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Education Campaign Series: Contractor Team Arrangements (CTA)

Future Government Payment Solutions Education Campaign Series

Throughout the next several weeks, the Office of Charge Card Management (OCCM) will be providing background information on key topics or explaining difficult concepts related to GSA SmartPay. Please note that the information provided relates to general GSA SmartPay program related topics. Information provided during this series does not include SP3 requirements. OCCM will not engage in any discussions regarding potential SP3 requirements within this forum. If you have any general questions about the program, please let us know!

Contractor Team Arrangements (CTA)
 

What is a Contractor Team Arrangement (CTA)?

Under a Contractor Team Arrangement (CTA), two or more GSA SmartPay contractors would work together to offer a total solution to the requirement.  This gives contractors the opportunity to compete for business, where they may not qualify independently.  
 

A CTA relationship differs from a subcontracting relationship between a prime contractor and a subcontractor in that all members of the team are considered equal parties to the contract.  This means that each team member:

  • Is responsible for duties addressed in the CTA document;

  • Has privity of contract and can interact directly with the government;

  • Is invoiced and paid separately at their unit price or hourly rate; and

  • Is responsible for reporting sales and remitting the Industrial Funding Fee (IFF).

 

Examples of a CTA related to the GSA SmartPay Program could include:

  • A large business teaming with a small business card service innovator to expand innovative offerings and solutions;  or

  • One business that provides two business lines (e.g. purchase and travel card services) teaming with another business that offers enhanced fleet capabilities and services to provide a more robust fleet offering.    
     

How do I establish a CTA?

CTAs are developed by the contractors without government involvement.  They can be arranged in advance of the RFP and can be customized to meet the government requirement.  
 

You can discover potential team member relationships by participating in the Future Government Payment Solutions Interact group or networking with industry partners through events and trade shows.  
 

Key elements of the CTA document include:

  • Identification of Parties: The CTA document must always be put in writing and signed by each participating contractor.  Each member of the CTA must be identified by name, address, telephone number, and Point of Contact (POC). The CTA document should also state the name, identity, and POC for the team lead (if applicable).

  • Specific Team Activities: The CTA document must state the various types of activities that will be incorporated into the team arrangement and who is the primary party responsible for the particular activity.

  • Duration of Arrangement: The duration of the team arrangement must be specified, including any options and and an explanation of how the options will work.

  • Terms of Arrangement:  The terms of the CTA must define the whole course of the project. The CTA document must specify the duration, the players, the responsibilities, and the limitations of the various players.

  • Team Ordering Procedures: The CTA document must list the supplies/services and pricing, including any team lead fees, if applicable.

  • Responsibilities of Team Lead: The CTA document must outline and specify the duties of the designated team lead at each phase of the project.

  • Responsibilities of Team Members: The CTA document must specify and describe the individual duties of the team members.

  • Pricing and Costs: The CTA document must specify unit prices or hourly rates and how pricing is calculated. If there is a project management fee divided within the team, it should be specified. If there are any award or incentive fees, the CTA document should explain how they will be divided within the team.

  • Independent Contractors:  The CTA document must state that all team members remain independent contractors, responsible for their own employees.

  • Delivery Responsibility:  The CTA document must state whether the team lead or each team member is responsible for a particular part of the project, so that delivery responsibility is clearly established.

  • Invoicing and Payment: The CTA document must designate who is responsible for invoicing and payment. While the team lead may submit an invoice on behalf of all team members, GSA recommends that payment be made to each team member. GSA recognizes, however, that there may be instances where it is advantageous to craft the CTA document so that payment is made to the team lead who, in turn, pays each team member. Under such circumstances, the CTA document should clearly indicate that all team members agree to this method of payment.  The CTA document should also acknowledge that any dispute involving the distribution of payment between the team lead and the team members will be resolved by the team members, without any involvement by the government.

  • Reporting of Sales and Industrial Funding Fee (IFF) Payment Responsibility:  The CTA document must specify that each contractor is responsible for reporting its own sales and for paying the related IFF to GSA. Each team member will track sales all the way through the system by contract number to respond to the IFF reporting requirements.

  • Warranties: The CTA document must designate who is responsible for resolving such warranty issues as who should the government contact and when; who will come in and correct the problem; and how compensation will be made within the team.

  • Liabilities: The CTA document must address each team member's responsibilities and performance requirements so that liability is clearly established.

  • Confidential Information:  The CTA document must identify any proprietary information and specify how such information will be handled.

  • Replacement of Team Members: The CTA document must address the circumstances and procedures for replacement of team members, including the team lead. The CTA document must also state that the team shall obtain the approval of the government prior to replacing any team members.

  • Legal Relationship: The CTA document must not create a joint venture or separate subsidiary.
     

Who is responsible for requesting and reviewing the CTA documents?

The Government should review CTAs to ensure that they clearly outline team member responsibilities and provide for coordination and cooperation between team members.  The CTA may exist at the Master Contract level or at the Task Order level, depending on the Government’s requirements.  
 

References:

Subpart 9.6—Contractor Team Arrangements

GSA Schedule Contractor Team Arrangements (Note: This references is for the GSA Schedules Program and CTAs may vary depending on contract type)

 
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