ARMED SERVICES BOARD OF CONTRACT APPEALS 
Appeal of -- ) 
) 
Delta Engineering, Inc. ) ASBCA No. 58063 
) 
Under Purchase Order No. 0000017897 ) 
Contract No. 000000-00-0-0000 (Implied-in-Fact) ) 
APPEARANCE FOR THE APPELLANT: Michael J. Trevelline, Esq. 
Law Office of Michael Trevelline 
Washington, DC 
APPEARANCES FOR THE AUTHORITY: Kathryn H.S. Pett, Esq. 
General Counsel 
Donald A. Laffert, Esq. 
Chief Counsel 
Jeffrey Weinstein, Esq. 
Assistant General Counsel 
Washington Metropolitan Area 
Transit Authority 
Washington, DC 
OPINION BY ADMINISTRATIVE JUDGE PEACOCK 
ON THE AUTHORITY'S MOTION FOR RECONSIDERATION 
The Washington Metropolitan Area Transit Authority (WMATA) has moved 
for reconsideration of our decision denying in part and granting in part its motion to 
dismiss (motion) the captioned appeal for lack of jurisdiction and challenging certain 
relief requested by Delta Engineering, Inc., (Delta or appellant). Delta Engineering, 
Inc., ASBCA No. 58063, 14-1BCAif35,553. Familiarity with that decision is 
presumed. 
The motion seeks reconsideration of the portion of our decision finding that we 
have jurisdiction to consider appellant's claim based on an alleged implied-in-fact 
contract with WMA TA. The motion reasserts contentions that any such contract 
lacked an express Disputes clause, which is an essential foundation for our jurisdiction 
over WMA TA contractual disputes. In determining that we were empowered to 
resolve whether Delta's interactions and communications with WMATA gave rise to 
the alleged implied-in-fact contract, we held that, if appellant's allegations are proven, 
WMATA's acquisition procedures mandated incorporation of the Disputes clause. 
Alternatively, we concluded that the alleged agreement "relate[ d] to" the development 
contract purchase order which expressly set forth the Disputes clause. Delta 

Engineering, 14-1 BCA ~ 35,553 at 174,223. Upon our review of the purchase order, 
we agree with WMA TA that it does not contain an express Disputes clause. To that 
extent, we correct and modify the underlying decision. 
However, the absence of an express Disputes clause in the purchase order is 
irrelevant. Whether the alleged implied-in-fact contract is viewed as a discrete, 
independent agreement or as an ancillary implied term of the purchase agreement, the 
clause is required by the WMATA Procurement Manual (WPM) (2004). Section 
2102.1 of the WPM provides that "all contracts [for supplies and services] entered into 
on behalf of the Authority in an amount in excess of $10,000 ... shall include a disputes 
clause." This assumes, of course, that Delta establishes the amount of the contract 
exceeds the $10,000 threshold. 
WMA TA' s motion now asserts in essence that the WPM requirement is not in 
fact mandatory. The WPM provision applies to "all" contracts, without pertinent 
limitation or restriction. WMA TA cannot arbitrarily choose when the clause is 
mandatory based on its perception of the subjective benefits of its incorporation in 
each specific case. 
To the extent that the motion reiterates arguments previously made, we have 
fully considered all WMA TA contentions in reaching our decision in the underlying 
decision. Further discussion is unwarranted. The motion is denied and the underlying 
decision is corrected and modified to the limited extent noted above. 
Dated: 29 July 2014 
I concur 
~~R$ 
Administrative Judge 
Acting Chairman 
Armed Services Board 
of Contract Appeals 
2 
Administrative Judge 
Armed Services Board 
of Contract Appeals 
I concur 
RICHARD SHACKLEFORD 
Administrative Judge 
Vice Chairman 
Armed Services Board 
of Contract Appeals 

I certify that the foregoing is a true copy of the Opinion and Decision of the 
Armed Services Board of Contract Appeals in ASBCA No. 58063, Appeal of Delta 
Engineering, Inc., rendered in conformance with the Board's Charter. 
Dated: 
3 
JEFFREY D. GARDIN 
Recorder, Armed Services 
Board of Contract Appeals