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REPORTED IN THE COURT OF SPECIAL APPEALS OF MARYLAND No. 2211 September Term, 2003 ________________________________

CITIROOF CORP. v. TECH CONTRACTING COMPANY, INC.

Hollander, Eyler, James R., Sharer, JJ. ________________________________ Opinion by Sharer, J.

Filed: October 29, 2004

In this dispute between a general contractor and a potential subcontractor, judgment was entered in favor of the former,

appellee Tech Contracting Company, Inc., ("Tech") against the latter, Citiroof Corporation, ("Citiroof") appellant. The

judgment, entered following a bench trial in the Circuit Court for Baltimore City, has prompted this appeal, in which Citiroof

presents for our review one question which, as slightly recast, is: Was the circuit court clearly erroneous in finding that Tech had proven the elements of detrimental reliance? We find no error, and shall affirm. Factual History In March 2000, Tech, a general contractor, in response to a request for bids, submitted a bid to Baltimore County for

construction of the Winfield Police Athletic League Center project ("the project"). assembling its As part of the process of calculating prices and bid, Tech solicited proposals from potential

subcontractors.

In that context, Tech received bids for the

roofing portion of the project, including a bid from appellant Citiroof, a contracting company that performs both general

contracting and subcontracting services. At the time, Paul Welch was Citiroof's project estimator. Welch received plans and partial specifications for two similar Baltimore County construction projects, one of which was the project. That information was supplied not by Tech, but by another general contractor who was also a potential bidder. Welch did not

have plans and specifications for the entire project, only the specifications for the roofing and a roof plan without dimensions. Based upon the information available to him, Welch, on March 16, 2000, faxed unsolicited bids to a number of general contractors, Citiroof's price for the work was $32,200, which,

including Tech.

as we shall discuss, was in error. Because the original bid day was postponed by Baltimore County, Tech did not immediately look closely at Citiroof's bid until the rescheduled bid day, March 21, 2000. On March 21, 2000, Tech received a second bid of $62,803 for the roofing subcontract work from Jottan, Inc. Richard Chapolini,1 Tech's president, testified that he realized, given the difference between the two prices, that "somebody has got to be right, and somebody has got to be wrong [sic]." While Chapolini recognized

that one of the bids was "grossly" wrong, he did not know then whether it was Citiroof's or Jottan's. Chapolini telephoned Welch and informed him that Citiroof's price was "rather low." The only factor affecting the price that

was discussed between Chapolini and Welch during that call was the wage scale. Square footage was not discussed. Until that time,

Welch was unaware that the project was subject to a Davis-Bacon

Throughout the transcript, record extract, and briefs, the spelling is "Chapellini." However, correspondence on Tech's letterhead in the record extract reflect the spelling of "Chapolini." We assume the latter to be correct.

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wage scale.2

When informed of this fact, Welch recalculated the

price to include the higher wage rates. He then faxed Citiroof's amended bid to Tech on March 21, 2000, increasing the price by $6,700. Chapolini then asked Welch if he "had everything included in the bid ... and [if he] was comfortable with it ... [because] if his price held up," Tech planned to use it in its bid to the owner. By "held up," Chapolini confirmed that he meant, if Citiroof was the lowest bidder, Tech would incorporate Citiroof's price into its bid. Welch testified that during this same conversation, he asked

Chapolini how Citiroof's revised bid stood in comparison to the other roof subcontract bids. Chapolini responded that Citiroof's When Tech's bid was submitted to

revised bid was "more in line."

the owner, it included the price quoted by Citiroof for the roofing phase of the project. Chapolini testified that, based upon Welch's assurance that he was "comfortable" with Citiroof's figures, Tech used Citiroof's price. The Means Construction Guide is a construction industry

publication that is used by contractors to estimate prices for construction projects. Witnesses for both parties testified to

The Davis-Bacon Act was enacted to protect employees of government contractors from substandard earnings and to preserve local wage standards. The dual purposes of the Davis-Bacon Act are to give local laborers and contractors a fair opportunity to participate in building programs when federal funds are involved, and to protect local wage standards by preventing contractors from basing their bids on wages lower than those prevailing in an area. 64 A M . J UR . 2 D Public Works and Contracts

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Maryland Law