Ridge Runner Forestry v. Ann M. Veneman, Secretary of Agriculture

287 F.3d 1058 · Court of Appeals for the Federal Circuit · 2002

Facts

Ridge Runner Forestry, a fire protection company, signed a "Tender Agreement" with the Forestry Service after responding to an RFQ. The agreement explicitly stated the government was not guaranteed to use Ridge Runner's services, and Ridge Runner was not obligated to provide services if unwilling or unable. Ridge Runner later claimed the government breached an implied duty of good faith by systematically excluding it, but the contracting officer denied the claim, leading to an appeal.

Issue

Did the "Tender Agreement" between Ridge Runner Forestry and the Forestry Service constitute a valid, enforceable contract, thereby granting the Department of Agriculture Board of Contract Appeals jurisdiction under the Contract Disputes Act?

Holding

The court affirmed the board's decision, holding that no valid contract was formed between Ridge Runner Forestry and the government. The Tender Agreement contained illusory promises from both parties, lacking the necessary consideration for contract formation.

Rule

To be a valid and enforceable contract, there must be consideration ensuring mutuality of obligation and sufficient definiteness. A promise is not valid consideration if the promisor reserves a choice of alternative performances, rendering it an illusory promise.

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Case brief last reviewed 2026-04-18. Prepared by CaseReader from the published opinion.