AHA Mechanical Contractors, LLC v. Shelby County Board of Education

07/15/2026 IN THE COURT OF APPEALS OF TENNESSEE AT JACKSON April 21, 2026 Session AHA MECHANICAL CONTRACTORS, LLC v. SHELBY COUNTY BOARD OF EDUCATION Appeal from the Chancery Court for Shelby County No. CH-21-1403-1 Melanie Taylor Jefferson, Chancellor ___________________________________ No. W2025-01107-COA-R3-CV ___________________________________ This appeal requires us to determine whether the trial court erred in granting Appellee/Shelby County Board of Education’s motion for summary judgment on its breach of contract claim against Appellant/Contractor. Because disputes of material fact and ambiguities arising therefrom exist, the trial court’s grant of summary judgment is reversed. Tenn. R. App. P. 3 Appeal as of Right; Judgment of the Chancery Court Reversed and Remanded STEVEN W. MARONEY, J., delivered the opinion of the court, in which J. STEVEN STAFFORD, P.J., W.S., and CARMA DENNIS MCGEE, J., joined. Scott A. Frick, Memphis, Tennessee, for the appellant, AHA Mechanical Contractor, LLC. Jamie L. Morton, Memphis, Tennessee, for the appellee, Shelby County Board of Education. OPINION I. Background A. Contract Formation and Scope On or about February 11, 2020, Appellee Shelby County Board of Education (“SCBE”) published Invitation for Bid No. 03022020 (“IFB”) related to HVAC replacement at Riverview K-8 School (the “Riverview Project”). The IFB included the Scope of Work for the Riverview Project. In relevant part, Section 3.0 of the Scope of Work states: 3.0 SCOPE OF WORK The SCBE requests bids for Riverview K-8 HVAC Replacements. Replace existing cooling tower with new to match capacity, 500-ton, 1 440 GPM. Replacement shall include structural base, associated piping, and associated accessories such as by-pass valves. Concrete base shall be reviewed and verified to meet load & current code criteria. . . . Appellant AHA Mechanical Contractors (“Contractor”) submitted a bid on the Riverview Project, which bid SCBE accepted. The Riverview Project is governed by a Facilities Services Agreement signed by both parties (the “Contract”). The Contract bears the insignia of SCBE on its first page, and it appears undisputed in the record that the Contract was drafted by SCBE. The Contract incorporates, by reference, several documents related to the Riverview Project, including the IFB and the Scope of Work. Paragraph 37 of the Contract requires that, “Contractor will observe and comply with all applicable local, state, and federal laws, ordinances, and regulations . . . .” Paragraph 15 expressly permits SCBE to terminate the Contract for cause if, among other reasons, Contractor substantially violates any provision of the Contract. In such case, the Contract provides for liquidated damages and an award of SCBE’s reasonable attorneys’ fees, costs, and expenses arising from such termination of the Contract. B. Communications Regarding the Concrete Base The instant appeal arises from the parties’ dispute concerning the Scope of Work language, “Concrete base shall be reviewed and verified to meet load & current code criteria.” The SCBE asserts that this language requires Contractor to obtain a review and verification from a structural engineer. As discussed further below, the Contract does not define the term “load,” nor does it specify which “current code criteria” are applicable. After executing their Contract, the parties engaged in communication, via letters, emails, and in-person discussions, concerning the requirements regarding the concrete base. From our review, at the time the parties entered their Contract, the only existing “concrete base” was the original base on which the old HVAC was constructed, which remained after that system was dismantled so that the new HVAC system could be installed by Contractor. As discussed below, Contractor subsequently made modifications to the existing concrete base. -2-  After SCBE notified Contractor that it would require an engineer’s verification that the concrete base was “load” and “code” compliant, Contractor requested that its engineer, Mr. Marshall Davis, provide same. However, on October 20, 2020, Mr. Davis declined to write an engineer’s letter that would address the concrete base for the cooling tower, stating: We have some concerns with how the slab was done. We do not feel comfortable writing a letter with the current as-built condition. The main concern is the overturning of the cooling tower during a high wind or seismic event. For us to write a letter we would require additional modification; however, another engineer may be willing to write a letter for the as-built condition. Nonetheless, on October 29, 2020, Mr. Davis prepared a letter for Contractor, stating, “The as-built condition meets the overall design intent.” The parties dispute whether Mr. Davis’ “as-built condition” statement satisfies the “[c]oncrete base shall be reviewed and verified to meet load & current code criteria” requirement of the Contract. SCBE argues, and the trial court found, that, although Mr. Davis’ October 29, 2020 letter states that the “as-built condition meets the overall design intent,” it does not address the concrete base or state whether the concrete base was ever reviewed and verified to meet load and current code criteria before any modifications were made to it. SCBE sent at least three letters to Contractor requesting that Contractor comply with its alleged contractual obligation to provide an engineer’s verification that the concrete base would meet all load and code criteria. Although Contractor responded to these demands, none of the responses contained an engineer’s opinion. C. Notices of Default and Termination of the Contract On January 15, 2021, SCBE sent a letter terminating the Contract. The January 15th letter stated, in relevant part: Contractor is in default of its obligations under the Construction Contract for failure to perform the Work in accordance with the Contract Documents, including without limitation Contractor’s failure to provide verification that the concrete base will meet load and current code criteria as required by the Scope of Work set forth in [the IFB]. Further, as expressly stated in the letter dated July 8, 2020, the engineer engaged by Contractor to review the cooling tower support frame based his opinion of the frame’s sufficiency upon the assumption that “[t]he new cooling tower support frame will be installed on a new concrete foundation designed by others at the existing cooling tower location.” Owner obtained an approved structural design for the new concrete cooling tower at no cost to Contractor. Nonetheless, Contractor has not -3-  agreed to install a new concrete foundation that can be confirmed and verified by a licensed professional to meet load and code criteria as required by the IFB and has failed to perform the Work in accordance with the Contract Documents. In response to SCBE’s letter terminating the Contract, Contractor’s attorney sent a letter to SCBE on January 28, 2021, stating, in relevant part: [SCBE] does not have either a factual or legal basis for terminating the [Contract] . . . . All work performed by [Contractor] on the [Riverview] Project was performed in full compliance with the specifications included in the [IFB]. The current dispute is directly attributable to the lack of proper specifications developed by [SCBE] for what it apparently intended for this Project. In addition, various field modifications to the installation that were not contained in the specifications were installed as a direct result of requests made by [SCBE] representatives who are managing the Project on behalf of [SCBE]. [SCBE] has made demands upon my client for various certifications by an engineer as a direct result of the failure of [SCBE] to provide specifications in the [IFB] that it has deemed necessary subsequent to the execution of the [Contract]. At all times pertinent material hereto, [Contractor] has endeavored to meet the demands of [SCBE] despite the fact that those demands fall outside of the scope of work contained in the [Contract] and the specifications for the Project. Following termination of the Contract, the Riverview Project was completed by Victor Hall Construction, LLC. Substantial completion of the Riverview Project occurred on August 31, 2021, and final completion did not occur until at least September 2021. D. Post-Termination Litigation On October 8, 2021, Contractor filed suit against SCBE, claiming it unlawfully terminated the Contract. On December 10, 2021, SCBE filed an answer and a counterclaim against Contractor, seeking to recover $61,540.00 in temporary cooling expenses resulting from Contractor’s alleged breach of the Contract, plus reasonable attorneys’ fees recoverable thereunder. On February 9, 2024, SCBE filed a motion for summary judgment as to the Contractor’s claim and its counterclaim for breach of contract. Contractor opposed the motion, which was heard on May 13, 2024. On May 28, 2024, the trial court entered its initial order granting SCBE’s motion for summary judgment. On June 26, 2024, Contractor filed a motion to alter or amend the May 28th order. In its motion, Contractor argued, inter alia, that SCBE had not submitted sufficient proof to establish the reasonableness of its attorneys’ fees. Following a hearing -4- on September 11, 2024, the trial court entered an order on December 10, 2024, requiring SCBE to provide a statement of the work performed and one or two declarations from local attorneys supporting the reasonableness of the attorney’s fees. Otherwise, Contractor’s motion was denied. SCBE provided the statement of work performed and the declarations as ordered by the trial court. Contractor then moved for hearing on the question of attorney’s fees. The trial court granted the motion for hearing, and both parties filed supplemental memoranda regarding SCBE’s attorney’s fee award. On June 27, 2025, the trial court entered an Amended Order Granting the School Board’s Motion for Partial Summary Judgment and Final Judgment. Therein, the trial court reduced the hourly rate provided by SCBE’s attorneys, stating: While the Court finds that the rate of $400.00 per hour is reasonable for the legal work performed . . . the Court is concerned about compensating [SCBE] twice for the same work. Consequently, the court is awarding attorney’s fees to [SCBE] at the rate of $310.00 per hour, reduced by the rate of $90.00 per hour to account for the attorneys’ salaries paid by [SCBE]. Accordingly, the Court awards [SCBE] attorney’s fees in the amount of $52,421.00 which is comprised of 169.1 hours of legal work at $310.00 per hour. Contractor filed a timely notice of appeal. II. Issues Contractor raises the following issues for review as stated in its brief: 1. Whether the Trial Court erred in granting summary judgment in favor of Shelby County Board of Education. 2. Whether the Trial Court erred in granting summary judgment in favor of Shelby County Board of Education on its claim for attorney’s fees, and whether the amount of attorney’s fees awarded was an abuse of discretion by the Trial Court. In the posture of Appellee, SCBE raises the following additional issues for review as stated in its brief: 1. Whether the chancery court erred in amending its Order Granting Summary Judgment in favor of the School Board to reduce the hourly rate by which the contractual attorney fee award was calculated to account for the salaries paid by the School Board to its in-house attorneys; and 2. Whether this Court should award appellate attorneys’ fees to the School Board based upon the terms of the Riverview Contract and remand this -5-  matter to the chancery court for determination of the appropriate amount of appellate attorneys’ fees to be awarded to the School Board. III. Standard of Review The grant or denial of a motion for summary judgment is a matter of law, which we review de novo with no presumption of correctness. See Rye v. Women’s Care Ctr. of Memphis, MPLLC, 477 S.W.3d 235, 250 (Tenn. 2015); Dick Broad. Co. of Tenn. v. Oak Ridge FM, Inc., 395 S.W.3d 653, 671 (Tenn. 2013) (citing Kinsler v. Berkline, LLC, 320 S.W.3d 796, 799 (Tenn. 2010)). As such, this Court must “make a fresh determination of whether the requirements of Rule 56 of the Tennessee Rules of Civil Procedure have been satisfied.” Rye, 477 S.W.3d at 250. As the Tennessee Supreme Court has explained concerning the requirements for a movant to prevail on a motion for summary judgment pursuant to Tennessee Rule of Civil Procedure 56: [W]hen the moving party does not bear the burden of proof at trial, the moving party may satisfy its burden of production either (1) by affirmatively negating an essential element of the nonmoving party’s claim or (2) by demonstrating that the nonmoving party’s evidence at the summary judgment stage is insufficient to establish the nonmoving party’s claim or defense. We reiterate that a moving party seeking summary judgment by attacking the nonmoving party’s evidence must do more than make a conclusory assertion that summary judgment is appropriate on this basis. Rather, Tennessee Rule 56.03 requires the moving party to support its motion with “a separate concise statement of material facts as to which the moving party contends there is no genuine issue for trial.” Tenn. R. Civ. P. 56.03. “Each fact is to be set forth in a separate, numbered paragraph and supported by a specific citation to the record.” Id. When such a motion is made, any party opposing summary judgment must file a response to each fact set forth by the movant in the manner provided in Tennessee Rule 56.03. “[W]hen a motion for summary judgment is made [and] . . . supported as provided in [Tennessee Rule 56],” to survive summary judgment, the nonmoving party “may not rest upon the mere allegations or denials of [its] pleading,” but must respond, and by affidavits or one of the other means provided in Tennessee Rule 56, “set forth specific facts” at the summary judgment stage “showing that there is a genuine issue for trial.” Tenn. R. Civ. P. 56.06. The nonmoving party “must do more than simply show that there is some metaphysical doubt as to the material facts.” Matsushita Elec. Indus. Co. [v. Zenith Radio Corp.], 475 U.S. [574,] 586, 106 S. Ct. 1348 [(1986)]. The nonmoving party must demonstrate the existence of specific facts in the record which could lead a rational trier of fact to find in favor of the nonmoving party. . . . [A]fter adequate time for discovery has been provided, summary judgment should be granted if the nonmoving party’s evidence at the summary judgment stage -6-  is insufficient to establish the existence of a genuine issue of material fact for trial. Tenn. R. Civ. P. 56.04, 56.06. The focus is on the evidence the nonmoving party comes forward with at the summary judgment stage, not on hypothetical evidence that theoretically could be adduced, despite the passage of discovery deadlines, at a future trial. Rye, 477 S.W.3d at 264-65. To the extent that we are required to review the trial court’s interpretation of the parties’ Contract, the Tennessee Supreme Court has instructed that the “cardinal rule [in interpreting contracts] . . . is to ascertain the intention of the parties and to give effect to that intention, consistent with legal principles.” Frizzell Constr. Co. v. Gatlinburg, LLC, 9 S.W.3d 79, 86 (Tenn. 1999) (quoting Bob Pearsall Motors, Inc. v. Regal Chrysler- Plymouth, Inc., 521 S.W.2d 578, 580 (Tenn. 1975)). “A determination of the intention of the parties ‘is generally treated as a question of law because the words of the contract are definite and undisputed, and in deciding the legal effect of the words, there is no genuine factual issue left for a jury to decide.’” Kafozi v. Windward Cove, LLC, 184 S.W.3d 693, 698 (Tenn. Ct. App. 2005) (quoting Planters Gin Co. v. Fed. Compress & Warehouse Co., 78 S.W.3d 885, 890 (Tenn. 2002)). Therefore, issues of contract interpretation are reviewed de novo. See Dick Broad. Co., 395 S.W.3d at 659. IV. Analysis To determine whether summary judgment was proper, we must decide whether the disputed contractual language is ambiguous, and, if so, whether any ambiguity can be resolved as a matter of law. However, we first note the submission of extensive parol evidence by both parties in their respective statements of undisputed material facts. A. Parol Evidence Submitted by the Parties As noted above, the parties’ dispute arises from the following language as set out in the Scope of Work section of their Contract, i.e., “Concrete base shall be reviewed and verified to meet load & current code criteria.” SCBE asserts that Contractor breached this requirement insofar as it did not tender an engineer’s report verifying that the concrete base for the HVAC unit met “load & current code criteria.” 1. SCBE’s Statement of Undisputed Material Facts In support of its motion for summary judgment, SCBE filed a statement of undisputed material facts (and supporting Exhibits, discussed infra).1 In relevant part, 1 Unless otherwise indicated, all grammar and emphases are reproduced as they appeared in the -7- SCBE’s statement of undisputed material facts provided: 10. On June 29, 2020, [SCBE] sent an email to Contractor requesting “Engineers letter regarding the cooling tower foundation” [. . . Exhibit C]. 11. On July 8, 2020, Contractor provided to [SCBE] a letter (“First Engineer Letter”) signed by Marshall F. Davis of engineering firm Davis Patrikios Criswell. [. . . Exhibit D]. 12. The First Engineer Letter stated that the engineering firm was asked to review the cooling tower support frame to determine if the frame capacity was sufficient for support of the new cooling tower. [Id.] *** 14. On October 8, 2020, [SCBE] notified Contractor that Contractor had not complied with its contractual obligation to provide verification that the concrete base would meet load and current code criteria (“First Notice of Default”) [. . . Exhibit E]. 15. Also on October 8, 2020, [SCBE] notified Contractor in an email that it required Contractor’s strict compliance with that provision, expressly stating that, if Contractor intended to install the new cooling tower on the existing concrete base, [SCBE] “is requiring that the concrete base be reviewed and verified to ensure that it meets load & current code criteria.” [. . . Exhibit F] (emphasis in original). *** 19. Ten days later, Contractor submitted an engineering letter dated October 29, 2020 that made no mention that the existing concrete base for the cooling tower had been reviewed and verified to meet load and current code criteria (“Second Engineer Letter”) [. . . Exhibit J]. 20. Meanwhile, by mid-October 2020, Contractor had filled the concrete base with crushed concrete and water, compacted the concrete/water mixture, drilled holes to remove the water, and added steel frames [. . . Exhibit K]. 21. Contractor’s engineer Mr. Davis declined to write an engineer letter that would address the concrete base for the cooling tower, stating: “We have some concerns with how the slab was done. We do not feel comfortable writing a letter with the current as-built condition. The main concern is the overturning of the cooling tower during a high wind or seismic event. For us to write a letter we would require additional modification; however, another engineer may be willing to write a letter for the as-built condition.” [Exhibit original submissions of the parties. -8-  K . . .]. 22. Following a telephone consultation with . . . Contractor on November 9, 2020, on November 11, 2020[, SCBE] sent a letter . . . requesting that Contractor provide an engineer letter verifying that the concrete base would meet all load and code criteria (“Third Notice of Default”) [. . . Exhibit L]. 23. A week later Contractor sent [SCBE] a letter dated November 19, 2020[,] purporting to include an “Engineer’s Response” to issues raised by [SCBE], but Contractor’s letter does not identify the name of the engineer [. . . Exhibit M]. 24. At the time Contractor submitted the November 19, 2020 letter to [SCBE], Contractor’s engineer had already informed Contractor that it could not write an engineer letter that the concrete foundation would meet load and current code criteria. [Exhibit K . . . Exhibit M]. 25. On January 6, 2021, [SCBE] sent Contractor a Final Demand to Cure Default wherein [SCBE] demanded “that Contractor state in writing whether it intends to comply with its obligations by performing the Work as described in [SCBE’s] December 10th letter and providing the required verifications by a licensed professional.” (“Final Demand”) [. . . Exhibit N]. 26. The Final Demand required that the Contractor supply the requested statement of intent to [SCBE] on or before 5:00 p.m. on Friday, January 8, 2021. [Id.] 27. Contractor could not obtain an engineer letter from Mr. Davis verifying that the concrete base would meet all load and code criteria to be able to supply it to [SCBE]. [January 12, 2021 email between Contractor and Mr. Davis . . . Exhibit O]. 28. On January 15, 2021, [SCBE] issued a Letter of Termination of Riverview Contract . . . (“Notice of Termination”) [. . . Exhibit P]. SCBE’s statement of undisputed material facts references Exhibits C, D, E, F, J, K, L, M, N, O, P, and these Exhibits were made attachments to SCBE’s statement of undisputed material facts. In relevant part, the Exhibits included:  Exhibit C—this June 29, 2020 email, sent from SCBE to Contractor requests the following: “Please provide the following as soon as they are available for the Riverview K8 Cooling Tower Replacement: . . . Engineers Letter regarding the cooling tower foundation.”  Exhibit D—this July 8, 2020 letter from Contractor’s engineer, Mr. Davis, i.e., “First Engineer Letter,” provides: DPC, Inc. [i.e., Davis, Patrikios, Criswell engineers, Mr. Davis’ firm] was asked to review the cooling tower support frame provided by the equipment manufacturer . . . to -9-  determine the frame capacity is sufficient for support of the new cooling tower. The new cooling tower support frame will be installed on a new concrete foundation designed by others at the existing cooling tower location. . . .  Exhibit E—October 2020 letter from SCBE to Contractor, i.e. “First Notice of Default,” stating: In the letter dated July 8, 2020, Marshall F. Davis states that DPC Inc., . . . was requested to review the cooling tower support frame provided by the equipment manufacturer to determine if the frame capacity is sufficient for support for the new cooling tower. The letter states, “The new cooling tower support frame will be installed on a new concrete foundation designed by others at the existing cooling tower location” [emphasis in original] . . . . The new concrete foundation design from a licensed structural engineer has not been received for review, comment, and/or approval. . . . Before any work will be able to progress, AHA Mechanical will complete the following: 1. Provide a report from a licensed structural engineer stating that the existing concrete base/foundation will meet the load criteria of the new cooling tower and associated structural supports . . . . This report from a licensed structural engineer may also include recommendations or details for modifications to the existing concrete base/foundation to accept and support the new structural supports. 2. Provide a detail from a licensed structural engineer for the new concrete foundation to comply with the July 8, 2020 letter from DPC Engineers that will support the new cooling tower support frame as well as current adopted code criteria that includes, but is not limited to, seismic and wind load criteria. This request will be waived if Item #1 has been executed. 3. Provide documentation, i.e, compaction tests, from a licensed geotechnical testing agency that demonstrates that the loose fill that is currently in place at the existing concrete base meets the compaction requirements for the new concrete slab. The existing concrete base foundation must be prepped for new concrete slab installation per standard construction practices. This includes the removal of any debris such as redundant metals that include the existing steel angles and existing steel supports. Concrete slabs greater than 4” shall be steel - 10 -  reinforced. Unless directed by a licensed structural engineer, the steel reinforcement must tie into the existing concrete base walls by steel reinforcing dowels epoxied into the existing base walls at depths determined by a structural engineer or separated by an expansion material around the perimeter. It is highly recommended to engage a licensed structural engineer regarding this matter to obtain proper direction.  Exhibit F—this October 8, 2020 email from Mr. Floyd Gene Sides, Jr., the Director of Construction for SCBE, to Contractor provides, in part: From the discussions today and the scheduled concrete pour statement in your email response below, would it be incorrect in stating that AHA Mechanical is installing the new cooling tower and new steel support frame on the existing concrete base? If so, it should be noted and brought to your attention that this installation is not in compliance with your engineer’s letter regarding installation. The letter from your engineer states that the new cooling tower support frame will be installed on a new concrete foundation designed by others [emphasis in original]. Who is AHA Mechanical having design this new concrete foundation? Have the details been provided to [SCBE] for review, comment, and approval? This is the reason for the allowance request for the engineering fee of $5,000,00 in the solicitation. If AHA Mechanical is intending to use the existing concrete base, [SCBE] is requiring that the concrete base be reviewed and verified to ensure that it meets load & current code criteria [emphasis in original]. To assist in clarifying what the district means by this request, the following information is being provided: The “load” is defined as the weight of the new cooling tower, new structural steel frame supports, and any other new components associated with the installation including the anchor bolt attachments. The “current code criteria” is in regards to the existing concrete base meeting current codes. As you may be aware, Shelby County Code Enforcement requires that all new HVAC equipment installations must meet the current adopted building code. In addition to this, any existing appurtenances that the new equipment is being attached or installed upon must be brought up to current code as well or confirmed that the existing appurtenances meet the current - 11 -  code [emphasis in original]. This includes Section 1601 “Seismic” of the International Building Code since Memphis is classified as being in a Zone D seismic zone which in simpler terms means very active. As part of best construction practices, most firms or companies would engage a licensed structural engineer to make this confirmation on their behalf with any recommendations or improvements due to the significant liability. This significant liability includes accountability of the company installing the new cooling tower will be held liable for any failure or compromise to the existing concrete base due its inability to support the load of the new cooling tower, new structural steel support frame, and associated attachments. This will also include liability due to failure of the existing concrete base during a seismic or severe wind event since modifications were not implemented to the foundation prior to the installation of the new equipment. From our experience and relationship with Shelby County Code Enforcement, Shelby County Code Enforcement will only accept or consider valid the written confirmations from state licensed architects or engineers. With all that stated, please provide the documentation showing that the existing concrete base has been confirmed that it meets the current adopted codes and will support the weight and load of the new cooling tower, the new structural steel support frame, and provide adequate opportunity for the anchor bolt attachments as required in the letter from your engineer. This documentation does not have to be from a structural engineer but shall include language that states AHA Mechanical Contractors will take full and complete responsibility and liability in regards to the existing concrete base and its ability to meet the load criteria of the new installation as well as meets the current adopted building code requirements for such installation.  Exhibit J—this October 29, 2020 letter from Mr. Davis. i.e., “Second Engineer Letter,” restates verbatim the information from his July 8, 2020 letter set out above, with the exception of the following language, which is omitted from the October 29 letter: “DPC, Inc. has reviewed the frame for the structural support of the tower and the frame is sufficient.” Rather, the October 29th letter states: DPC has required additional attachment points of the frame to the new foundation, designed by others, to prevent overturning - 12 -  of the cooling tower. The additional required attachments are as follows: • 4” x 6” x 3/8” x l’-0” clip angles long leg vertical at 4 locations w/ (2) 5/8” dia. Titen HD’s or equal with 4” min. embedment into the existing conc. wall. The angles can be welded to the beam bottom flange or bolted. If bolting use (2) ¾” bolts and provide long slotted holes in the clip angles. Clip angles shall be finished same as the steel frame; • Weld the exterior bottom beam flange to the column cap plates, all locations 4” x 3/16” min. fillet weld; • All welds shall be painted with a cold galvanizing paint or equal. DPC, Inc. has reviewed photos of the as-built condition with the additional required attachments. The as-built condition meets the overall design intent.  Exhibit K—October 19 and 20, 2020 emails between Latisha Rhodes, “Estimator” for Contractor, and Mr. Davis: [From Ms. Rhodes to Mr. Davis, October 19 at 9:35 a.m.— “We did use the existing base and filled with crushed concrete, it was then filled with water and then compacted, then drilled se[e]p holes in the walls to remove the water and added 4” steel columns schedule 80 and added 4000 psi concrete with fiber and steel added, in which the steel frame will be set on with 8” anchors for steel frame support.” [From Mr. Davis to Ms. Rhodes, October 19 at 12:59 p.m.]— “Please provide the following: • You added steel columns, what do they attach to/bear on? Just to confirm you did not reuse the existing steel columns? • Was the reinforcing used in the slab wire mesh [or] welded wire fabric? • How thick is the slab? • How much concrete is over the column cap plates? • What are the 8”0 steel anchors? How many? Where are they located?” [From Ms. Rhodes to Mr. Davis, October 20 at 8:50 a.m.]— “Are you going to be going to Riverview . . . today to look at foundation? Asking so I can have my guy meet you there. The anchor bolts will not be in until Wednesday.” [From Mr. Davis to Ms. Rhodes October 20 at 3:16 p.m.]— “We have reviewed the previously provided information for the Riverview K8 school from emails and taken the information into consideration from the phone call on 10-20-20. We have some concerns with how the slab was done. We do not feel comfortable writing a letter with the current as-built condition. The main concern is the overturning of the cooling tower during a high wind or seismic event. For us to write a letter we would require additional modification; however, another engineer may be willing to write a letter for the as-built - 13 -  condition.”  Exhibit L—this November 11, 2020 letter from Mr. Sides to Contractor states: From the consultation meeting held Monday November 9, 2020 at 1:00 p.m., [SCBE] has agreed to provide additional and more specific details regarding the clarifications of the current work in progress at Riverview K-8 School. . . . The intent of these requests is to ensure [SCBE] will obtain a final product that is completed effectively and efficiently with standard construction practices to meet current applicable codes that will result in a finished product with minimal to zero long-term issues specifically related to the existing cooling tower foundation and its modifications. The following specific confirmations are being requested in written format: 1. Confirmation from a structural engineer that the existing concrete base in its original condition prior to the current modifications and without its current modifications will meet the load of the new cooling tower and structural support frame and comply with any applicable codes. This was the original requirement of the solicitation. 2. Confirmation and approval from the Contractor’s structural engineer that the existing modifications completed by the Contractor to the existing concrete base meet the criteria of the letters from the structural engineer, Davis Patrikios Criswell, dated July 8, 2020 and October 29, 2020. The specific confirmations include: A. Confirmation from their structural engineer that the new composite fill installed by the Contractor in the existing concrete base meets applicable codes in regards to type, compaction, and moisture content specific to this installation as this is a modification to the existing concrete base. Fill type can be determined by a lift ticket from the fill supplier. [] B. Confirmation from their structural engineer that the new composite fill installed by the Contractor will support the new concrete slab as installed as this is considered a modification to the existing concrete base. C. Confirmation and approval from their structural engineer that the thickness of the new concrete slab installed by the - 14 - Contractor meets the requirement in the engineer’s letter dated July 8, 2020 for the required eight-inch (8”) minimum embedment of the anchor bolts. Standard construction practices require a ten (10”) inch to twelve (12”) thick slab to acquire an eight-inch (8”) embedment. D. Confirmation from their structural engineer that the new concrete slab installed by the Contractor does not require steel reinforcement for the condition that it is currently installed specific to applicable codes for this installation. See International Mechanical Code Section 908.4 E. Confirmation from their structural engineer that the new concrete slab installation is not required to be tied into the existing concrete base as this is a modification to the existing concrete base. See international Mechanical Code Section 908.4 [] F. If tie-ins to the existing concrete base are not required, confirmation from their structural engineer that expansion material is not required for movement between two (2) separate structural components specific to the new concrete slab and the existing concrete base wall as this is a modification and impact to the existing concrete base. See international Mechanical Code Section 908.4 [] G. Confirmation and approval from their structural engineer that the new concrete slab as installed without control joints by the Contractor will perform and not crack with the existing metal grate support steel angles and existing structural beam that are encased within the new concrete slab as this is considered a modification to the existing concrete base. [] H. Confirmation and approval from their structural engineer that the new steel post and metal plates installed by the Contractor in the fill of the existing concrete base meet the applicable codes in regards to seismic (lateral load) and wind uplift as this is considered a modification to the existing concrete base. This is specifically in reference to the anchoring method, if implemented, of the steel posts to the existing concrete base under the unknown fill type. See International Mechanical Code Section 908.4 [] I. Confirmation from their structural engineer that the existing reinforced concrete base slab will be able to support the current foundation modificatio