DOE Other Transaction Agreements (OTAs)

Other Transaction Agreements (OTAs) are flexible research, development, and demonstration agreements that the Department of Energy (DOE) and National Nuclear Security Administration (NNSA) use to engage non-federal partners — particularly private companies — outside the constraints of standard federal procurement (the Federal Acquisition Regulation, or FAR) and standard grant rules (2 CFR Part 200). Authorized by 42 U.S.C. § 7256, OTAs allow DOE to negotiate customized terms for intellectual property, cost sharing, data rights, and financial management — making the government a more attractive partner for commercial companies that would otherwise find FAR contracting too burdensome. Implementing regulations are at 2 CFR Part 930.

Current Rule (2026)

What This Rule Does

Part 930 establishes DOE's rules for using other transaction authority — a flexible contracting tool that sits outside both traditional procurement and traditional grant-making. Unlike a FAR contract (which is subject to full federal acquisition regulations) or a grant (which flows 2 CFR Part 200 requirements down to recipients), an OTA is negotiated between DOE and its partners with terms tailored to the specific project, subject only to the requirements Part 930 imposes.

The core rationale for OTAs is that the federal procurement and grants frameworks are designed for traditional contractors and grantees. Commercial companies doing cutting-edge R&D — especially those that have never before worked with the government — find standard procurement requirements (cost accounting standards, government inspection rights, buy American clauses, cost-type vs. fixed-price structures) incompatible with commercial R&D business models. OTAs allow DOE to bring these companies into federally funded research without requiring them to restructure their entire business practices.

A subset of OTAs, Technology Investment Agreements (TIAs), are used specifically when the government will be heavily involved in a project as a technical or managerial participant — or when securing strong intellectual property rights is essential. TIAs require at least one for-profit company in the awardee group (except when the company is acting only as a subcontractor) and carry the most flexible data and IP terms.

The trade-offs of OTA flexibility: OTAs generally require at least 50% cost sharing from the recipient; no fee or profit is allowed; and approval requires a political appointee (PAS-confirmed DOE official) — making OTAs administratively heavier to initiate than standard awards.

Key Provisions

• § 930.105 — Definition: an OTA is an agreement (including a TIA) for research, development, and demonstration when federal procurement contracts or assistance agreements are not appropriate; the defining characteristic is flexibility — parties negotiate terms that would otherwise be fixed by law
• § 930.110 — Approval: any use of other transaction authority must be approved by a DOE/NNSA official who is appointed by the President and confirmed by the Senate and who the Secretary has delegated this authority to; this is a meaningful check — routine program officers cannot approve OTAs unilaterally
• § 930.115 — Deviation authority: an Agreements Officer may request a deviation from any Part 930 requirement; deviations may be granted for individual awards or for classes of awards when the circumstances warrant
• § 930.120 — Debarment and suspension: despite the flexibility of OTAs, government-wide nonprocurement debarment and suspension rules (2 CFR Parts 180 and 901) still apply; debarred or suspended parties cannot receive OT awards
• § 930.125 — Cost sharing: to the maximum extent practicable, recipients must fund at least 50% of total project costs from non-federal sources; this substantial cost share requirement ensures private-sector commitment to the project and reduces federal risk
• § 930.130 — No fee or profit: Agreements Officers cannot approve any OT agreement in which any awardee, subawardee, or participant would receive a fee or profit for performing research, development, or demonstration work; this distinguishes OTAs from procurement contracts where profit is expected
• § 930.135 — Competition: DOE must use merit-based, competitive selection when awarding OTAs; the methods must be appropriate for the non-procurement context but the competitive principle is mandatory
• § 930.140 — Trade secret protection: proprietary business and financial information provided during the OTA application process is protected from FOIA disclosure for 5 years after the agreement expires; this protection is stronger than typical grant FOIA rules and is designed to encourage commercial companies to share sensitive R&D information
• § 930.205 — Financial management: for-profit recipients follow 48 CFR Part 31 cost principles; nonprofit and governmental recipients follow 2 CFR Part 200 cost principles; if a recipient already has other federal contracts or grants, it applies the same financial management standards to the OTA
• § 930.300 — Payment methods: DOE may pay through reimbursement (after costs incurred), advance payments, or milestone-based payments — milestone payments are the most commercially attractive option for companies accustomed to delivery-based compensation
• § 930.315 — Data and patent rights: Agreements Officers negotiate these on a case-by-case basis; the government seeks rights that "fairly balance" government and awardee interests; the standard "Rights in Data—General" clause may be used as a starting point but is not required
• § 930.330 — Technology security: OT agreements must include provisions governing foreign access to technology developed under the agreement; this is increasingly important given national security concerns about technology transfer to adversarial nations
• § 930.400 — Technology Investment Agreements: TIAs bring commercial technology and business practices into DOE projects; they are appropriate when the government wants to leverage private-sector investment in R&D; TIAs require at least one for-profit company in the project team (§ 930.405)
• § 930.415 — Government participation: TIAs are specifically used when the government takes significant technical or management roles in the project — not just as a funder but as an active participant

How It Affects You

If you're a technology company or startup interested in DOE-funded R&D: OTAs may be a more accessible path to federal funding than standard government contracts if your company has never worked with the federal government before. Under an OTA, you won't be required to restructure your accounting systems, adopt government cost accounting standards, or comply with the full FAR. The key requirements are: (1) cost sharing at least 50% of project costs with your own funds; (2) no fee or profit on the research itself; (3) agreement to negotiate IP and data rights with DOE; and (4) compliance with debarment/suspension checks. Watch DOE and NNSA's published solicitations — they typically describe whether award will be via OTA or standard contract. OTAs are particularly common in DOE's Office of Science, ARPA-E, and NNSA programs focused on novel technology development.

If you're a research university or national laboratory: For universities, OTAs may offer more flexibility on IP ownership and cost recovery than standard grants, but they also require significant cost sharing (50%) that many university grant offices are not set up to provide. National labs already work directly with DOE through operating contracts and typically don't access OTA authority separately. The TIA structure (requiring at least one for-profit company) means universities pursuing TIA-type awards usually need an industry partner.

If you're a technology investor or venture capital firm: DOE OTAs can provide significant non-dilutive capital for energy technology companies in your portfolio, but the 50% cost-share requirement means the company must contribute substantial matching funds. OTAs do not give DOE equity or a profit interest. The IP terms are negotiated rather than fixed — a portfolio company's ability to protect its core IP while accepting an OTA is a key diligence question. ARPA-E, which operates under DOE, has been a leading user of OTA-style flexibility for high-risk/high-reward energy R&D.

Statutory Authority

This rule implements:

• 42 U.S.C. § 7256 — DOE's general contract and agreement authority; subsection (g) specifically authorizes other transaction agreements for research, development, and demonstration projects and sets the conditions (competitive selection, cost sharing, no profit) that Part 930 implements

Recent Rulemakings

No major Federal Register rulemakings for 2 CFR Part 930 identified in the available data. The OTA authority itself has been expanded over time through appropriations riders and statutory modifications to 42 U.S.C. § 7256, with corresponding guidance updates from DOE.

Recent Developments

• Inflation Reduction Act and clean energy OTA surge: The Inflation Reduction Act of 2022 directed DOE to deploy hundreds of billions of dollars in clean energy loans, grants, and contracts. DOE Loan Programs Office (LPO) and the Office of Clean Energy Demonstrations (OCED) used OTAs extensively as a flexible tool for structuring early-stage clean energy technology partnerships — particularly for projects that don't fit standard procurement or standard financial assistance categories. OTA activity at DOE accelerated sharply from 2022 through 2024.
• ARPA-E and ARPA-H OTA models: DOE's ARPA-E (Advanced Research Projects Agency — Energy) has used OTAs as a primary mechanism since its inception to fund high-risk, transformational energy technology research. The ARPA-H (biomedical research, separate from DOE but modeled on ARPA-E) and similar ARPA-style programs across federal agencies have adopted the DOE OTA model, demonstrating that flexible other transaction authority has expanded beyond its defense origins.
• Trump administration grant freezes and OTA vulnerability: The January 2025 federal financial assistance review affected some DOE OTAs as part of the broader review of clean energy commitments. Projects receiving DOE financial assistance through OTAs under the Biden administration faced administrative review and potential termination, particularly those in the clean energy demonstration and EV infrastructure space. Industry recipients with executed OTAs argued contractual protections against unilateral termination, generating legal uncertainty about the administration's ability to stop congressionally appropriated clean energy spending.
• Accountability and transparency concerns: OTAs have attracted scrutiny from GAO and Congressional appropriators who argue that their reduced reporting requirements create accountability gaps compared to FAR-based contracts. OTAs for prototype projects don't require the same cost accounting standards, audit rights, or competition requirements as traditional federal procurement. DOE has responded by enhancing monitoring provisions in OTA templates, but the accountability tradeoff remains a live policy debate.

Pending Action

DOE's clean energy OTAs executed under the Biden administration — particularly through the Loan Programs Office and Office of Clean Energy Demonstrations — face ongoing review under the Trump administration's executive order directing examination of "woke" and "green new deal"-linked spending commitments. Counterparties to existing OTAs should monitor DOE communications for modification or termination notices; legal challenges to unilateral termination are proceeding in the Court of Federal Claims. GAO has a pending report on DOE OTA accountability that may produce Congressional recommendations for tighter OTA oversight standards. Congress may move legislation requiring competitive bidding for OTAs above a dollar threshold, narrowing DOE's flexibility for future clean energy technology partnerships.