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The Takeaway

For contractors and subcontractors, a recent decision from the U.S. District Court for the Northern District of Illinois[i] underscores the importance of:

• meticulous compliance with contractual notice requirements and construction milestones
• careful documentation of project costs

Case Background

Black & Veatch Construction, Inc. (BVCI) served as the general contractor for the construction of a 60-turbine wind farm in Good Hope, Illinois. BVCI subcontracted the offloading and erection of the turbines to The Boldt Company (Boldt) for approximately $15.4 million, with the subcontract requiring that the work be completed by November 8, 2019.

From the outset, the project experienced delays. BVCI issued multiple notices of default to Boldt and reduced the scope of work from 40 turbines to 20. Boldt experienced further incidents while performing its work that caused damage to turbine parts. Boldt pointed to certain site conditions as reasons for its noncompliance. As a result, on September 23, 2019, BVCI ordered Boldt to halt construction, then terminated Boldt for cause on September 30, 2019.

Boldt sued BVCI for wrongful termination and breach of contract.

BVCI counterclaimed, alleging that Boldt breached the subcontract through delayed and unsafe performance.

The Court’s Summary Judgment Ruling

The district court granted summary judgment in favor of BVCI, finding that Boldt materially breached the subcontract by failing to meet critical milestones and safety obligations.

The court rejected Boldt’s arguments that project delays were caused by BVCI or General Electric (the turbine vendor for the project). It held that Boldt failed to act in accordance with the procedures prescribed by the subcontract’s strict notice and revision provisions for schedule relief in the event of a turbine vendor-caused delay.

The court also found that Boldt’s claims about various site conditions were barred by exculpatory clauses. It found that the exculpatory clauses were applicable because their purpose was to protect BVCI from liability in circumstances analogous to those in the case between BVCI and Boldt (where the subcontractor seeks to litigate the suitability of these conditions for the first time in court and after termination from the project).

The Jury’s Award of $1 in Damages

Although BVCI prevailed on the merits, the issue of damages was reserved for a jury.

At trial, BVCI sought $29.4 million in damages for the costs it allegedly incurred after terminating Boldt and completing the turbine erection work itself. The jury, however, awarded BVCI just $1 in nominal damages.

BVCI subsequently moved for a new trial, arguing that the verdict was against the manifest weight of the evidence. The court denied that motion and affirmed the award, finding that BVCI presented no evidence from which the jury could determine the fair and reasonable amount of damages with a reasonable degree of certainty.

In its ruling, the court identified two reasons why the jury could have found that BVCI failed to prove its claimed damages: (1) credibility issues with the company’s cost-coding, which undermined the testimony of BVCI’s project manager and retained damages expert, and (2) the magnitude of BVCI’s claimed damages and uncertainty regarding what portion resulted from Boldt’s breach versus what portion stemmed from BVCI’s own negligence in completing the contracted work.

The court noted that the project manager’s testimony established that BVCI had incurred significant cost-coding errors on the project. As a result, the number of corrections and the monetary volume seriously undercut the damages expert’s testimony, which was substantially based on BVCI’s cost-coding.

Additionally, the court highlighted that BVCI’s large increase in completion costs—more than double Boldt’s original subcontract price—was largely due to BVCI’s election to perform the subcontract work itself. The court reasoned that this was a further basis for significant uncertainty about BVCI’s damages claims, deeming that it was unreasonable to hold Boldt liable for BVCI’s “costs of learning” how to do the turbine work on the fly when BVCI could have simply waited for a more cost-effective subcontractor to do it. Furthermore, Boldt had presented a rebuttal expert who raised substantial questions about the reasonableness of BVCI’s claimed costs.

Accordingly, the court affirmed the jury’s verdict that BVCI had presented insufficient evidence for the jury to determine the fair and reasonable amount of BVCI’s damages.

(BVCI has filed a notice of appeal challenging the court’s order and the jury verdict.)

Conclusion

This case highlights two core principles in construction litigation:

• Courts will enforce strict notice requirements and performance obligations as written in the contract.
• A claimant must prove its damages with clarity and credibility or risk receiving only nominal recovery—even after prevailing on liability.

[i] The Boldt Company v. Black & Veatch Construction, Inc., 2023 U.S. Dist. LEXIS 55750, No. 1:19-cv-08383 (N.D. Ill. Mar. 30, 2025)