52.227-23
Rights to Proposal Data (Technical)
Contractors must clearly identify and list any proposal pages with restricted technical data, or the Government will obtain unlimited rights to all other technical data in the proposal upon contract award.
Overview
FAR 52.227-23, "Rights to Proposal Data (Technical)," establishes that, as a condition of contract award, the Government obtains unlimited rights to the technical data included in the contractor's proposal, except for data specifically excluded by page number. This clause overrides any restrictive notices on the proposal data and ties the definition of "unlimited rights" to the "Rights in Data-General" clause in the contract. Contractors must clearly identify any proposal pages containing data they wish to exclude from Government rights, as all other technical data submitted with the proposal becomes fully accessible to the Government upon contract award.
Key Rules
- Unlimited Rights to Technical Data
- The Government receives unlimited rights to all technical data in the proposal, except for data on pages explicitly excluded.
- Exclusion by Page Number
- Contractors may exclude specific pages from unlimited rights by listing them in the clause.
- Supersedes Restrictive Notices
- Any restrictive legends or notices on proposal data do not limit the Government's rights under this clause.
Responsibilities
- Contracting Officers: Ensure the clause is included in applicable contracts and verify that any exclusions are properly identified by the contractor.
- Contractors: Clearly identify and list any proposal pages containing data to be excluded from Government rights; understand that all other technical data is subject to unlimited Government rights.
- Agencies: Oversee compliance with data rights requirements and resolve any disputes regarding data exclusions.
Practical Implications
- This clause protects the Government's ability to use, disclose, and reproduce technical data from proposals, supporting transparency and future use.
- Contractors must be diligent in marking and listing any proprietary or restricted data to avoid unintentionally granting unlimited rights.
- Failure to properly exclude data may result in loss of proprietary control over technical information submitted in proposals.