Futures, Inc.
Docket: ASBCA 61566
Decision date: 2026-04-16

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The decision issued on the date below is subject to an ASBCA Protective Order.          
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ARMED SERVICES BOARD OF CONTRACT APPEALS 
 
OPINION BY ADMINISTRATIVE JUDGE PROUTY 
 
 The appeal before us involves appellant, Futures, Inc. (Futures), attempting 
to obtain the effective award of a government contract for which it was formally 
rejected and to retroactively apply the never-awarded contract to cover services it 
voluntarily provided as a subcontractor under the auspices of other contracts in the 
hope or expectation of obtaining the later contract.  As explained in far greater detail 
below, the Office of the Secretary of Defense - Reserve Affairs (OSD-RA) had 
engaged a private contractor and its successor to operate a website, built and 
maintained by their subcontractor, Futures, that assisted military reservists find civilian 
employment.  Shortly after the first contract was executed, the website was opened to 
all active duty soldiers in the military, including the United States Army (the Army) 
without any change to the contract or objection by Futures or either prime contractor.  
Futures, in fact, was an advocate of extending the reach of the website and attended 
many meetings and events to promote its widespread use.  The Army subsequently 
sought to award a sole-source contract to Futures to continue to run the website, but as 
the prime contractor, rather than as a subcontractor; to formally make it available to all 
soldiers within the Army; and to add far greater functionality to the site.  Though many 
high-ranking Army officers wanted such a contract to be awarded to Futures – and 
made that ambition clear to Futures as early as a December 2011 meeting at the 
Pentagon – Army efforts to make a formal award to Futures in late 2012 through 2014 
foundered, and the attempt was ultimately ended because it was decided to use a 
different service government-wide.  During all this time, Futures explicitly recognized 
that it had no contract with the Army and it never submitted an invoice to the Army for 
its services.  Now, however, Futures seeks to be paid for the support that it provided 
Appeal of - )  
 )  
Futures, Inc. ) ASBCA No. 61566 
 )  
Under Contract No. 000000-00-0-0000 )  
   
APPEARANCE FOR THE APPELLANT: Jason P. Matechak, Esq. 
    Impresa Legal Group 
    Arlington, VA 
 
APPEARANCES FOR THE GOVERNMENT: Dana J. Chase, Esq. 
    Army Chief Trial Attorney 
 LTC Sean B. Zehtab, JA 
John C. Degnan, Esq. 
    Trial Attorneys 

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2 
gratis during its efforts to obtain the proposed contract.  At the end of the day, none of 
the theories that Futures propounds to support its reimbursement have the evidentiary 
support or legal bases necessary to create a contract with the Army or otherwise entitle 
it to payment. 
 
FINDINGS OF FACT 
 
I.  Preliminaries:  Futures Creates its Pipeline System and Begins to use it with 
the Military 
 
Futures was created by its chief executive officer (CEO), Mr. Geoff Cramer, in 
2005 after a nonprofit that he had previously run, Futures For Kids, lost its funding 
(tr. 1/44).  Futures, with the help of other corporate entities, created software, known 
as “Pipeline,” which Mr. Cramer characterized as “a navigation tool [that] breaks 
down language barriers” (tr. 1/45-46).  In its original iteration, it helped connect 
people to jobs for which they were suited; in its application to the military, it 
essentially translated military positions and skillsets into their civilian counterparts and 
matched them with companies seeking to hire employees (tr. 1/46-51; 1/56-58).  
Mr. Cramer asserted in his testimony that it was not merely a “portal,” which he stated 
could be put together in a weekend, but was a cloud-based application that had taken a 
decade to create (tr. 1/88). 
 
At some point after its formation, Futures worked with the Army around 
Fort Bragg, NC to help transition separating soldiers into job opportunities in the local 
area (tr. 1/48-49), presumably using its Pipeline software.  Futures subsequently 
(apparently sometime during the 2008-2009 timeframe) got involved in helping 
“Wounded Warriors” in the Fort Bragg area find civilian work (tr. 1/49-54).  Though it 
did not seek to get paid for the Wounded Warrior work (see tr. 1/51-52), this work did 
begin a relationship between Futures and the Army, including a meeting between 
Mr. Cramer and then-Brigadier General (BG) Gary Cheek, in 2010 (tr. 1/54-55).  
According to Mr. Cramer, his meeting with BG Cheek led to a meeting shortly 
thereafter in Washington, DC with Major General (MG)1 Rick Mustion, then Adjutant 
General2 of the Army and another general, Jeffrey Horn (tr. 1/60-61).  After that 
meeting, the Army declined to pursue matters any further due to cost (tr. 1/61). 
 
1 We suspect that MG Mustion would have been a Brigadier General at the time that 
he was Adjutant General, but we have not seen his rank at the time reflected 
anywhere in the record.  We refer to him as MG here because, as will be seen, 
he was later involved in this matter when he was no longer the Adjutant 
General and had attained two-star rank. 
2 The Adjutant General is responsible for personnel matters for the Army (tr. 3/214 
(Adjutant General Corps is the Army personnel community)). 

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3 
According to Mr. Cramer, approximately two years later (which would be the 
2011-2012 timeframe, but we believe it to have been some time before late 
September 2011 to be consistent with matters discussed immediately below), the Army 
approached Futures to ask for help in transitioning soldiers.  Apparently, this change in 
heart came about because the Army was downsizing and finding that its 
unemployment insurance obligations were substantial for those soldiers who did not 
find immediate work upon discharge (tr. 1/61-62). 
 
II.  The Initial Step:  The Contracts for Support of the H2H.jobs Website 
 
At some point, apparently prior to September 28, 2011, OSD-RA approached 
Futures and informed it that it was interested in using its Pipeline technology as a  
job-seeking solution for the entire reserve component (tr. 1/113-14).  Though 
Mr. Cramer did not directly identify who at OSD-RA approached him, his testimony 
suggests that it was Mr. Ron Young (see tr. 1/120; see also R4, tab 38 ¶ 7), who was 
the Director of the OSD-RA Family and Employer Programs and Policy office (R4, 
tab 38 ¶ 3).  Rather than accomplish this through a direct contract with Futures, on 
September 28, 2011, OSD-RA awarded a contract to Hooah LLC (Hooah) 3 to provide 
the website that would help military reservists obtain civilian employment.4  Futures 
was the nominal subcontractor to Hooah and ran this site, the H2H.jobs5 site, through 
its Pipeline technology.  (R4, tab 1 at 1, 7-11; Joint Stip. ¶ 3)  The URL for the 
website, H2H.jobs, was owned and controlled by OSD-RA (tr. 1/222-23).  The period 
of performance for this contract (the Hooah contract) was one year (R4, tab 1 at 3). 
 
III.  After the Award of the Hooah Contract by OSD-RA, the Active Duty 
Army and Futures Agree to Opening the H2H.jobs Portal for use by Active 
Duty Soldiers and Actively Encouraging its Widespread use 
 
As discussed in this section, Futures performed more work than was required 
by either the Hooah contract or a successor contract with TASA Information 
 
3 The record does not directly tell us why OSD-RA chose to obtain the Pipeline 
services from Hooah rather than directly from Futures.  Hooah was an “8(a)” 
contractor, however, and Futures was not (tr.1/115; 1/119).  We take judicial 
notice of the fact that contracting through the 8(a) program can significantly 
streamline the contract award process, subject to certain limitations. 
4 The entity that effected the award was the Defense Human Resources Activity 
(DHRA) (R4, tab 1 at 1), but the parties have recognized in their Joint 
Stipulation of Undisputed Facts, that the DHRA-awarded contracts were 
effectively awarded on behalf of OSD-RA (see, e.g., Joint Stipulation of 
Undisputed Fact (Joint Stip.) ¶¶ 3, 4). 
5 “H2H” is short for “Heroes to Hired” (tr. 1/188; Joint Stip. ¶ 5). 

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4 
Technology, Inc. (TASA).  It did this intentionally and with the knowledge of the 
Army, with both parties hoping that it would inure to their mutual benefit. 
 
A.  H2H.jobs is Opened up to the Active Duty Army 
 
The evidence before us supports our concluding that OSD-RA, the Army, the 
two prime contractors, and Futures supported a no-cost expansion of access to the 
H2H.jobs website to include not only reservists, but active duty members of the 
military. 
 
Mr. Walter Herd, who was the National Director for the Army’s Transition 
Assistance Program (TAP) and started that job sometime in late 2010 or early 2011 
(see tr. 8/6), testified about meeting with Mr. Cramer at Fort Bragg shortly after taking 
the TAP position (tr. 8/14-19).  This would have been some time in 2011 or 2012
6 
(tr. 8/14; see also tr. 1/112).  During this meeting, Mr. Cramer demonstrated the 
H2H.jobs site to Mr. Herd.  Mr. Herd testified that Cramer was “adamant” that he 
wanted it to be free for everybody and that it was at no cost to the Army and that it 
was, in fact, in everybody’s interest that more soldiers use it so that more companies 
would be incentivized to utilize the platform.  (Tr. 8/15-16) 
 
This version of events was contested by Mr. Cramer, who testified that he was 
not, in fact, “adamant” to Mr. Herd that he wanted the website to be free to all service 
members, active and reserve, at this meeting because the OSD-RA contract did not yet 
exist (tr. 1/120).  Mr. Cramer did not, however, directly testify that he had never said 
such a thing to Mr. Herd.  Later in his testimony, Mr. Cramer testified that Futures was 
instructed by OSD-RA not to “gate” the system, meaning that it was to allow all 
service members, not just reservists, to have access to it (tr. 1/262).  When he was 
cross-examined on the subject, however, he could not identify who made that direction 
(tr. 2/5). 
 
6 Mr. Cramer testified that his first meeting with Mr. Herd would have been at an 
October 2010 meeting in Washington, DC (tr.1/112), which is consistent with 
the parties’ Joint Stipulation of Undisputed Facts (see Joint Stip. ¶ 9).  The 
parties’ Joint Stipulation of Undisputed Facts also provides that they met on 
December 16, 2010, at Fort Knox, KY (id.).  Since the meeting, as Mr. Herd 
described it, involved a demonstration of the H2H.jobs site and as discussion 
of the OSD-RA contract, and as Mr. Cramer testified, the site was not running 
in October 2010 and the OSD-RA contract was not in existence at that time 
(tr. 1/112-13), we find that the meeting at Fort Bragg that we are discussing 
here most likely took place some time in late 2011.  Moreover, we find it 
plausible that the vagaries of memory may have been such that a discussion 
between the two happened in late 2011, but that it was not at Fort Bragg. 

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5 
Mr. Cramer’s allegations about directives from OSD-RA, in turn, was 
contradicted by Mr. Dan Allen, who ran the H2H program for OSD-RA at the relevant 
time (tr. 7/94).  Mr. Allen testified that he had been forbidden by his superiors from 
using the OSD-RA contracts to provide services for active duty members and had so 
informed Mr. Cramer (tr. 7/98-101).  According to Mr. Allen, Mr. Cramer was 
reluctant to limit the access to H2H.jobs because it would let down the active duty 
service members who needed help (tr. 7/102-03).  Indeed, Mr. Cramer agreed with this 
version of events in his own testimony, except that he emphasized that he believed he 
had a deal with the Army that he was obligated to honor (tr. 1/232-33).  Mr. Allen 
further testified that he had raised the issue on subsequent occasions, in particular, 
seeking the removal of the “active duty” button from the website (tr. 7/102-03).  
Mr. Allen, however, also testified that at a later time, he became aware that Futures 
was providing free services to active duty members, not under any contract, but as a 
“proof of concept” to obtain more work from the Army (tr. 7/105-07) and that he had 
been encouraged by his superiors to stay out of Futures’ way as it attempted to obtain 
business from the Army for active duty soldiers (tr. 7/108-09).  From the testimony 
before us summarized above, it appears that OSD-RA made some efforts to keep the 
provision of services to active duty members from being characterized as part of the 
Hooah and TASA contracts, but, having made the point, did not go out of its way to 
prevent the provision of these services voluntarily by Futures, which both sides saw as 
serving their interests. 
 
Mr. Herd and Mr. Allen were not the only witnesses to testify that Mr. Cramer 
had encouraged the use of the OSD-RA-provided H2H.jobs by the active duty force.  
Lieutenant General (LTG)
7 Jason Evans, who was the Army Adjutant General from 
July 2011 through March 2013 (tr. 5/110), testified that he was at several meetings in 
which both OSD-RA officials and Mr. Cramer, himself, encouraged the use of the 
H2H.job site by active duty members (tr. 5/157-59).  LTG Evans testified similarly 
to Mr. Herd, that part of the motivation for opening up H2H.jobs to more people (i.e., 
active duty members) was the notion that it would provide better results (tr. 5/157).  
LTG Evans testified that, in general, he had viewed the use of the website by active 
duty members to be free of additional charge and that subsequent contract actions on 
the active duty side were aimed at getting things not already provided, such as metrics 
of success (tr. 5/135-36). 
 
7 At the time he was Adjutant General, LTG Evans was a Colonel and then promoted 
to Brigadier General (see R4, tab 59 at 1 (COL) and R4, tab 103 (BG)).  For 
consistency, we will refer to him as LTG, the rank he held when he testified 
before us. 

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6 
The clanging absence in the record of contemporaneous complaint from Futures 
about the matter8, when it was clear that the website was being made available to all, 
combined with the plausibility of Mr. Herd’s testimony as supported by LTG Evans’s 
(i.e., it would make sense that H2H.jobs with more users would be more appealing 
to businesses, and this does not seem to be the kind of rationale that Mr. Herd would 
have fabricated out of whole cloth) give us cause to believe Mr. Herd’s version of 
events is more likely than not accurate.  We hasten to note that we make this judgment 
without needing to conclude that Mr. Cramer made an intentional misrepresentation in 
his testimony because it is not at all unlikely that Mr. Cramer was correct when he 
stated that he had early meetings with Mr. Herd in 2010 in which universal access 
to the portal was not discussed. 
 
Further supporting our conclusion in favor of Mr. Herd’s version of events is 
the fact that we have observed nowhere in the record any complaint from the erstwhile 
prime contractors (Hooah or TASA) about the expansion of access of the H2H.jobs 
website to active duty members.9  To the contrary, the record includes an undated 
document from TASA in which it boasts of its dealings with OSD-RA in which it 
provided access to the H2H.jobs portal to “employers and veterans at no cost” (R4, 
tab 57 at 1; see also Joint Stip. ¶ 27 (recognizing it to be a TASA document)). 
 
We add an important note for context, which helps explain why the notion of 
opening up the H2H.job site to active duty members was not as significant a change as 
it might seem and why Army leadership did not perceive it to radically alter the 
requirements of the OSD-RA contracts:  the vast majority of active duty soldiers 
transitioning from the Army to civilian life joined the reserves.  The reason for this is 
not solely patriotism, but that the typical Army enlistment contract included a 
requirement that active duty be followed by a set period of reserve duty.  There was 
testimony at the hearing that 85% of soldiers leaving active service joined the reserve 
component.  (Tr. 8/8)  Of course, as reservists, they would have had access to  
OSD-RA programs, like the Hooah and TASA contracts.  Moreover, and very 
importantly, those soldiers who were only on active duty and would not become 
reservists did not (as will be noted later in this section) have access to the same suite 
of services provided by the Hooah and TASA contracts to reservists, further 
 
8 Not only has Futures failed to provide any evidence of complaint, but the cognizant 
contracting officer testified affirmatively that she had no recollection of such a 
complaint (tr. 7/70-71). 
9 Futures might argue that it did not complain because (as discussed below), by the 
time of the site’s widespread use, Futures thought it had a contract with the 
Army to cover active duty use.  But this would not explain the silence of the 
prime contractors (even if Futures did the majority of the work) nor would it 
explain silence lasting over several years during which no invoice was 
submitted nor payment made. 

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7 
diminishing the relative impact on Futures of its opening the H2H portal to the active 
duty Army. 
 
B.  The Army Internally Decides to Pursue a Single Employment Portal for 
Veterans – the one run by Futures – and Advocates for that Solution 
Government-Wide 
 
At about the time that Mr. Cramer was urging Mr. Herd to make the portal 
available, free of charge, to all, outside events were making the broad availability 
of the portal of greater importance to the Army.  This began, at least symbolically, on 
November 21, 2001, when President Obama signed Public Law 112-56, the Veterans 
Opportunity to Work (VOW) to Hire Heroes Act of 2011 (Joint Stip. ¶ 14). 
 
On November 22, 2011, then-BG Barrye Price
10, who had recently met 
Mr. Cramer and been favorably impressed with the H2H.jobs platform (see tr. 6/142-
45), asked Mr. Cramer to send information about navigating Pipeline to him so that the 
Army Vice Chief of Staff (General (GEN) Chiarelli) could play with it over 
Thanksgiving (R4, tab 46 at 1-2).  Later in the same email string, BG Price invited 
Mr. Cramer to attend the Army “Transition Summit” to be held at the Pentagon on 
December 5 and 6, 2011, so that he could demonstrate to the attendees how the 
Pipeline system worked (id. at 4; see also tr.8/48-49).  Mr. Cramer agreed and was 
placed on the agenda to make his presentation on the afternoon of December 5, 2011 
(R4, tab 49 at 1; see also R4, tab 50 at 3 (slide identifying Cramer as the person to do 
it)). 
 
As will be discussed below, according to Mr. Cramer, this was the meeting in 
which Futures was awarded the contract to provide support for active duty members 
for which it seeks recovery today (tr. 1/245).  We read it differently.  This was the 
meeting where the bureaucratic lines were drawn between the Army and other federal 
agencies with Pipeline/H2H as the alternative that the Army preferred as an 
employment portal, but no contract award was actually made.  We draw these 
conclusions based in large part upon Mr. Cramer’s own testimony. 
 
Mr. Cramer testified that during the meeting, the attendees discussed how they 
were going to implement the VOW Act.  Representatives from the Department of 
Veterans Affairs (VA) and Department of Labor (DOL) proposed that their two 
agencies handle matters on behalf of the Army and recommended that transitioning 
soldiers be essentially sent to them.  (Tr. 1/130-31)  It is fair to say that the Army did 
 
10 BG Price, at the time, was Director of Human Resources Policy in the G-1 section 
(tr. 6/137).  We take judicial notice that the G-1, is the Deputy Chief of Staff for 
Personnel (see also tr. 3/147 (G-1 is “the chief people officer”)) and that the 
Adjutant General reports to him or her. 

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8 
not like this approach.  LTG Thomas Bostick, the Army G-1 at the time (see Joint Stip. 
¶ 24), told the attendees that the Army did not concur with the VA/DOL proposal and 
that it wished to follow a different approach (tr. 1/131).  A little later, GEN Chiarelli, 
elaborated that the Army had evaluated the solutions proposed by those agencies and 
that they did not work; however, (as Mr. Cramer testified), “he told them that the 
Army had selected H2H and Futures to provide the universal transition solution for 
soldiers.”  After that surprising11 statement by the General, Mr. Cramer demonstrated 
H2H to all persons present.  (Tr. 1/132) 
 
 After the demonstration, GEN Chiarelli re-iterated his view that he was 
responsible for soldiers until they separated from the Army, and that the VA and DOL 
would not be involved with them until that point.  The VA and DOL representatives 
were apparently still surprised at the turn that things had taken that day, and the VA 
representative (Mr. Gingrich, the chief of staff to the Secretary of Veterans Affairs) 
proposed that the VA perform its own evaluation of the Futures technology compared 
to the VA’s National Resources Directory.  GEN Chiarelli responded by stating that he 
liked the idea of “a good Coke-Pepsi test” even if, as far as he was concerned, it had 
already been done and the Army solution of Futures was the way to go until the VA 
and DOL “[got their act] together.”  (Tr. 1/133-34) 
 
 We will return to GEN Chiarelli’s version of “the Pepsi challenge” shortly.  In 
the meantime, Mr. Cramer and LTG Bostick were excused from the meeting during 
which time LTG Bostick told Mr. Cramer what a good job he had done.  According 
to Mr. Cramer, LTG Bostick further explained, in the context of GEN Chiarelli’s 
announcement during the meeting that Futures had been selected to perform services 
for the Army, “that his office would handle the contracting and the paperwork, that 
they would expedite everything out of his office.”  (Tr. 1/135)  Mr. Cramer testified 
that this all came as a surprise to him because he had thought he was going to the 
meeting to perform a demonstration, rather than get awarded a contract.  Indeed, he 
ultimately conceded that he did not believe a contract was actually finalized in this 
meeting because such things as cost and time of performance were not discussed.  
(Tr. 1/245-47) 
 
Mr. Cramer would later testify that he had subsequently set forth the cost to 
LTG Bostick in “round numbers” of “approximately $8 million a year” (tr. 2/12).  This 
discussion, though, was not in writing, and Mr. Cramer described it as “roughly” that 
amount (tr. 2/13).  Moreover, when he discussed the $8 million figure in his testimony 
as something the Futures had “always told the Army,” the breakdown of upfront costs 
and monthly maintenance fees (see tr. 1/142) looks very much like the formal proposal 
 
11 The parties have pointed to no evidence, written or testimonial, that GEN Chiarelli 
had shared this determination to use H2H and Futures prior to this meeting. 

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9 
that was submitted near the end of 2012 that we will discuss below and which included 
substantial upgrades compared to what was provided by piggybacking onto the  
OSD-RA Hooah contract (see discussion in Section V. A., below).  Except for 
unrelated job fairs to be discussed further below, no figure, much less, the $8 million 
one, is to be found in any writing before the proposals in so-called “white papers,” also 
discussed below, which came in late October 2012.  Nor has anybody but Mr. Cramer 
testified about it.  Putting this all together, we are skeptical that a firm $8 million cost 
figure was set forth by Mr. Cramer in late December 2011 or in 2012 before late 
October and find, more probably than not, that it was not. 
 
Adding to our skepticism about an oral contract being awarded by the Army in 
this time frame, we have no testimony from LTG Bostick in this matter nor from 
GEN Chiarelli in support of such a finding.  LTG Evans, who was present during 
Mr. Cramer’s presentation, testified that he heard no offer of a contract to Mr. Cramer 
at that time, though he did not purport to be present with Mr. Cramer and LTG Bostick 
during the time that LTG Bostick purportedly promised the contract to Futures.  
Moreover, according to LTG Evans, neither BG Price nor LTG Bostick ever told him 
that the Army had contracted with Futures and nothing he observed in the transition 
summit meeting gave him cause to believe that such a contract had been promised or 
awarded to Futures.  (Tr. 5/160-62)  Nobody at the transition summit was a contracting 
officer (tr. 1/246).  Moreover, there was no evidence presented, whatsoever, that any 
immediate action was taken by the Army on this “contract award.”  Futures never once 
in the course of two years submitted an invoice to the Army (tr. 1/220).12  Thus, 
though we do not doubt that Army leadership was enthusiastic about the H2H.jobs 
portal at the time of the December 5-6, 2011 summit, we view GEN Chiarelli’s 
announcement of its “selection” by the Army as premature – perhaps posturing to 
forestall the imposition of the VA/DOL solution.  In fact, in a near contemporaneous 
email sent on December 10, 2011, Mr. Cramer recognized just how contingent 
everything truly was, voicing his concern that the “bakeoff” would be a “trap” because 
“VA would do everything in their power to crush and discredit us to be the national 
portal” (R4, tab 53 at 2). 
 
 Our interpretation of the contingent nature of the Army’s decision making is 
reflected in a follow-up briefing to GEN Chiarelli from COL Mason of Army G-1 on 
the afternoon of December 22, 2011.  Present at this briefing were the VA Chief of 
Staff and a representative from the DOL.  (R4, tab 52 at 1)  The briefing slides state 
that the DOD-VA task force was still “reviewing 3 applications for single application 
 
12 Futures asserts in its post-hearing brief that it wanted to get paid and that it said so to 
the Army several times (app. br. at 37-38).  But expressing a desire for money – 
which is the point of seeking a contract award – is not the same as submitting a 
specific request for payment under an existing contract, which never happened 
here.  

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10 
(portal) for employment: Veterans Job Bank (VA), My Next Move (DOL), and H2H 
(OSD-RA/Army).  Voice of the Soldier assessment favors H2H which best enables 
outreach component proof of concept.  TF [task force] review ongoing.”13  (Id. at 4) 
(boldface type as in original)  This particular slide added in its next bullet point that, 
“Army prepared to leverage OSD-RA-H2H application to connect Soldiers with 
private industry; will work parallel/bridge with TF solution” (id.).  A later slide 
referred to “Hero 2 Hired connection to private industry jobs” as a component of the 
unemployment compensation solution (id. at 7), while the slide after that, discussing 
the element of the transition, indicated one task (apparently to come) being:  “Select 
the application to serve as the primary location Soldiers and Veterans can connect to 
potential employers 24/7 worldwide” (id. at 8).  The final slide in this presentation, 
entitled “Way Ahead” included a task labelled “Single Application (Portal) for 
Employment Implementation Plan.”  The “lead” for this task was the Task Force 
(not the Army) and the status of the task was stated as “Army functional requirements 
submitted.  TF to determine milestones.”  (Id. at 12)  In total, these slides made a few 
weeks after the December 5 and 6 meetings, are consistent with a desire to use Futures 
by the Army, but no finality and certainly nothing resembling a firm agreement upon 
terms or a meeting of the minds. 
 
 These slides also show that the “Pepsi challenge” was about a survey of which 
portal the soldiers liked better, not a formal competition where potential service 
providers were given an opportunity to compete for a contract, prices and other 
considerations were considered, and a contract award made (R4, tab 52 at 10).  A 
document in the Rule 4 File entitled “Coke-Pepsi Survey Results” confirms this, 
inasmuch as its 55 pages reflect head-to-head comparisons of H2H and another portal 
from the individual user’s perspective, but nothing about costs or programmatic issues 
(R4, tab 51). 
 
C.  H2H is Adopted as an Interim Solution for use by the Army 
 
Though the VA and DOL appear to have been taken aback by GEN Chiarelli’s 
announcement about the use of H2H.jobs as the portal, it is clear from the discussion 
of the December 2011 transition summit above and the follow-up briefing for GEN 
Chiarelli, that even at the December 5, 2011 meeting, these two agencies did not agree 
to subordinate their decision-making on the portal to the Army and that the decision 
would not be made on the basis of Mr. Cramer’s brief demonstration of the portal 
at the transition summit (indeed, as will be seen, the VA and DOL would prevail  
about two years later).  That said, as discussed below, the Army obtained authority to 
 
13 The “Coke-Pepsi” survey results reflected in another slide in this presentation 
showed a marked preference for H2H compared to the other alternatives tested 
(R4, tab 52 at 10). 

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11 
use H2H.jobs as its interim portal solution until the task force made a final decision 
one way or another. 
 
 On Feb 10, 2012, LTG Bostick sent an email to BG Price explaining that he 
would be briefing the Chief of Staff of the Army (the CSA) the following day and that 
he needed to make a final decision about where to tell people to go for the employment 
portal.  BG Price was directed to make an appropriate slide for that briefing.  (R4, 
tab 55)  The briefing slide presented the next day didn’t quite make a final decision.  
Instead, it reflected that there were many portals in the “garage” available for use, 
including H2H, but that by the end of Fiscal Year 2012, they had hoped to have just 
one, though which portal it would be was to be the decision of the task force.  The text 
of the slide ended by stating that, “Until DOD completes its recommendations, Army 
has proposed H2H as an interim solution.”  (R4, tab 56 at 19) 
 
 By March 2012, the use of H2H.jobs as an interim solution for the Army was 
official.  On March 8, 2012, the TF ESC (executive steering committee) agreed that 
the Army was “free to proceed with the of use H2H on an interim basis” (R4, tab 58 
at 2).  The next day, there was an email from COL Ed Mason stating to a number of 
recipients that “[a]t this time, the Army is implementing www.H2H.jobs as our interim 
solution.”  This email would be forwarded by Mr. Young of OSD-RA to Mr. Cramer 
as an “FYI.”  (R4, tab 58 at 1)  At about the same time (March 9, 2012), LTG Bostick 
sent an email to GEN Raymond Odierno (the CSA) and GEN Lloyd Austin III (the 
new Army Vice Chief of Staff, who succeeded GEN Chiarelli) informing them of the 
decision to use the H2H portal.  GEN Austin commended LTG Bostick for his “great 
work” and urged him to “get the word out ASAP.”  In response LTG Bostick 
conferred with LTG Evans about the best way to do so.  LTG Evans recommended the 
use of a so-called Fragmentary Order (or “FRAGO”) to the already existing transition 
execution
14 order (or “EXORD”) and the use of a “GOMO Sends.”15  LTG Bostick 
agreed with the LTG Evans’ recommendations, though he posed an interesting 
question (for our purposes) to BG Price that does not appear to have been answered in 
the email record before us:  “I need to understand if there are any funding issues 
related to this, or if OSD RA is covering all costs.”16  (R4, tab 59 at 1-3) 
 
14 On occasion, some witnesses or attorneys referred to an EXORD as an “executive” 
order, but in fact, it is an “execution” order (see tr. 5/112-13). 
15 “GOMO” is the General Officer Management Office and “GOMO Sends” is an 
email communication that goes out to all General Officers (tr. 5/169). 
16 We remind the reader that this question was posed on March 9, 2012, by LTG 
Bostick who was present with Mr. Cramer during the December 5, 2011 
briefing and his subsequent meeting with GEN Chiarelli during which Futures 
alleges a contract was made.  It can and should be taken as evidence that 
no agreement between the Army and Futures was made at that time and that 
it was seen as plausible by Army leadership that the existing contractual 

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12 
An important post script to this decision-making is that, at a transition summit 
on May 22-23, 2012, the TAP was transferred from BG Price’s purview to 
LTG Evans’s as the Adjutant General.  The reason for this was basically that 
BG Price’s job was more policy oriented, while LTG Evans’s position as 
Adjutant General was more operational.  (Tr. 5/173-74) 
 
D.  The Army Publicly Embraces the H2H Portal 
 
It is undisputed that the Army went “all in” on the H2H.jobs portal and that, 
true to the direction from its highest leadership, widely promoted the use of the 
H2H.jobs portal in many instances throughout 2012 and into early 2014.  A  
non-exhaustive, but representative,
17 list of actions follows:  The FRAGO 
recommended by LTG Evans was duly issued (the parties did not stipulate to a date for 
the FRAGO, and there is no date apparent on its face (see R4, tab 60), but it appears 
to have been in mid-March 2012), stating that H2H.jobs was selected as the primary 
location for soldiers to connect with future employers (see Joint Stip. ¶ 35).  
Additionally, information about the selection and availability of H2H.jobs was widely 
circulated to Army leadership (see, e.g., R4, tab 67 at 17 (Senior Leader Forum); R4, 
tab 69 (email from LTG Bostick to fellow generals through the GOMO informing 
them of the H2H.jobs site and encouraging its use)18).  Moreover, the Army issued 
several press releases about H2H.com, including, but not limited to, a March 20, 2012 
Army News Service article (see R4, tab 62); an almost identical article on the “Soldier 
for Life” website (see R4, tab 64); and a re-posting of the article on www.army.mil. 
“the official homepage of the United States Army” (see R4, tab 65.  LTG Evans 
appeared on FOX News on September 20, 2012, and mentioned the program (see R4, 
tab 102).  As late as April 10, 2014, Mr. Herd mentioned the H2H.jobs portal in a 
 
relationship between Futures and OSD-RA would address the Army-wide use 
of H2H.jobs.  Coming as it did, well before any dispute arose between the 
Army and Futures that could conceivably color LTG Bostick’s posture, the 
existence of that question is particularly salient.  It is also another nail in the 
coffin holding Mr. Cramer’s allegation that an $8 million price had been 
discussed amongst the parties. 
17 Additional articles and communications may be found in the parties’ Joint 
Stipulation of Undisputed Facts, which we have reviewed carefully and 
considered in making our decision today, but omit here because they do not 
materially alter our findings and the reader does not need even more additional 
and repetitive details. 
18 With respect to the GOMO Sends, LTG Evans testified that it would never have 
been sent if access to H2H.jobs for active duty members was seen as requiring 
an additional contract, because promising such a contract would have been 
beyond the Army’s authority (tr. 5/171).  The same concern would apply to any 
other public statement the Army made regarding H2H.jobs. 

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13 
speech to a Tennessee Rotary Club (Joint Stip. ¶ 338).  Reference to the H2H.jobs 
portal even made it into Congressional testimony to the Senate Appropriations 
Committee on March 21, 2012 from the CSA, GEN Odierno, who identified H2H.jobs 
as the Army’s “official employment portal” (R4, tab 63 at 2) and LTG Evans, who 
testified to the House Veterans Affairs Committee in September 2012, though about 
job fairs, rather than the portal (Joint Stip. ¶ 104). 
 
IV.  Actions Taken by The Army in Furtherance of VOW Act Compliance 
After it Adopted H2H.jobs as its Interim Portal 
 
A.  Pilot Job Fairs 
 
Part of the suite of efforts to help transition service members to civilian 
employment was the holding of job fairs at various bases throughout the country.  The 
Army wanted to make Futures part of that effort and in the summer of 2012 through 
the fall, it held several pilot programs to do so.  (See tr. 1/159)  Since these were not 
remotely within the scope of work in the existing Hooah contract, the Army Adjutant 
General’s Directorate explored means of modifying that contract to cover them.  
Mr. Cramer testified that he had told LTG Evans that the pilots would cost a certain 
amount of money and that he was told to go ahead and do them, implying that there 
was a contract (tr. 1/161; 8/100).  There is no written evidence in the record to support 
this assertion, however.19  At most, there is a June 1, 2012 “SITREP” (situation report) 
from the Army that indicates Futures was “not funded or contracted” to do the effort 
at Joint Base Lewis-McCord, which would cost approximately $90,000 (R4, tab 380A 
at 65).  A later June 8, 2012, SITREP refers to the initiation of a “contract to 
demonstrate OSD RA’s H2H job connection capability during the pilot” (R4, tab 380A 
at 68). 
 
In an email dated June 8, 2012, Ms. Linda Herrman, the Chief of the Business 
Management Office (BMO) of that Adjutant General’s Directorate, laid out to 
LTG Evans the efforts that had been made to find a solution using the currently 
 
19 Mr. Cramer testified that there were documents in the record reflecting a 
$1.2 million price discussed between him and LTG Evans (tr. 8/100), but 
those records have not been identified and we did not find them upon our 
review.  The records with some costs in them was a “white paper” created by 
Futures and sent to LTG Evans around June 7, 2012 (see R4, tab 392 at 351-53) 
(amounts summing to $1.225 million for job fairs at four bases).  The military 
installations discussed in that white paper were not all the same as the ones that 
the job fairs were actually performed at, indicating that these were preliminary 
discussions in any event (tr. 8/187-88) 

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14 
existing Hooah contract.  The upshot of this email was that it would be impractical 
to make such an attempt.20  (See R4, tab 81) 
 
Having determined that it could not use the existing Hooah contract to pay for 
the pilot job fairs, on August 7, 2012, the Army’s Mission and Installation Contracting 
Command (MICC) awarded what is known as the “Hooah Job Fairs Contract” to 
Hooah (Joint Stip. ¶ 83; R4, tab 306 at 1).  This contract was for providing  
“virtual-supported job fairs” at five specified military installations over a five-month 
period between July21 and November 2012 (R4, tab 306 at 15-16).  Importantly, this 
contract did not purport to include access to the H2H.jobs portal because the Army 
was not of the opinion that it was necessary:  as the government cost estimate used as 
part of the award process noted, “The H2H program is accessible at no cost to any 
person with military service” (Joint Stip. ¶ 73)22. 
 
But there was a problem with this contract.  As best as we may discern, the 
Army apparently thought that by contracting with Hooah, it would be obtaining 
services from Futures as the presumed subcontractor, but it wasn’t.  Hooah, in fact, 
went on to perform job fairs without Futures (R4, tab 98 at 3; tr. 1/168-69)  The Army 
contracting officials did not realize the disconnect at this time because they viewed the 
Federal Acquisition Regulation as preventing them from directing an 8(a) contractor 
to select a particular subcontractor or even inquiring about who that subcontractor 
would be (tr. 6/22) (notwithstanding OSD-RA’s apparently having done so in the 
original award of the Hooah contract).  Job fairs were, in fact, separately put on by 
both Futures and Hooah, but Mr. Cramer states that Futures was not paid for them and 
was unaware of Hooah’s contract with the Army for them until very late in the game 
(tr. 1/155-170).  Indeed, ultimately, Hooah and Futures wound up doing competing job 
fairs at the very same base in the September 2012 timeframe, causing problems (R4, 
 
20 This email, read alone, may appear to refer to efforts to pay for access to the portal, 
and Futures (wrongly) characterizes it that way in its post-trial reply brief (app. 
reply br. at 5).  But as LTG Evans made clear, and as we read it as well, the 
subject was solely job fairs (tr. 5/179-82).  The June 1, 2012 SITREP might 
also be read the same way, i.e., to be about the portal (see R4, tab 379A at 83), 
but it is really just about the job fairs (tr. 5/128). 
21 We do not know if the work on the Performance Work Statement scheduled for 
July 2012 actually occurred prior to contract award or if the date was changed. 
22 This was also consistent with LTG Evans’s view at the time, as communicated in an 
email to Mr. Cramer sent on June 1, 2012, in which he discussed his desire for 
H2H to “connect Soldiers to jobs and companies having one place to go” and 
asked:  “Is this not what you are doing for OSD RA now?” (R4, tab 380A 
at 40).  The record shows no response from Mr. Cramer disputing this – which 
adds more evidence to the conclusion that Futures did not oppose the active 
duty force having access to H2H.jobs.  

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15 
tab 380A at 117-18).  The Army speculated that Futures was doing this “out of hide” 
or perhaps as part of the OSD contract (R4, tab 98 at 3).  In fact, though we do not 
doubt that Futures wished and perhaps even expected to be paid for these job fairs, the 
pilots also served the purpose, as Mr. Cramer testified, for the Army “to demonstrate 
that the performance of our technology and our processes far surpassed anything out 
there for matching transitioning soldiers with civilian jobs” (tr. 8/205). 
 
In any event, this comedy of errors makes Mr. Cramer’s testimony that he had 
an agreed-upon contract for the job fairs somewhat implausible:  as discussed above, 
Mr. Cramer’s testimony is that he was very clear with the Army about how much the 
job fairs would cost and was in apparently good communication with the Army on this 
matter, but in early July when the Army awarded the contract to Hooah that it thought 
would funnel the money to Futures, nobody told Futures and, even more to the point, 
nobody from Futures asked where the money was.  We find it more probable than not 
that events did not transpire this way and that at some point Futures must have known 
that Hooah had taken the contract, that no contract would be forthcoming for the job 
fairs, and just decided to perform the job fairs and absorb the costs of performance. 
 
B.  Renewal of the H2H.jobs Contract by OSD-RA, but With a New Prime 
 
On September 29, 2012, at the conclusion of the Hooah contract, OSD-RA 
changed vendors23 for the H2H.jobs site and contracted with TASA to act as the 8(a) 
prime contractor through which Futures would be hired.  This contract (the first TASA 
contract) had a period of performance from September 29, 2012 until June 28, 2013, 
with two six-month option periods that followed (R4, tab 6 at 1, 4-5; Joint Stip. ¶ 4).  
TASA contracted with Futures the day before this contract award, plainly to perform 
similar duties as a subcontractor to the duties Futures had previously performed for 
Hooah24 (Joint Stip. ¶ 4). 
 
 On May 16, 2013, OSD-RA issued Modification No. P00002 to the first TASA 
contract, changing the period of performance of the first options from six months to 
12 months and exercising option period one, thereby extending the period of 
performance through June 28, 2014 (R4, tab 9; Joint Stip. ¶ 4). 
 
 Consistent with the full implementation of the VOW Act in late 2012, discussed 
below, the demand for H2H.jobs case managers increased in 2013, and on July 31, 
2013 OSD-RA and TASA entered into “the first TASA case management contract” 
 
23 Given the events described in the prior section, leading to tensions between Hooah 
and Futures, this change is hardly surprising. 
24 Apparently, whoever issued this contract at OSD-RA was not as constrained about 
directing an 8(a) contractor to subcontract with a particular contractor as the 
Army had been when it issued the Hooah Job Fairs contract. 

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16 
which increased the number of case managers assigned under the first TASA contract 
from 100 to 600 (R4, tab10 at 1, 9-10).  This contract had a two-month “start up” 
period and an 11-month “access capability” period (R4, tab 10 at 3-4).  Assuming the 
11-month “access capability” period started immediately, the first TASA case 
management contract would conclude at the end of June 2014, when the first TASA 
contract (as extended by the option exercise) was set to conclude. 
 
C.  The Army Continues its Implementation of the VOW Act 
 
In the meantime, during the Fall of 2012, the Army moved forward with 
implementing the VOW Act, which had requirements that were effective on 
November 21, 2012.  LTG Howard Bromberg, LTG Bostick’s successor as the G-1 of 
the Army (tr. 4/54-55, 101), sent an email to GEN Odierno (the CSA), the Secretary of 
the Army, and others on November 7, 2012, as a situation report, setting forth a 
catalog of the things that were being accomplished as well as those matters presenting 
problems.  His first concern was the lack of a central point of contact and confusion 
coming from dealing with the DOL.  Industry was also apparently not nearly as 
enamored with the H2H.jobs website as the Army was, being either unaware of it or 
“frustrated with it” when they did use it.  GEN Odierno responded to this note, 
expressing concern that there had been “no progress.”  In particular they were 
“floundering” because DOL was not providing adequate support and this should be led 
by the Department of Defense.25  (R4, tab 124) 
 
On November 13, 2012, LTG Bromberg sent an email to a host of recipients 
informing them that the VOW Act was being implemented, effective November 21, 
and that it included a number of steps to help soldiers with their transition to civilian 
life.  It noted a “parallel effort” to connect soldiers with jobs, but did not specify that it 
was being accomplished through H2H.jobs (App. Hearing Ex. 8 at 4).  A new FRAGO 
was issued which noted (in one paragraph in a 26 page-long document) that “[t]he 
Army is using Hero 2 Hired (H2H) to provide one primary location where soldiers . . . 
can connect with private industry employment opportunities” (App. Hearing Ex. 9, 
at 10). 
 
 
25 Futures characterizes this email as a “rebuke” from GEN Odierno to LTG Bostick 
and implies that subsequent work on H2H.jobs with Futures stemmed from that 
“rebuke” (app. br. at 28).  First, of course, the email was to LTG Bromberg, 
rather than LTG Bostick, but more importantly, there is no evidentiary link 
between the GEN Odierno email and subsequent actions with H2H.  We read 
this email, in the context of LTG Bromberg’s testimony (see tr. 4/73-74), as 
expressing frustration with the Department of Defense not being the lead and 
DOL providing inadequate support.  The status of contracting for H2H.jobs 
does not appear to have been the sort of thing that was on GEN Odierno’s radar. 

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17 
V.  Futures and the Army Make Efforts to Obtain a More Comprehensive 
Contract Directly Between Futures and the Army in Fiscal Year 2013 (They 
Fail) 
 
A.  Events Leading up to the Army Seeking a Direct Contract With Futures. 
 
Although the Army had effectively piggybacked on the Hooah and TASA 
contracts when using the H2H.jobs portal, it recognized that what it wished to do with 
the contract would be too big to be handled as part of the 8(a) contract which the 
Hooah and TASA contracts represented (tr. 3/154).  Ms. Gabriele Tyler of the 
Transitions Strategic Outreach (TSO) office of G-1 testified that LTG Bromberg had 
entertained the misapprehension in late 2012 that Futures had a contract with the Army 
for the work it did,26 but once he realized that it did not, in a meeting held on 
November 27, 2012 whose attendees also included Mr. Steven Horan (Futures’ 
president) and Mr. Cramer (see tr. 3/230-31, 234; tr. 4/20; R4, tab 128), directed COL 
Robert Yost27 to work to get a contract directly with Futures (tr. 3/40-41; tr. 3/156-57), 
although he was to use normal contracting procedures to do so (tr. 3/156; 3/197-98).  
As Ms. Tyler subsequently explained, the problem was that the Army was only getting 
some of what it might have out of its dealings with Futures and that they “could’ve 
been so much further down the road” if more were done (tr. 3/165).  To be clear, the 
Army wanted additional services not covered in the Hooah or TASA contracts 
(tr. 3/191) and Futures would have had to build new capabilities if it were to do all the 
work it proposed in the white papers to COL Yost (tr. 3/105).  As LTG Evans 
explained, the Army was seeking longer use of the H2H tool “with more rigor in the 
metrics to determine outcomes” from this contract (tr. 5/228).  Mr. Herd’s testimony 
was similar, stating that the ability to track which elements of the employment 
program were successful and which were not was considered “the holy grail” of the 
effort, and what the Army sought in a new contract with Futures (tr. 8/30). 
 
This meeting and the direction to work to award a direct contract to Futures, it 
should be said, did not come out of the blue.  Futures had been laying the groundwork 
with the Army for a new contract since around October 2012, if not earlier.  On 
October 27, 2012, Mr. Cramer forwarded a draft “white paper” to LTG Evans 
 
26 We are not at all surprised by his confusion:  he had come to the job only recently 
and the 8(a) Hooah/TASA contracts, which would have been the most 
expeditious to award, would obscure who the prime contractor actually was, 
given the fact that Futures appears to have performed almost all of the work, as 
discussed above.  Indeed, LTG Evans remarked in his testimony that around 
this timeframe, LTG Bromberg was still working to fully understand all that 
was going in in the transition assistance arena (tr. 5/185-87). 
27 COL Yost was the director of the TSO from August 6, 2012 until some time in 
May 2014 when he retired (tr. 3/211).  He reported to Mr. Herd (8/28-29). 

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18 
demonstrating “how we would like to support ACAP”28 (R4 tab 32 at 670).  At some 
point (the record does not state exactly when, but around this time seems to fit the 
evidence best) LTG Evans recalled having directed COL Yost and Mr. Herd to work 
on a longer term H2H contract (tr. 5/141), though he did not direct them to perform the 
contracting function (tr. 5/144-45).  In the meantime, Futures sent three different 
“White Papers” to Army officials (two to LTG Evans, one to a Mr. Webb) between 
October 26, 2012 and November 1, 2012, setting forth additional proposals from 
Futures for more work.  On November 6, 2012, Mr. Horan forwarded these papers 
to COL Yost for his use.  (R4, tab 32 at 687)  By November 12, 2012, COL Yost had 
combined the three White Papers provided by Futures into a single document to serve 
as “the initial paperwork to get the contracting vehicle started” (R4, tab 32 at 700).  
Two weeks later, on November 26, 2012, the day before the big November 27, 2012 
meeting with LTG Bromberg, Futures forwarded to COL Yost, “cost structures” to be 
used for the new proposed contract (see R4, tab 133 at 2).  Cost, however, was never 
discussed during the November 27, 2012 meeting with LTG Bromberg (tr. 3/117). 
 
LTG Evans puts the events leading up to the meeting, and the meeting itself, 
into context, stating that “at that time, there was some marketing going on of H2H and 
its capability by Mr. Cramer” (tr. 5/146).  This is consistent with LTG Evans’s view 
of the white paper he had received from Futures as including some additional things 
that the Army was looking for, but also including other things which “[w]e didn’t 
need.” (tr. 5/143-44; see also tr. 5/193-94; 5/209-10)). 
 
B.  COL Yost’s Efforts to Prepare the Contract Requirement and get it to the 
Proper Contracting Channels. 
 
Having gotten his marching orders from LTG Bromberg on November 27, 
2012, COL Yost continued to work on paperwork that could lead to a contract.29  
Email correspondence between Ms. Linda Herrman and COL Yost on November 28, 
2012, shows Ms. Herrman leading COL Yost through assembling documents to get a 
contracting package put together (R4, tab 133 at 4-5).  He forwarded these documents 
to her later that day (id. at 4).  These documents are the “White Papers” that COL Yost 
had received from Futures earlier (tr. 3/237).  In the same email string, Ms. Kelly 
Kelley (Ms. Kelley’s first name is, in fact, similar to her surname) a management and 
program analyst at the business management office of the Army Human Resources 
 
28 ACAP stands for Army Career and Alumni Program Office.  It was the office 
largely responsible for complying with the VOW Act (tr. 8/11). 
29 It may be inaccurate to suggest that COL Yost only acted because of 
LTG Bromberg’s order at this meeting.  Mr. Herd apparently directed him 
to begin work on assembling contract requirements earlier (tr. 8/30-31), which 
would be consistent with the communications COL Yost was receiving from 
Futures before this meeting was held. 

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19 
Command (tr. 3/215), told COL Yost on November 30th that there were a lot of 
problems with the documents and that they would have to work through them (R4, 
tab 133 at 1-2).  Indeed, COL Yost had no experience or training in government 
contracting30 prior to this time and, it almost goes without saying, was never a 
contracting officer (tr. 3/214). 
 
Meanwhile, although Futures knew it did not have a contract with the Army 
yet, it began to anticipate an award.  On December 4, 2012, Mr. Horan sent the Futures 
Board of Directors an email about the status of contracting based on a discussion he’d 
had with COL Yost that day.  In the email, Mr. Horan stated that the Army was still 
pondering whether to issue three separate contracts (the approach preferred by 
Futures) or just one.  With one contract, Futures would need a “GSA qualification,”31 
which was still pending.  Mr. Horan further notified the Futures Board of Directors 
that after information was sent to the Army contracting, it “usually” took 30 to 45 days 
before the issuance of a formal contract.  He also noted that “[t]he Army contract value 
amounts are estimated to be (before any negotiation) to range [sic.] between $12.5M 
to $16.5M depending on deliverables over 2 to 5 years depending on component.”  
(R4, tab 122, at 10)  Thus, even at this point, there was uncertainty about the number 
of contracts that would be considered, how much Futures would be paid, how long the 
period of performance would be, and when any contract would be awarded. 
 
COL Yost continued to update Mr. Horan about the progress towards getting a 
contract awarded, though it was never as quick as hoped.  He sent an email to 
Mr. Horan on December 19, 2012, telling him that the H2H.jobs procurement 
document had been submitted to “Team A” for approval, which was supposed to be 
done by the end of that week, and would then go to “Team B for final 
processing/approval.”  This email did not explain what the various “teams” were or 
how long “Team B” would take.  (R4, tab 141)  On January 29, 2013, COL Yost sent 
an email to Mr. Horan conveying progress and that he had “a long but good conference 
call with contracting yesterday” with the bottom line being that they had “moved the 
ball closer to the goal line” (R4, tab 157 at 1).  Mr. Horan responded that they had 
responded to certain questions from “GSA office” which had been resolved quickly 
 
30 COL Yost referenced not having his “COR Training notes” in an email (see R4, 
tab 174 at 1), which caused Futures’ counsel to suggest that he had, in fact, 
received training as a contracting officer’s representative at some point.  COL 
Yost conceded the accuracy of the email, but maintained that he’d had no real 
training as a COR. (See tr. 3/216-17)  Based on such things as his clear lack of 
knowledge, as described below, about what a J & A is, we find that whatever 
training COL Yost would have had was minimal. 
31 Though this email did not say so directly, we believe this refers to getting on a GSA 
schedule – something that Futures had apparently obtained around this time 
(R4, tab 36 at ¶ 75). 

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20 
and that it appeared that they were “very close to the finish line there as well.”  He 
added that there were significant new features on H2H.jobs that Futures was nearing 
completion of and which corporate and military sources were very excited about.  (Id.)  
A new performance work statement for a contract was drafted on February 11, 2023 
(see R4, tab 163; tr. 4/36 (confirming date of the document)). 
 
On March 15, 2013, COL Yost sent an email to Ms. Kelley inquiring about the 
“true status” of the H2H web platform request:  he had read that it was “Waiting for 
the J + A and the go forward for signature from TAG to HRC” and wanted also to 
know what a “J + A” was.  Ms. Kelley responded that the package was going through 
final review in her office and that a “J&A” was a justification and approval necessary 
for a sole source contract award.  She also forwarded him a template for a J&A so that 
he could work on preparing it.  (R4, tab 174 at 1) 
 
On March 19, 2013, COL Yost sent an email forwarding a partially completed 
J&A to Ms. Kelley and others, though that document had numerous areas that COL 
Yost thought required Ms. Kelley’s attention and perhaps revision (R4, tab 175 at 1-2; 
see also tr. 5/40-44). 
 
C.  OSD-RA Chimes in, Seeking to Offload H2H.jobs to the Army 
 
While COL Yost worked to advance the proposed contracting action through 
Army channels, OSD-RA reached out to LTG Bromberg to lobby for a similar action 
(it is not at all clear whether OSD-RA knew of COL Yost’s efforts).  On March 15, 
2013, LTG Bromberg received an email from BG David MacEwen (LTG Evans’s 
successor as the Adjutant General) informing him of a planned video teleconference 
with Ron Young from OSD-RA scheduled for the following Monday.  In this 
teleconference, they were going to discuss ultimately moving H2H from being an 
OSD-RA managed contract to one being run by the Active Component of the Army.
32  
The important points in this email for our purposes included the statements that: 
 
*Futures Inc is contracted with OSDRA to provide the 
H2H.jobs platform  *The platform mainly supports the 
Guard and Reserve Services (Army, Navy, AF, Marine and 
Coast Guard). 
*The Army Active Component transitioning force is not 
turned away from using H2H capabilities. 
 
 
32 In discussing this issue, LTG Bromberg explained that he recognized H2H.jobs 
to be “an OSD program” rather than an Army one (tr. 4/79-80).  This again 
underscores that the Army viewed H2H as being provided under the auspices 
of the OSD-RA contract, rather than a separate Army contract. 

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SUMMARY:  TSO believes Mr Young will dialog with 
LTG Bromberg on the future opportunity for the Army 
(Active Component) to contract with Futures, Inc (H2H) 
and eventually become the Executive Agent on behalf of 
OSD for the H2H program.  The current contract ends in 
September 2013 with two option periods, both options are 
six months. 
 
(Hearing Exhibit 15 at 1) (format as in original) 
 
LTG Bromberg testified that he did not recall a particular meeting with 
Mr. Young but he did recall that there had been talk of H2H’s future with the Army.  
Up until this point, LTG Bromberg’s view had been (and remained) that the Active 
Duty Army was utilizing the then-existing OSD-RA contract for its requirements and 
that this was acceptable.  (Tr. 4/82-83)  LTG Bromberg testified that he did not recall 
if he discussed contracting with Mr. Young during this meeting and that he 
(LTG Bromberg) had no contracting responsibilities (tr. 4/86), which was a point he 
emphasized in his further testimony (tr. 4/87-88).
33 
 
 For his part, Mr. Young testified that he did not believe the Army could use the 
contract free of charge given the fact that the Army kept trying to add to its scope 
(tr. 4/144-45).34  According to Mr. Young, his contracting officer told him that he 
could not modify the contract because it was an 8(a) small business set-aside 
(tr. 4/145)  He also testified to discussing H2H with LTG Bromberg, likely as reflected 
in the email above.  His recollection of the discussions was that the Army would be far 
better at defending the use of H2H.jobs against competitors sponsored by DOL and the 
VA than he would be, so it would be in everybody’s best interest to make it into an 
Army program.  (Tr. 4/145-46) 
 
D.  Legal and Other Objections Prevent the Contract Award in Fiscal Year 2013 
 
 Meanwhile, COL Yost’s efforts progressed, though the results were slower in 
coming than all involved had hoped.  In a May 2, 2013 email to COL Yost and another 
Army officer, Mr. Horan complained that “the delay in the contract process continues 
 
33 LTG Bromberg was also very clear that he would not even discuss contract pricing 
with a contractor “because I’m not the contracting guy.  That would be a high 
risk venture for me to delve into that area . . .” (Tr. 4/120) 
34 Mr. Young also submitted an affidavit on behalf of Futures in which he stated that in 
his “professional opinion . . . Futures should be paid for the work they did for 
the Army” (R4, tab 38 at ¶ 15).  We understand and appreciate Mr. Young’s 
view of the equities here, but that is a legal decision for us to make, not a matter 
of his professional opinion. 

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to impact base level hiring events.”  COL Yost responded that the message and a 
similar voice mail “were received loud and clear.”  (R4, tab 191)  In a briefing slide 
for the Adjutant General, reporting on the status of the H2H platform procurement as 
of May 16, 2013, COL Yost was described as the point of contact (R4, tab 200 at 3).  
COL Yost did not actually create that slide, though he did not suggest that it was 
inaccurate (R4, tab 372 at 168-69) and we find no reason to doubt it.  In any event, the 
slide stated, among other things, that the package had gone through a staff review on 
April 12, 2013; that there had been final corrections on April 15; and that the Contract 
Review Board package was due back from that board on May 22, 2013.  The slide also 
reflected that MICC had been notified that the award was needed by the end of June.  
(R4, tab 200 at 3) 
 
 The award was not made by the end of June.  In an August 12, 2013 email 
updating progress on issues of importance to MG Richard Mustion, BG MacEwen 
noted that the H2H contract “was still pending,” awaiting legal review, and that this 
“negatively impacts the Active.”  (R4, tab 230 at 4)  In response to a follow-up 
question about how the lack of the H2H contract was detrimental to the active duty 
force, COL Yost sent a response in the email chain explaining that active duty soldiers 
were disadvantaged compared to their reservist counterparts because even though they 
could use the H2H.jobs tool, they did not have access to counsellors and that the active 
duty metrics were not being reported (R4, tab 230 at 1-2).  As COL Yost explained in 
his testimony, though active duty soldiers did have access to the website, reservists 
under the OSD-RA contract got far more from Futures, such as counselling, and the 
Army did not get the same data on its soldiers that OSD-RA got from its dedicated 
contract (tr. 5/58-61). 
 
 On September 4, 2013, Frank Ulery, a contracting officer working on behalf of 
the Army Human Resources Command, reached out to TASA and informed the 
company that he was working “on a requirement to utilize the H2H program, much the 
same as you are doing for OSD, but for Active Component troops.”  The email had a 
performance work statement (PWS) attached and Mr. Ulery asked TASA to review it 
and let him know if TASA was in agreement.  Two days later, on September 6, TASA 
responded that it needed time to review the PWS with its team, including potential 
subcontractors.  (R4, tab 363 at 5-6) 
 
 When Futures saw the proposed PWS, it was far from pleased.  Mr. Cramer 
sent an email to BG MacEwen in which he stated he had just gotten the PWS language 
from Mr. Herd, which was “[w]orse than even I expected.”  He further stated that they 
could not proceed given the lack of resources and lack of cooperation and that his 
“team will communicate through the standard contracting channels.  If they can 
salvage anything it will only be a fraction of what we could have done to support you 
and our Soldiers.  Very disappointing and just sad.”  (R4, tab 245 at 2-4) 

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 BG MacEwen responded in an email to Mr. Cramer on September 10, 2013.  In 
relevant part it stated: 
 
Sorry that you are disappointed, but think we are taking a 
measured approach considering the environment we are 
currently operating it. 
 
We are working to have a single-source contract with 
h2h/Futures/Geoff to extend what they are doing now with 
the RC to the AC.  I know there is much more that you can 
do and once the contracting world gets through all the 
wickets I think that is where you will submit a proposal 
of both your proposed work and its cost.  We’ll review 
both (work and cost) and then begin to discuss the best 
solution.  As I stated to you when we were at the 
McDonalds and later on the phone, I[,] like you, want 
to ensure I follow all of the contracting rules. 
 
(R4, tab 245 at 2) 
 
 Mr. Cramer seemed a little mollified by this note, and he responded the same 
day, stating in relevant part: 
 
I know we have to get through the contracting process.  
My team will fully cooperate with whatever they need 
to move forward and I would never ask you to do anything 
outside the rules of engagement. 
 
You have my full support and we will get there.  Keep the 
faith. 
 
(R4, tab 245 at 1) 
 
 Through an email dated September 11, 2013, Mr. Horan continued to brief the 
Futures Board of Directors regarding the contracting posture and the suggested 
changes to the PWS that Futures had recommended to the Army.  Amongst nine 
numbered Futures’ objectives, Futures wished to “[a]lign TSO requirements to current 
H2H capabilities” and “Cement H2H into Army employment transition processes.”  
Mr. Horan anticipated some give and take with the Army, with both parties pushing 
for things that the other might not necessarily wish for.  (R4, tab 249 at 1) 
 
In any event, even as BG MacEwen and Mr. Cramer were working towards 
what seemed to be an understanding, other problems in the contract review process 

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reared their heads, preventing the hoped-for award.  On September 6, 2013, the 
Army’s Technology & Business Architecture Integration Directorate (TBAI) 
forwarded the results of its review of the H2H contract, which were that it  
non-concurred in its award.  The TBAI’s concerns regarded the issue of whether there 
was any development or modification involved in the contract and what the license 
and maintenance fees were paying for.  TBAI also noted that the contract had been 
analyzed by a fiscal law attorney who was concerned that there were legal problems 
with the proposed contract on both “contracting and funding” perspectives.  (R4, 
tab 242 at 2).  Ms. Kelley scheduled a conference call for September 11, 2013 
to address the TBAI nonconcurrence issue.  She wrote in the meeting invite:  “Need 
their concurrence before this requirement can move to the SLRB.  Goal is to have this 
awarded prior to 30 Sep 13.”  (R4, tab 246)  The record indicates further issues and 
concerns regarding legal review of the contract (R4, tab 248).  After some exchanges 
on the matter, BG MacEwen wrote an email to COL Robert Knutson on September 13 
stating:  “This is the craziness that will cause us total failure.  Appreciate what you are 
doing to help unscrew this” (R4, tab 248 at 1).  More meetings were held (see R4, 
tabs 250, 252) and on September 19, 2013, BG MacEwen wrote to MG Mustion that, 
“H2H is still hung up . . . latest is that our HRC lawyers non-concur.  I thought as of 
this morning it was on track . . . but will work again tomorrow with BJ.”  (R4, tab 254 
at 1)  By September 24, 2013, Mr. Herd was conceding defeat and recommended the 
reprogramming of the money set aside for H2H because it would be lost at the end of 
the fiscal year coming on September 30, 2013, and then to “re-attack H2H in [Fiscal 
Year] 14” (R4, tab 255 at 1).  This appears to have been the closest Futures would ever 
be to receiving a contract award from the Army for the H2H.jobs portal. 
 
We end this section with an important note:  as frustrating at it might have been 
to COL Yost, Mr. Herd, BG MacEwen, and LTG Bromberg that they could not effect 
the award of this contract by simply ordering it done, this limitation of authority was 
intentional:  the chain of command for the award of contracts for the benefit of the 
Army Human Resources Command (HRC) does not go through that command, but 
through the Army Contracting Command and ultimately the Army Materiel Command 
(tr. 7/23-24).  Thus, none of the officers listed above possessed government 
contracting warrants (tr. 7/24).  
 
VI.  Efforts to Secure a Contract Continue Into Fiscal Year 2014; the Parties are 
Warier 
 
 Though Fiscal Year 2013 passed without a contract award, Futures remained 
doggedly determined to obtain a contract with the Army.  On October 6 and 
October 10, 2013, Mr. Cramer sent emails to LTG Bromberg suggesting a meeting 
to discuss the many more things that Futures could do for the Army and to provide 
additional H2H usage information for his consideration (R4, tabs 257-58). 

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Meanwhile, the Army recognized that the status quo could not be maintained.  
In an October 17, 2013 email to Mr. Fred Vollrath of “OSD PR,”35 LTG Bromberg 
warned of a “train wreck” due to the apparent imminent de-funding of the OSD-RA 
contract that provided the H2H.jobs portal.  He asked Mr. Vollrath “what the plan is so 
we can properly plan.”  (R4, tab 260 at 1-2; see also tr. 4/124)  The next day, he sent a 
follow-up email in which he told Mr. Vollrath that the Army had “decided to pursue 
[its] own contract vehicle for this type of capability” (R4, tab 260 at 1). 
 
On October 24, 2013, Mr. Cramer sent an email to BG MacEwen informing 
him that Futures would be unable to support future hiring events for the Army because 
of lack of resources (R4, tab 261 at 1).  On the other hand, on October 27, 2013, 
Mr. Cramer sent another email to LTG Bromberg touting Futures’ ability to help the 
Army mission and seeking further direction (R4, tab 263).  When that email was 
forwarded to BG MacEwen and Mr. Herd, the two agreed to be wary of “appear[ing] 
to ‘direct’ H2H to do anything [in the absence of] a binding contract” (R4, tab 264 
at 1).  The two had a similar email discussion after they received additional email 
correspondence from Mr. Cramer on November 12, 2013 (R4, tab 265).  Futures sent a 
new H2H proposal to the Army on November 17, 2013 (R4, tab 267) and then sent a 
revised version the next day (R4, tab 268).  In December, the H2H portfolio was 
transferred in the Army to the “Soldier for Life” (SFL) office
36, with the understanding 
that efforts were still being undertaken to secure an Army contract (R4, tab 270 at 2). 
 
VII.  The Denouement: The VA’s Portal Wins and Army Efforts on H2H End 
 
In early January 2014, the SFL office was directed to compare H2H to the 
capabilities of a proposed VA system (R4, tab 272 at 1).  Later in the month, the Army 
was given a tasker by the House Armed Services Committee staff to compare the costs 
of a different solution to H2H (R4, tab 275 at 2).  Email traffic on January 31, 2014, 
made clear that very real evaluations were being undertaken to compare the VA’s 
proposed solution with H2H (R4, tab 282).  By mid-March 2024, the SFL office 
expressed its concern that further contracting for H2H.jobs could be prevented by the 
impending launch of a VA/DOL employment site combined with mandates to 
eliminate redundancy in the government (R4, tab 286). 
 
Futures, meanwhile, continued to push for a contract and for the Army to use 
more of its capabilities.  In an April 7, 2014 email to LTG Bromberg, Mr. Cramer 
stated that “We cannot continue to provide 24/7 support for the Army without a 
contract,” while further noting that the Army was “only using a fraction of our 
capability” and that it could deliver large savings to the Army if only the Army took 
 
35 Mr. Vollrath was, at that time, the Assistant Secretary of Defense for Personnel and 
Readiness (Tr. 4/123). 
36 Soldier for life was a consolidation of two other offices in G-1 (R4, tab 271 at 3). 

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26 
advantage of it.  (R4, tab 289 at 2-3)  The Army internally recognized that it had 
no contract to support its use of H2H in an April 16, 2014 email from BG MacEwen 
to MG Mustion (R4, tab 292 at 1). 
 
On April 23, 2014, with the announcement at Fort Campbell, KY by First Lady 
Michelle Obama and Dr. Jill Biden, of “a new ‘Veteran’s Employment Center’ being 
led by the Department of Veterans Affairs . . . to be the single federal source 
connecting . . . transitioning service members” (R4, tab 293 at 1), the Army lost the 
bureaucratic battle with VA and DOL over who would run the employment portal.  
Reporting on the announcement to his superiors the next day, Mr. Young made clear 
that the days of the H2H.jobs portal were numbered, although in the short term, it 
would survive for transition purposes (id.).  By April 28, 2014, LTG Bromberg 
scheduled a meeting with other Army leaders to “discuss the OSD decision to 
discontinue the use of the H2H Platform with the G-1” (R4, tab 294).37 
 
On May 12, 2014, the Deputy Adjutant General of the Army sent Mr. Cramer a 
letter thanking him for his support of soldiers and their family members and conveying 
that the “interim” H2H.jobs portal was being replaced by the DVA portal.  He 
continued to say that because the H2H contract was between OSD-RA and TASA, the 
Army was neither obligated nor authorized to compensate Futures and that Futures 
should direct any such inquiries to TASA.  (R4, tab 296) 
 
Interestingly enough, OSD-RA awarded a second contract to TASA on June 29, 
2014 (the second TASA contract) (R4, tab 21 at 1).  The second TASA contract 
provided a one-year period of performance with another one-year option (id. at 3) and 
was for the “continued maintenance and upgrade of the existing H2H.jobs web 
platform” on behalf of OSD-RA (R4, tab 21 at 7).  Both the second TASA contract 
and a second TASA case management contract (which was awarded on July 8, 2014 
(R4, tab 22)) were terminated for the convenience of the government, effective 
September 11, 2014 (R4, tabs 23-24).  With the termination of these contracts, Futures 
submitted termination settlement proposals to the prime contractor, TASA, for costs it 
incurred from June 20, 2014 to September 11, 2014 (R4, tab 351 at 1 (second TASA 
contract); R4, tab 351 at 8 (second case management contract)).  A termination 
 
37 Mr. Cramer testified that at some point in April 2014 he “cornered LTG Bromberg 
in his office” and told him that Futures could not continue without being paid 
and LTG Bromberg told him he did not have any money to pay him because 
of the White House decision to go with the VA portal (tr. 8/147-48).  This is 
subtly different than the affidavit submitted by Futures employee William Abb, 
who wrote that he attended a meeting with LTG Bromberg and Mr. Cramer on 
April 25, 2014 in which LTG Bromberg told Mr. Cramer that no contract could 
be forthcoming at that time in light of the government’s decision to go to 
eBenefits, (the VA portal) (R4, tab 39 at ¶¶ 8-10). 

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settlement, with an effective date of October 28, 2015, was executed between the 
government and TASA38 for the second TASA contract.  This settlement included 
standard language that released claims from the contractor, subcontractor, and others.  
(R4, tab 27 at 1) 
 
VIII.  Futures Files a Claim 
 
On December 12, 2017, Futures submitted a certified claim to the Army 
seeking $24,003,475 in compensation “for the provision of certain transition and 
employment support services to the Army Active Component” (R4, tab 302 at 1).  The 
claim propounded several theories of entitlement:  first, that it had an express contract 
with the Army (see id. at 6); second, that it had a contract implied-in-fact (id. at 6-9); 
and third, that any infirm contract was ratified by the Army’s acceptance of Futures’s 
performance (id. at 9-12).  Futures has presented no evidence that it had ever alleged 
the existence of a contract between it and the Army prior to this claim. 
 
This claim was denied in full on February 9, 2018, by Ms. Leslie Vessels, a 
contracting officer, who found there was no express or implied contract between the 
Army and Futures and that no Army officials promised payment to Futures (R4, 
tab 303). 
 
Futures timely appealed this decision to the Board. 
 
PROCEDURAL POSTURE 
 
In the course of this appeal, the parties submitted cross-motions for summary 
judgment as amended, which they fully briefed (we refer to these as the MSJs).  The 
MSJ filed by Futures alleged:  1) that there was an express contract between the Army 
and Futures for the provision of services for the active duty Army which the Army 
breached (Count I of its complaint); 2) that, in the alternative, the Army breached an 
implied-in-fact contract (Count II of the complaint); 3) actions and inactions of very 
senior Army officials and contracting officers acted to ratify a contract (Count III of 
the complaint); 4) that Futures is entitled to payment on the basis of quantum meruit 
(Count IV of the complaint); and that 5) Futures is entitled to payment for termination 
costs (Count V of the complaint) (see app. MSJ at 31-43).  The government’s motion 
alleged that there was no contract for which Futures could obtain relief because:  1) 
Futures produced no evidence that a government agent exercised actual authority 
to bind the government to a contract with Futures; 2) Futures produced no evidence 
that a government agent with actual authority issued either an express or oral contract; 
 
38 Though the government contracting officer executed this document on October 26, 
2015, TASA’s representative (for reasons we do not know) did not execute it 
until March 22, 2017 (R4, tab 27 at 1). 

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and that 3) Futures produced no evidence that a government representative with 
authority to bind the government had actual or constructive knowledge necessary 
to find ratification of a contract (see gov’t MSJ at 14-19).  The judge assigned to this 
appeal until her retirement, Judge Young, deferred deciding the motion until after 
completion of the hearing.  Although we find the legal framework briefed by the 
parties for the summary judgment motion to have been helpful, we now decline 
to separately consider it and subsume it into our decision on the merits:  at this point, 
having already taken live39 testimony, a decision based upon our making findings of 
fact, rather than findings of undisputed fact with all reasonable inferences made in 
favor of the non-moving party, see, e.g., Mingus Constructors v. United States, 
812 F.2d 1387, 1390 (citing United States v. Diebold, Inc., 369 U.S. 654, 655 (1962)), 
will be more robust. 
 
DECISION 
 
 The dispositive question in this appeal is whether there was a contract or 
contracts between the Army and Futures for Futures to provide H2H.jobs services 
to the active duty Army in return for payment.  If we find in favor of Futures, there is a 
secondary question of whether the Army owes Futures termination costs stemming 
from the abrupt termination for convenience.  Futures alleges it had an oral contract 
with the Army; though, if that is not the case, it had a contract implied-in-fact; though 
if that is not the case, there was a contract that was ratified by individuals with 
contracting authority; and failing that, that the Army institutionally ratified its 
unwritten contract.  Futures further argues that allowing the Army to profit from its 
uncompensated work would be “unfair” and that it would thus be entitled to 
recompense.  Finally, Futures makes a hard-to-parse “unilateral mistake” argument.  
We find none of these arguments to be persuasive and, as the burden of proof is on 
Futures, deny this appeal and enter judgment in favor of the Army. 
 
I.  Basics:  The Prerequisites for a Government Contract 
 
 The requirements of a government contract are much like those applicable 
to any other contract.  As the Court of Appeals for the Federal Circuit (the Federal 
Circuit) has explained, they include “. . . a mutual intent to contract including offer, 
acceptance, and consideration; and authority on the part of the government 
representative who entered or ratified the agreement to bind the United States in 
contract.”  Total Med. Mgmt., Inc. v. United States, 104 F.3d 1314, 1319 (Fed. Cir. 
1997) (citations omitted); see also Trauma Serv. Grp. v. United States, 104 F.3d 1321, 
1325 (Fed. Cir. 1997). 
 
 
39 The eight-day hearing was, in fact, conducted via live video teleconference. 

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The Federal Circuit has further elaborated about the importance of definiteness, 
which will be important here: 
 
To be valid and enforceable, a contract must have both 
consideration to ensure mutuality of obligation, see 
generally Restatement (Second) of Contracts §§ 71,72 
(1981), and sufficient definiteness so as to ‘provide a basis 
for determining the existence of a breach and for giving an 
appropriate remedy.’  Id. §§ 33(2); see, e.g., Aviation 
Contractor Employees, Inc. v. United States, 945 F.2d 
1568, 1572-74 (Fed. Cir. 1991). 
 
Ace Federal Reporters, Inc. v. Barram, 226 F.3d 1329, 1332 (Fed. Cir. 2000); see also 
Gardiner, Kamiya & Assoc. v. Jackson, 369 F.3d 1318, 1322 (Fed. Cir. 2004).  To be 
sure, the Federal Circuit has held “agreements to agree” are enforceable and suggested 
that the “courts should be slow to deny enforcement [of such an agreement] on the 
basis of indefiniteness in the contract,” but that still requires an agreement 
“specif[ying] that certain terms will be agreed upon by future negotiations.”  Aviation 
Contractor Employees, Inc. v. United States, 945 F.2d 1568, 1572 (Fed. Cir. 1991) 
(citing 1 A. Corbin, Corbin on Contracts. § 97 (1963)).  
 
II.  There was no Express Contract Here 
 
We wrote a long, narrative description of the facts above which underscores 
what did not happen:  to wit, an agreement upon terms between the parties in any 
semblance of a contract.  Futures does not set forth a particular date (except perhaps 
December 5, 2011) for when the express contract was made.  Indeed, Count I of 
its complaint, which alleges an “express contract” (see compl. ¶ 301) never says who 
made the contract, when it was made, or where the contract was made (see compl. ¶¶ 
303-07).  This lack of specificity is no happenstance.  In any event, we will address 
both the December 5, 2011 date and the more amorphous non-specified date to 
demonstrate that no contract was made in either case. 
 
A. No Express Contract was Made on December 5, 2011 
 
Though, as discussed above, Mr. Cramer’s opening position was that he made a 
contract with the Army on December 5, 2011, that position was quickly disposed of 
at the hearing:  Mr. Cramer conceded that no contract was “finalized” on that date 
because important terms like the length of the contract were not discussed.  Likewise, 
he conceded that price of the contract was not discussed.  These are critical terms to 
any contract.  Moreover, as Mr. Cramer described it, there was no discussion of any of 
the kinds of details that would be necessary to create an enforceable contract.  Hence, 

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in no way was it definite enough to constitute a contract, express or otherwise.  Ace 
Federal Reporters, 226 F.3d at 1332.40 
 
Consistent with the lack of definitiveness on key terms, neither party actually 
believed there to be an agreement, indicating that there was no final meeting of the 
minds.  Certainly, the Army had no belief that there was an agreement:  the only 
testimony from an Army individual present at the meeting (LTG Evans) was that there 
was no statement from anybody that there was a contract.  Moreover, the 
December  22, 2011 briefing to GEN Chiarelli was inconsistent with anybody 
involved thinking that there was a contract at that point, discussing steps that remained 
to be taken before a portal was selected.  The February 10, 2012 email from 
LTG Bostick to BG Price about briefing the CSA was also written as if no final 
decisions had been made, which is particularly important, given that these are the two 
individuals at the December 5, 2011 meeting who would have known about any 
contract and they apparently did not believe there to have been one.  Likewise, the 
March 9, 2012 email from LTG Bostick to LTG Evans, which asked about whether 
OSD-RA would cover all costs for utilizing H2H.jobs, was not making the kind of 
inquiry that a person who had already agreed to a contract the preceding December 
would have likely made at this late date.  Moreover, as noted above, during an email 
conversation that LTG Evans had with Mr. Cramer in June, 2012, LTG Evans 
characterized (without correction by Mr. Cramer) the portal work as something being 
done in the guise of Futures’ relationship with OSD-RA.41  If there were a separate 
contract between the Army and Futures on December 5, 2011, these communications 
within the Army and between the Army and Futures would have reflected that fact, but 
did not. 
 
Indeed, Mr. Cramer certainly did not believe there to be an agreement at that 
time:  he agreed in his cross examination that no definite contract was made at the 
December 5, 2011 meeting and the email he sent to the Army on December 10, 2011, 
about the efforts that the VA and DOL would make to “crush” the Futures portal 
indicated that matters were not, in fact, settled.  He never corrected LTG Evans when 
he implied that the work was being conducted under the auspices of the OSD-RA 
contract, nor did he ever submit an invoice to the Army or request a written contract 
 
40 Futures never alleged that there was an agreement to agree, of course, and, in any 
event, the facts don’t support our finding that there was any kind of framework 
agreement in place “specifying that certain terms [would] be agreed upon” in 
specified future negotiations.  See Aviation Contractor Employees, 945 F.2d 
at 1572. 
41 As we address later, Futures characterizes this as a unilateral mistake on the part of 
the Army.  The point here, though, is that nobody (including Futures) 
characterized the provision of the portal services as being provided based on a 
separate contract from the Hooah contract. 

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to execute.  Indeed, we find it utterly implausible that Mr. Cramer believed there to be 
a contract between Futures and the Army, but never once submitted an invoice over a 
period spanning more than a year.  No business incurring substantial costs acts that 
way when it already has an agreement in hand.  Indeed, this stubborn fact undercuts all 
Futures allegations that contracts may have been formed at later dates or should be 
implied-in-fact.  Mr. Cramer may well have thought that he would ultimately get an 
additional contract, but all indications were that he did not believe that he had it just 
yet. 
 
And the final reason that we can be certain that there was no express contract 
with the Army on December 5, 2011, is that nobody with any authority to bind the 
Army was present.  The Army has presented affirmative evidence that no contracting 
officers were at any of the meetings held that day in the Pentagon, and Futures (which 
bears the burden of proof) has offered no evidence to the contrary.  We will address 
Futures’ fallback position that the contract was later ratified (either by a person with 
proper authority or institutionally) later in this decision, but at this point, even if there 
were a contract with definite terms and even if the parties had a meeting of the minds 
that they intended to contract on December 5, 2011, there would be no express 
contract as of that date. 
 
B. No Express Contract Between Futures and the Army was Entered at any 
Subsequent Date 
 
Although there may be some plausible hypothetical in which an express 
contract could be found to have been entered at an unknown date with unspecified 
individuals (perhaps; we are skeptical), we do not see that happening here.  With the 
exception of the December 5, 2011 date, Futures has propounded no specific date for 
entering into an express contract.  This makes it impossible to determine the actual 
terms of any such alleged contract and whether it was ratified by any person with 
authority to do so.  Moreover, in addition to there being no evidence of a contract, 
there is affirmative evidence (in addition to that already discussed in the section 
above) that there was no contract. 
 
 For convenience, we will divide our analysis into two separate time periods:  
the first is the time period from December 6, 2011 until approximately November 27, 
2012 when LTG Bromberg directed COL Yost to undertake preparatory actions for the 
award of a contract to Futures; the second will be the time period from November 27, 
2012 until the termination of the portal in May 2014. 
 
1.  No Express Contract Was Entered Between December 6, 2011 and 
November 27, 2012 
 

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With the possible exception of the date the FRAGO was issued, “selecting” the 
Futures portal (which we will return to) Futures never identifies a time that a contract 
was awarded during this period, which certainly constitutes a red flag.  Moreover, all 
of the deficiencies which apply to finding a contract on December 5, 2011, apply with 
equal force to the time period following that date:  there was no agreed-upon statement 
of work; there was no contract term or start date or end date; and there was 
no agreement upon the payment to be made.42  Without these terms, any agreement 
would be illusory.  And let us be clear, during this time period, neither Futures nor the 
Army thought there to be such a contract and Futures recognized the need for greater 
specificity.  In the weeks prior to the November 27, 2012 meeting, Mr. Horan 
forwarded to COL Yost the so-called “white papers” proposing a contract structure 
and cost.  These details were thus both recognized by Futures as being both necessary 
for contract formation and not having been previously agreed upon.  Consistent with 
this recognition, when Futures met with LTG Bromberg on November 27, 2012, it was 
involved in the discussion in which LTG Bromberg was informed there was 
no contract between the Army and Futures and Futures never alleged otherwise, which 
it certainly would have done if there had been a contract.  This pretty much disposes of 
the notion that there was an express contract between the Army and Futures during this 
time period.  The “selection” of Futures in the FRAGO was obviously not seen by 
either party as creating a contract (as reflected in the November 27, 2012 Bromberg 
discussion) nor did it add a single one of the terms that Futures concedes were missing 
from the December 5, 2011 discussion. 
 
 Indeed, the closest thing to an agreement that Futures and the Army ever had 
during this time period was the abortive effort to pay Futures to put on the job fairs, 
but both the Army and Futures recognized that no contract was ever awarded and the 
parties both recognized that the Hooah Job Fairs contract did not, in fact, pass money 
on to Futures and, of course, was with Hooah and not Futures. 
 
2.  No Express Contract was Entered After November 27, 2012 
 
The facts make very clear that COL Yost was given the direction to go through 
contracting channels to effect the award of a contract to Futures after the 
November 27, 2012 meeting.  When Mr. Horan wrote to the Futures Board of 
Directors in December 2012, he spoke of the award of a contract in the future, though 
he thought that would be 30 to 45 days from then.  He even made clear that important 
terms, like cost, the number of contracts, the deliverables, and the number of years it 
would last, had not yet been decided.  This email confirms that not only was there 
 
42 As we noted in the Facts section, above, we do not credit testimony that a firm 
$8 million figure was propounded by Futures until it made its proposal to the 
government in late 2012. 

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no contract awarded at the November 27, 2012 meeting, but that there were substantial 
issues that needed resolution before such an award.43 
 
Those issues (and others), as the Facts section makes clear, were never 
resolved.  The Army was always seemingly close to making a contract award, but 
never able to get it done.  We sympathize with the very reasonable palpable frustration 
expressed by Futures during the period that it waited, in vain, for the contract award.  
We sympathize further with Mr. Cramer’s disappointment when it became clear in 
September 2013 that any award would be more limited than hoped, although that 
difference in expectations underscores, yet again, that the parties were never in full 
agreement.  Sympathy, however, does not change the facts that the contract was never 
awarded and that Futures, though being told it was just around the corner, knew that it 
wasn’t awarded.  Mr. Cramer, of course, recognized and accepted the need to follow 
the formal process as reflected in his email conversation with BG MacEwen in early 
September 2013. 
 
III.  There was no Implied-in-Fact Contract 
 
Futures’ fallback position is that it had an implied-in-fact contract with the 
Army.  Unfortunately for Futures, many of the same facts which doom its argument 
that it had an express contract foreclose its contention that it had an implied in fact 
contract. 
 
A.  The Requirements for an Implied-in-Fact Contract 
 
As the Federal Circuit has often explained, an implied-in-fact contract shares 
the same requirements as an express contract, except that the nature of the evidence is 
different: 
 
An implied-in-fact contract with the government requires 
proof of (1) mutuality of intent, (2) consideration, (3) an 
unambiguous offer and acceptance, and (4) “actual 
authority” on the part of the government's representative 
to bind the government in contract.  City of Cincinnati v. 
United States, 153 F.3d 1375, 1377 (Fed. Cir. 1998).  
Thus, the requirements for an implied-in-fact contract are 
 
43 It is also impossible to imagine this email being sent if there had been a contract 
award between December 5, 2011 and the November 27, 2012 meeting:  it 
recognized that the contracting process was a formal thing that went through a 
process, not the “from the hip” award that Futures seems to argue occurred 
here, and it makes no mention whatsoever of an already-existing award, which 
would have been expected in this context had it existed. 

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the same as for an express contract; only the nature of the 
evidence differs.  An implied-in-fact contract is one 
founded upon a meeting of minds and “is inferred, as a 
fact, from the conduct of the parties showing, in the light 
of the surrounding circumstances, their tacit 
understanding.”  Balt. & Ohio R.R. v. United States, 261 
U.S. 592, 597, 58 Ct.Cl. 709, 43 S.Ct. 425, 67 L.Ed. 816 
(1923).  
 
Hanlin v. United States, 316 F.3d 1325, 1328 (Fed. Cir. 2003); see also City of El 
Centro v. United States, 922 F.2d 816, 820 (Fed. Cir. 1990). 
 
B.  The Circumstances do not Support Finding that there was an Agreement – 
Tacit or Otherwise – Between the Army and Futures Which met the 
Elements of a Government Contract 
 
Every infirmity discussed in the previous section precluding the finding of an 
express contract between the Army and Futures applies with equal force to the 
allegation that there was an implied-in-fact contract:  in a nutshell, the most basic of 
terms were never agreed upon; though each side wanted a contract and even expected 
it to be awarded in the future, both recognized that it was never finalized;44 and 
nobody with the authority to contract ever agreed to it.  Indeed, “the conduct of the 
parties,” a critical aspect for proof of implied-in-fact contracts, see Balt. & Ohio R.R., 
261 U.S. at 597 (cited by Hanlin, 316 F.3d at 1328), demonstrates that no final 
agreement was made given the fact that one and all recognized that there was no 
contract, and Futures never submitted an invoice during supposed performance.  
Indeed, the negotiations over the text of the proposed contract that occurred after the 
November 27, 2012 meeting provide further evidence that there was never a meeting 
of the minds.  Thus, Futures has never come close to proving that it met the elements 
of a contract which are required equally to find a contract implied-in-fact as one that is 
express. 
 
 
 
44 On occasion, Futures argues that the government had the “intent” to contract, 
therefore creating a contract (e.g., app. br. at 24; 24 n.36; 24 n.37).  But having 
the intent to make a contract in the future, which is really what the evidence 
demonstrates, is not the same as the present intent to make a particular, definite 
contract.  E.g., Modern Sys. Tech., Corp.. v United States, 979 F.2d 200, 202 
(Fed. Cir. 1992) (language “contemplative of future contract” that does not 
indicate “present intent that either party be bound” does not make a binding 
contract). 

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IV.  There was no Ratification – Institutional or Otherwise – of any 
Unauthorized Contractual Commitments Made to Futures 
 
Futures has argued that contracting officers and a constellation of high-ranking 
Army officials were aware of the Army’s use of the H2H.com portal and effectively 
ratified the alleged implied-in-fact contract.  Notably, Futures doesn’t specify any 
conscious decision ratifying the agreement by any of the many persons in the know 
accomplished the ratification or what the exact terms of the agreement were that were 
so ratified.  Instead, we get what is essentially a pointillist painting of the numerous 
high-level individuals who supposedly knew or should have known that services were 
being provided and collectively formed a basis for ratification (see app. br. at 5-21).  
Even if we were able to divine an agreement that meets all the requirements of a 
government contract except for the authority element which is the sole element that 
ratification can address – and to be crystal clear, we have made the point above that we 
do not – Futures has failed to prove ratification. 
 
A.  What Constitutes Ratification 
 
Ratification is the means by which a contract made by one without authority to 
do so becomes authorized by one with proper authority.  HarbertLummus Agrifuels 
Projects v. United States, 142 F.3d 1429, 1433 (Fed. Cir. 1998); see also Schism v. 
United States, 316 F.3d 1259, 1289 (Fed. Cir. 2002) (quoting Restatement (Second) of 
Agency § 82 (1958)) (general ratification, not limited to contract context).  It does not 
change the elements of a contract; rather, it permits the authority element to be met 
after the fact.  Moreover, the person with authority who ratifies the contract needs 
to have at least constructive knowledge of the terms agreed to.  Id.  As the Federal 
Circuit in HarbertLummus quoted the Supreme Court:  “such ratification can only be 
based on full knowledge of all the facts upon which the unauthorized action was taken.  
This is as true in the case of the government as it is in that of an individual.”  United 
States v. Beebe, 180 U.S. 343, 354 (1901) (quoted in HarbertLummus, 142 F.3d at 
1433).  Additionally, “[r]atification must . . . be based on a demonstrated acceptance 
of the contract.  Silence in and of itself is not sufficient to establish demonstrated 
acceptance of the contract by the [contracting officer].” HarbertLummus, 142 F.3d 
at 1434. 
 
The Court of Claims and its successor, the Federal Circuit, have expanded the 
reach of ratification on the authority side by permitting institutional ratification by 
individuals who don’t strictly possess contracting authority.  See, e.g., Silverman v. 
United States, 679 F.2d 865 (Ct. Cl. 1982); City of El Centro v. United States, 922 
F.2d 816 (Fed. Cir. 1990); Janowsky v. United States, 133 F.3d 888 (Fed. Cir. 1998).  
Although there may be some tension amongst these cases (Janowsky was arguably 
more expansive than City of El Centro, see Engineering Solutions & Products, LLC, 
ASBCA No. 58633, 17-1 BCA ¶ 36,822 at 179,468 (discussion)), none of them or 

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their progeny change the fact that, for a contract to be ratified, its terms must be 
understood by the parties. 
 
B.  There is no Ratification by a Contracting Officer 
 
There was no testimony or evidence submitted at the hearing that any 
contracting officer recognized and demonstrated acceptance of a previously-
unauthorized contractual commitment and ratified it.  Futures does not argue that there 
was such evidence; rather, it asserts that multiple contracting officers had at least 
constructive knowledge of a contract which they ratified by silence at a time that the 
government was reaping the fruits thereof (app. br. at 13-20).  This is just not factually 
supported. 
 
It is again helpful to consider the two major time periods before us:  first, the 
time from December 5, 2011 to November 27, 2012, when LTG Bromberg committed 
to making an effort to obtaining a contract for Futures; second, the period after the 
November 27, 2012 meeting during which LTG Bromberg directed COL Yost to make 
formal efforts to award a contract to Futures. 
 
For the first time period, Futures acknowledged to LTG Bromberg that there 
was no separate contract outside of the Hooah and TASA contracts.  Moreover, as we 
discussed in the Facts section above, despite OSD-RA’s initial concerns about 
allowing active duty access to the portal, ultimately, it was decided that, since Futures 
believed opening up the portal was in its own interests and the military certainly 
benefited, this would be allowed.  Thus, whatever knowledge (direct or constructive) 
any contracting officers may have had about benefits being provided by Futures to the 
government would have been seen through the prism that it was not being provided by 
separate contract but as being in its interests.  This is not knowledge that would 
support such a hypothetical contracting officer (Futures alleges there were four 
contracting officers with such knowledge) ratifying a contract.  Moreover, though 
Futures’ brief cites testimony that contracting officers should have known of the work 
being performed by Futures and that it would be improper for the Army to accept it, it 
says nothing of the other terms of the contract that these contracting officers knew or 
should have known.  It is impossible for an individual to ratify a contract which has 
terms that the individual neither knows nor could have known. 
 
For the job fair work being done in this same time period, the evidence is 
similar and leads to similar conclusions:  the Army internally concluded that Futures 
participated in these job fairs out of its own “hide.”  A contracting officer cannot ratify 
a contract for work he or she believes to be outside of the realm of contracting. 
 
With respect to the second time period, the notion of ratification by a 
contracting officer is even more farfetched.  It was plain to all that any contract award 

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was subject to going through the procedures which COL Yost was following.  No 
contracting officer with knowledge of what was occurring would plausibly intend to 
shortcut the process, much less possess the authority to do so.  Finally, Futures is 
wrong that silence by the contracting officers can constitute ratification.   
 
C.  There is no Institutional Ratification 
 
The same facts that preclude finding ratification by a contracting officer here 
also foreclose a finding of institutional ratification.  Futures has provided no evidence 
that any of the high-ranking generals who supposedly accepted performance from 
Futures had anything more than partial knowledge of the facts (see app. br. at 6-12).  
The high-ranking individuals concerned with the first time period appeared to believe 
it was part and parcel with the OSD-RA Hooah and TASA contracts, while those 
involved in the second time period bemoaned the fact that they could not get the 
contract past the many hurdles in its way.  None of these high-ranking officials 
purported to award a contract or authorize payment to Futures.  
 
V.  “Fundamental Fairness” Does not Create a Government Contract Where 
There Never was one 
 
Futures argues that when the government accepts services that are not paid for, 
“fundamental fairness” requires the creation of a government contract – essentially 
under the principle of quantum meruit (app. br. at 3-5; app. reply br. at 7-8; app. 
pretrial br. at 11-12).  Though Futures may claim to have the equities on its side, this 
argument is premised upon a fundamental misreading of the applicable law. 
 
Recovery under quantum meruit generally requires a contract implied-in-law.  
Int’l Data Products Corp. v. United States, 492 F.3d 1317, 1325 (Fed. Cir. 2007).  But 
we do not possess jurisdiction over such contracts.  City of El Centro, 922 F.2d at 824 
(citing cases); see also Relyant, LLC, ASBCA No. 59809, 18-1 BCA ¶ 37,085 
at 180,534 (citations omitted).  The Federal Circuit, however, has seen fit to permit 
quantum meruit recovery in those cases in which the parties had an express contract 
which they performed but which was later set aside as being unlawful.  In such 
instances, the court justified payment as being based on a contract implied-in-fact.  See 
Int’l Data Products Corp., 492 F.3d at 1325-26 (citing United Pac. Ins. Co. v. United 
States, 464 F.3d 1325, 1329-30 (Fed. Cir. 2006)); United States v. Amdahl Corp., 786 
F.2d 387 at 393 (Fed. Cir. 1986 ) (citing Prestex, Inc. v. United States, 320 F.2d 367, 
373 (Ct. Cl. 1963)).  What Futures does not (and cannot) cite is a case where there was 
never an express contract in the first place.  Indeed, when a contract is “neither invalid 
nor unenforceable . . . the exception [allowing for recovery under quantum meruit] 
does not apply.”  Int’l Data Products Corp., 492 F.3d at 1326. 
 

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Futures does argue that the government’s affirmative defense of illegality 
somehow makes this case similar to Int’l Data Products, Amdahl and the rest, but that 
reflects a misunderstanding of the cases.  In those cases, as we note above, the parties 
performed under a contract that later turned out to be illegal or otherwise 
unenforceable; here, the government’s affirmative defense of illegality would only 
apply if we were to find there to be a contract in the first place, but, as we found 
above, there never was a contract.  Put another way, the government’s pleading an 
affirmative defense that is only applicable if Futures is found to have a contract 
does not grant Futures the right to a payment that it never would have otherwise been 
entitled to in the first place. 
 
VI.  The “Unilateral Mistake” Argument Relies on Inapplicable Law 
 
At the end of its reply brief, Futures reaches back to its motion for summary 
judgment to resurrect the argument that the Army is somehow responsible to pay for 
its services due to a unilateral mistake by certain high level officials.  The supposed 
unilateral mistake was their belief that access to the H2H portal for active duty 
members was being provided under the authority of the Hooah and TASA contracts 
with OSD-RA.  As Futures would have it, the burden of a government mistake must 
fall on the government, therefore it (Futures) is entitled to payment (app. reply br. 
at 15-17; see also app. amm. MSJ45 at 19-23). 
 
We have some difficulty knowing where to start with this argument.  The 
authority cited by Futures was a dissent by Judge Newman at the Federal Circuit in a 
case in which an action by the contracting officer had been ruled unlawful and thus not 
binding (see app. amm. MSJ at 22 (citing Johnson Mgmt. Grp. CFC v. Martinez, 308 
F.3d 1245, 1260 (Fed. Cir. 2002) (Newman dissenting))).
46  Moreover, the point the 
dissent was making was not, as Futures would have it, that in any case in which the 
government made a mistake as far as understanding the meaning of one contract, the 
contractor should be treated as if it had a different contract that was never agreed upon.  
Rather, citing Amdahl, the dissent was of the view that, if the government seeks to 
evade compliance with a contractual provision on the ground that the government 
mistakenly agreed to it though it was illegal, the government should bear some 
responsibility for its mistake.  The circumstances in Johnson Management are not 
remotely like those presented here and, again, the authority that Futures is citing is a 
dissent.  In any event, what hurt Futures here was not an attempt by the Army to 
invalidate a mutually agreed upon contract based on a mistaken belief held by some in 
the Army that the Hooah and TASA contracts provided services to the active duty 
 
45 Prior citation to Futures’ “MSJ” were to its opening motion for summary judgment, 
submitted on September 29, 2020.  “app. amm. MSJ” refers to its renewed 
motion for summary judgment, submitted on May 24, 2021. 
46 It is not appropriate to cite a dissent as governing authority. 

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force – we have found that there was never a contract and the Army never sought 
to invalidate one; rather, what hurt Futures was its own decision to provide services 
to the active duty force in the absence of a contract specifically providing for it in the 
hopes that such a contract would be provided later.  Whatever misapprehensions some 
Army officials may have held, they neither created nor affected any contractual rights 
held by Futures and provide no basis for remuneration here. 
 
CONCLUSION 
 
 Futures provided access to the H2H.com portal to active duty service members 
at a time that it had no obligation to do so and to the benefit of the Army.  Both the 
Army and Futures had future plans that would have made the provision of this service 
worth it to Futures, but those plans never came to fruition.  This, unfortunately, 
sometimes happens in business, but it did not, in the case and facts before us, create a 
contract or some other means by which the Army would be obliged to pay Futures.  
The appeal is denied. 
 
 Dated:  April 16, 2026 
 
 
 
 
 
 
 
 
 
 
 
J. REID PROUTY 
Administrative Judge 
Acting Chairman 
Armed Services Board 
of Contract Appeals 
I concur 
 
 
 
MICHAEL N. O’CONNELL 
Administrative Judge 
Vice Chairman 
Armed Services Board 
of Contract Appeals 
 I concur 
 
 
 
 MARK A. MELNICK 
Administrative Judge 
Armed Services Board 
of Contract Appeals 
  


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I certify that the foregoing is a true copy of the Opinion and Decision of the 
Armed Services Board of Contract Appeals in ASBCA No. 61566, Appeal of Futures, 
Inc., rendered in conformance with the Board’s Charter. 
D
ated:  April 16, 2026 
PAULLA K. GATES-LEWIS 
Recorder, Armed Services 
Board of Contract Appeals