DISMISSED IN PART FOR FAILURE TO STATE A CLAIM; 
DISMISSED IN PART FOR LACK OF JURISDICTION:
July 8, 2022
CBCA 7318
INTEGHEARTY WHEELCHAIR VAN SERVICES, LLC,
Appellant,
v.
DEPARTMENT OF VETERANS AFFAIRS,
Respondent.
Timothy J. Turner and Jon Perrone of Whitcomb, Selinsky, P.C., Denver, CO, counsel
for Appellant.
Kathleen Ramos, Office of General Counsel, Department of Veterans Affairs,
Arlington, TX, counsel for Respondent.
Before Board Judges LESTER, GOODMAN, and O’ROURKE.
LESTER, Board Judge.
Respondent, the Department of Veterans Affairs (VA), has filed a motion to dismiss
the bulk of this appeal for failure to state a claim upon which relief can be granted, arguing
that the contract at issue is neither a requirements contract nor enforceable as an indefinite-
delivery indefinite-quantity (IDIQ) contract and that, as a result, appellant, Integhearty
Wheelchair Van Services, LLC (Integhearty), is only entitled to the payment for services
rendered that it has already received.  The VA argues that, even though Integhearty alleges
that the contracting officer’s representative (COR) retaliated against it by refusing to assign
Integhearty work after Integhearty fired a friend of the COR’s, Integhearty’s contract is


CBCA 7318 2
enforceable only to the extent performed, precluding any contractual basis for an award of
damages for work not assigned.  The VA also argues that the Board lacks jurisdiction to
entertain Integhearty’s request for damages resulting from the VA’s alleged de facto
debarment of the contractor, which was effected when the VA supposedly precluded
Integhearty from obtaining subcontract work during and after a stop work order.
We agree with the VA that, as a matter of law, the contract at issue here is not a
requirements contract, and, because it provides no minimum monetary guarantee, it cannot
be viewed as a viable IDIQ contract.  Accordingly, Integhearty’s contract is enforceable only
to the extent of the work performed, and we must grant the VA’s motion to dismiss
Integhearty’s request for lost profits for contract work that it was never assigned. 
Nevertheless, Integhearty alleges bad faith actions by the COR that may have increased the
cost of work performed beyond the originally agreed-upon contract price amounts.  On a
motion to dismiss for failure to state a claim, where we accept as true all factual allegations
by the appellant, Integhearty is entitled to proceed and attempt to establish how the COR’s
alleged actions increased costs for work that it actually performed.  For that reason, we grant
the VA’s motion to dismiss only in part.  We also dismiss for lack of jurisdiction
Integhearty’s allegations of de facto debarment, given that they involve subcontracts that
Integhearty was allegedly barred from obtaining from other contractors, rather than costs that
Integhearty incurred in performing this contract.
Background
The Contract
On December 18, 2018, the VA awarded Integhearty contract no. 36-C-25719-C-0079
(the contract) for special mode services, which included the non-emergent transport of
patients with limited mobility (ambulatory or wheelchair bound) between community
hospitals and VA facilities and patients’ residences, at the North Texas VA Health Care
System.  Appeal File, Exhibit 1 at VA000001;1 Exhibit 3 at VA000026, VA000033.  The
base year of the contract ran from December 18, 2018, through December 17, 2019, with an
option for an extension of one year through December 17, 2020.  Exhibit 3 at VA000033. 
The contract contained the standard “Contract Terms and Conditions – Commercial Items
(Jan 2017) Alternate I (Jan 2017)” clause from Federal Acquisition Regulation (FAR)
52.212-4 (48 CFR 52.212-4 (2018)).  Exhibit 3 at VA000052.
1 All exhibits referenced in this decision are found in the appeal file, unless
otherwise noted.

CBCA 7318 3
The contract provided that Integhearty would provide “all” vehicles, supplies, and
equipment necessary to perform contract services at any time:
DESCRIPTION OF SERVICE:  The Contractor shall provide all vehicles,
fuel, personnel, management, transportation, materials, supplies and equipment
necessary to perform 24 hours per day, 365 days per year, including all
holidays all the required labor, material, supplies, equipment, and supervision
of contractor personnel necessary to perform Special Mode (Wheelchair)
Services to and from [two specified addresses in Granbury and Denton, Texas,
associated with] VA North Texas Health Care System locations and Choice
appointment . . . .
Exhibit 3 at VA000033.  The contract separately provided that the contractor would have to
be available to perform twenty-four hours per day and maintain vehicles to ensure timely
service:
HOURS OF PERFORMANCE AND RESPONSE TIMES:
a) Hours of performance:  This is a full-service contract, 24 hours per day,
365 days per year.  The contractor shall provide all wheel chair services as
stated in the performance work statement for veteran beneficiaries, when
requested by the VA.
b) The contractor shall furnish and maintain vehicles so as to ensure
timely pick-up and delivery service to all veterans serviced by the VA.
Id. at VA000041.
The contract contained a price schedule indicating that Integhearty would be paid a
specific amount for each trip, with a maximum not-to-exceed total contract price of $738,275
for the base year and $875,355 for the option year.  Id. at VA000030-33; see Exhibit 3 at
VA000056 (“It is estimated that the total cost to the Government for the performance of this
contract shall not exceed the ceiling price set forth in the Schedule.”).  “All patient pick-up(s)
and drop-off(s) [were to] be authorized via ‘calls’ which shall only be issued by the
designated primary or alternate [COR],” id. at VA000040, with scheduled trips to be
“requested in advance by a schedule, telephone, encrypted email, or fax . . . before 4:00 p.m.
on the prior day.”  Id. at VA000045.  Although the contract specified that the contract would
not exceed the ceiling price, nowhere in the contract did the parties identify a minimum
amount that the appellant was guaranteed to earn under the contract.

CBCA 7318 4
The contract also included an inspection clause allowing the VA “to inspect the
contractor’s equipment and vehicles and/or require documentation of compliance with
contract specifications, and State laws, rules, regulations and guidelines governing
emergency medical transport vehicles (wheelchair)” at any time during contract performance
and “to restrict the contractor’s use of equipment and vehicles which are in need of repair,
unclean, unsafe, damaged on the interior or exterior body, and are not in compliance with
contract specifications.”  Exhibit 3 at VA000042.  It contained the “Stop Work Order” clause
from FAR 52.242-15, which allowed the contracting officer, at any time, to require the
contractor to stop work for a period of up to ninety days.  Id. at VA000063.
Performance and Alleged COR Misconduct
After Integhearty commenced base-year performance, the VA contracting officer
exercised the one-year option to extend the contract through December 17, 2020.  Integhearty
alleges that, in late October 2020, as the contract was winding down, the COR pressured
Integhearty to hire the COR’s friend while, at the same time and presumably in exchange,
offering to expand the dispatch area for Integhearty’s contract work and to extend its contract
by an additional six months.  Complaint ¶¶ 10-11.  Integhearty asserts that it reluctantly
succumbed to the COR’s continued pressure and hired the COR’s friend to drive one of its
transport vans.  Id. ¶ 12.  In response, according to Integhearty, the COR then expanded the
contractor’s dispatch area, and, on December 18, 2020, the VA contracting officer issued a
contract modification extending the term of the contract pursuant to FAR 52.217-8 for an
additional six months, to and including June 18, 2021.  Id. ¶ 13.
Integhearty alleges that it fired the COR’s friend because she was incapable of
performing her job duties safely.  Complaint ¶ 14.  According to Integhearty, “[t]he COR was
not pleased with this decision and immediately began to levy complaints against
Integhearty’s performance during the contract extension period,” even though Integhearty’s
performance was “void of any actual performance deficiencies.”  Id.
On May 7, 2021, an accident occurred in which an Integhearty driver was responsible
for a serious injury to a VA patient when a wheelchair lift on an Integhearty transport van
suddenly malfunctioned and caused both the driver and the patient to fall.  Complaint ¶ 15. 
Integhearty alleges that it took immediate action to remove that van from service and
conducted a number of meetings and training sessions with its drivers to ensure that this type
of accident could not happen again.  Id. ¶¶ 16-17.  Nevertheless, the COR, “still harboring
animosity toward Integhearty for firing her friend, linked this incident to her management
at the VA to an entirely unrelated incident with an entirely different contractor,” id. ¶ 19, and
convinced the VA contracting officer to issue a stop-work order on May 17, 2021, ten days
after the accident had occurred.  Id. ¶ 22.  Integhearty alleges that, upon information and
belief, the VA issued a bridge contract to another contractor, Priority Care, for the same

CBCA 7318 5
services that Integhearty had been providing and, at the same time, directed Priority Care not
to subcontract any “runs” to Integhearty.  Id. ¶¶ 25, 27.
On May 20, 2021, the VA contracting officer issued a termination for cause of
Integhearty’s contract, stating that Integhearty had “failed to comply with the contract terms
and conditions and has put patients and employees at risk,” Exhibit 18, but rescinded the
termination later that day because the VA had not followed correct FAR procedures and
issued a “cure notice.”  Complaint ¶ 29.  Integhearty alleges that, even though it responded
to the cure notice promptly, reinspected the wheelchair lifts on all vehicles, and again
retrained all staff, the VA improperly delayed reinspecting Integhearty’s fleet, did not clear
it as safe until June 10, 2021, and did not lift the stop-work order until June 23, 2021.  Id.
¶¶ 30, 36, 38.  Because Integhearty’s contract had expired five days earlier, Integhearty never
performed another “run” after the stop-work order was issued.  Id. ¶¶ 37, 39.
Integhearty alleges, upon information and belief, that the VA continued to direct
Priority Care not to subcontract with Integhearty, essentially issuing a de facto debarment
against the company without due process.  Complaint ¶ 40.
Integhearty’s Claim
On or about July 26, 2021, Integhearty submitted a claim to the contracting officer
pursuant to the Contract Disputes Act (CDA), 41 U.S.C. §§ 7101–7109 (2018), seeking
payment of $432,776.32 and requesting a final decision.  In its claim, Integhearty asserted
that the retaliatory actions of the COR caused it to lose anticipated profits of $112,488; had
a lost-profit impact on Integhearty’s ability to subcontract with other contractors of
$300,000; increased labor hours spent dealing with VA personnel by $10,288.32; and
required $10,000 in what Integhearty labeled “professional services costs.”  The VA
contracting officer denied Integhearty’s claim by decision dated November 8, 2021.
On February 3, 2022, Integhearty timely filed a notice of appeal with the Board.  In
lieu of filing an answer to Integhearty’s complaint, the VA filed a motion to dismiss this
appeal for failure to state a claim.
Discussion
Standard of Review
“The [tribunal’s] task in considering a motion to dismiss for failure to state a claim
is not to determine whether [an appellant] will ultimately prevail, but ‘whether the claimant
is entitled to offer evidence to support the claims.’”  J. Cardenas & Sons Farming, Inc. v.
United States, 88 Fed. Cl. 153, 160-61 (2003) (quoting Chapman Law Firm Co. v. Greenleaf

CBCA 7318 6
Construction Co., 490 F.3d 934, 938 (Fed. Cir. 2007)).  To survive such a motion,
appellant’s complaint must “contain sufficient factual matter, accepted as true, to ‘state a
claim to relief that is plausible on its face.’”  Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009)
(citing Bell Atlantic Corp. v. Twombly, 550 U.S. 544, 570 (2007)).  “A claim has facial
plausibility when the [appellant] pleads factual content that allows the [tribunal] to draw the
reasonable inference that the [respondent] is liable for the misconduct alleged.”  Id. 
We must assume the veracity of well-pleaded factual allegations in analyzing facial
plausibility, Iqbal, 556 U.S. at 679, but we “must not mistake legal conclusions presented
in a complaint for factual allegations which are entitled to favorable inferences.”  Extreme
Coatings, Inc. v. United States, 109 Fed. Cl. 450, 454 (2013) (emphasis added); see Bell
Atlantic, 550 U.S. at 555 (Tribunals need not “accept as true a legal conclusion couched as
a factual allegation.”).  Although Integhearty alleges that its contract is a requirements
contract, “[d]etermination of the type of contract is a matter of law,” not a question of fact. 
Maintenance Engineers v. United States, 749 F.2d 724, 726 n.3 (Fed. Cir. 1984); see
Torncello v. United States, 681 F.2d 756, 772 (Ct. Cl. 1982).  Rather than defer to
Integhearty’s interpretation of its contract, we review and interpret the contract ourselves, a
document that, for purposes of considering a motion for failure to state a claim, is an
essential document that is implicitly incorporated into the appellant’s complaint.  Systems
Management & Research Technologies Corp. v. Department of Energy, CBCA 4068, 15-1
BCA ¶ 35,976, at 175,789.
Integhearty’s Contract Breach Allegations
A. The Type of Contract at Issue
According to Integhearty, the VA diverted patient transport services work that should
have been assigned to Integhearty to another contractor, Priority Care, for the one-month
period from May 17 to June 18, 2021.  Integhearty alleges that this diversion of work
constituted a breach of what it views as a requirements contract.
To determine the extent to which the VA was obligated to order services from
Integhearty, we first look to the language of the parties’ contract.  “[A] requirements contract
necessarily obligates the Government to purchase exclusively from a single source” during
the life of the contract.  Coyle’s Pest Control, Inc. v. Cuomo, 154 F.3d 1302, 1305 (Fed. Cir.
1998); see Modern Systems Technology Corp. v. United States, 979 F.2d 200, 205 (Fed. Cir.
1992) (“[A]n essential element of a requirements contract is the promise by the buyer to
purchase the subject matter of the contract exclusively from the seller.”); FAR 16.503(a)
(discussing requirements contracts).  Although Integhearty’s contract was awarded as a
commercial item acquisition that was set aside for women-owned small businesses,
Complaint ¶ 7, and contains the standard “Contract Terms and Conditions – Commercial

CBCA 7318 7
Items (Jan 2017) Alternate I (Jan 2017)” clause from FAR 52.212-4, Exhibit 3 at VA000052,
FAR 12.207(c)(1) envisions that the commercial item acquisition process can generate a
requirements contract.  Yet, this particular contract does not contain the standard FAR clause,
FAR 52.216-21, that is supposed to be included in requirement contracts or any specially-
drafted clauses expressly stating that a requirements contract was intended.
Integhearty argues that, despite the absence of such clauses, the language of its
contract indicates exclusivity.  We have previously interpreted Coyle’s Pest to mean that,
where “the contract does not contain the FAR Requirements clause, to qualify as a
requirements contract it must contain ‘words of exclusivity’ that not merely suggest, but
require that all of the work be assigned to the contractor.”  Environmental Quality
Management, Inc. v. Environmental Protection Agency, CBCA 3072, 13 BCA ¶ 35,300, at
171,283.  Integhearty cites to language in its contract that requires it to “provide all vehicles,
fuel, personnel, management, transportation, materials, supplies and equipment necessary to
perform 24 hours per day, 365 days per year,” Exhibit 3 at VA000033 (emphasis added), and
“all wheel chair services as stated in the performance work statement for veteran
beneficiaries, when requested by the VA.”  Id. at VA000041 (emphasis added).  Yet, this
language speaks to Integhearty’s obligations to the VA, not the VA’s obligations to
Integhearty.  It closely resembles language that the Court of Appeals for the Federal Circuit
in Coyle’s Pest found insufficient to create a requirements contract:
The contract does include terms that suggest exclusivity.  For instance, the
contract obligates Coyle “to furnish all labor, service, equipment,
transportation, materials and supplies to provide subterranean termite control
and related services on assigned properties by [the agency].”  (emphasis
added).  While the contract states that Coyle will provide all labor and services
for a given property, the clause does not require [the agency] to assign Coyle
all properties in the region.  Thus, this contract language falls short of the
exclusivity language necessary for a requirements contract.
Coyle’s Pest, 154 F.3d at 1305-06.  Accordingly, the language of the contract at issue here
did not make Integhearty the exclusive seller of the services covered by the contract or
require the VA to order all covered services for any particular service area from Integhearty.
Integhearty also argues that the VA’s actions during contract administration indicate
that the parties viewed it as a requirements contract, asserting that “for years the VA treated
the Contract as if Integhearty would perform exclusively in certain areas of responsibility
around Dallas.”  Appellant’s Response Brief at 6.  Attached to its response brief is a
declaration from Integhearty’s director explaining that the VA delineated Integhearty’s areas
of responsibility in VA-generated maps and sent emails communicating exclusive areas of
Integhearty’s responsibility.  A representative email from the COR stated that “starting 1 Dec

CBCA 7318 8
2020 you will be responsible for the following areas (these areas should be within your 6
months extension).”  In considering a motion to dismiss for failure to state a claim, we do not
consider evidence outside the complaint, Fed. R. Civ. P. 12(b)(6), but, even if Integhearty
were to amend its complaint to add the cited evidence and allegations, it would not change
the terms of the contract.  The cited emails, while assigning Integhearty transport areas in
which it would pick up patients, did not indicate that the VA could never modify or rescind
those assignments.  In any event, like the situation in Coyle’s Pest Control, the evidence that
Integhearty has presented “cannot override or contradict the plain language of the contract,
which does not require sufficient exclusivity for a requirements contract.”  Coyle’s Pest
Control, 154 F.3d at 1306.
Integhearty’s contract, as Integhearty acknowledges, is also not a viable indefinite
quantity contract because it contains no minimum quantity or dollar guarantee.  If a contract
contains no minimum guarantee, “the buyer’s promise is illusory and the contract
unenforceable against the seller.”  Mason v. United States, 615 F.2d 1343, 1346 n.5 (Ct. Cl.
1980); see Willard, Sutherland & Co. v. United States, 262 U.S. 489, 493 (1923) (“There is
nothing in the writing which required the Government to take . . . any ascertainable quantity. 
It must be held that, for lack of consideration and mutuality, the contract was not enforceable
[as an indefinite quantity contract].”).
Because “the contract is not enforceable as either a requirements contract or as an
indefinite quantity contract,” the contractor “is entitled to payment only for services actually
ordered by [the agency] and provided by [the contractor].”  Coyle’s Pest Control, 154 F.3d
at 1306; see Willard, 262 U.S. at 494 (“By the conduct and performance of the parties, the
contract was made definite and binding as to the [quantity] ordered and delivered according
to its terms.”).
B. Integhearty’s Ability to Recover Damages for Reprisal
Integhearty argues that its allegations of bad faith by the COR change the dynamic of
its contract and provide a basis for it to recover contract damages for the VA’s diversion of
work.
As an initial matter, we cannot, as the VA invites us to do, weigh the credibility of
Integhearty’s allegations of reprisal.  The VA argues that the allegations are unfounded
because Integhearty had caused serious injury to a veteran that required hospitalization, the
VA’s cure notice and stop work order were a direct and appropriate response to that accident,
and the hiring and firing of the COR’s friend, which occurred six months before the
contracting officer issued the stop work order, were unrelated to that order.  Respondent’s
Motion to Dismiss at 8 & n.5.  It also asserts that it “acted in good faith and dealt fairly in
this Contract.”  Respondent’s Reply Brief at 3.  On a motion to dismiss for failure to state a

CBCA 7318 9
claim, we must accept Integhearty’s well-pleaded factual allegations as true.  Iqbal, 556 U.S.
at 678.  We cannot judge the merits of those allegations here.
The only issue properly before us is whether actions amounting to reprisal by a
government employee in administering an illusory and otherwise unenforceable contract
create a potential right to contract damages.  To the extent that Integhearty is seeking to
recover lost profits for work that it was never assigned and never performed, it cannot.  We
understand that the implied duty of good faith and fair dealing, which attaches to every
government contract, “requires a [contracting] party to refrain from interfering with another
party’s performance or from acting to destroy another party’s reasonable expectations
regarding the fruits of the contract.”  Bell/Heery v. United States, 739 F.3d 1324, 1334-35
(Fed. Cir. 2014).  Nevertheless, that duty “must attach to a specific substantive obligation
mutually assented to by the parties.”  Henry H. Norman v. General Services Administration,
GSBCA 15070, et al., 02-2 BCA ¶ 32,042, at 158,342 (quoting State of Alaska v. United
States, 35 Fed. Cl. 685, 704 (1996), aff’d, 119 F.3d 16 (Fed. Cir. 1997) (table)).  Where a
contract is illusory and unenforceable, there is no substantive contract obligation to which
the duty can attach.  Because, under such a contract, the agency is only “obligated to
compensate [the contractor] for the services that it actually provided based upon the contract
terms,” the contractor “is not entitled to additional costs or anticipatory profits.”  MLB
Transportation, Inc. v. Department of Veterans Affairs, CBCA 7019, 21-1 BCA ¶ 37,919,
at 184,159; see Muse Business Services, LLC v. Department of the Treasury, CBCA 3537,
14-1 BCA ¶ 35,619, at 174,462-63 (“Since the [agreement] is not a binding contract, it
cannot give rise to a breach of the implied covenant of good faith and fair dealing.”).  We
cannot use the duty of good faith to expand Integhearty’s rights under the contract.  Were we
to award damages, inclusive of lost profits, to Integhearty for work that the VA might have
ordered had the COR not allegedly targeted Integhearty, we would have to do so without
regard to a breach of any enforceable contract obligation.  In light of the nature of this
contract, we cannot find that Integhearty has stated a basis for relief for lost profits.
That being said, Integhearty’s contract is enforceable to the extent that the VA
assigned work and Integhearty performed it.  MLB Transportation, 21-1 BCA at 184,159. 
To the extent that the COR’s allegedly retaliatory actions interfered with the service runs that
Integhearty was actually assigned and increased Integhearty’s costs of those runs, that type
of cost increase could be reimbursable under an implied duty breach claim.  It appears,
although it is not completely clear from the complaint or Integhearty’s certified claim, that
Integhearty seeks at least some damages relating to such alleged cost increases.  Although
we grant the VA’s motion to dismiss those portions of this appeal that seek lost profits for
contract work never assigned to Integhearty, we deny the motion as it applies to any claim
for damages for costs actually incurred in performing the service runs assigned that resulted
from the COR’s alleged reprisals.

CBCA 7318 10
Integhearty’s De Facto Debarment Argument
In its complaint, Integhearty alleges that, during the period of the stop work order, the
VA “directed its other contractor performing wheelchair transport services for veterans not
to subcontract runs to Integhearty, essentially issuing a de facto debarment against the
company.”  Complaint ¶ 40.  Part of its damages claim is based upon this “de facto
debarment.”  Id. ¶ 49.  In its motion to dismiss, the VA argues that the Board lacks
jurisdiction over this aspect of Integhearty’s claim.  We agree.
First, Integhearty’s certified claim did not include factual allegations relating to the
alleged de facto debarment.  Integhearty complains in its claim that the COR essentially
forced Integhearty to hire the COR’s friend to perform contract work and that, after
Integhearty fired the friend, the VA refused to assign Integhearty further work under the
contract.  Integhearty does not mention in the claim any effort by the COR or the VA to
preclude Integhearty from obtaining awards of other contracts or subcontracts, which is the
essence of its de facto debarment argument.  If the operative facts of an issue are not
encompassed within the certified CDA claim underlying an appeal, we lack jurisdiction to
consider the issue.  Active Construction, Inc. v. Department of Transportation, CBCA 6597,
21-1 BCA ¶ 37,905, at 184,098.
Second, Integhearty has not explained how its challenge to the VA’s actions to
preclude Integhearty from obtaining subcontract work with other contractors provides a basis
for a monetary claim under the contract at issue in this appeal.  “De facto debarment occurs
when a contractor has, for all practical purposes, been suspended or blacklisted” from
obtaining new contracts “without due process, namely, adequate notice and a meaningful
hearing.”  Phillips v. Mabus, 894 F. Supp. 2d 71,81 (D.D.C. 2012).  To establish a de facto
debarment, a contract bidder must show a systematic effort by the agency to preclude that
bidder from obtaining new contracts.  TLT Construction Corp. v. United States, 50 Fed. Cl.
212, 216 (2001).  Complaints about de facto debarments are typically raised as part of a bid
protest through which the bidder challenges the Government’s refusal to allow the bidder to
compete for a new award, rather than as part of a claim seeking damages under an existing
contract.  See, e.g., Colonna’s Shipyard, Inc. v. United States, 146 Fed. Cl. 519, 522-23
(2020); AvKARE, Inc. v. United States, 125 Fed. Cl. 11, 29-30 (2016), aff’d, 673 F. App’x
1011 (Fed. Cir. 2017); TLT Construction, 50 Fed. Cl. at 216.  Because Integhearty’s de facto
debarment argument focuses on subcontract work that the VA allegedly did not allow
Integhearty to obtain outside of its existing contract, rather than changes to work under the
contract at issue, it is an extra-contractual claim that we lack CDA jurisdiction to consider. 
See Lou’s Industrial Supplies, PSBCA 1355, 86-2 BCA ¶ 18,829, at 94,871 (dismissing de
facto debarment claim for lack of CDA jurisdiction).

CBCA 7318 11
Decision
For the foregoing reasons, we agree with the VA that the contract at issue in this
appeal is not a requirements contract or an enforceable IDIQ contract, meaning that
Integhearty’s contract is enforceable only to the extent of work actually performed. 
Accordingly, we DISMISS IN PART FOR FAILURE TO STATE A CLAIM
Integhearty’s contract breach claim insofar as appellant seeks lost profits on work not
assigned to it.  Nevertheless, because Integhearty may be entitled to some recovery if it
proves that reprisals or retaliation by the COR increased costs that it actually incurred in
performing this contract, we deny the remainder of the VA’s motion to dismiss for failure
to state a claim.
The portions of Integhearty’s complaint seeking damages for a de facto debarment are
DISMISSED FOR LACK OF JURISDICTION.
    Harold D. Lester, Jr.      
HAROLD D. LESTER, JR.
Board Judge
We concur:
    Allan H. Goodman           Kathleen J. O’Rourke    
ALLAN H. GOODMAN KATHLEEN J. O’ROURKE
Board Judge Board Judge