Double-check: is your teaming agreement merely a glorified “letter of intent?” ======================== The U.S. District Court for the Eastern District of Virginia recently determined just that in Cyberlock Consulting, Inc. v. Information Experts, Inc. The practice of teaming for business development purposes is certainly nothing new to federal contractors, but the trend is increasing now with tightening budgets and fewer opportunities to pursue or room to loose. The scary part of this trend is that many firms, rather than consulting with legal counsel for guidance, have a legacy practice of downloading boiler-plate agreements from the internet and using them “as-is”, repetitively. Well, here’s the short and skinny on the aforementioned case to hopefully make you think twice about this practice: - - - - The two firms successfully bid, and the government awarded the prime contract to one firm. Despite the Teaming Agreement, that firm refused to use the 2nd firm as its subcontractor and went on to perform the contract without it. The 2nd firm sued for breach of contract. The U.S. District Court for the Eastern District of Virginia determined, however, that there was no breach of the Teaming Agreement because it was not enforceable. - - - - Despite the fact that the agreement used fairly standard provisions in the government contracts realm, the Court held that this arrangement was nevertheless merely an “agreement to agree in the future”, and was thus too vague and too indefinite to be enforceable. In fact, the Court reasoned that the parties’ mere act of calling the document a “teaming agreement,” rather than a “subcontract” implied that the document was a non-binding expression of a future agreement. The moral here? Before you make any assumptions, especially with larger firms, confirm that your interests are protected before you commit. ======================== This post is brought to you by Boston Warwick Law, “a modern interpretation of the businesses of Law & Finance | boston-warwick
Posted on: Fri, 21 Jun 2013 00:05:53 +0000
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