Overview of ARPA-E Awards and Their Negotiation ARPA-E Team and - - PowerPoint PPT Presentation

Overview of ARPA-E Awards and Their Negotiation

ARPA-E Team and Award Basics

• You will be working with a team to develop your cooperative agreement. Each

team consists of the following ARPA-E and DOE personnel:

─ARPA-E Contracting Officer (lead)

• Contract Specialist

─Program Director

• Technical SETAs
• Programmatic SETAs

─Legal Counsel

• ARPA-E Chief Counsel and Deputy Chief Counsel
• ARPA-E Intellectual Property (IP) Counsel

─ARPA-E Technology to Market (T2M) Team

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Cooperative Agreements

• ARPA-E primarily funds cooperative agreements
• Cooperative agreements are not a form of Federal acquisition
• With a cooperative agreement…

“Substantial involvement is expected between the executive agency and the …recipient when carrying out the activity contemplated in the agreement” – 31 U.S.C. § 6305(z)

• ARPA-E will be an active participant in your work:
• Regular site visits, meetings, and conference calls
• Annual program reviews (with all projects in a program)
• Engagement on technical issues
• Assisting, if needed, on commercialization efforts
• ARPA-E has a vested interest in your success

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Administrative Standards

• Cooperative agreements are governed by uniform administrative standards
• The Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal

Award (i.e., the Uniform Guidance) may be found at 2 C.F.R. Part 200

• The Department of Energy has published a supplement to these standards, also titled Uniform

Administrative Requirements, Cost Principles, and Audit Requirements for Federal Award, that can be found at 2 C.F.R. Part 910

• Important subject matter
• Subpart D addresses post-award requirements, including recipient financial management standards (§ 200.302),

internal controls (§ 200.303), cost sharing (§ 200.306), budget revisions (§ 200.308), property management (§§ 200.310 - 200.316), and sub-recipient monitoring (§§ 200.330 - 200.332)

• Subpart E sets forth the cost principles applicable to the agreement
• Subpart F sets forth audit requirements applicable to the agreement

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Model Cooperative Agreement Documents

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• Cover Page - Assistance Agreement Form
• Attachment 1 - Special Terms and Conditions
• Attachment 2 - Intellectual Property Provisions (Small Business / Large Business –

No Waiver, Patent Rights / Large Business – Waiver, Patent Rights / University)

• Attachment 3 - Statement of Project Objectives (Technical Milestones and

Deliverables)

• Attachment 4 - Federal Financial Assistance Reporting Checklist and Instructions
• Attachment 5 - Budget Information (SF-424A)
• Attachment 6 - National Policy Assurances
• Resource Link for Selectees:

http://arpa-e.energy.gov/?q=arpa-e-site-page/funding-agreements-project-guidance

FOIA & Marking Confidential and Proprietary Information

• The Freedom of Information Act (FOIA, 5 U.S.C. § 552) provides access

to federal agency records.

• Exempted from disclosure: Trade Secrets and Commercial or Financial

Information

• Documents related to your award – including the Concept Paper, Full

Application, Cooperative Agreement or Grant – may be requested under FOIA.

• ARPA-E notifies awardees of all FOIA requests for an awardee’s trade

secrets and commercial or financial information.

• ARPA-E has consistently withheld commercially sensitive information

from disclosure – proper marking = greatest allowable protection. Also expedites FOIA review process.

• Details for marking sensitive information can be found in the FOA,

generally in Section VIII

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We aim to award each Cooperative Agreement within 100 days of selection

• Our goal is to award your Cooperative Agreement within 100 days of selection
• Deadlines will vary based on the anticipated complexity of award negotiations
• The ARPA-E project negotiation teams will provide specific timelines and negotiation

details within days of selection notification

• Anticipated completion dates will be staggered depending on completeness of

proposed project plans

• We are committed to meeting this deadline and we expect your teams to adhere to

deadlines provided by the ARPA-E project negotiation team

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AWARD NEGOTIATION SCHEDULE: Sample 100 Day Timeline

Award Negotiation Milestones Deadline

ARPA-E notifies applicant of its selection for award negotiations and requests the applicant to review the ARPA-E Model Cooperative Agreement and forms at http://arpa-e.energy.gov/FundingAgreements/Overview/Award.aspx Day 1 ARPA-E schedules an Initial Budget and Milestone Discussion with the Selectee Day 3 Selectee submits the Environmental Impact Questionnaire (EIQ) and revised budget once the draft milestones have been negotiated Day 30 Finalizing SOPO and schedule of technical milestones and deliverables with ARPA-E Program Director Day 30 Deadline for submitting questions about Attachment 2 to ARPA-E IP Counsel Day 40 Deadline for Technology-to-Market Plan draft with assistance of ARPA-E Commercialization Advisor/Program Director Day 75 ARPA-E Contracting Team works with selectee to finalize budget for project once draft milestones have been negotiated. Upon request, selectees respond to ARPA-E Budget Review Questionnaires and provide revised budgets within 2-3 business days of request. Days 30-80 Deadline for finalizing budget for the project with the Contracting Team Day 80 ARPA-E sends final award package to selectee Day 95 Selectees acknowledges receipt of award Day 100

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National Environmental Policy Act (NEPA)

• ARPA-E is required to evaluate the potential

environmental impact of any project it considers funding.

• ARPA-E uses the Environmental Impact

Questionnaire (EIQ) to obtain information on the potential environmental impact of projects and to determine the appropriate level of environmental review.

• Most projects qualify for a “categorical exclusion”

(e.g., “bench research”); some may require further environmental review. Thorough EIQ responses expedite the process.

• EIQs must cover the entire project, including work

performed by other participants (subrecipients, contractors, etc.). You may submit one EIQ for all team members, or each team member may complete separate EIQs.

• Visit http://arpa-

e.energy.gov/?q=document/environmental-impact- questionnaire to download ARPA-E’s EIQ form.

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Foreign Work Waivers and New Equipment Purchases

• Foreign Work and Travel
• ARPA-E requires all work to be performed in the United States (meaning 100%
• f project costs must be spent in the U.S.)
• Waiver Process: Request a waiver in the Business Assurance & Disclosures
• Form. Cost for project work outside the U.S. (including in U.S. territories)

without an advance written authorization from ARPA-E may not be reimbursed.

• Purchase of Equipment/Supplies
• Recipients must buy new equipment made or manufactured in the U.S. “to the

greatest extent practicable.” Does not apply to used/leased equipment.

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Overview of Patent Rights in ARPA-E Cooperative Agreements

• The goals of DOE/ARPA-E patent provisions are:
• Strengthen U.S. energy and economic security
• Maintain or establish U.S. scientific and engineering leadership in key energy

fields

• Encourage development, manufacture, and deployment of new inventions in

the U.S.

• Establish new industries
• Strengthen the U.S. manufacturing base
• Create new sources of employment
• Retention of limited government rights for use of inventions and data by the

US government.

• Maximize the retention of IP rights in awardees to facilitate commercialization
• Certain patent requirements and rights are mandated by law, regulation, or policy

as the quid pro quo for the recipient receiving financial assistance.

• Under certain circumstances, there is some flexibility to vary from the standard

patent requirements and rights

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Patent Rights Clause

• If you elect to retain title to an invention, you must file a patent

application.

• Government Patent Rights:
• Government license: Royalty-free right to practice invention by or on

behalf of the Government

• March-in Rights: Insurance Policy that you will commercialize the

invention

• Require substantial manufacture in the U.S. for any use or sale

worldwide

• U.S. Preference in licensing: Grant of exclusive right to use or sell

invention in U.S. must be to party who agrees to substantially manufacture in the U.S

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U.S. Manufacture Plan

• The U.S. Manufacture Plan, submitted with the Full Application, represents the Applicant’s

measurable commitment to support U.S. manufacturing of subject inventions resulting from its award in a manner that benefits the U.S. economy.

• It includes the recipient’s commitment to substantially manufacture any products embodying a

subject invention or produced through the use of a subject invention in the United States for use throughout the world.

• U.S. manufacturing and commitments made in U.S. Manufacture Plans may be waived or

modified upon a showing that domestic manufacturing is not feasible; however, other benefits to the U.S. economy must be demonstrated.

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IP and Data Management Plans

• Needed when there is more than one team member
• The IP and Data Management Plan is due 6 weeks after the award is made
• Starting point is that each team member performing R&D must have an appropriate

IP attachment 2 included in their agreement or the equivalent for an FFRDC

• ARPA-E has posted a model template on the ARPA-E website
• Must include statement that Agreement takes precedence over the IP and Data

Management Plan

• Addresses:
• Data management/Sharing of technical data
• Dealing with joint inventions
• Licensing of technology
• Dispute resolution

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Technical Data Types

• Limited Rights Data is proprietary data that was developed at private

expense before you received this award. The Federal Government does not have any rights to this data, unless the parties negotiate rights. To protect Limited Rights Data, you should not disclose it to ARPA-E, unless it is necessary for us to evaluate your work under the award. If you anticipate the need to deliver Limited Rights Data, you should notify DOE patent counsel.

• Unlimited Rights Data is data produced under the award that is suitable for

immediate public release. Data produced under government sponsorship is generally classified as public information.

• Protected Data is data produced under the award that is protected from

public release for a limited period of time. You may be eligible to designate data first produced under the conduct of this award as Protected Data; such data may be protected from public release for a period of 5 years from the time it is first produced.

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Technology-to-Market Plan

Technology-to-Market Plan Technology-to-Market Plan Elements

Technology Can the technology be demonstrated? Market Will anyone value the technology enough to adopt/deploy it? Manufacturing Can the technology be manufactured cost effectively at scale? Team Intellectual Property Funding

• Technology-to-Market Plan will serve as a roadmap of activities to assess and

advance technology-to-market viability

• Given the aggressive award negotiation schedule, you are only required to

submit a draft plan prior to award this should require 2-3 hours of PI time

• Template and instructions will be sent to you.

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