The Government Contracting Regime

Overview

The government contracting regime in Quebec and Canadian administrative law governs the preparation, award, performance, and nullity of contracts entered into by public authorities. Public procurement accounts for a substantial proportion of governmental economic expenditure, encompassing infrastructure construction, professional service acquisition, information technology systems, and supply purchasing. Because public contracts commit taxpayer funds, they are governed by an intricate statutory matrix designed to ensure transparency, integrity, fair competition, and value for public expenditure.

Quebec public contracts remain subject to the Civil Code of Quebec under article 1376, together with mandatory public law. Identify the public body, type of contract and date. The Act respecting contracting by public bodies (ACPB, C-65.1) governs covered provincial bodies. Since 1 April 2026, the Act respecting contracting by municipal bodies (C-65.01) is the principal municipal procurement statute, subject to transitional rules. Older decisions applying Cities and Towns Act sections 573 et seq. or Municipal Code articles 935 et seq. must be read in their historical setting. Municipal Act; Quebec implementation guidance.

Breach of a mandatory rule protecting the general interest can entail absolute nullity. Absence of an authorized expression of consent can instead mean that no contract ever existed. Neither conclusion alone disposes of restitution. Montréal (City) v. Octane Stratégie inc., 2019 SCC 57, requires a separate analysis of the legal basis and evidence for restoring prestations; public procurement rules are not a blanket exemption from civil restitution.

Learning Objectives

• Analyze the legal formation of administrative contracts in Quebec, including actual authority, budgetary appropriations, and the limits of apparent mandate under the governing statute.
• Apply the competitive bidding framework, distinguishing the preliminary bidding contract (Contract A) from the substantive performance contract (Contract B), and evaluating bid conformity and privilege clauses.
• Evaluate the legal consequences of non-compliance, including absolute nullity, limits on the restitution of prestations, and the remedies available to disappointed bidders.

Legal Framework and Contract Formation

The Mixed Nature of Administrative Contracts in Quebec

In Quebec public law, the concept of the administrative contract does not replicate the autonomous public law regime developed in French administrative law. Quebec did not adopt a specialized administrative court system with a separate code of public contracts. Instead, the legal architecture of government contracting is mixed, combining private civil law codification with public administrative statutes.

Article 300 CCQ provides that legal persons established in the public interest are primarily governed by their constituting statutes and applicable legislation; it does not make each ministry a separate legal person. Article 1376 applies the Civil Code rules on obligations to the State and its bodies, subject to applicable public law. Article 1385 supplies the ordinary requirements of consent, capacity, cause and object, and recognizes legally required formalities.

This private law baseline is heavily subordinated to public law imperatives. When a public body enters into a contract, it must act within its public mandate; this does not by itself create a private-law fiduciary relationship. Public procurement statutes impose strict statutory rules that restrict contractual freedom. These rules mandate competitive tendering, prescribe standard contract clauses, dictate payment terms, and empower administrative oversight bodies to inspect, suspend, or cancel public contracts. Where a conflict arises between private civil law principles and a mandatory public procurement statute, the public statute prevails.

Contractual Capacity and the Inapplicability of Apparent Mandate

The contractual capacity of a public body is strictly defined by its enabling legislation. Under administrative law principles, a public corporation possesses only those powers expressly conferred by statute, together with powers necessarily incidental or implied to fulfill its statutory mandate. A contract entered into by a public body for an object outside its statutory jurisdiction is ultra vires and void.

Furthermore, a public authority can only express its contractual will through individuals formally authorized to represent it. In provincial ministries, contracting authority is allocated pursuant to statutory delegation regulations made under the Financial Administration Act and ministry acts. In municipal law, contractual consent must be expressed through the legally competent authority: the municipal council acting by resolution or bylaw, an executive committee exercising powers conferred by the applicable legislation, or an officer acting within a valid delegation of authority.

Article 2163 CCQ governs apparent mandate, but it cannot bypass a statutory limit on authority or municipal rules for expressing consent. Octane requires actual municipal authorization through the council, another legally competent municipal body or a validly empowered delegate; silence and apparent consent are insufficient. Do not turn this municipal rule into a universal exclusion of mandate throughout government: J.E. Verreault & Fils Ltée v. Attorney General (Quebec), [1977] 1 SCR 41, applied mandate principles in its statutory setting. Verify the signatory’s actual authority and required formalities. Octane, paras. 45–56; Verreault.

Budgetary Appropriations and Formal Requirements

Financial authority, including the necessary budgetary appropriation, must be checked under the applicable regime. Financial Administration Act section 21, subject to section 22, requires sufficient available appropriations for a financial commitment in the current fiscal year; performance in later years is conditional on available appropriations for those years. Section 30 concerns refusal to issue an instruction for payment, not this appropriation rule. FAA, ss. 21–22.

For municipalities governed by the Cities and Towns Act, section 477 requires budget control and monitoring rules; expenditure authorizations take effect only if funds are available under that framework. Section 477.2 governs delegated expenditure authority. There is no universal treasurer-certificate rule under section 564. CTA, ss. 477 and 477.2.

Identify the actual writing, approval, delegation and tender formalities prescribed for the transaction. Public contracts cannot be inferred from an unauthorized official’s informal promise; equally, a universal statement that every public contract requires a separately signed instrument overstates the law.

The Competitive Bidding and Procurement Process

Preliminary Planning, Thresholds, and the Prohibition on Contract Splitting

The statutory procurement process begins long before tenders are issued. A public body must accurately assess its operational requirements, draft neutral technical specifications, and establish an objective cost estimate. Specifications should describe performance requirements without unjustified restrictions on competition. References to trademarks, patents or exclusive designs require examination of the governing rules, permitted exceptions and equivalent solutions.

Procurement methods depend on the body, contract category, estimated value, applicable trade agreements, regulations and date. Check the actual public-tender threshold and any permitted invitation or direct-award procedure; $100,000 is not a universal current threshold. Below-threshold procurement also remains subject to statutory principles and the body’s rules. ACPB, ss. 10 and 14; Municipal Act, ss. 29–36.

To prevent evasion of competitive bidding rules, the law strictly prohibits contract splitting. Contract splitting occurs when a public body divides a single operational project into multiple smaller contracts whose individual values fall below the mandatory public tender threshold. ACPB section 12 prohibits splitting needs or modifying a contract to evade statutory obligations; the applicable municipal regime also forbids avoidance. Identify any express special legislative exception before applying that prohibition. In assessing whether contracts were improperly split, courts and oversight bodies examine whether the contracts share an identical object, involve the same supplier, were executed concurrently or in close temporal proximity, and formed part of a single operational undertaking.

Modes of Solicitation: Public Tenders and Sole-Source Exceptions

When a public tender is required, publish the notice on the government-approved electronic tendering system (SEAO), observe the governing time limits and disclose the applicable conditions. Sole-source contracting is available below certain thresholds and under specific statutory exceptions; it is not confined to a single universal list.

For covered provincial bodies, ACPB section 13 includes urgency threatening personal safety or property, a sole possible contractor for the specified reasons, confidential or protected information whose disclosure could compromise its nature or the public interest, and the category where a tender would not serve the public interest, with the required authorization. Other regulatory cases may also apply. Routine administrative convenience does not establish an exception. Analyze the actual urgency rather than assuming that poor planning either creates or invariably defeats a threat to safety.

The notice of intention in section 13.1 is tied to a direct contract under section 13 first paragraph (4), not every direct award above threshold. It must normally be published at least 15 days before conclusion. Section 13.1 provides an exception following a public call for tenders with no compliant bid, only if all its statutory conditions are met, including the requirements concerning the procurement need, contractor, contract terms and time limits. Municipal Act sections 33–35 contain their own direct-award and notice regime. Use the relevant complaint route and deadline. ACPB, ss. 13–13.1; Municipal Act, ss. 33–35.

The Contract A and Contract B Framework

The contractual structure of competitive bidding in Canadian public law is governed by the two-contract analysis articulated by the Supreme Court of Canada in The Queen (Ontario) v Ron Engineering & Construction (Eastern) Ltd, [1981] 1 SCR 111. This framework separates the tendering process into two distinct legal relationships: Contract A and Contract B.

Contract A is the preliminary bidding contract where the tender documents and governing law establish an intention to create it. It is not automatic in every request for proposals or negotiated procurement. Its terms may include bid irrevocability, an obligation to enter Contract B if selected, and the owner’s duty to assess compliant bids fairly under disclosed criteria. Quebec analysis remains grounded in the Civil Code and the applicable procurement statute.

Contract B is the performance agreement formed by a valid acceptance satisfying the applicable authority and formalities. A later signature is necessary when the statute or tender documents make it a condition; it is not invariably the only possible moment of formation. Contract B governs delivery, quality, payment and dispute resolution.

In MJB Enterprises Ltd v Defence Construction (1951) Ltd, [1999] 1 SCR 619, the Supreme Court confirmed that Contract A contains an implied term that the public body will award Contract B only to a compliant tenderer. Accepting an invalid or non-compliant bid breaches Contract A owed to all other compliant bidders, giving rise to direct liability in damages against the public authority.

Bid Conformity: Distinguishing Major from Minor Irregularities

The preservation of fair competition requires strict enforcement of bid conformity. When tenders are opened, the public body must examine each submission to verify whether it meets all mandatory specifications set out in the tender documents. The jurisprudence draws a fundamental distinction between a major irregularity and a minor irregularity.

A major irregularity is an incurable defect that affects an essential element of the tender or compromises the parity of bidders. A tender exhibiting a major irregularity must be rejected immediately; the public body possesses no discretion to accept it or permit its post-closing correction. Depending on the governing mandatory terms and any lawful correction mechanism, major defects may include:

• The tender is delivered after the mandatory closing deadline.
• The tender form lacks an authorized signature.
• The bid price is missing, incomplete, ambiguous, or subject to undisclosed conditions.
• Mandatory bid security, such as a required bid bond or certified cheque, is absent, insufficient in amount, or defective in form.
• The bidder fails to submit mandatory statutory certificates, such as a valid Revenu Quebec attestation or AMP authorization.

A minor irregularity, by contrast, is a purely formal defect that does not affect the price, quality, delivery, or fairness of competition, nor does it confer an unfair commercial advantage upon the bidder. Examples of minor irregularities include minor typographical errors, failing to provide the requested number of duplicate copies, or omitting a non-essential administrative questionnaire. The public body retains discretionary authority to waive a minor irregularity or permit the bidder to rectify the formal defect, provided this does not alter the substance of the bid.

A material alteration after closing may breach the governing rules and duties owed to compliant bidders. But Double N Earthmovers Ltd. v. Edmonton (City), 2007 SCC 3, did not hold that the owner breached Contract A: the majority found facial compliance, rejected an implied duty to investigate promised performance, and distinguished Contract B performance from tender compliance. It is not authority for a universal prohibition on every post-closing communication. Double N, paras. 30–42, 49–57, 69–71.

Privilege Clauses and the Duty of Fairness

Public tender documents routinely contain a privilege clause, typically stating that the public body is not bound to accept the lowest or any tender submitted. Public authorities frequently rely upon privilege clauses to justify cancelling a tender process or rejecting the lowest-priced bidder.

The legal scope of a privilege clause is not absolute. In Martel Building Ltd v Canada, 2000 SCC 60, the Supreme Court of Canada held that a privilege clause does not grant the public body unfettered discretion to act arbitrarily or undermine the integrity of the bidding process. The public authority remains subject to an implied duty of good faith and procedural fairness under Contract A.

A privilege clause allows a public body to decline to award Contract B where legitimate, objective reasons exist, such as when all submitted bids exceed the allocated municipal budget, or where changing operational needs require the cancellation of the project. A privilege clause cannot be used to bypass the lowest compliant bidder in order to award the contract to an informal favourite, nor can it be used to evaluate bids on the basis of undisclosed or arbitrary criteria. In MJB Enterprises, the Supreme Court confirmed that a privilege clause does not entitle an owner to accept a non-compliant bid. The clause only operates among compliant tenders.

Worked example: bid bond irregularity and the limits of discretion

Factual Scenario

A regional transit authority published a public call for tenders on SEAO for the construction of a bus maintenance garage, estimated at $12,000,000. The tender specifications stipulated that every tender must be accompanied by a bid bond equal to 10% of the total tender price, issued by an authorized surety company on the standard Canadian Construction Documents Committee (CCDC) form.

When tenders were opened publicly, Contractor X was the lowest bidder at $11,200,000, while Contractor Y was the second-lowest bidder at $11,500,000. Upon examining Contractor X's bid package, the procurement committee discovered that Contractor X had included an uncertified commercial cheque for $50,000 instead of the mandatory 10% bid bond ($1,120,000).

For this hypothetical, assume that Contractor Y meets all mandatory requirements and that the tender terms create Contract A with compliant bidders. The governing rules require the specified security at closing and provide no power to cure this missing security afterward. These are assumptions of the exercise; in an actual file, both the applicable procurement regime and the tender documents must be checked.

The transit authority wished to save public funds by accepting Contractor X's lower price. The procurement director informed Contractor X of the deficiency, and Contractor X delivered a valid 10% bid bond the following afternoon. The transit authority then relied on its tender privilege clause to waive the initial defect as an informal irregularity and awarded Contract B to Contractor X. Contractor Y immediately instituted proceedings challenging the award and claiming damages.

Public Sector Integrity, Compliance, and Oversight

Integrity Screening, RENA, and Revenu Quebec Certification

Check distinct integrity requirements rather than treating all documents as interchangeable:

• Revenu Québec attestation: determine whether the regulation requires it, when it must be held and furnished, and whether the bidder has a Quebec establishment. A qualifying payment arrangement can satisfy tax-compliance requirements; an attestation is not an assertion that no tax debt exists in any circumstances.
• RENA: verify current ineligibility and its consequences for contracts and subcontracts. Convictions are not the only route to ineligibility; integrity decisions and statutory exceptions must also be considered.
• AMP authorization: the general thresholds are $5 million for construction and $1 million for services, including covered subcontracts; specific government decisions can extend the requirement. Authorization is generally required at tender submission and, for a direct contract, at contract conclusion. For a partnership contract, the tender documents may set a later date, no later than conclusion of the public contract (ACPB, s. 21.18, para. 2). Check the consortium requirements, including those for an entity constituted after submission (ss. 21.17, para. 3, and 21.18, para. 4). These are authorization thresholds, not public-tender thresholds. AMP, thresholds and categories; ACPB, s. 21.18.

Since 2 April 2026, authorization is of indefinite duration while statutory obligations, including the annual update, are met and the authorization is not suspended or revoked. Check the register for the actual status. AMP, authorization requirements.

The AMP evaluates the enterprise and relevant associates under the ACPB integrity regime, with information from its statutory partners. Follow the governing notice and corrective-measure provisions; neither automatic authorization nor a universal right to remedial measures should be assumed.

The Supervisory and Investigatory Mandate of the AMP

The AMP oversees covered provincial and municipal procurement under the Act respecting the Autorité des marchés publics, A-33.2.1, and related legislation. Its remedy depends on the body, alleged breach and procedural route.

• Complaints: tender-condition complaints generally begin with the body; other routes, including a missing required notice of intention, follow their own rules. There is no general 45-day AMP complaint period.
• Orders and recommendations: the AMP can require corrective measures within its statutory powers. For municipal bodies, the relevant procurement remedies take the form of recommendations under the applicable framework; do not assume every power over a provincial body is an order against a municipality.
• Verification and investigation: statutory inspection, document-production and inquiry powers have conditions. They do not amount to an unrestricted power to search and seize any premises.
• Ongoing contracts: suspension, termination, authorization withdrawal and permitted continuation must be analyzed under their distinct provisions; loss of authorization does not justify inventing a universal immediate-termination rule.

AMP Act, ss. 19–31; AMP complaint procedures.

Contract Execution and Public Law Prerogatives

Administrative Oversight and Performance Evaluation

Supervision, inspection, change orders and payment certification depend on the contract and applicable procurement regulations. Unsatisfactory performance may support rejection of a future bid when the applicable procedure and tender conditions permit it. An adverse evaluation requires the prescribed report and opportunity to comment; it is not automatic province-wide exclusion through a central Treasury Board blacklist. Quebec, performance evaluation.

The Regulation respecting prompt payments and the prompt settlement of disputes in construction work, C-65.1, r. 8.001, came into force on 8 September 2025, with staged application and transitional rules. Some categories begin on 8 September 2026 and others on 8 September 2027 under section 94; older pilot contracts and procurement start dates require separate attention under sections 90–94. Do not describe the entire regime as merely a proposed reform or assume it applies to every public construction contract today. Regulation, transitional provisions.

Unilateral Modification and Unilateral Termination for Public Interest

Quebec law supplies no universal public-contract power of unilateral modification or unilateral termination merely by invoking public interest. Article 1439 CCQ permits modification, revocation or resolution by agreement or on grounds authorized by law. Identify a statutory provision or contractual clause authorizing a change order, its limits and the pricing mechanism. ACPB section 17 permits amendments accessory to the contract that do not change its nature, with the required approvals; that procurement permission does not itself rewrite the parties’ civil obligations. ACPB, s. 17.

For a contract of enterprise or for services, article 2125 CCQ permits the client to resiliate unilaterally even after performance begins, subject to the governing contract and good faith. This is a civil-law rule also available to private clients. Article 2129 governs settlement: proportionate expenses, work and services already provided and usable materials, reimbursement of excess advances, and any other injury recoverable under the applicable rules. Lost profit on the unperformed portion is generally not due merely because the client validly uses article 2125; contractual provisions, abusive conduct or a distinct breach may change the claim. CCQ, arts. 1439, 2125 and 2129.

For other contract types, locate the actual termination ground. The inability to fetter a statutory power does not by itself erase contractual compensation obligations. A termination outside the available powers may be a breach.

Economic Equilibrium and the Rejection of Imprevision

A central question in long-term public contracts concerns the allocation of risk when extraordinary, unforeseeable economic events disrupt the financial equilibrium of the agreement. In French administrative law, the doctrine of imprévision requires the public authority to provide financial assistance to a public contractor when unforeseen external events (such as runaway inflation or severe currency collapse) disrupt the contractual equilibrium.

Quebec civil law rejects the doctrine of imprévision. In Churchill Falls (Labrador) Corp v Hydro-Québec, 2018 SCC 46, the Supreme Court of Canada affirmed that Quebec civil law does not recognize a general judicial power to revise or adapt valid contracts due to changed economic circumstances. Article 1434 CCQ entrenches the principle of pacta sunt servanda: a contract validly formed binds the parties according to its terms.

Good faith under articles 6, 7 and 1375 CCQ does not generally compel renegotiation merely because the economic balance changes. Risk allocation nevertheless depends on the contract and applicable law: owner-caused delay, withheld material information, agreed change orders or price adjustments cannot simply be assigned to the contractor. Force majeure under article 1470 requires an unforeseeable and irresistible event; financial hardship alone is insufficient, and its effect on obligations also requires articles 1693–1694 and the agreement to be examined.

Contractual Nullity, Restitution, and Judicial Remedies

Absolute Nullity for Breach of Mandatory Procurement Rules

Under article 1417 CCQ, a contract is absolutely null where the formation rule it violates protects the general interest. Identify that rule and the legislature’s intended sanction before concluding that a procurement breach entails absolute nullity.

Mandatory competition rules protecting the general interest can trigger absolute nullity; identify the rule and its sanction instead of assuming every documentary defect has that effect. Octane distinguishes a contract formed but annulled from the absence of authorized consent, where no contract existed. Older authorities such as Lalonde must be read in light of the Civil Code’s later restitution regime. Octane, paras. 32–44, 45–56.

Under article 1418 CCQ, absolute nullity produces several decisive procedural consequences:

• Any person with a present and actual interest may invoke absolute nullity; statutory standing and intervention powers must be checked for the particular claimant.
• The court raises absolute nullity of its own motion where its basis is established, while respecting the parties’ right to be heard.
• The contract cannot be validated, ratified, or confirmed by subsequent resolution of the public body or by agreement of the parties.
• Confirmation cannot cure absolute nullity, but an action for nullity or restitution remains subject to prescription; article 1418 does not create an imprescriptible action.

Restitution of Benefits and the Limits of Unjust Enrichment

Restitution is not contractual enforcement. Separate four possibilities:

1. Valid contract: claim performance or damages under its terms and applicable law.
2. Contract annulled retroactively: articles 1422 and 1699 CCQ ordinarily require restoration of prestations.
3. No contract: annulment cannot supply the missing juridical act. Receipt of a payment not due under articles 1491–1492 may nevertheless require restitution. Payment includes services (art. 1553); identify a prestation, no debt, and error or payment to avoid injury while protesting non-liability, subject to article 1491’s exception.
4. Unjust enrichment: articles 1493–1496 provide a distinct, subsidiary remedy requiring enrichment, corresponding impoverishment and absence of justification. It is not synonymous with restitution or an automatic fallback whenever another claim fails.

In Montréal (City) v. Octane Stratégie inc., 2019 SCC 57, the majority found no municipal contract but ordered restitution on the basis of payment not due. It required proof of the relevant conditions, distinguished an error from a liberal intention, and did not treat a contractor’s failure to verify authority as an automatic bar. The dissent disagreed with the payment-not-due analysis; it is not the governing result. Octane, paras. 45–59, 65–85.

Article 1700 governs restitution in kind or by equivalence. The exceptional power to refuse or adjust restitution because it would confer an undue advantage is in article 1699 paragraph 2. Procurement illegality does not automatically establish that advantage. Prove the prestations, their value and any adjustment; the contract price is not automatically recoverable and the party invoking an undue advantage must substantiate it. Collusion or other misconduct can matter on the evidence, without replacing the statutory test with a categorical forfeiture rule. Octane, paras. 32–44, 86–95; CCQ, arts. 1699–1700.

Remedies of the Disappointed Bidder: Injunctions and Lost Profits

When a public body violates public procurement rules during a tender call, disappointed bidders have distinct legal remedies depending on the timing of their intervention:

• Interlocutory injunction and judicial review: If Contract B has not yet been executed, an aggrieved bidder can institute a judicial review application accompanied by an interlocutory injunction to suspend the award and quash the unlawful procurement decision. Interlocutory injunctions face high procedural hurdles; courts are often reluctant to find irreparable harm because monetary damages are available, and the balance of convenience frequently favours maintaining essential public infrastructure projects.
• Action in damages for breach of Contract A: Where Contract A exists, a disappointed bidder may claim damages for breach, including after Contract B is awarded to a competitor. Prove the breached obligation and the causal connection to the loss claimed; the evidence needed depends on the head of damages.

Damages require breach, causation and proven loss. Lost net profits require proof on a balance of probabilities that the bidder would have obtained Contract B absent the breach. Bid-preparation costs may sometimes be recoverable on an established legal and causal basis; they are not automatically awarded whenever lost profits cannot be proved. A privilege clause, valid evaluation criteria and any enforceable exclusion clause may affect liability or quantum (MJB Enterprises; Tercon).

Worked example: municipal contract splitting and absolute nullity

Factual Scenario

Assume a municipality governed by the municipal procurement legislation applicable on the relevant date needs a single $320,000 paving project. Assume the public-tender threshold applicable to that project is below its total value, no exception permits direct award, and the director general has no delegated authority to bind the municipality. The director splits the work into four $80,000 orders to Contractor W without council authorization. W performs the work and seeks payment after the council refuses it.

Practice Checklist

Preliminary Procurement and Planning

• Identify the legal status of the public body and the specific procurement statute governing the contract (ACPB, municipal procurement Act and transitional rules, or federal framework).
• Check financial authority and available appropriations under FAA sections 21–22 or the relevant municipal budget controls (CTA sections 477 and 477.2).
• Confirm actual contracting authority under the applicable legislation, including a competent municipal council or executive committee decision or a valid delegation, without using apparent authority to bypass statutory consent requirements.
• Ensure that the project estimate encompasses total expenditure to prevent illegal contract splitting to evade competitive thresholds.

Conducting the Call for Tenders

• Publish the public notice of tender on the authorized electronic tendering system (SEAO) within statutory time limits.
• Verify neutral technical specifications, justified exceptions and required access to equivalent solutions.
• Establish objective, non-discriminatory evaluation criteria and disclose all qualitative scoring methodologies in the tender documents.
• Draft privilege clauses carefully, ensuring that reservation clauses do not purport to authorize the acceptance of non-compliant tenders.

Evaluating Bids and Compliance

• At tender opening, verify that all mandatory submission deadlines, signatures, pricing schedules, and bid security instruments are strictly compliant.
• Differentiate between major irregularities (incurable defects requiring mandatory rejection) and minor irregularities (rectifiable formal defects).
• Confirm that bidders possess required statutory certifications, including valid Revenu Quebec attestations, absence from RENA, and valid AMP authorizations where applicable.
• Respect Contract A and governing procurement procedures; avoid unauthorized post-closing negotiations, substantive changes or undisclosed criteria, while identifying any legally permitted negotiation procedure.

Managing Execution and Dispute Resolution

• Identify the actual AMP complaint route and its deadline; there is no general 45-day period.
• Identify the contractual or statutory basis of a change order, required procurement approvals and its pricing mechanism.
• Identify the contract type and lawful termination ground; for enterprise or service contracts, examine CCQ articles 2125 and 2129, the agreement and good faith.
• For disappointed bidders, evaluate the availability of interlocutory injunctions prior to contract execution, or institute an action for lost profits under Contract A.