GSA CTA: Written Agreement, Liability, and Sales Reporting

A GSA Contractor Team Arrangement is a written agreement in which two or more Multiple Award Schedule (MAS) holders team up to pursue a federal task order together, with each member acting as a prime contractor for the portion of work it performs. Every member keeps its own MAS contract, prices its work at or below its approved MAS rates, and remains directly responsible to the ordering agency for its own scope. That structure is what separates a CTA from an ordinary prime-subcontractor deal, where only one company holds the government-facing contract.

The arrangement sits under Federal Acquisition Regulation Subpart 9.6, which broadly covers contractor team arrangements, but GSA’s MAS version is narrower and more prescriptive than the FAR definition alone.¹

How a CTA Differs From Subcontracting or a Joint Venture

Under a standard subcontract, the prime contractor holds the only contractual relationship with the government, hires subs, manages them, and carries full performance risk. A GSA MAS CTA works differently. Each member is an independent contractor with its own MAS contract, and the written agreement must explicitly state that the parties are not forming a joint venture or a separate subsidiary.² Each member acts as its own prime for its assigned tasks and is responsible for its own employees.³

For the ordering agency, the payoff is a combined capability set at MAS pricing that no single contractor could deliver alone.

Who Can Form One

The eligibility bar is simple and non-negotiable. Every company on the team, lead and members alike, must hold an active GSA MAS contract, and each company’s contribution must fall within the scope of its own Schedule.⁴ A company without a MAS contract cannot participate.

Prices charged through the CTA must be at or below each member’s applicable MAS rates.⁴ If any term of the CTA agreement conflicts with a member’s MAS contract, the MAS contract controls.⁵

Order-Level and Contract-Level CTAs

GSA recognizes two forms, and the right choice depends on whether the team is chasing a specific requirement or planning ahead.

An order-level CTA is put together for one specific requirement. The team submits its CTA agreement in response to that requirement. Government buyers do not formally approve these agreements; they review them for the elements outlined in GSA’s CTA template.

A contract-level CTA is formed in advance based on anticipated work. The agreement goes to the MAS contracting officer and is incorporated into the lead’s MAS contract. Once incorporated, ordering agencies can place orders or issue blanket purchase agreements against the established team, and supplemental order-level agreements can be layered on later.²

The contract-level path takes more up-front work, but it lets the team respond quickly when opportunities appear.

What the Written Agreement Must Contain

Every CTA runs on its written agreement. GSA publishes a template and a list of recommended minimum elements that ordering agencies expect to see. Missing pieces cost credibility during evaluation.² At minimum the agreement should cover:

Identification of every party, including names, addresses, MAS contract numbers, and contacts.
Designation of the CTA lead, the lead’s MAS contract number, the lead’s tasks, and how the lead role transfers if circumstances change.
Each member’s MAS contract number, assigned tasks, and any limits on responsibility.
A task-by-task breakdown of responsibilities, documented clearly enough that liability for each deliverable is unambiguous.
Duration of the arrangement and treatment of any option periods.
Ordering procedures the team will follow.
Which contractor invoices, which receives payment, and a commitment to resolve payment disputes internally without government involvement.
A statement that the parties remain independent contractors, will not create a joint venture or subsidiary, and that each member is a prime contractor for its own work.
Confirmation that all prices are at or below applicable MAS rates, with specific products, services, and rates listed.
A commitment to obtain buyer approval before replacing any party after order receipt.
Confirmation that each party is individually responsible for its own sales tracking, reporting, and Industrial Funding Fee payments.
Handling of confidential and proprietary information.
A statement that the CTA agreement cannot conflict with any member’s MAS contract.

Authorized representatives from every participating company must sign. The agreement then operates alongside each member’s MAS contract as the roadmap the government uses to see who does what.

Liability and Performance Evaluation

Because each CTA member is a prime for its own scope, a failure by one member does not automatically pull the others into liability. That is a real departure from prime-sub arrangements, where the prime absorbs every risk regardless of which sub caused the problem.²

Performance evaluation is a separate matter. The ordering agency reports the contractor with the largest share of revenue in the Federal Procurement Data System and evaluates that contractor in the Contractor Performance Assessment Reporting System. Agencies may choose to evaluate other members too, but only the FPDS-listed contractor automatically populates in CPARS.²

Small Business Set-Asides

CTAs let small businesses reach larger task orders, but the rules tighten on set-asides. If a task order is set aside for small business, every member of the CTA, lead and members, must meet the specified socioeconomic status. Each must also comply with the limitations on subcontracting at FAR 52.219-14.² A large business cannot be a CTA member on a small business set-aside.

On unrestricted procurements, small and large businesses can team without those constraints, and that is one of the CTA model’s main advantages for smaller firms: joining a larger partner while keeping prime contractor status for the work they perform.

Sales Reporting, IFF, and Invoicing

Each CTA member individually tracks and reports its own sales and pays the Industrial Funding Fee under its own MAS contract terms. The current IFF rate for MAS contracts is 0.75 percent of total quarterly sales.⁶ Payment is due within 30 calendar days after the end of each reporting quarter, and failing to submit reports, falsifying them, or missing the IFF payment is cause for the government to terminate the MAS contract.⁷ Losing a MAS contract that way ends the current CTA and eliminates future MAS-based teaming eligibility.

The CTA agreement must also specify which contractor handles invoicing and which payment method the team uses. The lead usually takes on invoicing and coordinates payment, but the team has flexibility as long as the choice is documented. One government rule is firm: payment disputes among team members stay among team members. The agreement must commit to resolving distribution disagreements without government involvement.²

Changing the Team After Award

A member might lose its MAS contract, run into capacity problems, or decide the work isn’t a fit. The CTA agreement must address replacement, and the rule is straightforward: the lead and all members must get approval from the government buyer before replacing any party after order receipt.² Any replacement must also hold a current MAS contract covering the relevant products or services.

The agreement should list potential reasons the lead might change and describe how that transition works. Teams that handle those scenarios during drafting fare better than teams that improvise once something breaks.

1
Acquisition.GOV. FAR Subpart 9.6 – Contractor Team Arrangements
2
GSA. Partner with Other MAS Contractors
3
eCFR. 48 CFR Part 9 Subpart 9.6 – Contractor Team Arrangements
4
General Services Administration. Summary of MAS CTA RFI Questions and GSA Response
5
General Services Administration. Revised GSA Contractor Team Arrangements Guidance
6
Vendor Support Center. MAS and VA FSS Industrial Funding Fee (IFF) Rates
7
Acquisition.GOV. GSAR 552.238-80 Industrial Funding Fee and Sales Reporting