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Arab Shah Construction Company
ASBCA No. 60813
| A.S.B.C.A. | Sep 7, 2017
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Background

  • SOJTF-A awarded Arab Shah a fixed-price contract ($62,000) to build two metal pole barns in Mangwal, Afghanistan. Modification P00001 later changed the place of performance to Gardez without changing price.
  • CO Waltersdorff emailed Arab Shah on 23 May 2011 saying Mangwal no longer needed the barns and offering to move them to Gardez “if you can keep the same price.” Arab Shah responded that moving materials cost more.
  • Arab Shah performed the work at Gardez, invoiced for $62,000, and was paid that amount plus Prompt Payment Act interest on 22 September 2011 (final payment).
  • Years later Arab Shah submitted documents (a screenshot of an email allegedly from the CO promising to pay transportation costs and a sales receipt showing $19,000 paid to a logistics firm) and claimed $19,000 for transportation costs. The Board found both documents not credible and gave them no weight.
  • The contracting officer denied Arab Shah’s $19,000 claim, citing (1) no timely request for equitable adjustment under FAR 52.243-4(e); (2) the Changes clause bars adjustments after final payment; and (3) no evidence the CO agreed to pay the extra cost. Arab Shah appealed; the Board denied relief.

Issues

Issue Plaintiff's Argument Defendant's Argument Held
Whether the CO agreed to pay $19,000 for transportation CO promised to pay transportation/escort costs (screenshot email); sales receipt evidences payment/expense No contemporaneous written agreement; CO denies sending screenshot email; no record the CO agreed to increase price No — screenshot and receipt not credible; no proof CO agreed to pay extra
Whether Modification P00001 binds plaintiff to perform at Gardez at original price Arab Shah contends moving costs were incurred and seeks reimbursement Government points to bilateral modification changing location without price change; contract controls Modification P00001 is clear and enforceable; unilateral mistake by Arab Shah not a defense because gov’t did not know nor had reason to know
Whether claim is timely under the Changes clause/FAR 52.243-4 Arab Shah argued it was entitled to additional costs and later submitted claim Government: FAR 52.243-4(f) bars equitable adjustments asserted after final payment; no timely proposal under FAR 52.243-4(e) within 30 days No — claim submitted after final payment; Changes clause precludes adjustment after final payment

Key Cases Cited

  • Teg-Paradigm Environmental, Inc. v. United States, 465 F.3d 1329 (Fed. Cir. 2006) (when contract language is unambiguous, it must be given its plain meaning and extrinsic evidence may not be used to alter it)
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Case Details

Case Name: Arab Shah Construction Company
Court Name: Armed Services Board of Contract Appeals
Date Published: Sep 7, 2017
Docket Number: ASBCA No. 60813
Court Abbreviation: A.S.B.C.A.