Synernet Corp. v. United States

42 Cont. Cas. Fed. 77,351, 41 Fed. Cl. 375, 1998 U.S. Claims LEXIS 174, 1998 WL 427619
CourtUnited States Court of Federal Claims
DecidedJuly 29, 1998
DocketNo. 96-720C
StatusPublished
Cited by9 cases

This text of 42 Cont. Cas. Fed. 77,351 (Synernet Corp. v. United States) is published on Counsel Stack Legal Research, covering United States Court of Federal Claims primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Synernet Corp. v. United States, 42 Cont. Cas. Fed. 77,351, 41 Fed. Cl. 375, 1998 U.S. Claims LEXIS 174, 1998 WL 427619 (uscfc 1998).

Opinion

OPINION

HORN, Judge.

This case comes before the court on the defendant’s motion to dismiss pursuant to Rule 12(b)(1) of the Rules of the United States Court of Federal Claims (RCFC) for lack of jurisdiction over the subject matter. In 1984, Synernet Corporation (Synernet) acquired certain assets from a company called Technology Development of California (TDC), including two contracts with the National Aeronautics and Space Administration (NASA). The first contract, NAS4-2938 (the Dryden contract), required the contractor to provide engineering services, while the second contract, NAS2-11835 (the Crow’s Landing I contract), required the contractor to provide flight data support services. In February 1985, the plaintiff applied to the Small Business Administration (SBA) for certifica[377]*377tion as a Section 8(a) small and disadvantaged business.1 The SBA approved the plaintiffs Stage One Section 8(a) application and the plaintiff proceeded to perform both the Dryden contract and the Crow’s Landing I contract. In February 1986, the SBA denied the plaintiffs application for Section 8(a) certification because of the plaintiffs alleged lack of financial and technical strength and its alleged lack of engineering expertise. After an appeal by the plaintiff, however, the SBA awarded the plaintiff the requested Section 8(a) certification. According to the complaint, “[a]t approximately the same time in 1986 that the plaintiff was awarded a Section 8(a) certification, NASA assigned the Dryden Contract to another contractor....” The plaintiff alleges that NASA’s decision “had a severe adverse economic impact upon plaintiff because the Dryden contract constituted approximately 70% of plaintiffs business activity.”

In its complaint, the plaintiff alleges that the defendant arbitrarily and capriciously administered and “terminated” the plaintiffs contracts in violation of the Administrative Procedure Act (APA), 5 U.S.C. §§ 701-706 (1994). The plaintiff also alleges that the defendant violated the Contract Disputes Act (CDA), 41 U.S.C. §§ 601-613 (1994 & Supp. II 1996), “by failing to modify plaintiffs contracts with NASA so that the plaintiff could earn a fair profit in performing under NASA’s contracts and other government sponsored set aside'programs.”

FACTS

The plaintiff, Synernet Corporation, was established in 1984 and is a corporation organized under the laws of California that provides “professional engineering services focused on computer hardware and software.’ In 1984, Synernet acquired certain assets from TDC, including two contracts with NASA. According to the plaintiffs complaint filed with the NASA Board of Contract Appeals, the two contracts were “novated to Synernet on December 31, 1984. The novation was approved by the Government on June 28, 1985.”

The Dryden contract was a level-of-effort contract which “required the contractor to provide engineering services on a fixed price labor hour basis.” Under the Dryden contract, the plaintiff was “to provide operational engineering for the Aeronautical Test Range.” TDC had commenced performance on the Dryden contract on February 1, 1982. Synernet took over the performance of the Dryden contract on January 2, 1985 and continued performance until March 6, 1987. The contract was extended by thirteen separate contract modifications.

The Crow’s Landing I contract “required the contractor to provide flight data support services on a cost-plus-fixed-fee basis for the Crow’s Landing Naval Air, Station located in Crow’s Landing, California.” The Crow’s Landing I contract was awarded to TDC effective March 1, 1984. After exercise of an option period and an extension to the contract, performance was to be completed on November 30, 1985.2

On February 11, 1985, the plaintiff submitted a Stage One application to the SBA for certification as a Section 8(a) disadvantaged business. In its Stage One application, the plaintiff identified the Dryden contract, the Crow’s Landing I contract and “other anticipated government contract work to be performed by plaintiff’ as requiring Section 8(a) [378]*378certification. The plaintiff states that “NASA Dryden was contacted by the SBA and agreed to support Synernet with 8(a) set aside work.” The SBA approved the plaintiffs Stage One Section 8(a) application and the plaintiff alleges that, thereafter, it satisfactorily performed both the Dryden contract and the Crow’s Landing I contract. Synernet submitted a Stage Two Section 8(a) application to the SBA on March 12, 1985. Synernet’s business plan included continued performance of the Dryden contract under a Section 8(a) set aside. In June 1985, the SBA’s San Francisco District Office approved Synernet’s Stage Two application and it was forwarded to the SBA’s San Francisco Regional Office for further review and action. In February 1986, after the plaintiff had applied for other NASA contracts on the basis of its Section 8(a) certification, the SBA informed the plaintiff that its application for Section 8(a) certification was denied because of the plaintiffs alleged lack of financial and technical strength and the alleged lack of engineering expertise on the part of Synernet’s president and owner. In June 1986, however, the plaintiff received Section 8(a) certification after successfully appealing the SBA’s decision to deny it Section 8(a) certification.

The plaintiff states that “[a]t approximately the same time in 1986 that plaintiff was awarded a Section 8(a) certification, NASA assigned the Dryden Contract to another contractor, the Woodside Summit Group.” The plaintiff also alleges in its complaint that its contracts with the defendant were “terminated” by the defendant. The defendant states that “[i]n or around June 1986, because the Dryden contract had expired and NASA wished to renew the contract, NASA awarded the contract to the Woodside Summit Group.” The plaintiff claims that NASA’s decision to award the Dryden contract to the Woodside Summit Group (WSG) “had a severe adverse economic impact upon plaintiff because the Dryden contract constituted approximately 70% of plaintiffs business activity” and that the “plaintiff had agreed to accept new NASA contracts on terms which assumed that plaintiff would continue to receive the overhead and profit benefits of the Dryden contract.” The plaintiff alleges that NASA’s decision to award the Dryden contract to WSG:

was based upon false information received by NASA from the SBA that plaintiff lacked financial and technical strength and lacked engineering expertise, and was also based upon the SBA’s recommendation that the Dryden contract be negotiated with the Woodside Summit Group. Prior to NASA’s contract with Woodside Summit Group, plaintiff informed NASA that plaintiffs loss of the Dryden contract would cause plaintiff severe economic hardship. At the same time, the SBA informed plaintiff, falsely, the reason plaintiff was no longer receiving NASA contract work was because NASA had established unrealistic deadlines for the SBA to award Section 8(a) certification in favor of plaintiff.

Synernet states that, “[p]rior to plaintiffs entering into new NASA contracts,” NASA did not advise Synernet that the Dryden contract would be transferred to another contractor.

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Bluebook (online)
42 Cont. Cas. Fed. 77,351, 41 Fed. Cl. 375, 1998 U.S. Claims LEXIS 174, 1998 WL 427619, Counsel Stack Legal Research, https://law.counselstack.com/opinion/synernet-corp-v-united-states-uscfc-1998.