SBIR awards and Other Transaction agreements are how many defense startups get their first government dollars, and their terms differ sharply from standard FAR contracts. We review and negotiate SBIR awards, OTA prototype agreements and consortium terms with your IP and follow-on production path in mind. Pricing is a flat fee, quoted before we start.
At a glance
- Practice
- GovCon
- Pricing
- Flat fee, quoted before we start
- Included
- 6 deliverables
- Process
- 3 steps, one named attorney
- Where we work
- Slack, email or a call
When founders call us
The moments that usually bring a company to us for this work.
- 01
You received an SBIR Phase I or Phase II award and need to understand the contract terms
- 02
A program office wants to move you onto an OTA prototype agreement through a consortium
- 03
You are pursuing a Phase III award or follow-on production after a successful prototype
- 04
A consortium manager has sent its base agreement and project award terms
What you get
Scoped in writing before we start. One flat fee for all of it.
- Review of SBIR award terms, including SBIR data rights and marking
- OTA prototype agreement redline covering IP, payment milestones and termination
- Analysis of eligibility conditions for an OTA, such as nontraditional defense contractor participation
- Follow-on production and Phase III pathway notes for your award
- Consortium membership and project award agreement review
- Plain-language summary of obligations and negotiation priorities
How it works
- 1
Identify the vehicle
We confirm whether you have an SBIR contract, an OTA, a consortium award or a mix.
- 2
Review and mark up
We redline the terms that matter most for IP, payment and follow-on work.
- 3
Negotiate with the government side
We support your discussions with the agreements officer or consortium manager.
Mistakes we help you avoid
The ones we see most often, and catch before they cost you.
- Avoided
Failing to mark deliverables with the SBIR data rights legend, weakening your protection
- Avoided
Accepting OTA IP terms modeled on FAR clauses that give away more than the program needs
- Avoided
Not documenting prototype success criteria, which complicates follow-on production
- Avoided
Overlooking consortium fees and terms that sit on top of the government's agreement
OTAs, SBIR & Non-Traditional Awards: questions founders ask
Section 4022 authorizes DoD to use Other Transaction agreements for prototype projects. OTAs are not standard procurement contracts, so most FAR and DFARS clauses do not apply by default and terms are more negotiable. Use of the authority generally requires conditions such as significant participation by a nontraditional defense contractor or a cost share.
Phase I funds a short feasibility effort, and Phase II funds more substantial development for Phase I awardees. Phase III is work that derives from or extends prior SBIR work and is funded by non-SBIR money, and agencies may award it without further competition. Each phase carries SBIR data rights protections for qualifying data.
Yes. Section 4022 allows a follow-on production contract or transaction without further competition if the prototype was successfully completed and the original agreement met the statutory requirements. The details in the original agreement matter, so we address follow-on terms early.
SBIR data rights restrict the government's use and disclosure of qualifying technical data and software for a protection period, as long as deliverables are properly marked. They do not cover everything, and data developed outside the SBIR effort may need separate assertions. Getting the markings right is the practical starting point.
Get a flat-fee quote for OTAs, SBIR & Non-Traditional Awards.
A short call with an attorney. You leave with a written scope and one fixed price.
Book a call