Please join Jennifer Schaus & Associates every Wednesday in 2020 for a complimentary Wednesday series. See the full recording on our YouTube Channel (https://www.youtube.com/watch?v=VW_LRWNdh6c). For more information about our federal contracting services please visit http://www.Jenniferschaus.com or contact us at 202-365-0598. Win more federal government contracts!

1. FED GOV CON
Webinar
Wednesdays
2020 Series
JSchaus & Associates
Washington DC
+ 1 – 2 0 2 – 3 6 5 – 0 5 9 8

2. About Our Webinars:
- Every Wednesday;
- Complimentary;
- Recorded;
- YouTube & our Website;
- No Questions

3. The National Veteran Small Coalition
(NVSBC)
is the largest non-profit trade association
in the country representing veteran and
service-disabled veteran-owned small
business in the federal marketplace as
prime and subcontractors. NVSBC
provides networking, match-making,
coaching, and training opportunities for
members.
Please visit: www.nvsbc.org

4. About Us:
Professional Services for
Federal Contractors
- GSA Sched;
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- Pricing;
- Contract Administration;
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Includes Government &
Government Contractors
Hello@JenniferSchaus.com

6. About Our Speaker:
David Dempsey
DEMPSEY FONTANA, PLLC
DEFTLAW.COM

7. Teaming Agreements & The
L Word (Leverage)
Wednesday,
April 8, 2020

8. Teaming agreements are defined twice in the FAR:
FAR 201 defines “Small Business Teaming Agreement”
● 2 or more small businesses form a joint venture
● must be referenced as a “small business teaming agreement” and identify
the roles, workshare, etc. for the contract
►mentor-protégé where both parties are small and have an affiliation
exception under 13 C.F.R. 121.103(h)(3)(ii) or (iii) for a civilian
contract (no exception for DoD contracts)
FAR 9.6 Team “Arrangements”
● two or more companies form a joint venture to be the potential prime contractor
● a potential prime contractor agrees with one or more companies as
subcontractors
2020 – Fed Gov Con Webinar Series - Washington DC
JSchaus & Associates
© April 2020 All Rights Reserved. No part of this information may be reproduced without the prior written approval of the author.

9. This presentation focuses on the prime contractor seeking teaming partners to act as
subcontractors – the “vertical” teaming structure
☺ Government gets a single contact and chain of command
▪ prime can be a large or small company (i.e., set-aside contracts)
☺ contractors not required to form a new entity (e.g., “populated LLC”)
▪ mitigate technical / management risk, socio-economic considerations
Due diligence and/or negotiations
► Exclusive or non-exclusive?
► Work allocation, dollar value, structure/control, termination, proposal
language, cyber compliance, supply chain management
► Enforceability
2020 – Fed Gov Con Webinar Series - Washington DC
JSchaus & Associates
© April 2020 All Rights Reserved. No part of this information may be reproduced without the prior written approval of the author.

10. Enforceability:
Issue arises after the award of the prime contract by the Government
Virginia - CGI Federal Inc. v. FCi Federal, Inc. (2018 Virginia Supreme Court decision): if
teaming partners execute a teaming agreement requiring future performance, that executed
teaming agreement may well be unenforceable if essential terms of the future performance
obligations require further negotiation or confirmation
Maryland - Advance Telecom Process LLC v. DSFederal, Inc. (2015MD Court of Special
Appeals): open terms regarding future subcontract resulted in an unenforceable teaming
agreement which means the teaming agreement should:
● specify price ● specify workshare ● identify key personnel ● specify delivery/deliverables
● termination ● identify CMMC Levels ● supply chain management (Chinese restrictions)
2020 – Fed Gov Con Webinar Series - Washington DC
JSchaus & Associates
© April 2020 All Rights Reserved. No part of this information may be reproduced without the prior written approval of the author.

11. Leverage
● Socio-economic status insufficient (see FAR 19.701 regarding approved “master subcontracting
plans” and FAR 19.703 on plan contents)
►technical skills/capability paramount (leverage over the prime)
►CMMC / cybersecurity (leverage over the subcontract competition)
►Supply chain management (leverage over the subcontract competition)
►COVID-19 (leverage over the subcontract competition)
2020 – Fed Gov Con Webinar Series - Washington DC
JSchaus & Associates
© April 2020 All Rights Reserved. No part of this information may be reproduced without the prior written approval of the author.

12. Leverage
►Cybersecurity Maturity Model Certification (leverage over the subcontract competition)
● https://www.acq.osd.mil/dpap/pdi/cyber/index.html (now “DPC”) →
→ https://www.acq.osd.mil/dpap/pdi/cyber/strategically_assessing_contractor_
implementation_of_NIST_SP_800-171.html (Nov. 14, 2019 memo and Mar.
13, 2020 DoD Assessment Methodology set forth in Annexes A and B)
→ Annex A Identifies the NIST SP 800-171, r.2 elements that equal CMMC
Level 1
● CMMC Model v1.02 (Mar. 18, 2020) sets out CMMC Levels 1-5
→ CMMC Model Appendices v1.02 (Annex A – CMMC Model Matrix; Annex B
– Process and Practices with CMMC Clarifications
● CMMC supersedes NIST SP 800-171 r.2 ● No exceptions to CMMC Model
2020 – Fed Gov Con Webinar Series - Washington DC
JSchaus & Associates
© April 2020 All Rights Reserved. No part of this information may be reproduced without the prior written approval of the author.

13. Grant
Certification
Conduct
Certification
Certificate
Update
Internet Accessible
Lookup
Advance to
Level
Options:
1. Internal
2. SVC Provider
3. Partner
Source
Selection
(Go/No-Go)
RFP Award
Self-
Evaluate
Create
Databas
e
C T
PM
Requiring Activity
MMC REQ
CompaniesEst. PMO
Office
ACQ Review
RFI “Level x”
& Date
Develop
Model
CMMC
Concept
Select
Certifier
Certifier
Develop
Accreditation
Body REQT.
Est. MOU
Accrd. Body
BID
Verify CMMC
Level
Find
Certifier
Document
Cert
Accreditation Body
CMMC Gov’t
Gov’t PM
Certifier
Company
SRM
Database
Sr. Advisory
Council
Accrd. Body
IOC
Unclassified CMMC Implementation Flow
Begin
Work
Accrd. Body
IOC
Market Place
CMMC
Certificate
Database
Create
Database
7
DISTRIBUTION A. Approved for public release
2020 – Fed Gov Con Webinar Series - Washington DC
JSchaus & Associates

14. Leverage (cont.)
►Supply chain management (leverage over the subcontract competition)
● 2018 NDAA § 1656 is implemented by DFARS 252.204–7018 (DEC 2019)
(interim) “Prohibition on the Acquisition of Covered Defense
Telecommunications Equipment or Services” [DoD ONLY]
→ Applies to 2 “covered countries” only: PRC and Russia
→ “Covered Defense telecom equipment and services” provided by Huawei or ZTE
and affiliates / subsidiaries (see EAR Part 744, Supp. No. 4 (March 16, 2020))
→ Narrow focus on DoD “covered missions” (nuclear deterrence mission and homeland
defense mission)
● DFARS 252.204-7018 (DEC 2019) – prohibition on Huawei and ZTE telecom products / services
● DFARS 252.204-7017 (DEC 2019) – representation in SAM
2020 – Fed Gov Con Webinar Series - Washington DC
JSchaus & Associates
© April 2020 All Rights Reserved. No part of this information may be reproduced without the prior written approval of the author.

15. ►Supply chain management (leverage over the subcontract competition) (cont.)
● 2019 NDAA § 889 (a)(1)(A) – prohibition against all of USG purchasing “covered
telecom products or equipment or video surveillance equipment” from Huawei, ZTE,
Hytera Communications, Dahua Technology or Hangzhou or any affiliate thereof
→ effective August 13, 2019
● 2019 NDAA § 889 (a)(1)(B) – prohibition against all of USG purchasing from a
company that uses any “covered telecom products or equipment or video surveillance
equipment” the above Chinese companies
→ effective August 13, 2020
● 52.204-25 (Aug. 2019) prohibition
● 52.204-26 (DEC 2019) SAM representation
2020 – Fed Gov Con Webinar Series - Washington DC
JSchaus & Associates
© April 2020 All Rights Reserved. No part of this information may be reproduced without the prior written approval of the author.

16. ►COVID-19 (leverage over the subcontract competition)
● Extraordinary amount of information regarding the USG’s response to the pandemic
● Impacts all companies with issues on:▪labor, ▪workplace safety, ▪travel, ▪telework,
▪immigration, ▪healthcare/HIPPA, ▪wage and hour, ▪employee leave/ADA, ▪contract
performance/USG and commercial, supply chain management, ▪discrimination /
harassment, ▪WARN Act (plant closings), ▪workers’ comp, ▪paid sick leave/FMLA,
▪insurance, ▪state government stay-at-home orders, ▪essential business designations,
etc.
●3 statutes passed by Congress (3 phases)
● Did your company survive the pandemic?
2020 – Fed Gov Con Webinar Series - Washington DC
JSchaus & Associates
© April 2020 All Rights Reserved. No part of this information may be reproduced without the prior written approval of the author.

17. If so, tell your company’s story to a prime contractor:
→ kept employees and workplace safe per CDC and OSHA guidelines
→ implemented workable and cyber secure telework plan
→ supply chain managed (Chinese restrictions followed)
→ took advantage of federal dollars to assist/save your company
→ retained personnel and performed contract obligations
→ sought and obtained assistance from COVID-19 specific federal programs
→ performed a “rated order” contract
2020 – Fed Gov Con Webinar Series - Washington DC
JSchaus & Associates
© April 2020 All Rights Reserved. No part of this information may be reproduced without the prior written approval of the author.

18. THANK YOU!
JSchaus & Associates
Washington DC
hello@JenniferSchaus.com
www.JenniferSchaus.com
+ 1 – 2 0 2 – 3 6 5 – 0 5 9 8
David Dempsey
ddempsey@deftlaw.com
(703) 880-9171