## Facts

- The Department of Defense Education Activity (DoDEA) solicited an FSS task order for an online Remote Location Home School Program for dependents of DoD personnel overseas.
- The solicitation was limited to Federal Supply Schedule (FSS) contractors and provided for a best-value award based on technical, past performance, and price.
- IDEA International, Inc. (IDEA), an FSS contractor and incumbent provider of similar services, submitted a proposal.
- DoDEA awarded the task order to ICATT Consulting, Inc. (ICATT), an FSS contractor that lacked homeschooling experience and proposed relying on World Wide IDEA (WWIDEA), a non-FSS subcontractor, for core homeschooling services.
- DoDEA evaluated IDEA as slightly higher technically and in past performance, but ICATT as lower-priced, and selected ICATT on a best-value basis.
- IDEA protested after award; DoDEA overrode the GAO automatic stay and allowed continued performance, paying ICATT about $1.6 million.
- IDEA brought suit in the Court of Federal Claims; the government moved to dismiss for lack of jurisdiction, arguing statutory limits on task-order protests barred review.

## Issues

1. Whether the Court of Federal Claims had jurisdiction under 28 U.S.C. § 1491(b)(1) to review a post-award protest challenging an FSS task order notwithstanding statutory limits on task- and delivery-order protests.
2. Whether DoDEA acted unlawfully by using an FSS task order to obtain substantial non-FSS services through a non-FSS subcontractor performing core requirements.
3. Whether DoDEA’s best-value tradeoff decision was arbitrary or inadequately documented when selecting the lower-priced offer despite higher technical and past-performance ratings for the protester.
4. Whether DoDEA’s post-award change in the method of payment was improper and contributed to prejudicial error.
5. What equitable relief was appropriate given substantial contract performance and payments already made.

## Decision

- The court denied the government’s motion to dismiss and held it had subject-matter jurisdiction over protests involving orders placed under the GSA FSS program.
- The court sustained the protest, finding prejudicial procurement error, including improper acquisition of non-FSS services through the FSS order and an inadequately supported best-value determination.
- The court also found the post-award change in payment method supported the conclusion that the procurement departed from the competed terms.
- On remedy, the court granted equitable relief but tailored it in light of substantial performance and the public interest in continuity of educational services; it awarded proposal preparation costs and issued forward-looking/declaratory relief rather than terminating all performance.

## Legal Principles

- The Court of Federal Claims has bid-protest jurisdiction under 28 U.S.C. § 1491(b)(1) over challenges to awards made through the GSA Federal Supply Schedule ordering process; statutory limits on protests of certain task orders do not categorically bar review of FSS orders.
- Under 28 U.S.C. § 1491(b)(4), agency procurement decisions are reviewed under an APA-type standard and may be set aside if arbitrary, capricious, an abuse of discretion, or otherwise not in accordance with law.
- An agency may not use an FSS order to procure substantial services outside the scope of the schedule program or to route core performance to a non-FSS entity in a manner inconsistent with the solicitation and applicable FSS ordering rules.
- In a best-value procurement, the agency must document a rational tradeoff showing why a lower price justifies selecting an offeror despite a competitor’s superior non-price ratings.
- Post-award changes that materially alter payment terms or performance assumptions can be improper if they effectively change what was competed.
- A protester must show prejudice by demonstrating a substantial chance of award but for the procurement errors.
- Equitable relief in bid protests is discretionary and may be limited where substantial performance has occurred and where termination would harm the public interest; proposal preparation costs are an available remedy.

## Conclusion

The Court of Federal Claims held it could review an FSS task-order award and sustained the protest because the agency used the schedule vehicle to obtain significant non-FSS services, failed to document a rational best-value tradeoff, and altered payment terms after award; the court then provided tailored equitable relief, including proposal preparation costs, rather than fully unwinding contract performance.


IDEA Int’l, Inc. v. United States, 74 Fed. Cl. 129 (Fed. Cl. 2006)