Teaming Agreements by IC1Kt6

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									                                          Teaming Agreements

Date: 3-22-2012


What are Teaming Agreements?

Teaming Agreements are commonly put in place to establish a working relationship between two or more parties.
ASU typically uses a Teaming Agreement when it is teaming with a Prime Contractor in submitting a proposal to
the government.

What are the contents of a Teaming Agreement?

A Teaming Agreement will typically delineate the responsibility of each party in preparing the proposal and will
establish the intent of the parties to share the work required under the resulting contract, should the team be
successful.

What are exclusive Teaming Agreements and does ASU restrict its acceptance of exclusive Teaming
Agreements?


In any “exclusive” arrangement, one party is agreeing to do something (work, collaborate, license, team) with only
the other party and not with any third party. In an exclusive Teaming Agreement, the Prime Contractor is typically
requiring that ASU only submit a proposal with it in response to the solicitation. ASU restricts its acceptance of
exclusive Teaming Agreements. This restriction is due to the numerous schools, laboratories and units.

ASU will not accept a campus-wide exclusivity provision and limits the exclusivity provision to a single unit or
Project Director/Principal Investigator (PD/PI).

ASU prefers non-exclusive teaming arrangement to maximize opportunities for ASU to team with additional parties
or to submit a proposal independently in response to a Request for Proposal (RFP).

If ASU PNT receives an exclusive Teaming Agreement, what are the negotiation steps?

Negotiation Step 1:
Inform the PI/PD and Research Administrator (RA) of ASU’s position before informing the company or
organization that ASU does not enter into campus-wide exclusive Teaming Agreements and that you will attempt
to negotiate out the exclusivity.

Negotiation Step 2:
Inform company or organization that ASU does not enter into campus-wide exclusive Teaming Agreements.

Negotiation Step 3:
Inform company or organization that ASU has to restrict its acceptance of exclusive Teaming Agreements due to
the numerous schools, laboratories and units. Track change document to remove exclusivity provisions. If the
other party will not agree to proceeding without exclusivity, proceed to Negotiation Step 4.

Negotiation Step 4:
Determine, through discussion with PD/PI and negotiation with the other party, whether a limited exclusivity
arrangement is feasible. Check proposal calendar to ensure no other PD/PI is submitting or has submitted to the

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                                            Teaming Agreements

Date: 3-22-2012

solicitation. Limit the exclusivity provision to a specific, identified solicitation (and possibly a particular aspect of
such solicitation) and a single unit or PD/PI.

If a Teaming Agreement is to be signed that limits the exclusivity provision to a solicitation and a single unit
or PD/PI, what steps must be taken?

Step 1:
PI/PD and/or RA will need to provide in writing documentation of approval by the Chair and Dean

Step 2:
Assigned Grant and Contract Officer will inform Proposals and Negotiations Team Assistant Director or Office for
Industry Research and Collaboration (OIRC) Manager for presentation to Office of Knowledge Enterprise
Development Associate Vice President. The Associate Vice President will present to the President’s Office for
approval.

Step 3:
If approved, then PNT AD or OIRC Manager, contact Research Strategy Group via email
limited.submissions@asu.edu

Email should include the following:

Dear RSG,

A teaming agreement for solicitation number XXXXXX has been signed by ASU. This teaming agreement limits the
number of applications or proposals ASU is allowed to submit. Due to the exclusivity provision in the agreement,
this is considered a limited submission.

PI Name: XXXXX

Department/School: XXXXX

RA: XXXXX

If not approved, then PNT AD or OIRC Manager informs PI/PD, RA, Chair and Dean.

What happens upon award of the contract?

Upon award of the contract, contract terms and conditions take effect and the Teaming Agreement expires if there
is termination language in the teaming agreement that specifically address this issue or if the new agreement states
the new contract terms and conditions override the teaming agreement.

What is typical Termination language in a Teaming Agreement?
Typical termination language in a Teaming Agreement can contain some or all of the attached reasons:

Termination. Unless extended in writing by mutual agreement, this Agreement shall terminate, in any of the
following events:
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                                       Teaming Agreements

Date: 3-22-2012

              a.   an award is not issued within twelve (12) months from the date of this Agreement;
              b.   if there is a substantial change in the issued RFP which makes it unacceptable to either party;
              c.   if the prime contract is awarded to other than the Prime;
              d.   if the Customer rejects the portion of the proposal relating to the Sub's work, or rejects Sub as
                   a subcontractor;
              e.   if Prime and Sub are unable in good faith to agree on subcontract terms and conditions;
              f.   mutual consent of the parties;
              g.   cancellation of the Program;
              h.   award of a subcontract by Prime to Sub pursuant hereto;
              i.   either party becomes bankrupt or insolvent, is suspended, debarred or subject to any other
                   legal or administrative sanction prohibiting that party from participating under any aspect of
                   this Agreement or any contract or subcontract contemplated by this Agreement; or
              j.   if an organizational conflict of interest clause included in the award of a separate contract
                   precludes the performance of a party under this Agreement and such organizational conflict
                   of interest is not capable of being mitigated to the U.S. Government’s satisfaction.




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