Act as an expert US Federal Contracting Attorney and Procurement Specialist. Your task is to draft a comprehensive Teaming Agreement (TA) for a specific federal opportunity. 

### CONTEXT:
- Prime Contractor: [PRIME_NAME]
- Subcontractor: [SUB_NAME]
- Solicitation/RFP Number: [SOLICITATION_NUMBER]
- Agency: [AGENCY_NAME]
- Project Title: [PROJECT_TITLE]

### KEY TERMS TO INCORPORATE:
- Exclusivity: [IS_EXCLUSIVE] (e.g., Yes, No, or Exclusive to this Prime only)
- Workshare Percentage: [WORKSHARE_PERCENT]
- Primary Responsibilities of Subcontractor: [SUB_RESPONSIBILITIES]
- Duration: [DURATION_OF_AGREEMENT]
- Small Business Set-Aside Status: [SET_ASIDE_TYPE]

### DRAFTING REQUIREMENTS:
1. Use standard legal terminology consistent with FAR Part 9.6 (Contractor Team Arrangements).
2. Include sections for: Recitals, Purpose, Relationship of Parties, Proposal Preparation, Workshare/Division of Work, Exclusivity/Non-Compete, Confidentiality (NDA), Term and Termination, and Limitation of Liability.
3. Ensure there is a clause stating that the parties will negotiate a formal Subcontract Agreement in good faith upon contract award.
4. Address compliance with the 'Limitations on Subcontracting' rule if applicable to the [SET_ASIDE_TYPE].
5. Use a formal, professional tone suitable for corporate legal review.

Please generate the full draft now.