Use the IRAC Method to breifly identify the Issue, the Legal Rule (Legal Test), the Facts Applied to the Test (Analysis), and the Conclusion/ Holding of the following case:

McNatt V. Vestal

Court of Appeals of Tennessee,_____ S.W.Sd , 2016 WL 659847 (2016).

Background and Facts Cecil McNatt contracted with Jane Vestal to build Henderson Villa, an assisted living facility, in Henderson, Tennessee, for $1.4 million. Three days later, McNatt formed a joint venture with M. S. Burton Construction Company to build two assisted living facilities, including Henderson Villa. Burton was licensed under the state's Contractors Licensing Act. McNatt was not. During the construction of Henderson Villa, McNatt remained onsite, selecting, supervising, and paying the subcontractors.

Following completion of the project. Vestal refused to pay the balance owed on the contract. McNatt filed a suit in a Tennessee state court against Vestal to collect. She filed a counterclaim, alleging breach of contract for his lack of a contractor's license. The court dismissed her claim and awarded him $96,280.11 in damages. Vestal appealed.

In the Language of the Court

Kenny ARMSTRONG, j. [Judge]

* * * *

Under Tennessee Code Annotated Section 62-6-103(a), it is unlawful for any person, firm or corporation to engage in, or offer to engage in, contracting * * * unless the person, firm or corporation has been duly licensed under this part. Contracting is defined as when any person or entity * * * offers to construct * * * or in any manner assume charge of the construction * * * for any building * * * for which the total cost is twenty-five thousand dollars ($25,000) or more. Any contractor * * * who is in violation of this part * * * shall not be permitted to recover any damages in any court other than actual

documented expenses that can be shown by clear and convincing proof.

* * * *

The contract between McNatt and Vestal required payment in excess of $25,000. * * * Merely offering to construct the assisted living facility constitutes contracting work, and the duties that McNatt performed under the contract fall within the definition of contracting work as well. Here, McNatt was not licensed at the time he made his offer to Vestal or at any time during the construction project. [Emphasis added.]

* * Tennessee Code Annotated Section 62-6-115 allows that entities engaged in a partnership may perform contracting work as long as one of the partners holds a contracting license.

* * It is undisputed that McNatt and Burton Construction executed their agreement after McNatt executed his agreement with Vestal. * * * Because McNatt began performing contracting services before associating with Burton Construction, the subsequent association with Burton Construction does not cure his unlicensed contracting activity. We, therefore, conclude that the trial court erred in finding that McNatt did not violate the Contractors Licensing Act.

At trial, [McNan] presented an itemized list of costs [that] included architect fees, appraisal fees, interest paid on construction loans, application fees for licensure, charter fees, attorneys fees, insurance costs, payments to engineers, the costs of blueprints, gasoline, and an administrative fee. Upon review of the record, we conclude that the majority of these costs are supported by clear and convincing evidence. However, we conclude that the awards for [the] administrative duties and the costs of gas are not supported by clear and convincing evidence.

* * * *

* * In subtracting these costs from the total costs presented at trial, we conclude that there is clear and convincing evidence to support an award of only $72,952.03.

Decision and Remedy A state intermediate appeilate court reversed the iower court's finding that McNatt had not violated the state Contractors Licensing Act and reduced the amount of his award. The appellate court affirmed the judgment as modified and remanded the case for further proceedings.