Inkit Inc.
Highlights
Inkit Inc., of Wilmington, Delaware, protests the Department of the Army's actions taken in connection with the issuance of a task order to Carahsoft Technology Corporation, of Reston, Virginia, for "brand name DocuSign Software Licenses." Req. for Dismissal (RFD), exh. 8, Task Order at 3. The Army issued the task order pursuant to Carahsoft's multiple-award, indefinite-delivery, indefinite-quantity (IDIQ) contract under the Army's Computer Hardware Enterprise Software and Solutions (CHESS) program.
In this context, the Army Federal Acquisition Regulation Supplement (AFARS) provides that: "The Army's Computer Hardware, Enterprise Software and Solutions (CHESS) program . . . is the mandatory source for commercial IT [information technology] hardware and software purchases." AFARS § 5139.101-90(a)(1). Inkit does not hold a CHESS contract but asserts that it is capable of performing the task order's "functional requirements" based on its prior work performing various SBIR research and development efforts. Protest at 2. Accordingly, Inkit maintains that it was "improperly denied the opportunity to compete." Id.
Decision
Matter of: Inkit Inc.
File: B-423724
Date: September 9, 2025
Michael McCarthy for the protester.
Wade L. Brown, Esq., Department of the Army, for the agency.
Glenn G. Wolcott, Esq., and April Y. Shields, Esq., Office of the General Counsel, GAO, participated in the preparation of the decision.
DIGEST
1. Protest asserting that the Department of the Army was required to meet certain information technology requirements through a Small Business Innovation and Research (SBIR) phase III award to the protester is dismissed where the protest fails to establish that the task order requirements constitute technology developed under the protester’s prior SBIR awards.
2. Protest challenging the Department of the Army’s issuance of a task order under the Army’s Computer Hardware Enterprise Software and Solutions (CHESS) program is dismissed where the protester does not hold a CHESS contract, Army regulations provide that the CHESS contract is a mandatory source for the requirements at issue, and the awarded value of the task order is below the threshold for GAO’s bid protest jurisdiction.
DECISION
Inkit Inc., of Wilmington, Delaware,[1] protests the Department of the Army’s actions taken in connection with the issuance of a task order to Carahsoft Technology Corporation, of Reston, Virginia, for “brand name DocuSign Software Licenses.” Req. for Dismissal (RFD), exh. 8, Task Order at 3.[2] The Army issued the task order pursuant to Carahsoft’s multiple-award, indefinite-delivery, indefinite-quantity (IDIQ) contract under the Army’s Computer Hardware Enterprise Software and Solutions (CHESS) program.[3]
In this context, the Army Federal Acquisition Regulation Supplement (AFARS) provides that: “The Army’s Computer Hardware, Enterprise Software and Solutions (CHESS) program . . . is the mandatory source for commercial IT [information technology] hardware and software purchases.” AFARS § 5139.101-90(a)(1). Inkit does not hold a CHESS contract but asserts that it is capable of performing the task order’s “functional requirements” based on its prior work performing various SBIR research and development efforts.[4] Protest at 2. Accordingly, Inkit maintains that it was “improperly denied the opportunity to compete.” Id.
For the reasons discussed below, we dismiss the protest.
BACKGROUND
The Army states that the DocuSign software at issue here is necessary to “modernize the accessions and recruiting business processes.”[5] RFD at 1 n.2. Accordingly, on June 5 and June 10, 2025, respectively, the Army posted requests for information (RFIs) on the CHESS and Systems for Award Management (SAM.gov) websites. RFD, exh. 3, CHESS RFI; RFD, exh.4, SAM.gov RFI. The RFIs identified specific DocuSign products; sought responses from vendors capable of providing those products; and established response dates of June 12 and June 18, respectively. Inkit did not respond to either RFI prior to the response dates.
Following its review of vendor responses to the RFIs, the Army determined that Carahsoft was able to provide the DocuSign products under its CHESS contract. Accordingly, on June 27, the Army issued a task order to Carahsoft in the amount of $43,342.[6] RFD, exh. 8, Task Order at 3.
On July 13, Inkit’s chief executive officer sent an email to the Army referencing the “Docusign RFI,” and asked: “Is this RFI going to move to a public RFP [request for proposals]?” RFD, exh. 9, Inkit Inquiry at 3. The agency responded that a task order had already been issued pursuant to Carahsoft’s CHESS contract, and further explained:
[T]he CHESS Vehicle is the mandatory source for software and hardware in accordance with AFARS 5139.101-90(a)(1). Once it was discovered that a [CHESS] vendor was able to quote the required items, the Government was forced to award based on this mandate.
Id.
On July 15, Inkit filed this protest.
DISCUSSION
Inkit’s protest challenges various aspects of the procurement, including an assertion that: “Under the SBIR Policy Directive[[7]] § 4(c)(8), the Army was obligated to consider Phase III commercialization[[8]] and notify Phase II vendors.”[9] Protest at 3. Inkit also complains that the Army’s actions reflected “improper use of [a] brand name” specification and “inadequate market research,” and constituted an “unlawful restriction of competition.” Id.
On July 25, the Army filed a request for dismissal arguing that: (1) Inkit’s protest is outside GAO’s bid protest jurisdiction because the value of the task order is less than $35 million;[10] (2) Inkit is not an interested party because it does not hold an IDIQ contract under which the task order was issued; and (3) Inkit’s protest fails to state a sufficient factual or legal basis for protest. RFD at 2.
We have found that the provisions of the SBIR Policy Directive on which the protester relies affords agencies the discretion to pursue SBIR phase III awards, and mandates an SBIR phase III award only in certain circumstances--that is, when the agency specifically “pursue[s] the R/R&D [research or research and development] or production of technology developed under the SBIR/STTR program.” PublicRelay, B‑421154, B‑421154.2, Jan. 17, 2023, 2023 CPD ¶ 28 at 7-10.
Further, under the bid protest provisions of the Competition in Contracting Act of 1984, only an interested party may protest a federal procurement. That is, a protester must be an actual or prospective bidder or offeror whose direct economic interest would be affected by the award of a contract or the failure to award a contract. 4 C.F.R. § 21.0(a)(1). Determining whether a party is interested involves consideration of a variety of factors, including the party’s status in relation to the procurement. RELM Wireless Corp., B‑405358, Oct. 7, 2011, 2011 CPD ¶ 211 at 2. A protester is not an interested party where it would not be eligible to receive an award--including where it does not hold an IDIQ contract under which the task order was issued. See, e.g., PublicRelay, B‑421154, B-421154.2, Jan. 17, 2023, 2023 CPD ¶ 28 at 10 n.8; Nolij Consulting, LLC, B‑421563, July 3, 2023, 2023 CPD ¶ 166 at 5‑6; Latvian Connection LLC, B-413442, Aug. 18, 2016, 2016 CPD ¶ 194 at 5; FitNet Purchasing Alliance, B‑406075, Feb. 3, 2012, 2012 CPD ¶ 64 at 2-6; Florida State College at Jacksonville, B‑402656, June 24, 2010, 2010 CPD ¶ 146 at 6 n.5.
Finally, our Office has jurisdiction to hear a protest challenging the issuance or proposed issuance of a task order by a defense agency if the protester challenges an order “valued in excess” of $35,000,000.[11] 10 U.S.C. § 3406(f)(1).
Here, we first dismiss Inkit’s assertion that, pursuant to section 4(c) of the SBIR Policy Directive, the Army “was obligated to consider Phase III commercialization and notify Phase II vendors.” Specifically, the protest fails to state a sufficient factual basis for protest.
Our Bid Protest Regulations require that a protest include a sufficiently detailed statement of the grounds supporting the protest allegations. 4 C.F.R. §§ 21.1(c)(4), 21.1(f), and 21.5(f). That is, a protest must include sufficient factual bases to establish a reasonable potential that the protester’s allegations may have merit. Terra Klean Sols., Inc., B‑420991, B-420991.2, Sept. 28, 2022, 2022 CPD ¶ 246 at 4; Ahtna Facility Servs., Inc., B‑404913, B-404913.2, June 30, 2011, 2011 CPD ¶ 134 at 11.
Here, Inkit’s protest fails to establish that the task order at issue reflects the Army’s pursuit of technology that was developed under Inkit’s prior SBIR phase I or phase II awards. See PublicRelay, supra at 7-10. More specifically, although Inkit’s protest lists four projects under the heading “SBIR Award History,” it provides no meaningful discussion of these projects that connects them to the technology being acquired under the task order at issue. Accordingly, the protest fails to meet a threshold requirement for our consideration.
With regard to Inkit’s other protest allegations,[12] Inkit does not assert that it holds a CHESS contract, nor does it meaningfully challenge the applicability of the AFARS provisions that establish the CHESS program as “the mandatory source for commercial IT hardware and software purchases.” Finally, other than its assertion that the procurement should have been conducted under the SBIR program (which we have dismissed), Inkit offers no explanation as to why our Office has jurisdiction to consider a protest challenging the issuance of a task order considerably below the $35 million threshold.
As noted above, a protester does not qualify as an interested party where it would not be eligible to receive an award--including a situation where, as here, the protester does not hold an IDIQ contract under which the task order was issued, and where the IDIQ contract was designated as a mandatory source for the requirements. PublicRelay, supra at 10 n.8. Accordingly, Inkit is not an interested party to challenge the issuance of the task order or the agency’s actions taken in connection with issuance of that order. Further, even if Inkit qualified as an interested party, our Office would not have jurisdiction to review the provisions of the task order and the Army’s issuance of that order to Carahsoft because, as noted above, the value of the order is $43,342 which is below our Office’s jurisdictional threshold to consider protests of task orders issued by defense agencies.
The protest is dismissed.
Edda Emmanuelli Perez
General Counsel
[1] The protest states that it is filed by “Inkit.com” but, in exhibits attached to the protest, the protester identifies itself as “Inkit Inc.” Protest, exh. A, Inkit Inc. Technology Whitepaper; Protest, exh. B, Inkit Inc. SBIR [Small Business Innovation Research] Award History.
[2] The page numbers referenced in this decision are the Adobe PDF page numbers in the documents submitted.
[3] Carahsoft is one of 28 contractors holding CHESS contracts. RFD at 2.
[4] The SBIR program was established under the Small Business Innovation Development Act of 1982 and is codified in section 98 of the Small Business Act. 15 U.S.C. § 638. The program is designed to increase the participation of small business concerns in federally funded research and development. Inkit asserts that it is an “active awardee” in the SBIR program and has completed “multiple . . . Phase I and Phase II awards.” Protest at 2.
[5] More specifically, the Army states that “Docusign is currently the only electronic signature solution that is both compatible with the common access card (CAC) enabled signatures and is authorized for use at DoD [Department of Defense] Impact Level 4.” RFD at 3. (The Army explains that “Impact Level 4 is the level of security and protection required for processing and handling Controlled Unclassified Information (CUI) or Non‑CUI, Mission Critical Information, and Non-National Security Systems.” RFD at 3 n.7.)
[6] The Army determined that Carahsoft was the only CHESS vendor able to provide the Docusign products; accordingly, the task order was issued based on a request for quotation sent directly to Carahsoft. RFD at 3.
[7] The Small Business Act requires the Small Business Administration (SBA) to issue policy directives for operation of the SBIR and the Small Business Technology Transfer (STTR) programs. 15 U.S.C. § 638(j). Pursuant to this authority, the SBA has promulgated the SBIR/STTR Program Policy Directive through notice and comment rulemaking. See 84 Fed. Reg. 12794-12849 (Apr. 2, 2019).
[8] The Directive states: “Phase III refers to work that derives from, extends, or completes an effort made under prior SBIR/STTR Funding Agreements, but is funded by sources other than the SBIR/STTR programs.” SBIR/STTR Policy Directive § 4(c).
[9] The SBIR Policy Directive does not contain a section 4(c)(8); we assume the protester intended to reference section 4(c)(7). In this regard, the SBIR Policy Directive provides that: “Agencies . . . that pursue R/R&D [research or research and development] or production of technology developed under the SBIR/STTR program shall issue Phase III awards relating to the technology . . . to the Awardee that developed the technology under an SBIR/STTR award, to the greatest extent practicable, consistent with an Agency’s mission and optimal small business participation.” SBIR/STTR Policy Directive § 4(c)(7).
[10] Inkit asserts that, because its protest alleges, among other things, that the agency was required to conduct the procurement as an SBIR phase III award rather than through issuance of an IDIQ task order, its protest should be considered “logically distinct” from a protest challenging the issuance of a task order. Resp. to RFD at 2-4 (citing LBM, Inc., B-290682, Sept. 18, 2002, 2002 CPD ¶ 157 at 2-4). Accordingly, Inkit asserts that the value of the task order does not form a basis for limiting our jurisdiction.
[11] Our Office also has jurisdiction to hear a protest challenging the issuance of a task order if the protester alleges that the order increases the scope, period, or maximum value of the IDIQ contract under which the order was issued. See 10 U.S.C. § 3406(f)(1). Here, Inkit has not asserted that the task order requirements exceed the scope of Carahsoft’s CHESS contract; accordingly, our decision does not address that matter.
[12] As noted above, in addition to asserting that the procurement should have been conducted under the SBIR program, Inkit complains that the terms of the task order reflected improper specification of a brand name product, inadequate market research, and an unlawful restriction of competition.