F.H. PASCHEN, S.N. NIELSEN & ASSOCIATES, LLC v. B & B SITE DEVELOPMENT, INC., 311 So.3d 39

F.H. Paschen (GC) was prime contractor on a USPS parking-lot project; B&B Site Development (Sub) executed a subcontract to perform demolition and paving for the Okeechobee post office.
Bid documents and pre-bid materials used varying terms ("pavement," "concrete pavement," "PCC"), but the written subcontract repeatedly specified removal of "existing concrete pavement" and included a merger clause requiring subcontractor verification of site conditions.
The Sub inspected the site, measured ~9,000 sq. yd. of concrete, and bid a lump sum; the GC mistakenly believed the entire lot was concrete and so bid the job to USPS on that assumption.
An eastern driveway (Phase B5) was asphalt; conflict arose when the GC insisted the Sub remove and replace the asphalt as within the subcontract scope; the Sub provided a change-order price ($33,386.80), then performed the work under protest when no agreement was reached.
The Sub sued for breach of contract, quantum meruit, and unjust enrichment; the trial court granted summary judgment to the Sub on all counts and entered judgment for $33,386.80; on appeal the Fourth DCA affirmed liability on implied-contract claims, reversed on breach, and remanded on damages.

Issue	Plaintiff's Argument (Sub)	Defendant's Argument (GC)	Held
Whether removal/replacement of asphalt B5 was within the subcontract scope	Sub contended work was covered by subcontract headings and project drawings	GC argued bidding documents and drawings (and its bid to USPS) show entire lot (including asphalt) was included	Court held subcontract unambiguous: scope limited to removal of concrete (asphalt not included)
Whether disputes/architect clause binds parties to owner/architect interpretation	Sub: architect cannot be used to rewrite explicit contract language	GC: disputes clause makes owner's/architect's decision final on plans/specs	Court held clause cannot rewrite clear subcontract; architect's decision was manifestly arbitrary/gross mistake and not binding
Whether GC breached the subcontract by refusing to pay for B5 work	Sub: GC breached by accepting work and refusing payment	GC: no breach—no written change order, GC never approved or agreed to price, contract required written order for extras	Court reversed summary judgment on breach—record did not show a contractual breach by GC
Whether implied-contract remedies apply (quantum meruit / unjust enrichment)	Sub: performed extra work at GC's request/acceptance; GC was unjustly enriched	GC: existence of express subcontract precludes implied remedies	Court affirmed liability on quantum meruit and unjust enrichment—extras doctrine (DeLotto) applies because subcontract did not cover the asphalt; but damages not resolved and remanded

Talbott v. First Bank Fla., FSB, 59 So. 3d 243 (Fla. 4th DCA 2011) (clear, unambiguous contract language controls interpretation)
James A. Cummings, Inc. v. Young, 589 So. 2d 950 (Fla. 3d DCA 1991) (architect’s interpretation binding absent fraud, bad faith, or gross mistake)
Duval Cnty. v. Charleston Eng’g & Contracting Co., 134 So. 509 (Fla. 1931) (court will not allow arbitrary decision by architect/engineer to be conclusive)
DeLotto v. Fennell, 56 So. 2d 518 (Fla. 1951) (extras requested/performed in construction imply obligation to pay reasonable costs)
Commerce P’ship 8098 Ltd. P’ship v. Equity Contracting Co., Inc., 695 So. 2d 383 (Fla. 4th DCA 1997) (quantum meruit defined as contract implied in fact; examine conduct to infer tacit promise)
W.R. Townsend Contracting, Inc. v. Jensen Civil Constr., Inc., 728 So. 2d 297 (Fla. 1st DCA 1999) (elements of quantum meruit; benefit conferred and expectation of payment)
W&J Constr. Corp. v. Fanning/Howey Assocs., 741 So. 2d 582 (Fla. 5th DCA 1999) (change-order provisions and when failure to issue change order may create factual dispute)
Dean v. Blank, 267 So. 2d 670 (Fla. 4th DCA 1972) (measure of quantum meruit damages: reasonable value of labor and market value of materials)