Government Contracts
Sidley's Government Contracts practice represents clients in all facets of the intensely regulated relationship between private industry and federal, state, local and foreign governments. Such matters include counseling and litigation in all areas of federal, state and local government contracts, including proposal preparation, cost and pricing structures, contract negotiation, compliance with applicable regulatory structures and post-performance issues. In addition, our lawyers work on internal investigations, suspension and debarment determinations and litigation relating to such diverse matters as bid protests, government contract cost issues, export controls, foreign military sales, shareholder suits, lobbying and election laws, and the foreign ownership and control of U.S. companies. Our Government Contracts practice is involved in many facets of international commerce, representing foreign clients dealing with U.S. government agencies, representing U.S. clients dealing with foreign governments and handling international arbitration.
Counseling and RepresentationIssues Relating to the Award or Performance of Government ContractsSidley lawyers regularly advise clients in all aspects of compliance with the Federal Acquisition Regulation (FAR), the Department of Defense Supplement to the FAR, the GSA-Acquisition Regulation and all other agency supplements to the FAR, as well as the procurement requirements of agencies which have developed their own unique procurement processes. This aspect of our practice includes counseling with regard to cost principles, the Cost Accounting Standards and the interaction of government contracts and accounting pronouncements and principles. Our lawyers routinely assist companies in determining and understanding appropriate contract types, including the appropriate use of and advantages inherent in commercial item contracts, as well as the use of Multiple Award Schedule contracts and other government-wide contracting mechanisms. We focus on helping companies understand their responsibilities and obligations as government contractors, e.g. compliance with the various socio-economic provisions applicable to government contracting - equal employment opportunity requirements and small business subcontracting requirements - in negotiating a wide array of contract issues, involving areas such as payment, data rights, warranties and other matters. Additionally, our lawyers counsel clients in the specific rules and regulations related to standards of conduct that apply to company representatives selling to the government and the applicability of the Procurement Integrity Act to government acquisitions.
Acquisition, Divestiture or Financing of Companies Performing Government ContractsOur lawyers advise clients on the statutory and regulatory requirements applicable to such activities, including the implications of the FAR and agency supplements to the FAR, antitrust concerns, foreign ownership, control and influence concerns, Exon-Florio requirements and securities requirements. We also assist companies or their underwriters in performing due diligence with emphasis on the nuances and concerns arising from a government contracts perspective.
Compliance with Environmental Regulations and the Recovery of Costs for Environmental RemediationOur lawyers have worked with clients in this complex area and helped craft solutions to issues which have presented clients with areas of significant financial exposure.
U.S. Civil, Military and Dual-use Export Licensing Requirements, Export Control Compliance Programs and Export Management SystemsOur lawyers work regularly with the export regulations administered by the State Department’s Directorate of Defense Trade Controls, the Department of Commerce and the import licensing requirements of the Bureau of Alcohol, Tobacco and Firearms. We often advise clients on the development and implementation of technical assistance agreements, manufacturing license agreements and warehouse and distribution agreements.
Federal and State Campaign Finance and Lobbying LawsOur lawyers work with clients to counsel them on structuring compliant campaign contribution programs and preventing contraventions of campaign finance laws and regulations.
Internal Investigations and Litigation Litigation in Federal and State Courts and Tribunals, Arbitration and Alternative Dispute ResolutionSidley lawyers litigate in Federal District Courts and Courts of Appeals across the country, as well as in the Court of Federal Claims and state courts. Our commercial litigation practice often involves disputes between or among companies arising out of contract, warranty, products liability, patent infringement, misappropriation of trade secrets and various other claims. We also have represented clients in major arbitrations under the American Arbitration Association rules, as well as the rules of the International Chamber of Commerce, and we have worked within a wide variety of ADR formats with great success.
Defense of Claims by the Federal and State Governments, Including Claims for Defective Pricing, Breach of Warranty and Noncompliance with Cost Accounting StandardsOur work often involves close analysis of audit reports from the Defense Contract Audit Agency and agency Inspectors General. We have been successful in negotiating resolutions of such governmental claims before they reach a litigation stage and have significant experience in the litigation of such claims.
Disputes and Claims under Multiple Award Schedule ContractsOur lawyers work with clients not only in the development and negotiation of such contracts, but also in the resolution of disputes and claims arising under them, before a variety of tribunals.
Contract Award Litigation Before the General Accounting Office, in the U.S. Court of Federal Claims and Before State Administrative and Judicial TribunalsThe availability of these different forums for contract award litigation requires careful assessment of the advantages, disadvantages and relative costs of each forum. Sidley lawyers have extensive experience in this regard, facilitating careful review of the alternatives and the selection of the most appropriate forum in which to pursue such actions.
Disputes Before Boards of Contract Appeals, Including Claims for Cost Overruns, Constructive Changes, Terminations, Cost Allowability and Environmental Remediation CostsOur lawyers work closely with clients, in-house counsel and independent experts in the development of such claims and proposals, from the simplest to the most complex, and in the litigation of those claims before the appropriate tribunals.
Litigation Relating to the Sale or Acquisition of Business Segments, Resulting in the Termination of Pension Plans and Treatment of Post-Retirement Benefit PlansOur Government Contracts practice is in the vanguard of this still-developing area of the law, representing major government contractors in landmark cases involving segment closings and overfunded and underfunded defined benefit pension plans. This is a very complex area of the law, involving knowledge of general pension law, the Cost Accounting Standards’ treatment of such costs, and accounting and actuarial principles and pronouncements, and our lawyers bring significant experience to all of these aspects of pension cases.
Internal Investigations and Representation in Grand Jury, Civil Fraud and Inspector General InvestigationsOur lawyers regularly work with company officials, audit committees, special committees of boards of directors and in-house counsel to plan and implement internal investigations involving a wide range of potential or suspected wrongs against clients by company employees and others. In appropriate instances, we have prepared voluntary disclosures to government agencies and worked extensively to implement remedial programs sufficient both to satisfy government requirements and protect against future wrongdoing.
Defense of Qui Tam and False Claims Act ActionsOur lawyers have worked with clients all around the country, for many years, in defending both civil and criminal False Claims Act allegations. We have represented clients at all stages of such actions, from initial investigations of allegations through all levels of litigation and the negotiation of settlements.
Investigations and Representations Relating to Alleged Violations of U.S. Export Control LawsSidley lawyers have undertaken comprehensive internal investigations relating to alleged export control law violations, have drafted and submitted voluntary disclosures, when appropriate, to the Departments of State and Commerce relating to such issues, and have worked with clients to establish effective internal compliance mechanisms for the purpose of remedying such situations.
Representation in Suspension and Debarment ProceedingsSidley lawyers regularly represent clients in negotiations with the debarring officials (and their representatives) responsible for suspension and debarment determinations in the Military Departments and numerous other federal agencies. Such representations typically entail working with clients to develop submissions designed to forestall suspension or debarment proceedings, as well as the negotiation and implementation of administrative agreements.
Defense of Shareholder Derivative Actions and Class Actions Related to Criminal Investigations or Other Allegations of Corporate WrongdoingSidley lawyers have extensive experience in these areas, having successfully represented some of the largest defense contractors in such actions.
Investigations by Committees of the U.S. CongressSidley lawyers have frequently represented both corporate and individual clients in congressional investigations and have significant experience in all aspects of such representations.
InternationalSidley lawyers have extensive experience in representing clients in all facets of international defense trade, including export controls, foreign military financing (both foreign military sales and direct commercial contracts), technology transfer, Foreign Corrupt Practices Act compliance and anti-boycott compliance issues.
We regularly represent foreign governments and companies that deal with the U.S. government, as well as defense contractors that sell to foreign governments and foreign companies.
We represent clients in connection with the negotiation and implementation of executive agreements for mutual participation in defense procurement, host nation agreements, status of forces agreements, and other co-production, joint program and mutual assistance agreements.
Sidley lawyers have extensive experience in working with clients on issues arising out of the ownership or control of U.S. companies by foreign governments or foreign corporations.
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