Iqrar Ahmed and Partner Contracting Company
Docket: ASBCA 62494, ASBCA 62495
Decision date: 2021-08-24

ARMED SERVICES BOARD OF CONTRACT APPEALS 
 
OPINION BY ADMINISTRATIVE JUDGE MCILMAIL 
 
 In ASBCA No. 62494, appellant challenges the government’s termination of its 
contract for shower and latrine blocks for default.  In ASBCA No. 62495, appellant 
challenges the contracting officer’s denial of its claim for an extension of time. 
 
FINDINGS OF FACT 
 
 On November 7, 2019, the parties contracted for appellant to deliver 25 shower 
blocks and 25 latrine blocks (the parties call these shower and latrine blocks “trailers” 
(gov’t br. at 1; app. br. at 1)) to Prince Sultan Air Base in Saudi Arabia for $3,656,250 
(R4, tab 1 at 1, 3-4).  The contract incorporates Federal Acquisition Regulation (FAR) 
52.202-1, Definitions (id. at 5).  The contract also incorporates FAR 52.212-4, Contract 
Terms and Conditions--Commercial Items (id.), which provides, at paragraph (m): 
 
Termination for cause.  The Government may terminate this 
contract, or any part hereof, for cause in the event of any 
default by the Contractor, or if the Contractor fails to comply 
with any contract terms and conditions, or fails to provide the 
Government, upon request, with adequate assurances of 
future performance. In the event of termination for cause, the 
Government shall not be liable to the Contractor for any 
amount for supplies or services not accepted, and the 
Appeals of - )  
 )  
Iqrar Ahmed and Partner Contracting  
  Company 
) 
) 
ASBCA Nos. 62494, 62495 
 )  
Under Contract No. FA4911-20-P-M011 )  
   
APPEARANCES FOR THE APPELLANT: P. Sean Milani-nia, Esq.  
Rachel M. Severance, Esq. 
  Fox Rothschild LLP 
  Washington, DC 
 
APPEARANCES FOR THE GOVERNMENT: Jeffrey P. Hildebrant, Esq. 
    Deputy Chief Trial Attorney 
 Lt Col Scott A. Van Schoyck, USAF 
Lt Col Matthew Ramage-White, USAF 
    Trial Attorneys 

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Contractor shall be liable to the Government for any and all 
rights and remedies provided by law.  If it is determined that 
the Government improperly terminated this contract for 
default, such termination shall be deemed a termination for 
convenience. 
 
 At paragraph (s), FAR 52.212-4 provides: 
 
Order of precedence.  Any inconsistencies in this solicitation 
or contract shall be resolved by giving precedence in the 
following order:  (1) the schedule of supplies/services; (2) 
The Assignments, Disputes, Payments, Invoice, Other 
Compliances, Compliance with Laws Unique to Government 
Contracts, and Unauthorized Obligations paragraphs of this 
clause; (3) the clause at 52.212–5; (4) addenda to this 
solicitation or contract, including any license agreements for 
computer software; (5) solicitation provisions if this is a 
solicitation; (6) other paragraphs of this clause; (7) the 
Standard Form 1449; (8) other documents, exhibits, and 
attachments; and (9) the specification. 
 
 The contract’s schedule provides for delivery of the shower and latrine blocks to 
the air base “60 Days After Receipt Of Award” (id. at 4).  The contract’s statement of 
work (which is Attachment 1 to the contract (R4, tab 1 at 16)), at ¶ 1, Scope of Works, 
provides: 
 
1.1.  The Shower and Toilet container will be built according 
to Sitemaster-25 Seaway Series Specifications based from 
government provided sample details.  Contractor 
detailed shop drawings will be provided before award. 
 
1.2.  All building fixtures will be as per attached specification 
only.  No other specifications will be taken into consideration. 
 
1.3.  Building size of refurbished shipping container = 8ft. x 
20ft.  (2.4m x 6m) 
 
1.4.  Crane, rigger and all accessories for unloading the 
building at site to be provided by Contractor. 
 
1.5.  Fall Restraint System for short duration roof or modular 
building roof seam connections to be provided by contractor. 
 

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(R4, tab 1 at 16) (emphasis in original)  Paragraph 2 of the statement of work, 
Completion Time, provides: 
 
2.1.  The buildings will be delivered and set in 60 working 
days from receipt of a firm purchase order, full payment and 
approved shop drawings, subject to contractor workload at the 
time of order. 
2.3.  Upon pick-up of the buildings, a PCN (Project 
Completion Notice) will be issued by contractor as part of 
quality management procedures and must be signed and 
accepted by client.* 
 
(Id. ¶ 2) 
 
 Sixty calendar days after November 7, 2019, ended on January 6, 2020; sixty 
working days (consisting, in Saudi Arabia, of Sundays through Thursdays) after 
November 7, 2019, ended on January 30, 2020 (app. br., Ahmed decl. ¶ 6).  Appellant did 
not deliver the 25 shower blocks and 25 latrine blocks by January 6, 2020.  Indeed, by 
January 6, 2020, appellant had delivered, at most, only two shower blocks and two latrine 
blocks, which the government says were not compliant with the contract and appellant 
says had “minor installation issues that could easily have been remedied” (gov’t br. at 28; 
app. br. at 6 ¶ 34, 8 ¶¶ 17, 44).  On January 7, 2020, the contracting officer issued a 
“Show Cause Notice” that states: 
 
Since you have failed to cure the conditions endangering 
performance under Contract No FA4911-20-P-M011 as 
described to you on 3, 4, and 5 January 2020, the Government 
is considering terminating the contract under the provisions 
for default of this contract. Pending a final decision in this 
matter, it will be necessary to determine whether your failure 
to perform arose from causes beyond your control and 
without fault or negligence on your part. Accordingly, you are 
given the opportunity to present, in writing, any facts bearing 
on the question to [the contracting officer], within 10 days 
after receipt of this notice. 
 
(R4, tab 10 at 1 (alteration added))  On that same day, the contracting officer directed 
appellant to stop work (app. br., ex. 1 at 4 ¶ 25).  On February 1, 2020, the contracting 
officer issued a modification terminating the contract for cause (R4, tab 16).  On 
February 5, 2020, the contracting officer issued a final decision that ostensibly terminates 
                                              
* We omit from our recitation of ¶ 2 what is apparently a stray “2.2” (see R4, tab 1 at 16). 

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the contract for cause, and references as an attachment the February 1, 2020 modification 
that terminated the contract for cause (R4, tab 17 at 3-4).     
 
DECISION 
 
 In ASBCA No. 62494, “[t]he government bears the burden of proof on the issue of 
the correctness of its actions in terminating a contractor for cause.”  Avant Assessment, 
LLC, ASBCA No. 58867, 15-1 BCA ¶ 36,067 at 176,127.  The government’s 
justification for the termination for cause is that appellant did not deliver the required 
number of contract-compliant trailers by January 6, 2020 (gov’t br. at 20, 28; gov’t reply 
at 12).  The contract provides for delivery “60 Days After Receipt Of Award.”  (R4 tab 1, 
at 4)  Sixty calendar days after receipt of award ended on January 6, 2020, and appellant 
had not delivered the required number of units by that date.  However, as appellant points 
out (app. br. at 2-3), the contract incorporates FAR 52.202-1, which provides: 
 
When a solicitation provision or contract clause uses a word 
or term that is defined in the Federal Acquisition Regulation 
(FAR), the word or term has the same meaning as the 
definition in FAR 2.101 in effect at the time the solicitation 
was issued . . . . 
 
FAR 2.101 defines “day” as “unless otherwise specified, a calendar day.”  The statement 
of work so “otherwise specifies” (emphasis added): 
 
The buildings will be delivered and set in 60 working days 
from receipt of a firm purchase order, full payment and 
approved shop drawings, subject to contractor 
workload at the time of order. 
 
(R4, tab 1 at 16) 
 
 Regardless of what the phrase “from receipt of a firm purchase order, full payment 
and approved shop drawings, subject to contractor workload at the time of order” means, 
and regardless what that phrase implies for the administration of the contract, ¶ 2.1 
specifies “60 working days” as the time available to the contractor for delivery, and 
60 working days from November 7, 2019, ended on January 30, 2020.  January 30, 2020, 
then, is the contract’s earliest possible completion date under any of the scenarios set 
forth in either the schedule or ¶ 2.1.  Consequently, that appellant did not deliver the 
required number of contract-compliant trailers by January 6, 2020, was not cause for 
terminating the contract.  Therefore, the government improperly terminated the contract 
for default, and that termination is deemed a termination for convenience. 
 

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 The government says that (1) we should resort to the contract’s order of preference 
clause to resolve what it says is an inconsistency between the schedule and ¶ 2.1 of the 
statement of work; (2) the phrase “60 working days” can’t be plucked out of ¶ 2.1 to 
trigger the “otherwise specified” language in FAR 2.101:  and (3) ¶ 2.1 must be read out 
of the contract (see gov’t br. at 22-23; gov’t reply at 6-7).  Indeed, whereas the schedule 
starts the clock running “After Receipt Of Award,” ¶ 2.1 starts the clock running “from 
receipt of a firm purchase order, full payment and approved shop drawings, subject to 
contractor workload at the time of order.”  (R4, tab 1 at 16)  However, we are not putting 
¶ 2.1 ahead of the schedule; after all, no one is saying that the delivery and performance 
deadline date was “60 working days from receipt of a firm purchase order, full payment 
and approved shop drawings, subject to contractor workload at the time of order,” and it 
is not as if the schedule says “60 Calendar Days After Receipt Of Award.”  Finally, we 
are not plucking “working days” out of ¶ 2.1, we are interpreting the term “days” as it 
appears in the schedule in light of the term “working days” found in ¶ 2.1.  That is why 
we recite ¶¶ 1 and 2.3 of the statement of work above, to point out that ¶ 2.1 is not an 
errant insertion into a contract to which it bears no relation.  The “buildings” referenced 
in ¶ 2.1 are the same buildings referenced in ¶¶ 1 and 2.3; that is, those buildings are the 
same trailers that the government says were not delivered in the 60 days that the schedule 
allows. 
 
 Consequently, we see no inconsistency that needs resolution for us to decide this 
dispute.  This dispute concerns whether the term “days” within the meaning of the 
parties’ $3.6 million contract means “calendar days” or “working days,” and the only 
contract language that directly and expressly addresses that question is found in ¶ 2.1, and 
that says “working days.”  That is a “specification otherwise” that sets aside the default 
meaning “calendar day” found in FAR 2.101.  In short, the term “working days” in ¶ 2.1 
tells us what the parties meant by the term “days” as it appears in the schedule.  
 
 We also decline the government’s apparent invitation to throw the “working days” 
baby out with the ¶ 2.1 bathwater and read ¶ 2.1 of the statement of work out of the 
contract, because “[a]n interpretation that gives meaning to all parts of the contract is to 
be preferred over one that leaves a portion of the contract useless, inexplicable, void, or 
superfluous.”  NVT Techs., Inc. v. United States, 370 F.3d 1153, 1159 (Fed. Cir. 2004).  
Here, the government’s interpretation would unnecessarily render the “working days” 
contract language useless, inexplicable, void, and superfluous.  Nor do we need to resort 
to extrinsic evidence (as the government urges (gov’t br. at 23-24)), because we do not 
find the contract language at issue ambiguous.  See All Star/SAB Pac., J.V., ASBCA 
No.  50856, 99-1 BCA ¶ 30,214 at 149,479.  ASBCA No. 62494 is sustained, and the 
termination of the contract for cause is deemed a termination for convenience. 
 
 In ASBCA No. 69495, appellant challenges the contracting officer’s effective 
denial of its request for an extension of time.  Given that ASBCA No. 62494 is sustained, 
ASBCA No. 62495 is denied as moot. 

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CONCLUSION 
 
 ASBCA No. 62494 is sustained, and the termination of the contract is deemed a 
termination for convenience.  ASBCA No. 62495 is denied as moot. 
 
 Dated:  August 24, 2021 
 
 
 
 
 
 
 
 
 
 
 
TIMOTHY P. MCILMAIL 
Administrative Judge 
Armed Services Board 
of Contract Appeals 
I concur 
 
 
 
RICHARD SHACKLEFORD 
Administrative Judge 
Acting Chairman 
Armed Services Board 
of Contract Appeals 
 I concur 
 
 
 
 OWEN C. WILSON 
Administrative Judge 
Vice Chairman 
Armed Services Board 
of Contract Appeals 
 
 
 I certify that the foregoing is a true copy of the Opinion and Decision of the 
Armed Services Board of Contract Appeals in ASBCA Nos. 62494, 62495, Appeals of 
Iqrar Ahmed and Partner Contracting Company, rendered in conformance with the 
Board’s Charter. 
 
 Dated:  August 25, 2021  
 
 
 
 
 
 
 
 
PAULLA K. GATES-LEWIS 
Recorder, Armed Services 
Board of Contract Appeals