Sayar Development Inc.

CourtArmed Services Board of Contract Appeals
DecidedAugust 6, 2025
Docket63871, 63894, 64191, 64227
StatusPublished

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Bluebook
Sayar Development Inc., (asbca 2025).

Opinion

ARMED SERVICES BOARD OF CONTRACT APPEALS

Appeals of - ) ) Sayar Development Inc. ) ASBCA Nos. 63871, 63894 ) 64191, 64227 ) Under Contract No. W90U42-11-P-2062 )

APPEARANCE FOR THE APPELLANT: Mr. Shamsullah Sayar CEO/President

APPEARANCES FOR THE GOVERNMENT: Dana J. Chase, Esq. Army Chief Trial Attorney CPT Sana H. Daniell, JA Trial Attorney

OPINION BY ADMINISTRATIVE JUDGE D’ALESSANDRIS ON THE GOVERNMENT’S MOTION TO DISMISS, AND IN THE ALTERNATIVE FOR SUMMARY JUDGMENT

Appellant, Sayar Development Inc. (appellant or SDI) asserts that respondent, the United States Army (government or Army) failed to pay invoices on a contract awarded in 2011 (ASBCA No. 63871); failed to meet the minimum guaranteed contract amount on a second contract awarded in 2010 (ASBCA No. 63894); complains of a negative Contractor Performance Appraisal Report (CPAR) on the 2011 contract (ASBCA No. 64191); and seeks to overturn the termination for default of the 2011 contract (ASBCA No. 64227). Appellant’s amended complaint additionally asserts the existence of various government misconduct and procedural failures, and immigration and civil rights violations. Appellant’s multiple sur-replies allege innumerable frivolous and irrelevant issues.

The government moves to dismiss the appeals for failure to state a claim because appellant did not first submit its claims to the contracting officer (CO) for a final decision. In the alternative, the government seeks dismissal because appellant’s claims are barred by the six-year statute of limitations, or summary judgment because appellant executed a release of claims on the contracts. For the reasons stated below, we grant the government’s motion to dismiss in part and deny the motion for summary judgment. STATEMENT OF FACTS FOR PURPOSES OF THE GOVERNMENT’S MOTION TO DISMISS

On January 22, 2010, the Army Regional Contracting Center (RCC) – Sharana issued Solicitation No. W90U42-10-R-002 for an indefinite delivery, indefinite quantity (IDIQ) contract for material handling equipment (dkt. 6, consol. compl. at 13 ¶ 1; 1 app. supp. R4 D-2006 Contract, tab 1 2 at 1). The government awarded contract No. W90U42-10-D-2006 to appellant on February 13, 2010 (dkt. 6, consol. compl. at 13 ¶ 2; app. supp. R4 D-2006 Contract, tab 3 at 1). The contract had a minimum contract value of $600,000 for all IDIQs combined, and a maximum contract value of $9,000,000 for all IDIQs combined (dkt. 6, consol. compl. at 13 ¶ 2; app. supp. R4 D-2006 Contract, tab 3 at 16). The contract was a multiple-award contract, (app. supp. R4 D-2006 Contract, tab 3 at 37); however appellant asserts that it is a single-award contract (dkt. 6, consol. compl. at 13 ¶ 2). At least one other company was awarded task orders on the contract, totaling about $5 million (dkt. 6, consol. compl. at 3). 3 On February 6, 2011, the government exercised option year 1 of the contract (id. at 13 ¶ 5). The government only ordered $400,000 from SDI and the remaining money was diverted without appellant’s consent to unknown third parties (dkt. 88, formal compl. at 1). Appellant seeks $1,388,000 comprised of $188,000 as the difference between the minimum order amount and the IDIQs issued to appellant for the base year of the contract, plus the $600,000 minimum order amount for both option years (dkt. 6, consol. compl. at 3). Appellant seeks the minimum order guarantee for the second option year, but does not allege that the second option year was awarded.

On May 25, 2011, the Army RCC – Sharana awarded Contract No. W90U42- 11-P-2062 (P-2062 contract) to appellant (id. at 6 ¶ 3; app. supp. R4 P-2062 Contract, tab 4). The contract was for a 12-month lease of material handling equipment, without operators (dkt. 6, consol. compl. at 6 ¶ 3; app. supp. R4 P-2062 Contract, tab 4 at 3-4).

1 Appellant has submitted and resubmitted an incomprehensible jumble of documents that defy accurate citation. Some documents exist in different versions bearing the same date. Several of appellant’s submissions contain multiple attachments, and some attachments have been submitted multiple times. In an attempt to accurately identify the documents, we cite the board’s docket number entries and a description of the document. 2 Appellant’s supplemental appendix is organized by contract, with both appendices beginning with Tab 1. 3 We assume the truth of Sayar’s pleading that this was a single award contract for the purpose of the motion to dismiss; however, we note that his assertion that another company was awarded $5 million in task orders demonstrates that the government satisfied the minimum ordering requirement for a multiple award contract, and would entitle the government to summary judgment. 2 The period of performance was originally June 5, 2011 to June 4, 2012, but the start date was changed to June 30, 2011 by contract Modification No. P0001 (dkt. 6, consol. compl. at 6 ¶¶ 3, 6; app. supp. R4 P-2062 Contract, tab 7 at 3-4).

On January 17, 2012, the government terminated the contract for default (dkt. 6, consol. compl. at 6 ¶ 8). At the time of termination, the appellant had been paid for its invoices 1-5; however, invoices 6-8 were outstanding (id.). The termination notice stated that appellant failed to provide equipment in good working condition (app. supp. R4 P-2062 Contract, tab 11 at 1). According to the termination notice, between October 5, 2011 and December 30, 2011, the forklifts were down for 132 days (id.). In addition, the contract required that the equipment be repaired or replaced within 48 hours of notice, but the equipment was inoperable for an average of eight days per equipment failure (id.).

Appellant asserts that the government failed to pay $54,000 of the $118,200 contract value (dkt. 88, formal compl. at 1). Appellant asserts that following contract termination, on January 21, 2012, the CO fraudulently promised appellant that it would be paid all outstanding invoice amounts if appellant signed a release of claims (dkt. 6, consol. compl. at 8 ¶ 19). On January 22, 2012, the government incorrectly calculated deductions from the outstanding invoices nos. 6-8 (id. at 8 ¶ 20). That same day, appellant sent an email stating that a release of claims was attached; however, no release is attached to the document in the record (app. supp. R4 P-2062 Contract, tab 16 at 1).

On January 23, 2012, appellant sent an email to Ms. Emy M. Winkler, the CO who signed the termination for default, including a document captioned as invoice 9 and seeking $41,166.19 (app. supp. R4 P-2062 Contract, tab 15-1). The invoice amount was calculated as the difference between the $84,200 remaining contract amount from box 14 in the termination notice, and the $43,033.81 sum of the contract amounts for Contract Line Item Numbers (CLINs) 0001 and 0002 in the Summary for the Payment Office in the termination for default. Invoice 9 further provided that appellant is “Asking for Decision of CO to be Final about Contract and Process of our Performed work Invoices” (id.). Appellant resubmitted the same document with a date of August 1, 2012, to Ms. Brenda Simmons, who was identified as USA RCC Services CO, in the email (app. supp. R4 Contract P-2062, tab 21).

The government submitted appellant’s invoices 6-8, for payment on January 24, 2012; however, the government did not pay the invoices because the budget was terminated (dkt. 6, consol. compl. at 8 ¶ 22). On July 31, 2012, the government requested that appellant resubmit its invoices (id. at 8 ¶ 23). On August 29, 2012, the government apologized for the delay in payment due to the fact that the government needed to request funds for a previous contract year (id. at 8 ¶ 24). The government

3 still has not paid appellant for invoices nos. 6-8 (id. at 1). Appellant asserts entitlement to $54,000 for the unpaid invoices (dkt 88, formal compl. at 2).

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