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Government Contracts

Kaye Scholer lawyers represent a broad array of clients who do business with US and foreign governmental entities across all industries, including the defense and aerospace, life sciences, technology and energy industries. Our lawyers share decades of experience in the private and government sectors, and have a detailed understanding of the entire government contracting process. We regularly guide clients through all aspects of government contract bidding, formation, administration, performance and, close-out. We assist clients in all manner of disputes in government contracting, from bid protests to litigation before the Government Accountability Office (GAO) and the Federal Courts.

The Government Contracts group works closely with other specialists in the Firm to fully serve our clients’ needs, including the Litigation, Corporate, and National Security/CFIUS Practice Groups. In particular, our renowned National Security/CFIUS practice advises clients in connection with cross border and foreign in-bound investments that trigger reviews by the Committee on Foreign Investment in the United States (CFIUS). In addition, our seasoned white collar and civil litigators work closely with our government contracts and other practice groups on matters implicating false claims and other fraud allegations, government inquiries and investigations, whistleblower claims, self-reporting issues and the defense of suspension and debarment proceedings. Our clients operate in highly regulated and highly competitive industries where contract disputes or allegations of misconduct related to government contracting can significantly impair a company’s ability to operate or generate revenue. Our clients rely on our lawyers for their experience and judgment and they look to us to provide sophisticated, practical guidance to mitigate and address complex business and legal risks.

We represent clients on myriad issues covering the life cycle of a government contract. Our clients have the assurance of working with lawyers who know their business, understand complex regulations and can craft cost-effective strategies to meet their needs whether they are protesting a deficient procurement award, considering the potential pitfalls of purchasing the assets of a government contractor, assessing a whistleblower claim or defending against allegations of misconduct in civil or criminal enforcement proceedings.

At its core, the Government Contracts group provides counsel to clients concerning terms and regulations governing their contracts, subcontracts, and agreements with the government or other parties. We help clients to develop strategies to secure and perform contracts with the government while complying with complex government regulations.

Contract Bids and Protests, Negotiations and Strategic Alliances

Before a contract is bid, signed or performed, we provide the support and counsel to put our clients in the best position to meet their business goals. Our lawyers regularly assist clients in analyzing evaluation criteria and performance requirements, as well as intellectual property and technical data rights. We advise clients on the disclosure requirements of the Truth in Negotiations Act, Federal Contract Oversight and Reform Act of 2010 and similar statutes, cost accounting requirements, ethical standards, multiple award schedule contracts, and compliance with government certifications and specifications. When a bid is successful, we counsel and assist clients with negotiations over the contract terms and drafting of various contracts and agreements, such as teaming, joint venture and cooperative research and development agreements.

We also advise clients on the bid protest process. Our lawyers have been involved in scores of bid protests before the Government Accountability Office and the US Court of Federal Claims, as well as small business standard protests before the Small Business Administration’s Regional Offices and Office of Hearings and Appeals, representing both companies and the government. We also advise clients when a bid protest may not be well received or successful by government stakeholders or the courts, and help client to assess the business and legal risks of challenging the contract award.

Contract Administration and Compliance

Our clients expect clear, practical contract interpretation to effectively administer their contracts. We understand the government's expectations and enforcement of the wide range of regulatory requirements that are unique to contracting with the government. Our lawyers have worked for the US Department of Justice’s National Courts section (the section of the Department of Justice charged with defending the United States in litigation arising out of a government contract), giving them first-hand knowledge of the government's procedures and likely positions concerning the spectrum of regulatory issues, from simple questions regarding the allowability of specific costs under government contracting regulations to complex matters involving application of the requirements of the Truth in Negotiations Act or of the various Cost Accounting Standards.

Dispute Resolution, Investigations and Litigation

We believe in early intervention to resolve disputes with the government or business partners. However, if a resolution is not possible, our team has litigated disputes in federal and state courts, including the United States Court of Federal Claims (COFC) and various boards of contract appeals. We represent clients in the prosecution and defense of claims, requests for equitable adjustment pursuant to the Contract Disputes Act, and in disputes among and between prime contractors and subcontractors to government programs. In the event of appellate proceedings, our lawyers have broad appellate advocacy experience and have argued appeals in the United States Court of Appeals for the Federal Circuit, as well as other appellate venues, in over 50 matters.

In addition, our interdisciplinary teams provide compliance counseling and can manage all aspects of investigations or litigation arising out of regulatory compliance matters, involving, for example, the False Claims Act (FCA), the Foreign Corrupt Practices Act (FCPA), export control and antitrust laws or national security issues. We provide proactive risk management and compliance counseling, evaluate and investigate allegations of misconduct, respond to government investigations, and defend against government enforcement proceedings, related whistleblower and shareholder litigation, and proceedings to suspend or debar a government contractor.

Mergers, Acquisitions and Investments

We perform all aspects of due diligence in connection with mergers, acquisitions and investments, and we help to assess and implement integration plans after the deal has closed. Kaye Scholer lawyers negotiate and draft all necessary sales agreements, provide antitrust analysis, assist in obtaining regulatory approvals (including the negotiation of clearances and security agreements involving foreign corporations), assess environmental law issues and liabilities, review tax, labor, and pension questions, and generally perform all necessary due diligence. Our lawyers have more than 25 years experience guiding clients through a variety of regulatory regimes including the negotiation of clearances and security agreements involving foreign corporations pursuant to the CFIUS, mitigation agreements involving Foreign Ownership, Control or Influence (FOCI), Technical Assistance Agreements concerning export control laws including International Traffic in Arms Regulation (ITAR) and Export Administration Regulations (EAR).

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