Although each party is solely responsible for the accuracy and adequacy of the content of its „part“ of the offer, neither party is liable to the other if the offer is inconclusive. However, mutual accountability may not always be appropriate. For example, if the subcontractor is the driving force behind the tendering process, with the main contractor being little more than a mailbox between the contractor and the subcontractor, it may be reasonable for the subcontractor to assume more of the risk. It may be helpful for the parties to agree in team agreements on some of the key clauses that will be included in the subcontract. This should avoid lengthy negotiations afterwards, if they succeed with their offer. Key clauses could, for example, govern the limitation of liability, intellectual property and the movement of risks, from the head contract to the subcontract. This is often a difficult clause that can be agreed upon. As a general rule, the parties agree to hold the intellectual property rights in the materials they owned before working together on the offer. But what about new materials created together? The parties may either choose to acquire these new materials jointly or decide that one of them must possess them and grant the other a broad licence to use them. Usually, we prefer the latter option in team agreements. Teaming agreements often require the parties to undertake to cooperate with each other for the sole purpose of preparing and submitting the tender and, if successful, to structure themselves as main contractors and subcontractors.
In the absence of exclusivity, both parties may have to call on another party to work on the tender, or even to work on a separate tender. If you have any questions about teaming agreements, please contact Neil Williamson. As with most agreements, each party wants the other to engage partisanly to some degree of confidentiality in team agreements. When tendering, confidentiality becomes even more important. The parties should consider the extent to which advisers to a party and other third parties should have access to confidential information about the offer. Standard team agreements generally provide for reciprocity of commitments. For example, one party could be liable to the other for: Operational maters are defined in the main contract and in the subcontract. The main contract between the client and the main contractor shall be defined in the call for tenders and the margin for negotiation with the contracting authority shall be limited. The subcontract defines the respective obligations of the parties and the obligations arising from the main contract. This document provides that if the call for tenders is successful, the parties will return to the consideration of certain issues addressed in the team agreements. The advantage of teaming agreements is that they allow the parties to pool resources for limited purposes, without necessarily requiring the creation of a joint venture. .