Crewzers Fire Crew Transport, Inc. v. United States, 111 Fed. Cl. 267

Forest Service purchases crew carrier buses under a Blanket Purchase Agreement (BPA) used for all-hazard incidents and wildfires; BPA is not guaranteed and not a binding contract, with a Dispatch Priority List (DPL) for vehicle selection.
Crewzers was awarded a BPA on March 30, 2011, for a three-year term with a $150,000 maximum value, but the BPA allowed voluntary orders and no guaranteed performance.
In August 2011, the Forest Service suspended Crewzers’ BPA after three alleged breaches: misdelivery of Bus No. 110 instead of Bus No. 80; delivering an unauthorized vehicle; and failing to decline an order when their vehicle was unavailable, with implications discussed in the CO’s letter.
Crewzers disputed the breaches and argued dispatch system confusions and billing errors; Forest Service later maintained the BPA termination for cause based on repeated failures to honor terms.
Crewzers filed suit alleging bad faith termination, interference with performance, covenant breach, and requests for reinstatement and damages; Government moved to dismiss under RCFC 12(b)(1) and 12(b)(6).
Court had previously ruled in Crewzers I that the BPA was not a binding contract, informing the scope of the present decision.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether a contract was formed under the BPA	Crewzers argues the BPA and DPL interactions created a binding contract.	Government contends BPA is not a contract and lacks mutual intent; orders are not guaranteed and not binding.	No contract formed; BPA lacking mutuality of obligation.
Subject matter jurisdiction under Tucker Act and CDA	Crewzers contends jurisdiction exists because BPA/contractual claims merit money damages.	BPA not a contract; CDA jurisdiction requires a valid contract; otherwise jurisdiction lacking.	Jurisdiction fails because no binding contract exists and CDA elements not satisfied.
Whether the court may grant reinstatement or equitable relief	Crewzers seeks reinstatement of BPA and DPLs and monetary relief.	Equitable relief and specific performance are generally unavailable absent bid protest jurisdiction and contract; termination remediable only as stated.	Equitable relief and reinstatement denied; not within the court’s remedial authority here.
Whether claims independent of a contract survive	Crewzers contends some claims survive as independent duties or misfeasance.	Without a contract, related claims fail for lack of money-mandating basis.	Claims dependent on a contract fail; no independent contract-like duty established.

Ridge Runner Forestry v. Veneman, 287 F.3d 1058 (Fed. Cir. 2002) (BPA-like agreements lack mutuality; illusory promises negate contract)
Ace-Federal Reporters, Inc. v. Barram, 226 F.3d 1329 (Fed. Cir. 2000) (consideration and mutual promises determine enforceable contract; BPA context)
Zhengxing v. United States, 204 F. App’x 885 (Fed. Cir. 2006) (BPA lacks mutual intent to form binding contract)
Crewzers Fire Crew Transport, Inc. v. United States, 98 Fed. Cl. 71 (2011) (earlier ruling BPA not a contract; framework for future contracts)
Harbert/Lummus Agrifuels Projects v. United States, 142 F.3d 1429 (Fed. Cir. 1998) (jurisdiction requires money-mandating obligation beyond Tucker Act)
M. Maropakis Carpentry, Inc. v. United States, 609 F.3d 1323 (Fed. Cir. 2010) (CDA requires certified claim and contracting officer final decision)
Torncello v. United States, 681 F.2d 756 (Ct. Cl. 1982) (illusory promise invalidates contract)
73 Fed. Cl. 59? [placeholder], Not included () ()