Navigating Complex Regulations and Risks to Enable Business with the Government
The Government imposes unique and often non-intuitive requirements on organizations that sell products and services to federal agencies. These requirements vary based on the circumstances (for example, contract type; commerciality; and whether the item being acquired is hardware, software, a service; or something else). The Government’s requirements are often flowed down to companies that do not focus on government contracts as their primary line of business, but such companies nonetheless may be obligated to comply with government-driven terms and conditions.
Saul Ewing's Government Contracts team has broad experience in the government contracts industry. Our team includes professionals who have worked in-house and in private practice for large, mid-tier, and small business government contractors, including tech startups. Our attorneys are highly skilled in providing advice that addresses both legal and operational needs to help our clients successfully conduct business with the Government.
Advising on virtually all aspects of doing business with the Government, we represent prime contractors, subcontractors, suppliers, universities, and non-profit entities. We represent clients across a wide array of industries, including aerospace and defense; technology; professional services, health care; construction; telecommunications; higher education; manufacturing; life sciences; and leasing. Our Government Contracts team works collaboratively with other key Saul Ewing practices, including the Corporate, Cybersecurity and Privacy, Intellectual Property, Labor and Employment, Litigation, and White Collar and Government Enforcement groups to develop and deliver practical solutions for our clients.
Government Contracts Formation and Performance
We have extensive experience helping clients review and respond to Government solicitations and negotiating the terms, conditions, and pricing of contracts with both the Government and prime contractors. This includes work on Other Transaction Agreements and Cooperative Research and Development Agreements. Our work encompasses support for state and local contracting as well.
To help ensure successful performance when government contracts are awarded, we work with clients to develop and implement government contractor compliance programs tailored for their businesses, aligned with applicable Federal Acquisition Regulation (FAR) clauses and agency supplements to the FAR including the Defense Federal Acquisition Regulation Supplement (DFARS). We have developed organizational conflict of interest (OCI) mitigation plans allowing our clients to perform contracts that they may have not been eligible to perform otherwise. We have worked with clients to resolve a wide variety of contract performance issues spanning the life cycle of government contracts.
Cybersecurity and Emerging Technology
Our team provides comprehensive support for cybersecurity, data protection and emerging technology issues affecting government contractors. We have led cybersecurity incident responses and aided clients in preparedness and remediation for such incidents, helped clients develop information security and privacy programs including to meet DFARS cybersecurity requirements and the Cybersecurity Maturity Model Certification (CMMC) program, counseled clients on nonstandard cybersecurity and technology requirements applicable to government contractors, and helped develop cyber supply chain risk management plans. Our team has developed corporate policies and procedures for the responsible development and use of artificial intelligence. We have negotiated the terms and conditions of information technology and cloud computing agreements, software licenses, and other transactions. We have experience with national security issues including classified contracting.
False Claims Act, Internal Investigations, and Audits
We have defended clients in numerous False Claims Act investigations, litigation matters, and suspension/debarment proceedings. We have conducted internal investigations and compliance reviews related to time charging, cybersecurity fraud, insider threat, labor mapping, and other issues, and drafted mandatory disclosures when appropriate. We have advised clients in connection with Government audits and inquiries. We assist clients in responding to a broad variety of criminal, civil and administrative investigative subpoenas and search warrants in collaboration with other practice groups at the firm. We work with companies to develop procedures to respond to allegations of improper practices, corrective actions, and conduct employee training and compliance audits.
Bid Protests, Claims, and Disputes
We represent companies either challenging or defending contract awards or procurement procedures in bid protests. Our attorneys have appeared before the U.S. Government Accountability Office (GAO) and the U.S. Court of Federal Claims. We have litigated state bid protests. We have represented government contractors in contract disputes before the Court of Federal Claims and in administrative proceedings and successfully resolved such disputes and claims.
Intellectual Property and Data Rights
Our attorneys have experience handling matters pertaining to the unique rules and clauses governing intellectual property and the Government’s rights in technical data and computer software, including on strategies to help contractors maximize protection of their intellectual property rights. We train clients’ employees on how to protect a company’s intellectual property when doing business with the Government, and have negotiated data rights with the Government on behalf of our clients. In collaboration with our Intellectual Property attorneys, we can assist with patents, trademarks, and copyrights.
Corporate Transactions
We represent buyers and sellers of Government contractors. Having completed several dozen such transactions, we understand the unique issues – such as OCIs, small business status, security clearances, Committee on Foreign Investment in the United States (CFIUS), Foreign Ownership Control or Influence (FOCI), and novation of Government contracts – that may come into play when buying or selling a company that does business with the Government. We advise clients as to post-closing integration issues.
Labor and Employment
Our team advises Government contractors on numerous labor and employment issues, including the Service Contract Act, Davis Bacon Act, non-discrimination requirements, OFCCP audits and investigations, and the Fair Labor Standards Act. We advise clients on issues relating to theft of trade secrets and violations of covenants not to compete relating to current and prospective employees. Our lawyers are skilled in working with clients to resolve these issues – either by negotiation or, when necessary, litigation.
Government Grants
Our attorneys have experience advising clients on issues relating to federal and state grants. We counsel clients regarding compliance obligations arising from grants, as well as draft sub-recipient grant documents and grant subcontracts.
Construction Contracts
Our clients include companies that serve as prime or subcontractors on federal construction projects. We counsel companies on a wide range of issues, including those arising in connection with design/build projects. We assist clients with legal matters arising during planning and contracting through project performance, litigation and alternative dispute resolution. We understand the various stages and complexities of construction projects as a result of our hands-on experience in the industry.
Small Business
We have experience in the small business arena. We advise companies with respect to qualifying to contract as a small, 8(a), veteran, veteran-disabled or other business categories. We work with clients to devise strategies – through joint ventures, teaming arrangements or other strategic alliances – to take full competitive advantage of the federal contracting socio-economic preference programs. We have protested and defend size protests at the Small Business Administration Office of Hearings and Appeals. We work with clients to establish small business subcontracting procedures.
