such protected data with limited rights or restricted rights markings, as appropriate.
Government inspection option
If FAR 52.227-14 is used with Alternate V, the Government may inspect limited rights data or restricted computer software at the contractor’s facility. This gives the Government visibility without necessarily requiring full delivery of the protected material.
Offeror must make a representation
The offeror must complete the paragraph by checking either that none of the proposed data qualifies as limited rights data or restricted computer software, or that some of it does and identifying it. This is a required solicitation response when the provision is included.
Identification is not binding
Any identification of limited rights data or restricted computer software in the offeror’s response is not determinative of the actual status of the data after award. The Government may later challenge or confirm the claimed status under the applicable contract clauses and governing law.
Responsibilities
Contracting Officer
Include this provision when prescribed by FAR 27.409(c) and use it to gather early information about potential limited-rights or restricted-rights issues. The contracting officer must also ensure the resulting contract includes the appropriate rights-in-data clause and any needed alternates or additional data requirements.
Offeror
Review the solicitation’s data delivery requirements and state whether any proposed data qualifies as limited rights data or restricted computer software. If such data is identified, the offeror must list it in the response and should be prepared to support the claim during negotiations or contract administration.
Contractor
After award, comply with the applicable rights-in-data clause, including any obligations to deliver data, use proper markings, withhold protected data only as allowed, and provide form, fit, and function data when appropriate. The contractor must also honor any inspection rights or alternate clause requirements included in the contract.
Agency
Define its delivery needs clearly during acquisition planning and decide whether additional data requirements, protected-data delivery alternates, or inspection rights are necessary. The agency should use the offeror’s representation to anticipate data-rights risks and structure the contract accordingly.
Practical Implications
Offerors should not treat this as a mere checkbox; the response can affect negotiations, delivery expectations, and how the Government structures the final contract.
A common pitfall is confusing a proposal-time representation with a final legal determination of data rights. The offeror’s identification is informative, but the actual rights status is governed by the contract clauses and the facts.
Contracting officers should make sure the solicitation and final contract are aligned. If protected data may be involved, the contract may need the right alternate, inspection language, or additional data requirements.
Contractors should be careful to distinguish between protected technical data/software and form, fit, and function data, since the latter may be deliverable even when the underlying protected data is not.
If the offeror identifies protected data, the parties should address markings, delivery format, and inspection expectations early to avoid disputes after award.
Official Regulatory Text
As prescribed in 27.409 (c) , insert the following provision: Representation of Limited Rights Data and Restricted Computer Software (Dec 2007) (a) This solicitation sets forth the Government’s known delivery requirements for data (as defined in the clause at 52.227-14 , Rights in Data-General). Any resulting contract may also provide the Government the option to order additional data under the Additional Data Requirements clause at 52.227-16 , if included in the contract. Any data delivered under the resulting contract will be subject to the Rights in Data-General clause at 52.227-14 included in this contract. Under the latter clause, a Contractor may withhold from delivery data that qualify as limited rights data or restricted computer software, and deliver form, fit, and function data instead. The latter clause also may be used with its Alternates II and/or III to obtain delivery of limited rights data or restricted computer software, marked with limited rights or restricted rights notices, as appropriate. In addition, use of Alternate V with this latter clause provides the Government the right to inspect such data at the Contractor’s facility. (b) By completing the remainder of this paragraph, the offeror represents that it has reviewed the requirements for the delivery of technical data or computer software and states [ offeror check appropriate block ]- □ None of the data proposed for fulfilling the data delivery requirements qualifies as limited rights data or restricted computer software; or □ Data proposed for fulfilling the data delivery requirements qualify as limited rights data or restricted computer software and are identified as follows: _____________ _____________ _____________ (c) Any identification of limited rights data or restricted computer software in the offeror’s response is not determinative of the status of the data should a contract be awarded to the offeror. (End of provision)