1. “Whether, when the United States responds to a prime contractor’s acknowledged inability to pay an identified subcontractor by replacing the ordinary payment mechanism with a restricted arrangement that dedicates contract proceeds to that debt, the scope of the Government’s undertaking is determined from the integrated payment arrangement and the circumstances of its creation and performance, or from a single implementing communication read in isolation.”
2. “Whether federal common law governing third- party beneficiaries of contracts with the United States recognizes the creditor-beneficiary rule embodied in Restatement (Second) of Contracts § 302(1)(a)—where performance of the Government’s promise satisfies the promisee’s monetary obligation to an identified beneficiary—as an independent basis for intended-beneficiary status, or instead requires the beneficiary also to establish the distinct manifested-intent showing described in § 302(1)(b).”
3. “Whether, on cross-motions confined by court order to liability, a court may grant summary judgment against a beneficiary for failing to prove unpaid invoices beyond those the Government paid—where the Government, as movant, offered no evidence that later invoices were not submitted and the government records reference the same invoices claimed missing, and the government’s own cure notice identified them.”
