Two firms that want to pursue a GSA Schedule order together have more than one way to structure the relationship. The familiar route is a prime-subcontractor arrangement. The schedule program also allows something different: a contractor teaming arrangement, or CTA, in which two or more schedule holders combine their contracts to offer a total solution. The two structures look alike from a distance and behave very differently up close.
What a schedule CTA is
In a CTA under the Multiple Award Schedule, each team member holds its own schedule contract and offers its own schedule products or services at its own schedule prices. The team submits a single response to the ordering activity, with a document that explains who is responsible for what. Each member is in privity of contract with the government for its portion of the order, which means each can invoice the government directly, each is responsible for its own performance and each receives credit for its sales. One member is usually designated the team lead for coordination, but the lead does not become the prime in the legal sense.
How it differs from a prime-sub team
In a prime-subcontractor arrangement, only the prime needs a schedule contract, and only the prime has a contract with the government. The subcontractor’s work is purchased by the prime, priced by the prime and invoiced by the prime; the government looks only to the prime for performance. The prime bears responsibility for the subcontractor’s compliance with flow-down requirements and, on set-aside orders, for meeting the limitations on subcontracting.
A CTA changes all of that:
- Every member must hold a schedule contract covering the items it provides; a firm without a schedule cannot be a CTA member
- Each member’s prices come from its own schedule, not from the lead’s
- Each member can invoice and be paid directly
- Each member’s performance is evaluated separately and reported under its own contract
- Responsibilities are defined in the CTA document rather than in a subcontract
Why firms choose a CTA
CTAs let firms offer a complete solution when no single schedule covers everything the buyer needs, without one firm having to add the other’s items to its contract. They also preserve each firm’s direct relationship with the government, which matters for past performance and for schedule sales reporting. For small businesses, a CTA with another small schedule holder can address size and category questions differently from a prime-sub arrangement, though the ordering activity’s rules for how size and socioeconomic status are evaluated in a CTA should be checked for each order.
What the CTA document should cover
GSA does not prescribe a form, but ordering activities expect to see a written arrangement that identifies the members and their schedule contract numbers, assigns responsibility for each part of the requirement, names the team lead and describes how the team will communicate with the government, explains how invoicing and payment will work, addresses what happens if a member cannot perform, and states the duration of the arrangement. The document should be submitted with the quote so the contracting officer can see the structure before award.
Points of caution
A CTA is not a joint venture and does not create a separate legal entity; each member remains independently liable for its own portion. Members should still have an agreement between themselves covering confidentiality, exclusivity and dispute resolution, and a lawyer should review it. Because each member’s items must be on its schedule, teams should confirm coverage before quoting. Finally, some ordering activities are unfamiliar with CTAs, so a clear explanation in the quote avoids confusion. Guidance on teaming under the schedule program is published at gsa.gov.
