A claim for profits anticipated from the performance of a
contract with the government cannot be based on delays caused by
changes made by the government when, under the contract itself, the
remedy for such delay was to be an extension of time to the
contractor, and when the contract was terminated by a supplemental
agreement expressly releasing all claims for such profits. P.
273 U. S.
325.
60 Ct.Cls. 201 affirmed.
Appeal from a judgment of the Court of Claims disallowing in
part a claim under a contract to make Very pistols for the
government.
MR. JUSTICE SUTHERLAND delivered the opinion of the Court.
This suit was brought to recover upon a contract between
appellant and the United States to manufacture a large number of
Very pistols. It was stipulated in the contract that the government
might terminate it in whole or in part at any time, and, in that
event, certain enumerated payments were to be made, not including,
however, prospective profits upon uncompleted articles. The
contract provided that, upon written notice, the government
Page 273 U. S. 325
might make changes in the specifications, increased cost, if
any, to be paid, and, for any delay in consequence thereof, a
corresponding extension of time for the performance of the contract
to be allowed. After the Armistice, appellant was requested to
suspend work, with a view to the negotiation of a supplemental
contract providing for the cancellation, settlement, and adjustment
of the existing contract. Subsequently appellant filed a claim, and
a partial payment supplemental contract was executed by which the
government agreed to make appellant an advance payment and speedily
determine and pay certain specified items. Appellant agreed that it
would not perform further work or services, or incur further
expense in connection with the performance of the uncompleted part
of its original contract, and expressly waived
"all claim to the prospective profits which he [it] might have
made from the performance of that portion of said original contract
which under the terms of this supplemental agreement will not be
performed."
The advance payment was made, and the court below found that,
after its deduction and the allowance of another credit, there was
due appellant a balance of $14,192.25, and it refused to allow
appellant anything for profits which appellant would have realized
if the contract had been performed. Judgment was rendered
accordingly. 60 Ct.Cls. 201. The appeal to this Court was taken
under the law as it stood prior to the Act of February 13, 1925, c.
229, 43 Stat. 936.
Appellant contends that changes made by the government in the
specifications, etc., occasioned such delay as to preclude full
operations under its contract prior to the termination thereof, and
that it should have judgment for the profits which it would
otherwise have made. The conclusive answer to this contention is
two-fold: (1) the contract itself specified the remedies, to which
appellant would be entitled in the event of changes in or a
complete or partial termination of the contract, among which
prospective
Page 273 U. S. 326
profits were not included, and (2) appellant, by the terms of
the supplemental contract, expressly released all claims to such
profits.
Judgment affirmed.