Contracting Officer (CO/KO)

A Contracting Officer (CO, also abbreviated KO from the military phonetic spelling "Kontract") is a federal official with the legally delegated authority to enter into, administer, and terminate contracts on behalf of the United States government, representing the most critical government counterpart in any federal procurement relationship.

What is a Contracting Officer?

Contracting Officers are the only government officials authorized to bind the government contractually. This authority is granted through a formal warrant - a Certificate of Appointment (Standard Form 1402) - that specifies the dollar thresholds and types of contracts the CO is authorized to execute. A CO's authority derives from the warrant, not from their position title or seniority. A program manager, COR, or agency executive who directs a contractor to perform work outside the contract scope without CO authorization is making an unauthorized commitment that the government is generally not legally obligated to pay.

The CO is responsible for the full procurement lifecycle: conducting market research, developing the solicitation, evaluating offers, making the award decision, administering the contract during performance, authorizing contract modifications, resolving disputes, and closing out the contract. In large, complex programs, these functions are often divided among multiple individuals: the Procuring Contracting Officer (PCO) handles the acquisition through award, while an Administrative Contracting Officer (ACO) handles day-to-day contract administration during performance.

COs are required to hold the Federal Acquisition Certification in Contracting (FAC-C) - a professional certification requiring training, experience, and continuing education in procurement law and practice. The Contracting Officer has significant discretionary authority in source selections, responsibility determinations, and contract administration decisions, subject to applicable FAR requirements, agency policies, and oversight by the agency's senior procurement executive.

Why Contracting Officers matter for government contractors

The CO is the single most important government relationship in any federal contract. Every contractual change, dispute resolution, equitable adjustment request, and past performance issue flows through or requires approval from the CO. Contractors who try to accomplish contract changes through program managers, CORs, or other government staff without CO involvement create unauthorized commitment situations where the government may not be legally obligated to pay for extra work. Understanding the boundaries of CO authority - and insisting on written CO authorization for any changes - protects contractors from performing uncompensated work.

Example

A technology contractor working on a federal IT modernization contract is asked by the government's program manager to add a new software module not in the original statement of work. The contractor's contracts manager, understanding that only the CO can authorize this scope change, responds professionally by requesting a contract modification through the CO. The program manager works with the CO to issue a bilateral modification under FAR 43.103, adding the new module to the scope and increasing the contract value by $180,000. The contractor begins work only after the signed modification is received. Without this process, the contractor would have performed the work at risk of non-payment since the program manager had no authority to obligate the government.

Frequently Asked Questions

What is the difference between a CO and a COTR or COR?

A Contracting Officer (CO) has legal authority to bind the government. A Contracting Officer's Representative (COR, also sometimes called COTR) is appointed by the CO to assist with technical oversight and surveillance of contract performance but has no independent authority to change contract terms, authorize additional work, or approve invoices beyond what the CO has expressly delegated. Contractors should be clear on what each government representative is authorized to do, and should escalate to the CO for anything requiring contractual authority.

What happens if a government employee without CO authority directs me to perform additional work?

Performing work based on direction from a government employee without CO authority creates an "unauthorized commitment" - contractual action taken by a government official without the authority to bind the government. The government is generally not legally obligated to pay for unauthorized commitments. Contractors who receive direction to perform out-of-scope work should immediately request confirmation from the CO through a formal contract modification. If a CO later ratifies (approves after the fact) an unauthorized commitment, the government may be obligated to pay, but ratification is not guaranteed.

How do I find out who the Contracting Officer is for a contract?

The contracting officer's name and contact information typically appear on the solicitation document, the contract cover page, the award notice on SAM.gov, and in FPDS/USAspending data (though USAspending only shows the contracting office, not the individual's name and contact). For solicitations on SAM.gov, the POC section of the listing identifies the CO and their contact information. During contract performance, the CO's information should be on the contract document itself.

Can a Contracting Officer be held personally liable for procurement decisions?

COs have significant discretionary authority and are protected from personal liability for discretionary procurement decisions made in good faith, even if those decisions are later found to be erroneous. However, COs who engage in procurement fraud, accept kickbacks, participate in conflicts of interest, or take actions they know violate applicable law can face personal criminal and civil liability. The procurement integrity protections that make COs good-faith decision makers are not shields for intentional misconduct.