New England Insulation Company v. General Dynamics Corporation

522 N.E.2d 997 (1988)

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Nature of the Case

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Facts

D invited P to submit bids for the insulation of spherical tanks to hold liquefied natural gas at sub-zero temperatures and for insulation of the holds of marine tanker vessels which would contain the spheres. In its solicitations, D made representations that submissions would be retained in a locked file and would only be opened after the bid closing dates. P made its bids relying on these representations. Prior to closing, officers of D made available to Frigitemp Corporation (Frigitemp) the bids submitted by P. P sued for breach of an implied contract and misrepresentation. P claimed that D knew or should have known that its officers were engaged in a 'kickback' scheme with officers of Frigitemp so that Frigitemp would and did obtain the contracts. P also claimed that D authorized or permitted additional bids to be solicited from P at a time when it knew or should have known that the contracts in question had been or would be awarded to Frigitemp without consideration of the price or the qualifications of the bidders. P claimed that D intended to induce P to participate in a sham bidding procedure under which P had no reasonable prospect of being awarded any contracts. P sued for damages and lost profits. The court dismissed under 12(b)(6). P appealed.