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[ : Teaming Agreement
Between
University of Vermont
and
[INSERT COMPANY NAME]
Note: To reverse the roles of Contractor and Subcontractor, adjust preamble and make other edits as needed throughout the document.
THIS AGREEMENT made and entered into this day of [DATE], by and between ̽̽ (hereinafter referred to as Contractor) with administrative offices at Sponsored Project Administration, 85 South Prospect Street, 340 Waterman Building, Burlington, VT 05405, and [INSERT COMPANY NAME] (hereinafter referred to as the Subcontractor) with administrative offices at [INSERT ADDRESS] ; and
WHEREAS, Contractor intends to submit a proposal as prime contractor to the Government in response to Solicitation No. [INSET NUMBER] concerning a program entitled; [INSET TITLE] (hereinafter referred to as the Program); and
WHEREAS, Contractor and the Subcontractor desire to combine their respective capabilities in a joint effort to submit said proposal for the Program and to complete the work required by any work statement in any contract (hereinafter referred to as Contract) resulting from such proposal; and
WHEREAS, Contractor and the Subcontractor desire to define their mutual rights and obligations during the preparation and submittal of said proposal and under any subsequent contract resulting there from, consistent with federal/state laws governing restraint of trade or competition as applicable.
NOW THEREFORE, to effect the foregoing, Contractor and the Subcontractor in consideration of the mutual covenants hereinafter contained, agree as follows:
PROPOSAL ACTIVITIES
1.1 The proposal will be based on Contractor acting as the prime contractor to the Government for any resultant Contract, and Subcontractor, acting as subcontractor to Contractor, furnishing support under the Program. Any resulting subcontract to the Subcontractor will involve, but may not be limited to, work set forth in exhibit A, Statement of Work, attached hereto.
1.2 Contractor will prepare and submit the proposal to the Government with assistance from the Subcontractor in the following areas: inputs on selected Statement of Work tasks, related experience information, tailored resumes on key personnel, and appropriate costs information, all to be used in preparation of the Contractor proposal. Details and formats for these inputs will be provided separately.
1.3 Contractor will recognize and identify the Subcontractor in its proposal. Contractor will keep the Subcontractor advised of any material changes in the proposal which affect Subcontractors area of responsibility.
2. AWARD OF CONTRACT
2.1 In the event Contractor is awarded the Contract contemplated by the solicitation for the Program, to accomplish the work set forth in the proposal, it is agreed that Contractor and the Subcontractor will, in good faith, proceed in a timely manner to negotiate a mutually acceptable subcontract, unless otherwise directed by the Government.
2.2 The subcontract shall embody, among other provisions, those terms and conditions of the prime contract which must be passed on to the Subcontractor in order to comply with such prime contract.
2.3 The subcontract will be negotiated at a fair and reasonable price to be established after cost or price analysis in accordance with the requirements of the applicable Government procurement regulation. In the event that negotiations with the Government result in a substantial reduction of the Subcontractors area of responsibility from that proposed by the Contractor, the Subcontractor shall have prior opportunity to consult with the Contractor and review the effect of such reduction or revision before settlement with the Government. It is understood between Contractor and the Subcontractor that any such subcontract will be subject to the approval of the Contracting Officer of the procuring authority of the United States Government, regardless of the provisions hereof.
2.4 Each party shall exert its reasonable efforts toward the successful performance of the Contract contemplated by the solicitation for the Program, assuming award of the prime contract and the subcontract to the parties hereto, and shall provide appropriate and high quality managerial, marketing, advisory, technical, and other personnel to perform and support such contracts.
3. LIMITATIONS ON USE OF DATA AND INFORMATION
3.1 The parties anticipate that under this Agreement it may be necessary for either part to transfer to the other information of a proprietary nature. Proprietary information shall be clearly identified by the disclosing party at the time of disclosure by (i) appropriate stamp or markings on the document exchanged; or (ii) written notice, with attached listings of all material, copies of all documents, and complete summaries of all oral disclosures (under prior assertion of the proprietary nature of the same) to which each notice relates, delivered within two (2) weeks of the disclosure to the other party.
3.2 Each of the parties agrees that it will use the same reasonable efforts to protect such information as are used to protect its own proprietary information. Disclosures of such information shall be restricted to those individuals who are directly participating in the proposal, contract and subcontract efforts described by this Agreement.
3.3 Neither party shall make any reproduction, disclosure, or use of such proprietary information except as follows:
(a) Such information furnished by the Subcontractor may be used, reproduced and/or disclosed by Contractor in performing its obligations under this Agreement.
(b) Such information furnished by Contractor may be used, reproduced and/or disclosed by the Subcontractor in performing its obligations under this Agreement.
(c) Such information may be used, reproduced and/or disclosed for other purposes only in accordance with prior written authorization received from the disclosing party.
3.4. The limitations on reproduction, disclosure, or use of proprietary information shall not apply to, and neither party shall be liable for reproduction, disclosure, or use of proprietary information with respect to which any of the following conditions exist:
(a) If, prior to the receipt thereof under this Agreement, it has been developed or learned independently by the party receiving it, or has been lawfully received from other sources, including the Government, provided such other source did not receive it due to a breach of this Agreement or due to a known violation of any other agreement.
(b) If, subsequent to the receipt thereof under this Agreement, (i) it is published by the party furnishing it or is disclosed by the disclosing party to others, including the Government, without restriction; (ii) such information otherwise comes within the public knowledge or becomes generally known to the public;
(c) If any part of the proprietary information is required by law to be disclosed. In the event that information is required to be disclosed pursuant to this subsection (3), the party required to make disclosure shall notify the other to allow that party to assert whatever exclusions or exemptions may be available to it.
(d) Neither the execution and delivery of this Agreement nor the furnishing of any proprietary information by either party shall be construed as granting to the other party either expressly, by implication, estoppel, or otherwise, any license under any invention or patent now or hereafter owned or controlled by the party furnishing the same.
(e) Notwithstanding the expiration of the other portions of this Agreement, the obligations and provisions of this Article 5 shall continue for a period of three (3) years from the date of this Agreement, however, any resulting contract shall take precedence.
4. RIGHTS IN DATA AND INVENTIONS
4.1 Data, technical information and results developed in performance of the Statement of Work (i) jointly by employees of Subcontractor and employees of Contractor shall be jointly owned without any obligation of accounting to each other, (ii) solely by Contractor employees shall be owned by Contractor, and (iii) solely by employees of Subcontractor shall be owned by Subcontractor, will be shared for the purposes of accomplishing the statement of work and on-going research collaborations.
4.2 The determination of rights in ownership and disposition of inventions made during the performance of the Statement of Work and the administration of patents will be in accordance with 37 CFR 401 and the terms of any resulting subcontract agreement, whereas, (i) inventions made jointly by employees of Subcontractor and employees of Contractor shall be jointly owned without any obligation of accounting to each other, (ii) inventions made solely by employees of Contractor shall be owned by Contractor, and (iii) inventions made solely by employees of Subcontractor shall be owned by Subcontractor. Any commercial exploitation of Contractor owned inventions shall be governed by a separate agreement negotiated in good faith by the Parties.
5. PUBLICITY AND NEWS RELEASE
5.1 No publicity or advertising regarding any proposal or contract under the Program or relating to this Agreement shall be released by the Subcontractor or on Subcontractors behalf without the prior written approval of Contractor. No advertising or publicity containing any reference to the Subcontractor name, its employees, or logos shall be released by Contractor or on Contractors behalf, without the Subcontractors prior written approval.
6. NOTICES
6.1 Each of the parties to this Agreement shall appoint one (1) technical and one (1) administrative representative as the primary points of contact between the parties. These appointments shall be kept current during the period of this Agreement. No obligations between the parties are effective unless made in writing and executed by both parties.
All technical notices shall be addressed to:
As to Contractor: [INSERT]
As to Subcontractor: [INSERT]
All contractual/administrative notices shall be addressed to:
As to Contractor: Sonya Stern, Director
Sponsored Project Administration
University of Vermont
217 Waterman Building
85 South Prospect Street
Burlington, VT 05405
Tel: 802-656-1986
sstern1@uvm.edu
As to Subcontractor: [INSERT]
7. TERM
7.1 Except for the conditions expressed in Article 5 hereof, this Agreement, which is effective upon the date of its execution by the last of the signatory parties hereto, shall automatically expire and be deemed terminated effective upon the date of the happening or occurrence of any one of the following events or conditions, whichever shall first occur:
(a) Official Government announcement or notice of the cancellation of the Program.
(b) The receipt by Contractor of written notice from the Government that it will not award the Contract for the Program to Contractor.
(c) The receipt by Contractor of official Government notice that the Subcontractor will not be approved as a subcontractor under the Contract on the Program or that Statement of Work has been eliminated from the requirements of the Program.
(d) Award of a subcontract to the Subcontractor by Contractor for its designated portion of the Program.
(e) Mutual agreement of the parties to terminate the Agreement.
(f) The expiration of a one (1) year period commencing on the effective date of this Agreement unless such period is extended by mutual agreement of the parties.
8. RELATIONSHIP
8.1 This Agreement pertains only to the proposal relating to the Program and to no other joint or separate effort undertaken by Contractor or the Subcontractor. The parties hereto shall be deemed to be independent contractors and the employees of one party shall not be deemed to be employees of the other. This Agreement shall not constitute, create, or in any way be interpreted as a joint venture, partnership, agency relationship or formal business organization of any kind.
9. ASSIGNMENT
9.1 This Agreement may not be assigned or otherwise transferred by either party, in whole or in part, without the express prior written consent of the other party.
10. MISCELLANEOUS
10.1 Other than the solicitation for the Program, this Agreement shall not preclude either party from bidding or contracting independently from the other on any Government or Non-Government program which may develop or arise in the general area of business related to this Agreement or in any other area.
10.2 This Agreement contains the entire agreement of the parties and cancels and supersedes any previous understanding or agreement related to the Program, whether written or oral. All changes or modifications to this Agreement must first be agreed to in writing between the parties.
10.3 Each party to this Agreement will bear its respective risks and liabilities incurred by it as a result of its obligations and efforts under this Agreement.
10.4 To the extent permitted by law, during the effective term of this Agreement Contractor and the Subcontractor each agree that it will not participate in any manner in other teaming efforts that are competitive to this Teaming Agreement for the Program. Moreover, Contractor and the Subcontractor each agree that it will not compete independently (including the independent submission of a proposal to the Government) for the work specified in this Agreement. The term participate as used herein includes (but is not limited to) the interchange of technical data with competitors. Furthermore, the Subcontractor shall not perform the work described in this Agreement for any party other than Contractor and Contractor will not contract with any party, to the exclusion of the Subcontractor, for the work described in this Agreement unless so directed by the Government.
10.5 Either party hereto is authorized to disclose the terms and conditions of this Agreement to appropriate Government officials upon their request.
10.6 In the event a Contract is not awarded to Contractor as a result of a proposal, each party will, at the request of the other party, return all materials of the other party, such as, but not limited to, those that are written, printed, drawn, or reproduced, to the originating party.
This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof, and may not be amended except by written document signed by duly authorized representatives of each of the parties.
IN WITNESS WHEREOF, the parties have entered into this Agreement as of the date first written above.
Contractor Subcontractor
By: By:
(Authorized Official Signature) (Authorized Official Signature)
________________________ ________________________
(Typed Name) (Typed Name)
________________________ _________________________
(Title) (Title)
________________________ _________________________
(Date) (Date)
Principal Investigator Acknowledgment:
I understand and will abide by the terms and conditions of this Agreement.
Contractor Principal Investigator
Subcontractor Principal InvestigatorSignature:
Signature:
Print Name: Print Name:
Date:
Date:
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