Healthestate, LLC v. United States

Court of Appeals for the Federal Circuit·Decided March 20, 2026·No. 24-1336·Unpublished

Opinion

NOTE: This disposition is nonprecedential.

United States Court of Appeals for the Federal Circuit

HEALTHESTATE, LLC,

Plaintiff-Appellant

v.

UNITED STATES, ASM RESEARCH, LLC, Defendants-Appellees

2024-1336

Appeal from the United States Court of Federal Claims in No. 1:18-cv-00034-KCD, Judge Kathryn C. Davis.

Decided: March 20, 2026

BRYANT STEVEN BANES, Neel, Hooper & Banes, P.C., Houston, TX, argued for plaintiff-appellant.

JENNA ELIZABETH MUNNELLY, Civil Division, United States Department of Justice, Washington, DC, argued for defendant-appellee United States. Also represented by SCOTT DAVID BOLDEN, BRIAN M. BOYNTON.

RANGANATH SUDARSHAN, Covington & Burling LLP, Washington, DC, argued for defendant-appellee ASM 2 HEALTHESTATE, LLC v. US

Research, LLC. Also represented by TAREK AUSTIN, BROOKE STANLEY; YURIJ MELNYK, San Francisco, CA.

Before DYK, REYNA, and STOLL, Circuit Judges.

REYNA, Circuit Judge.

Appellant HEALTHeSTATE, LLC sued the United States for breach of contract and copyright infringement in the U.S. Court of Federal Claims. ASM Research, an entity that subcontracted with HEALTHeSTATE to develop software for the government, joined the litigation as an interested party. The government and ASM Research moved for summary judgment on HEALTHeSTATE’s claims, and the Claims Court granted their motions. We affirm.

BACKGROUND

I.

HEALTHeSTATE (“HeS”) develops digital healthcare systems for government and commercial clients. Between 2006 and 2011, the government awarded HeS with a series of contracts to adapt the government’s healthcare software HEALTHeFORCES for civilian use. From 2006–2011, HeS released versions of the adapted software under the name “HEALTHeSTATE.” J.A. 8836–37.

In 2010, HeS sent a letter to the U.S. Army’s Contracting Division indicating that HeS “inadvertently did not assert any restricted rights to the software that is being modified” under its contract with the government, despite having infused “$500,000 in private funds” in 2007 and developing “segregable portions of the software entirely at private expense.” J.A. 471. HeS informed the contracting division that in accordance with the Defense Federal Acquisition Regulation Supplement, it was asserting “Restricted Rights” for the software modules created exclusively with private funds. Id. The following year, HeS

HEALTHESTATE, LLC v. US 3

released the baseline software at issue: HEALTHeSTATE Build 252.

Independent of HeS, ASM Research contracted with the government in 2008 to develop a veterinary services program. In 2012, ASM Research hired HeS as a subcontractor to help with the project. In addition to assisting in development, HeS would provide its HEALTHeSTATE Build 252 as the new veterinary services program’s foundation . HeS and ASM Research together developed a Remote Online Veterinary Record (“ROVR”) program that enabled Army veterinarians to maintain treatment records for government-owned animals. The subcontract between ASM Research and HeS specified that HeS would continue to have sole ownership to the HEALTHeSTATE “baseline software.” J.A. 14454.

On May 27, 2014, shortly after its subcontract with HeS expired, ASM Research delivered the ROVR source code to the government with Government Purpose Rights. 1 The government subsequently awarded ASM Research with a sole source contract for continued maintenance and technical support of ROVR.

In October 2014, HeS sent a letter to the government asserting ownership of the “Proprietary Source Code for HEALTHeSTATE and ROVR” delivered to the government by ASM Research. J.A. 735. HeS sent a more detailed

1 Government Purpose Rights provide the government the rights to “(i) [u]se, modify, reproduce, release, perform, display, or disclose technical data within the [g]overnment without restriction; and (ii) [r]elease or disclose technical data outside the [g]overnment and authorize persons to whom release or disclosure has been made to use, modify, reproduce, release, perform, display, or disclose that data for United States [g]overnment purposes.” DFARS 252.227-7013(a).

4 HEALTHESTATE, LLC v. US

letter in November 2014 describing its relationship with ASM Research and the entities’ mutual work on ROVR.

The government responded with a request for more information from both HeS and ASM Research regarding the ownership of the ROVR source code. In its response dated February 9, 2015, HeS requested the government “(1) terminate [ASM Research’s] sole source award immediately and make [the] award to HeS as the rightful owner of the code, and (2) compensate HeS for the use of its code from 7 May 2014 forward.” J.A. 716. The government never responded .

II.

In January 2018, HeS filed suit in the U.S. Court of Federal Claims (“Claims Court”), alleging the government infringed its copyright for the HEALTHeSTATE and ROVR software. The government filed a motion to dismiss, arguing that HeS failed to comply with the copyright registration requirement under 17 U.S.C. § 411(a), which would require that HeS allege it had applied for, registered , or was denied registration of its asserted copyright. J.A. 3142–43. HeS subsequently applied for and received two copyright registrations for computer programs, one for HEALTHeSTATE and one for ROVR. See Registration Nos. TX-8-498-425 and TX-8-498-391.

HeS then filed an amended complaint adding a claim for breach of an express or implied-in-fact contract under the Tucker Act. J.A. 2619 (alleging this court’s jurisdiction pursuant to 28 U.S.C. § 1491(a)(1) and 41 U.S.C. § 7103(f)(5)). HeS referred to several agreements in the Factual Allegations section of its amended complaint. See J.A. 2620 (recounting HeS’s assertion of restricted rights “as allowed by Contract No. W911QY-09-C-0128”); J.A. 2621 (describing HeS’s “subcontract agreement” with ASM Research); J.A. 2622 (relaying how HeS and ASM Research “entered into Modification No. 1 to the subcontract ”). In its Count No. 1 for breach of contract, HeS

HEALTHESTATE, LLC v. US 5

broadly pled breach without identifying a specific contract, alleging “HeS has submitted a proper claim to the government for breach of contract, actual or implied in fact.” J.A. 2625.

ASM Research joined the litigation as a third-party defendant at the government’s request. Following the close of fact and expert discovery, the parties cross-moved for summary judgment on the breach of contract claim. Throughout its summary judgment briefing, HeS relied solely on an End-User License Agreement (“EULA”) contained in the ROVR software as the contract allegedly breached by the government. See J.A. 371–73. But during oral argument, HeS referenced Contract No. W911QY-09- C-0128, which was awarded by the government to HeS in 2009 (the “0128 Contract”). J.A. 2497. The court asked whether HeS was changing its representation made during discovery that the contract at issue is the EULA, to which HeS responded “No, Your Honor.” J.A. 2498. The court pointed out that in HeS’s summary judgment briefing, HeS’s express contract argument was limited to the EULA. J.A. 2502. When asked whether HeS had addressed the 0128 Contract in its summary judgment briefing, HeS stated, “it’s in our pleadings,” but then asserted the EULA as the operative contract at issue. J.A. 2502–03 (“[T]he EULA controls at that point.”). Consequently, the Claims Court addressed only the EULA in its decision for summary judgment on the breach of contract claim. See J.A. 154–70. The court granted summary judgment in favor of the government and ASM Research, finding that HeS failed to establish that it was owed a “sum certain,” and, in the alternative, failed to establish that a government agent with actual authority agreed to the EULA. Id.

The copyright claim proceeded on a separate timeline.

Free access — add to your briefcase to read the full text and ask questions with AI

Healthestate, LLC v. United States, (Fed. Cir. 2026).

Healthestate, LLC v. United States (Healthestate, LLC v. United States) — published by Counsel Stack Legal Research, free access to 12M+ legal documents.

Related

Singleton v. Wulff
428 U.S. 106 (Supreme Court, 1976)
1st Home Liquidating Trust v. United States
581 F.3d 1350 (Federal Circuit, 2009)
Night Vision Corp. v. United States
469 F.3d 1369 (Federal Circuit, 2006)
Walter G. Finch v. Hughes Aircraft Company
926 F.2d 1574 (Federal Circuit, 1991)
William M. Hanlin v. United States
316 F.3d 1325 (Federal Circuit, 2003)
Fastship, LLC v. United States
892 F.3d 1298 (Federal Circuit, 2018)
Hylete LLC v. Hybrid Athletics, LLC
931 F.3d 1170 (Federal Circuit, 2019)
Unicolors, Inc. v. H&M Hennes & Mauritz, L. P.
595 U.S. 178 (Supreme Court, 2022)
Executive Court Reporters, Inc. v. United States
29 Fed. Cl. 769 (Federal Claims, 1998)
Metric Construction Co. v. United States
34 Cont. Cas. Fed. 75,424 (Court of Claims, 1988)
D & N Bank v. United States
331 F.3d 1374 (Federal Circuit, 2003)