FAR 52.233-1—Disputes.
Plain-English Summary
FAR 52.233-1, Disputes, is the standard contract clause that implements the Contract Disputes Act framework for resolving disagreements in federal contracts. It covers what counts as a claim, when a contractor claim must be in writing and certified, the six-year claim submission period, the contracting officer’s obligation to issue a written decision, the timing rules for decisions on claims of $100,000 or less and claims over $100,000, the finality of the contracting officer’s decision absent appeal or suit, the availability of alternative dispute resolution (ADR), the government’s obligation to pay interest on amounts found due, the treatment of defective certifications, and the contractor’s duty to continue performance while a dispute is pending. It also distinguishes between contractor claims and government claims, and it notes that routine invoices or vouchers are not claims unless they become disputed or are not acted on within a reasonable time. In practice, this clause is the roadmap for turning a disagreement into a formal CDA claim, preserving rights, and understanding deadlines, certification requirements, and interest consequences. It matters because missing a procedural step—such as failing to certify a claim over $100,000, waiting too long to submit a claim, or misunderstanding when the clock starts for a contracting officer decision—can delay recovery or affect appeal rights.
Key Rules
CDA governs disputes
This clause makes the contract subject to 41 U.S.C. chapter 71, the Contract Disputes Act. Except where the statute provides otherwise, all disputes arising under or relating to the contract are resolved under this clause.
Claim must be a written demand
A claim is a written demand or assertion seeking, as a matter of right, money in a sum certain, contract interpretation or adjustment, or other relief arising under or relating to the contract. Routine payment requests are not claims when submitted unless they become disputed or are not acted on within a reasonable time.
Claims over $100,000 need certification
A contractor claim exceeding $100,000 is not a CDA claim until it is certified. The certification must state that the claim is made in good faith, supporting data are accurate and complete to the best of the contractor’s knowledge and belief, the amount requested accurately reflects the contract adjustment believed due, and the signer is authorized to certify.
Six-year submission period
Unless the contract states otherwise, a contractor claim must be submitted in writing to the contracting officer within six years after accrual. Government claims are also subject to a written decision by the contracting officer, but this clause does not impose the same six-year language on government claims.
Decision timing rules
For contractor claims of $100,000 or less, the contracting officer must issue a decision within 60 days if the contractor requests one in writing. For certified claims over $100,000, the contracting officer must either decide within 60 days or notify the contractor of the date by which a decision will be issued.
Decision is final unless appealed
The contracting officer’s decision is final unless the contractor appeals or files suit under the Contract Disputes Act. This makes the written decision the key administrative milestone for further review.
ADR is optional by consent
The parties may mutually agree to use alternative dispute resolution for contractor claims submitted to the contracting officer or government claims presented to the contractor. If the contractor rejects an ADR offer, it must provide written reasons for the rejection.
Interest accrues on amounts due
The government must pay simple interest on amounts found due and unpaid from the date the contracting officer receives the claim, or from the date payment otherwise would be due if later. For defective certifications, interest still runs from the date the contracting officer initially receives the claim.
Performance must continue
The contractor must proceed diligently with performance pending final resolution of any request for relief, claim, appeal, or action, and must comply with the contracting officer’s decision. Alternate I broadens this duty to disputes arising under or relating to the contract.
Responsibilities
Contracting Officer
Receive contractor claims, issue written decisions, and follow the 60-day decision rule or provide a firm decision date for certified claims over $100,000. The contracting officer also decides government claims, may participate in ADR by mutual consent, and issues the decision that becomes final unless appealed or sued.
Contractor
Submit claims in writing, ensure claims are for a sum certain when seeking money, certify claims over $100,000, submit claims within six years after accrual unless the contract says otherwise, and continue performance while the dispute is pending. The contractor must also provide written reasons if it rejects an ADR offer.
Government
Process and decide government claims through the contracting officer, pay interest on amounts found due and unpaid, and participate in ADR only by mutual consent. The government must also recognize that routine invoices are not claims unless they become disputed or are not acted on within a reasonable time.
Authorized Certifier
Sign the certification for a contractor claim over $100,000 if authorized to bind the contractor with respect to the claim. The certifier is responsible for the truthfulness and completeness statements required by the clause.
Appeals Body or Court
Review the contracting officer’s final decision if the contractor appeals or files suit under the Contract Disputes Act. These forums provide the next level of review after the administrative decision.
Practical Implications
Contractors should treat claim preparation as a formal legal process, not just a request for payment or a complaint. If the amount exceeds $100,000, certification defects can delay resolution and create disputes over whether the submission is a valid CDA claim.
The six-year accrual rule is a common trap: waiting too long can bar recovery even if the underlying issue is strong. Contractors should track when the claim accrued, not just when negotiations stalled.
Routine invoices and vouchers do not become claims automatically. If payment is delayed or disputed, the contractor should convert the request into a proper claim with the required written submission and certification if applicable.
The contracting officer’s decision timeline matters for appeal strategy. A contractor should monitor whether the CO issues a decision, sets a decision date, or effectively fails to act, because that affects when further rights may be exercised.
Performance usually must continue despite the dispute. Contractors should not stop work simply because they believe they are owed money or disagree with a decision, unless another contract clause or legal remedy clearly applies.
Official Regulatory Text
As prescribed in 33.215 , insert the following clause: Disputes (May 2014) (a) This contract is subject to 41 U.S.C chapter 71, Contract Disputes. (b) Except as provided in 41 U.S.C chapter 71, all disputes arising under or relating to this contract shall be resolved under this clause. (c) "Claim," as used in this clause, means a written demand or written assertion by one of the contracting parties seeking, as a matter of right, the payment of money in a sum certain, the adjustment or interpretation of contract terms, or other relief arising under or relating to this contract. However, a written demand or written assertion by the Contractor seeking the payment of money exceeding $100,000 is not a claim under 41 U.S.C chapter 71 until certified. A voucher, invoice, or other routine request for payment that is not in dispute when submitted is not a claim under 41 U.S.C chapter 71. The submission may be converted to a claim under 41 U.S.C chapter 71, by complying with the submission and certification requirements of this clause, if it is disputed either as to liability or amount or is not acted upon in a reasonable time. (d) (1) A claim by the Contractor shall be made in writing and, unless otherwise stated in this contract, submitted within 6 years after accrual of the claim to the Contracting Officer for a written decision. A claim by the Government against the Contractor shall be subject to a written decision by the Contracting Officer. (2) (i) The Contractor shall provide the certification specified in paragraph (d)(2)(iii) of this clause when submitting any claim exceeding $100,000. (ii) The certification requirement does not apply to issues in controversy that have not been submitted as all or part of a claim. (iii) The certification shall state as follows: "I certify that the claim is made in good faith; that the supporting data are accurate and complete to the best of my knowledge and belief; that the amount requested accurately reflects the contract adjustment for which the Contractor believes the Government is liable; and that I am authorized to certify the claim on behalf of the Contractor." (3) The certification may be executed by any person authorized to bind the Contractor with respect to the claim. (e) For Contractor claims of $100,000 or less, the Contracting Officer must, if requested in writing by the Contractor, render a decision within 60 days of the request. For Contractor-certified claims over $100,000, the Contracting Officer must, within 60 days, decide the claim or notify the Contractor of the date by which the decision will be made. (f) The Contracting Officer’s decision shall be final unless the Contractor appeals or files a suit as provided in 41 U.S.C chapter 71. (g) If the claim by the Contractor is submitted to the Contracting Officer or a claim by the Government is presented to the Contractor, the parties, by mutual consent, may agree to use alternative dispute resolution (ADR). If the Contractor refuses an offer for ADR, the Contractor shall inform the Contracting Officer, in writing, of the Contractor’s specific reasons for rejecting the offer. (h) The Government shall pay interest on the amount found due and unpaid from (1) the date that the Contracting Officer receives the claim (certified, if required); or (2) the date that payment otherwise would be due, if that date is later, until the date of payment. With regard to claims having defective certifications, as defined in FAR 33.201 , interest shall be paid from the date that the Contracting Officer initially receives the claim. Simple interest on claims shall be paid at the rate, fixed by the Secretary of the Treasury as provided in the Act, which is applicable to the period during which the Contracting Officer receives the claim and then at the rate applicable for each 6-month period as fixed by the Treasury Secretary during the pendency of the claim. (i) The Contractor shall proceed diligently with performance of this contract, pending final resolution of any request for relief, claim, appeal, or action arising under the contract, and comply with any decision of the Contracting Officer. (End of clause) Alternate I (Dec 1991) . As prescribed in 33.215 , substitute the following paragraph (i) for paragraph (i) of the basic clause: (i) The Contractor shall proceed diligently with performance of this contract, pending final resolution of any request for relief, claim, appeal, or action arising under or relating to the contract, and comply with any decision of the Contracting Officer.