Hardly a Pipeline Review meeting goes by that a Capture Manager isn’t asked about status or strategy to manage TAs for a key opportunity. The typical questions are: “Do we have a TA in place? “What is the workshare?” “Will they agree to sign exclusive?” How a company decides to manage TAs is a strategic and vital function in the Government contracting industry. It is also a complex juggling act, which is why Team Capture2 designed and deployed the Teaming Dashboard to empower companies to manage TAs, both their status and workshare, using a as well as the ability to securely store them with the associated opportunity for easy retrieval.
A Business Development Manager must have experience and strategic insight to effectively manage TAs both as the prime and as a subcontractor. When the process is effective, it results in a win-win teaming arrangement. However, in order to effectively manage TAs as the prime, the BD Manager needs the right tools. One of the tools required to manage TAs is the TA template.
Successfully Manage TAs
When starting a new company, the management team may have many things to take care of that are a higher priority than to create TAs. In many cases, the startup will begin building the pipeline by subbing to a large company. No problem, the TA will be generated by the prime. However, at some point, the startup will build their experience and find a small business set aside, to prime. Now the small business will become the prime. There is an uncomfortable silence when the large business sub says, “Go ahead and send us over the TA and we’ll get it signed” The small business, in many cases, does not have its own TA. They’ve really been too busy trying to get things moving forward to think about how to manage TAs as a prime.
Most of the time, larger companies will generously hand over their TA template and tell the startup to modify as needed and adapt it as their own. While helpful, there are pitfalls:
- The borrowed template might be so filled with legal speak that that it is difficult to understand and cumbersome to use.
- It may be so stringent that potential subs are unwilling to accept it, or it requires a significant amount of edits and time to negotiate the terms everytime it’s used. Subs may push back on stringent terms coming from another small business that they will often accept when dealing with a large, well established business.
- The TA may not stipulate conditions that adequately protect and ensure the prime’s best interests. Just because someone else was using it doesn’t mean it was well written.
In court cases, TAs have been compared to Letters of Intent and in several important cases, courts have ruled them unenforceable. However, most companies tend to abide by their terms. A company that gets the reputation for welching on TAs becomes an undesirable teammate that eventually becomes avoided by other teams.
It is fine to accept another company’s offer to borrow and adapt their TA template. This is a great place to begin. If possible, get several and compare the strengths and weaknesses. Start thinking about this need proactively so it does not become a last-minute scramble. It is important to avoid taking someone else’s template and simply changing the headers and footers to fit the company profile.
Here are some important aspects to consider when a company sets out to create TAs or to modify them:
- Make sure that it specifically identifies the parties involved and the opportunity.
- Ensure that it clearly addresses the subcontractor’s exclusivity arrangement for the specific opportunity.
- It should be clear in the TA whether a subcontractor can withdraw from the teaming arrangement: at what point, and under what circumstances.
- Provide a means to remove a subcontractor from the team in certain well-defined instances such as:
- Subcontractor Insolvency.
- Legal proceedings against the subcontractor or other subcontractor actions that could reasonably result in Government contracting officials or a Technical Evaluation Board (TEB) being prejudiced against the prime’s team.
- A change of scope to the statement of work (SOW) that removes the work that the sub was to perform as specified in the Exhibit A.
- Being non-responsive to data calls and proposal assignments as stipulated in the TA.
- Inability or unwillingness to fulfill specific requirements of the TA’s Exhibit A, such as not able to fill key personnel positions or staff certain locations.
- Anticipate the need sometimes for subcontractors to insist on edits to the TA that they have been presented with.
The above list of things to consider when formulating a plan to manage TAs is by no means all-encompassing. Many startups are hesitant to spend money to have their TA reviewed by legal counsel, but the investment is a wise one. However, no matter whether the TA is ironclad, problems are best avoided by dealing with companies that have a reputation for reliability and fairness. When it’s in writing, everyone that signs the document acknowledges an understanding of what is being agreed upon. The most important step to manage TAs is to make sure that a company has one that is well written and meets the needs of the company.
Not only is it important to have a well written, meaningful TA, but to effectively manage TAs requires maintaining the visibility of their status. Capture2Proposal’s (C2P) Teaming feature provides a dynamic, real-time Teaming dashboard that identifies:
- Both Prime and Subcontractor status for each arrangement
- Points of Contact for all involved companies
- Status of the NDA and TA
- Workshare assigned
- Access to uploaded NDAs and TAs
A future blog will discuss teaming arrangement strategies that are necessary to consider in order to manage TAs effectively. In the meantime, companies should review their TA template periodically. Get a good legal review of it done, and consider the feedback received during TA negotiations with other companies. A well written TA will be a valuable asset to prevent misunderstandings ant to ensure control of the opportunity’s capture and subsequent execution once it has been won.
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