# North Star Alaska Housing Corp. v. United States

> United States Court of Federal Claims · March 7, 2007 · 76 Fed. Cl. 158

URL: https://www.frixlaw.com/law-library/cases/6656218

## Case

- **Full name:** NORTH STAR ALASKA HOUSING CORPORATION v. United States
- **Court:** United States Court of Federal Claims
- **Decided:** March 7, 2007
- **Citations:** 76 Fed. Cl. 158; 2007 U.S. Claims LEXIS 108; 2007 WL 1041442
- **Precedential status:** Published
- **Opinion:** Opinion of the court by Allegra
- **Judges:** Allegra
- **Cited by:** 76 later opinions in the Frix Law Library

## Citator (automated)

- No negative treatment found by the automated citator. That is not the same as a confirmation that the case is good law; read the citing cases.
- Full citator and citing cases: https://www.frixlaw.com/law-library/cases/6656218

## How later opinions describe it (automated extraction)

- explaining that while a Contracting Officer may surely consult with other advisors before reaching a decision (i.e., a TAR group or the "contracting office”), she may not forsake her obligation to exercise her own independent judgment and/or her obligation to treat the contrac…
- stating that administrative claims cannot “be cobbled together from various documents” and that a plaintiff must provide a “select group of documents” that “provide a clear and unequivocal indication as to the amount sought by plaintiff.”
- finding that the “[i]mproper use of extra-contractual inspections,” in combination with other actions, “clearly constituted bad faith that breached the Army’s duty to cooperate” (citations omitted)
- reasoning that for multiple documents to be considered “a claim,” one document must “unambiguously state[ ] the costs involved” while another “cross-reference[s] the earlier document”
- discussing the merits of the contractor's claims under the CDA for breach of the implied covenant of good faith and fair dealing and citing St. Regis Paper Co. v. United States, 368 U.S. 208, 229, 82 S.Ct. 289, 7 L.Ed.2d 240 (1961) (Black, J., dissenting) ("It is no less good …

## Opinion text

OPINION
ALLEGRA, Judge.
Just follow the Miami Hurricane’s Game Plan. Blitz Fisher the first time he takes the handojf from Waries. Force them to go for the short gains. Keep them out of the red zone. On offense, exercise good ball control and mix up the plays to throw off their timing. Try to draw them off-sides and into a penalty situation. And always remember that you have home field advantage. 2
Despite what might appear, this is neither a ease about football, nor even sports—at least, the athletic sort. Rather, it is a government contract case, before the court following trial in Fairbanks, Alaska, as well as trial and closing arguments in Washington, D.C. Armed with charged quotes like the above, plaintiff alleges, inter alia, that defendant’s representatives acted in bad faith in administering the subject housing contract— driven by animus that led them to breach the contract repeatedly and to interpret other provisions in a fashion calculated to deny plaintiff the benefits of the bargain. So the question is—did defendant act in bad faith? And the answer, in light of the record, is— yes.
TABLE OF CONTENTS I. FINDINGS OF FACTS.....................................................160 A. Background...........................................................160 B. Critical Terms of the Lease .............................................161 1. Basic Provisions....................................................161 2. Change of Occupancy...............................................164 *160 3. Downtime...............................'..........................166 C. The Dispute: A Chronology.............................................167 1. 1989 through 1995 ..................................................167 2. 1996 and 1997......................................................169 3. 1998 ..............................................................173 4. 1999 and 2000......................................................175 5. 2001 and 2002 ......................................................176 6. 2003 and forward...................................................181 D. Proceedings to Date....................................................182 II. DISCUSSION.............................................................183 A. Jurisdiction...........................................................183 B. Bad Faith.............................................................187 1. Standard of Proof..................................................187 2. Did Defendant Act in Bad Faith?.....................................189 a. Specific Statements Evidencing Animus—“Just follow the Miami Hurricane’s Game Plan.”......................................190 b. Actions Taken by Defendant Indicative of Bad Faith—“Force them to go for the short gains. On offense, exercise good ball control and mix up the plays to throw off their timing. Try to draw them offsides and into a penalty situation.”..................193 1. Actions that Increased Downtime.............................194 2. Downtime Calculations ......................................198 3. Actions Otherwise Designed to Increase North Star’s Costs.....200 4. Actions Designed to Reduce North Star’s Compensation.........203 5. Other Issues...............................................205 c. Abuse of the Dispute Resolution Process—“always remember that you have home field advantage”.............................208 d. Redux ........................................................212 C. Damages..............................................................212 1. Loss of Value......................................................213 2. Other Damages....................................................217 III. CONCLUSION............................................................217 Fact Appendix 1............................................................219 Fact Appendix II...........................................................222 Fact Appendix III..........................................................225
I. FINDINGS OF FACT
Based on the record, including the parties’ stipulations, the court finds as follows:
A. Background
North Star Alaska Housing Corporation (North Star) is a Seattle, Washington-based corporation, whose president and owner is Richard Fischer. After a competitive bidding process, North Star was awarded a contract to design and build a 400-unit housing project for soldiers and their families at Fort Wainwright, Alaska, in the southeast section of Fairbanks, Alaska. The award resulted in a long-term relationship between North Star and the Army Corps of Engineers (Army), the terms of which are outlined in a series of contracts between the two parties. Lease No. DACA: 85-1-86-11 requires North Star to lease property on Fort Wainwright for thirty-two years, through June 26, 2018. Lease Contract No. DACA: 85-9-86-27 requires North Star to lease the same property with residential buildings and other improvements back to the government. Lease No. DACA: 85-5-88-17, entered into on November 6, 1987, is the lease of the improved property from North Star to the Army for a term of nineteen years and six months, through May 5, 2007. Under this agreement (the Lease), the Army agreed to rent all 400 units in the development; it pays shelter rent for the use of the housing and maintenance rent for maintenance and operational services. The residential development resulting from this project is referred to as Birchwood Estates (Birchwood). See generally, North Star Alaska Housing Corp. v. *161 United States, 30 Fed.Cl. 259, 265 (1993) (describing these events).
The last decade of the administration of the leaseback phase of Birchwood has been quarrelsome, to say the least. Prior to the initiation of this action, the parties agreed to settle a prior suit filed by North Star involving various claims arising out of the leaseback. Subsequent to that settlement, problems with the leaseback continued and North Star disputed various actions taken by the Army’s representatives in the administration of the contract. Ultimately, North Star filed claims with the contracting officer regarding a number of these matters. After some procedural machinations, various of these claims were incorporated into the First Amended Complaint filed in this case by North Star on August 23,1999. Following settlement negotiations and an extended debate regarding whether a binding settlement had occurred, plaintiff filed a Second Amended Complaint in this case on April 16, 2002, which included essentially the same seven counts in the First Amended Complaint, but expanded somewhat on plaintiffs prior allegations of bad faith.
B. Critical Terms of the Lease
To determine whether plaintiffs contractual rights have been breached, the court first must determine what those rights are. See San Carlos Irrigation and Drainage District v. United States, 877 F.2d 957, 959 (Fed.Cir. 1989); Cuyahoga Metro. Hous. Auth. v. United States, 57 Fed.Cl. 751, 759 (2003). At the outset, then, the court must outline the provisions in the Lease that underlie the disputes that will be discussed in greater detail below.
1. Basic Provisions
Article I of the Lease provides that the “Premises” includes “land situated on the Fort Wainwright Military Reservation ... together with the improvements constructed and provided thereon.” Article IV of the Lease specifies that “the Government shall pay to [North Star] an annual rental ... consisting] of a shelter rent and a maintenance rent” and that the “portion of the annual rental attributable to maintenance shall be increased or decreased at the commencement of each year.” Article VIII of the Lease states that—
[i]n addition to rents stipulated in Article IV of this Lease, the Government, at its option, may pay [North Star] an incentive fee not to exceed 5 percent (5%) of the maintenance rental for all housing units, for the period of time for which [North Star’s] performance of the obligations and responsibilities contained herein are evaluated and found by the Government to substantially exceed the established standards. The amount of the incentive fee shall be determined by an Incentive Fee Board based upon the performance of [North Star] in operating the Premises in accordance with its obligation. Exhibit ‘C’ contains the provisions to establish the makeup of the Board and the procedures for determining such bonuses.” 3
Exhibit C to the Lease is the “Maintenance, Repair and Operational Services Standards Annex” (herein referred to as the “maintenance annex”), in which most of the details regarding how Birchwood is to be run are found. 4
Various provisions in the Lease map the contours of the parties’ responsibilities in regards to the property—these obligations flow to and from North Star, the Army, and *162 the soldier occupants of the units. Regarding North Star’s responsibilities in maintaining the property, section E of the maintenance annex declares that— ■
[North Star] shall be responsible for maintaining all real property assets provided for in this lease agreement including dwelling units ... to a standard that prevents deterioration beyond that which results from normal wear and tear, and corrects deficiencies in a timely manner to assure full life expectancy of the facilities and equipment. The level of maintenance shall assure all structures are free of missing components or defects which would affect the safety, pleasing appearance or habitability of the units or would prevent any electrical, mechanical, plumbing or structural system from functioning in accordance with the design intent____The quality of the work and the repaired areas shall be fully compatible with adjacent surfaces or equipment. All replacements shall match existing dimensions, material, quality of work, finish, color and de-sign____Wherever the térm ‘pleasing appearance’ is used in this or subsequent paragraphs,.it shall be construed to mean an appearance similar to the original finished appearance with only minor, nonob-jeetionable deterioration resulting from normal use. The housing unit shall be evaluated against the maintenance standards contained herein to determine deficiencies requiring corrections.
A series of other provisions in the maintenance annex requires North Star to maintain interior wall systems, linoleum and other tile floor coverings, carpeting, house accessories, outside recreational equipment, and painting. 5 Section G.l. of the maintenance annex obligates North Star to ensure that refuse is collected “twice weekly with three days between collections,” while section G.3.(a) of the maintenance annex requires North Star to provide janitorial services.
Resident handbooks that were issued periodically during the years in question gave soldiers and their families instructions on how to clean their units. Inter alia, the 2000 version of this handbook instructed residents to “maintain [the] quarters as a prudent homeowner, and report any needed repairs;” “[t]o keep the premises clean and safe inside and outside;” “[t]o dispose of trash properly and in a timely manner;” “[t]o use all electrical, plumbing, sanitary, heating and appliances properly and in accordance with applicable manuals;” to maintain the appearance of yards, landscaping and playgrounds; and to exercise care in dealing with cigarettes, matches and lighters. The handbook emphasized that residents would be responsible for pet damage. An appendix to the handbook stressed that: (i) “[i]f the resident willfully or negligently destroys, defaces, damages, impairs, or removes any part of the premises (including fixtures, facilities, and appliances) or willfully or negligently permits any person to do so, replacement or repair will be at the resident’s expense;” and (ii) “[t]he residents will at their own expense ... replace or repair all broken or damaged glass, screens, flooring, wood plaster, drywall, and locks occurring during their occupancy, normal wear and tear excepted.”
Other provisions in the Lease distinguish between permissible modifications to the units, ordinary wear and tear, and occupant-caused damage. Article VII of the Lease recites that “[t]he Government shall have the right ... to make alterations, attach fixtures, and erect additions, structures, or signs in or upon the Premises. However, no such *163 changes shall be made to any improvement without the written consent of [North Star].” As to occupant damage, Section C.l.(s) of the maintenance annex specifies that—
[d]amages to a housing unit or to other improvements within the project which are beyond normal wear and tear and are caused by the Government or an occupant, his dependents, or invited guests, which are not corrected by the Government or occupant, shall be repaired by [North Star]. The cost of such repairs shall be billed to the Government____ Repair of damages which occur to the units or other improvements that cannot be attributed to the Government, his agents, officers, occupants, their dependents, or invited guests, shall be accomplished by [North Star] at no cost to the Government.
Section D.7.(c) of the maintenance annex provides that “[i]n the event the occupant fails to properly clean the unit for any reason, or correct damages beyond normal wear and tear for which the occupant is responsible, it shall become [North Star’s] responsibility to satisfactorily clean and repair the unit for the next occupant.”- Section C.2.(c)(10) of the annex indicates that the government is required to notify North Star “via work authorization of occupant-caused damages or conditions requiring correction or cleaning and reimburs[e] [North Star] for accomplishment of same.” Section C.3.(a) of the maintenance annex provides that “occupants shall be hable for loss or damage to the housing unit or equipment caused by the abuse or negligence of the assigned occupant, dependents, or guests.”
To minimize debates regarding the cost of various repairs, Section C.l.(t) of the maintenance annex sets forth that—
[North Star] shall, with the approval of the Government, establish a list of cleaning and repair costs for dwelling unit components which will establish the normal maximum amounts to be charged in the event of damage to property and equipment installed within a living unit over and above normal wear and tear. The list of repair costs will be based upon the latest published edition of applicable Engineered Performance Standards (EPS) Manuals (Army TB 420-series, Navy NAVFAC P-700 Series, Air Force AFM 85-series) which will be utilized to estimate manhour requirements ____The manhour requirements will be multiplied by the Department of Labor Service Contract Act Wage Determination rate plus materials at wholesale cost plus reasonable overhead and profit.... Such a list will be subject to change annually or from time to time by mutual agreement of [North Star] and the Government. Examples of items which might be included on this list are cleaning of stove, refrigerator, and entire dwelling unit, replacement of interior door, patching/repairing hole in interior door, patching/repairing hole in dry wall____
Under section C.2.(e)(ll) of the maintenance annex, the Government is required to “[a]p-prove [an] annual ... list of repair costs for occupant damages and printed occupant instructions as submitted by [North Star].” Further, section H.2. of the maintenance annex states that for those items of work for which North Star is entitled to reimbursement, “the Government shall issue a work authorization, in writing, authorizing the accomplishment of such work,” indicating that North Star’s “charges for this work will-be based upon the approved list of repair costs.” Likewise, sections H.3.(a) and (b) of the maintenance annex indicate that North Star is to submit invoices for services performed in response to the work authorizations, that the billing should be “in accordance with the approved List of Repair Costs,” and that “[u]pon the Government’s verification of work actually performed invoices will be processed for payment.”
The Lease prescribes certain staffing requirements fore the site. The Army appoints a “housing project manager,” who, under section B.15. of the maintenance annex, is “charged with the responsibility for the day-to-day administration of the housing site and fulfillment of the Government’s responsibilities under the terms of [the] lease agreement.” Amplifying the responsibilities of this job, section C.2.(b) of the maintenance annex explains that the manager “shall serve as the primary point of contact for matters involving the day-to-day coordination and ad *164 ministration of the Government’s responsibilities.” Correspondingly, under section B.28. of the maintenance annex, North Star appoints a “site manager,” who is its “[p]rimary point of contact authorized to act ... in all matters regarding work required at the housing site.” Section C.l.(c)(2) of the maintenance annex provides that “[North Star] shall furnish sufficient personnel to perform all work specified within this annex.” 6 In this regard, section C.l. of the maintenance annex provides that—“[North Star] is responsible for the ... maintenance, repair, replacement ... and all operations required to support the housing site. This includes ... housing units ... and all other components and systems of the total housing site insofar as such responsibilities are not normally undertaken by local governmental authorities.” Section C.l.(j) of the maintenance annex provides that “[t]he quality and workmanship of maintenance, repair, replacement, and operational services shall be first class in every respect and will be subject to the approval of the Government.” 7
The Lease also provides for performance monitoring and the resolution of disputes. Thus, section C.2.(c)(17) of the maintenance annex says that the government must “give [North Star] written notice of either noncompliance or unsatisfactory work on the part of [North Star].” Section D.3. of the maintenance annex states that—
[North Star] shall meet with the Government periodically as called for by the Government. A mutual effort will be made to resolve all problems identified. The written minutes of these meetings, prepared by the Government, shall be signed by [North Star] and the Government. Should [North Star] not concur with the minutes, [North Star] will state, in writing, to the Government any areas of disagreement.
Further, section C.2.(e)(15) of the maintenance annex provides that the government is required to “[schedule, arrange, and conduct performance evaluation meetings with [North Star], and any other parties deemed necessary by the Government.”
2. Change of Occupancy
The Lease contains a number of provisions governing, changes of occupancy. 8 Inter alia, it provides a specific set of procedures for determining deficiencies in a particular unit, who is responsible for the costs for repairing those deficiencies, and how and when those deficiencies are to be remedied. Central to these mandates are a detailed set of inspection procedures.
Section D.7.(b) of the maintenance annex states that North Star “is responsible for conducting or participating in various types of inspections as described below,” which inspections “shall be conducted in accordance with the technical standards and guidance provided here.” In this regard, the Lease provides for a pre-termination inspection, a termination inspection and an acceptance inspection. Section C.2.(c)(7) of the annex makes the government responsible for scheduling and coordinating these inspections, while section C.2.(c)(8) of the annex requires the government to advise North Star “of proposed occupancy changes and date of pre-termination and termination.” In this re *165 gard, section D.7.(b)(l) of the maintenance annex adds:
The Government will schedule a pre-termi-nation and termination inspection after being advised by the occupant of an impending move. These inspections will be scheduled during normal working hours. The Government will, in writing, notify [North Star] of the date, time, and address of each inspection. The Government will make every effort to provide this notice 21 days in advance of the projected change of occupancy. Because of short-time occupant orders or other extenuating circumstance, [North Star] can expect an average of 10-14 days advance notice. [North Star], or [its] representative, is required to attend the pre-termination inspection.
As to pre-termination inspections, section D.7.(b)(2) of the maintenance annex indicates that—
During the pre-termination inspection, [North Star] shall identify and prepare work orders covering all painting, maintenance, and repair work required of [North Star]. The Government shall jointly identify, with the occupant, all damage to property and installed equipment which is over and above normal wear and tear and which is the occupant’s responsibility to correct. The Government will provide the occupant with a list of this work and associated costs for which the occupant is hable, as contained on the approved list of repair costs, and provide a copy to [North Star]. At the conclusion of this inspection, the Government shall notify, in writing, [North Star] of the firm date and time for the final inspection and the date and time that the unit will be turned over to [North Star] for accomplishment of change of occupancy work. [North Star], in ton, shall immediately provide the Government with a firm written commitment as to the date and time that the unit will be turned back over to the Government for assignment to the next occupant.
These pre-termination inspections are designed, in part, to allow North Star to prepare for the work that it will perform during the downtime following the change in occupancy.
Regarding the termination inspection, section D.7.(b)(3) of the maintenance annex states that “[t]he Government will conduct the termination inspection jointly with the occupant after the furnishings have been removed.” It further indicates that North Star’s “representation at the termination inspection is at [its] discretion.” The termination inspection is performed after the occupant has been afforded an opportunity to remedy certain of the deficiencies identified at the pre-termination inspection. It also allows the parties to adjust, as necessary, the schedule for the Army to ton a unit over to North Star and for North Star to reton the unit for a new tenant. In this regard, section D.7.(b)(3) of the Lease explains—
Should the date and time that the unit will be turned over to [North Star] change for any reason, the Government shall immediately notify [North Star] in writing of the revised date and time. [North Star] will then immediately notify the Government, in writing, of the revised date and time that the unit will be turned over to the Government for assignment. Subsequent to the termination inspection, the Government will issue to the [North Star] a work authorization for the repair of damages, or accomplishment of cleaning, which are the responsibility of the occupant but were not completed at the time of the termination inspection.
Section D.7.(a) of the maintenance annex indicates that “[w]ork identified by [North Star] or [the] Government during the pre-termination and final termination inspections which is required to make a unit ready for the next occupant, shall be accomplished while the unit is vacant.” It states that “[t]his work includes any routine maintenance and repair, as well as interior painting.” Section C.l.(p) of the maintenance annex requires that after North Star performs the necessary repairs and replacements and, “[p]rior to acceptance of a unit by the Government,” North Star “shall clean the entire unit” and “shall insure units meet the same standard of cleanliness the Government requires of terminating occupants.” This work includes “removal of all stains, fingerprints, and paint spots, cleaning of all dust and dirt, *166 washing of windows, cleaning of all appliances, cleaning of all ceramic tile, and washing of floors.”
Section D.7.(d) of the maintenance annex reads that “[u]pon completion of all change of occupancy work, [North Star] will notify the Government of work completion and unit availability,” at which point the Army conducts the third of the change of occupancy inspections, the “acceptance inspection.” Section B.2. of the maintenance annex defines the “Acceptance Inspection” as “[t]he inspection of a vacant unit between changes of occupancy or subsequent to completion of renovation work to ensure that all work has been completed satisfactorily and that the unit is in a presentable condition for viewing and acceptance by a prospective occupant.” Providing further information about these inspections, section C.2.(a) of the maintenance annex declares—
[acceptance inspections of all dwelling units will be conducted ... after completion of repair or rehabilitation work on the unit. The Government shall conduct these inspections jointly with [North Star]. The Government will schedule these inspections to occur on the same date that the work is completed if notification of work completion is received before 12:00 noon, or before 12:00 noon of the next workday, if such notification is received after 12:00 noon, at a time that is mutually agreeable. The Government has the right to refuse to accept the unit if the work has not been completed or performed satisfactorily or is otherwise not in accordance with the provisions of this annex. The Government shall, immediately upon conclusion of the acceptance inspection, notify [North Star] in writing of acceptance or refusal. If the unit is refused, the Government shall also notify [North Star], in writing, of all discrepancies requiring correction.
Section H.l.(c) of the maintenance annex provides that “[i]n the event [North Star] fails to complete change of occupancy maintenance work by the date identified by [North Star] as when the unit would be returned to the Government ... the Government shall assess liquidated damages based on the most current average daily rate of BAQ [basic allowance for quarters] plus VHA [variable housing allowance] plus average daily lease cost per unit for each calendar day subsequent to that date.”
3. Downtime
Many of North Star’s claims here involve “downtime,” defined by Section D.5. of the maintenance annex as “the period during which a housing unit is vacant for reasons of change of occupancy, maintenance work, major repair or unhabitability, or restoration of units damaged by fires or acts of God.” That section emphasizes that “[North Star] shall ensure that downtime while a unit has been turned over to [it] does not exceed the allowable time prescribed [in sections D.5.(a) and (b) of the maintenance annex].” It further stresses that “[d]owntime must be minimized in order to maximize occupancy of these units.” Section B.10. of the maintenance annex similarly defines “Downtime” as “[t]he period of time during which a unit is vacant and has been officially turned over to [North Star] for accomplishment of required work,” and adds that “[f]or purposes of this lease agreement, downtime is measured in working days, vice calendar days.”
The Lease contains a detailed description of how downtime is to be calculated. Section D.5.(a) of the maintenance annex, entitled “Change of Occupancy Downtime,” provides that “[t]he total number of downtime days for units vacant for purposes of change of occupancy maintenance shall not exceed the number of moveouts (excluding moveouts for purposes of scheduled repairs or fires and acts of God) per month multiplied by 3 days.” It indicates further that “if [in] any 5-day work period, more than eight units are turned over to [North Star], two additional days will be allowed for each unit in excess of eight.” 9 Likewise, section D.5.(b) of the *167 maintenance annex, entitled “Scheduled Repair or Renovation Downtime,” provides that—
[djowntime for reasons of scheduled repair or renovation will be completed on the basis of the actual number of days any specific unit has been turned over to [North Star] for such work. The downtime period will begin with the date the Government turns the unit over, in writing, to [North Star] for this purpose and will end when the Government accepts, in writing, the unit from [North Star] subsequent to work completion.
Section D.7.(d)(2) of the maintenance annex provides that “[t]he downtime period will be determined as follows: If the unit becomes available prior to 12:00 noon, the period will begin at 1:00 p.m. that day. If the unit becomes available at 12:00 noon or later, the maintenance period will begin at the start of the following work day.”
The Lease provides for penalties should North Star fail to comply with the downtime provisions. Section D.5.(b) of the maintenance annex indicates that “[deductions for [North Star’s] failure to adhere to the scheduled downtime will be in accordance with clause H.l. [of the maintenance annex].” Section H. l.(d) of the annex provides that “[i]f the downtime in any one month for units vacant for purposes of change of occupancy work exceeds the allowable downtime for that month (established in accordance with clause D.5.(a) [of the maintenance annex]), the Government shall assess liquidated damages based on the most current average daily rate of BAQ plus VHA plus average daily lease cost for each calendar day in excess of the allowable downtime.”
C. The Dispute: A Chronology
The findings in this segment are described chronologically, rather than by the subject dispute (e.g., downtime or incentive fees), because the record demonstrates that conflicts involving the Lease fed on each other, with new disputes springing up periodically to further complicate matters. Understanding this synergy is key to a proper understanding and analysis of plaintiffs bad faith claims.
1. 1989 through 1995
During the first several years after the contract was awarded, disputes began to arise, among them concern over the phase-in of the project itself, refuse collection, the timing of various rent payments, and whether defendant was required to have an on-site manager. However, these issues were addressed under the dispute resolution mechanism provided by the contract; the parties otherwise enjoyed a positive working relationship. Indicative of this is the fact that, as illustrated in the following chart, from 1987 through 1992, North Star received various incentive fee awards, often accompanied by glowing transmittal letters that lauded its efforts: 10
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In 1993, when several issues were not resolved to its satisfaction by contracting officer decisions, North Star filed a lawsuit in this court. On December 22, 1993, this court granted, in part, and denied, in part, the parties’ cross-motions for summary judgment. Despite this litigation, North Star continued to receive essentially the maximum incentive fees allowed — $54,041.30 for 1993 confirmed by a decision issued on February 2, 1994, and $55,225.00 for 1994 confirmed by a decision issued on January 11,1995.
In September of 1995, the lawsuit was settled. In the settlement agreement, North Star offered “to assume full responsibility for refuse collection and disposal,” for which the United States agreed to provide North Star $1,000 per month. However, a disagreement eventually arose over what this provision entailed. On November 22, 1995, the Fort Wainwright Director of Public Works informed the Commander, U.S. Army Engineer District Alaska that “[t]he Army standard for adequate housing is weekly curbside trash pick-up.” On December 1, 1995, the contracting officer pointed North Star to the Lease provision requiring that North Star “insure that refuse is collected twice weekly” and directed North Star to provide the same type of refuse collection and disposal as required by the Lease.
During this same year, disputes began to arise concerning the calculation of downtime and changes of occupancy. But, again, these disputes appear to have been handled amicably, with Suzanne M. Harrison, the Chief of the Housing Division at Fort Wainwright, indicating in an August 17, 1995, memorandum that “[a]s always, North Star was very cooperative in assisting Housing in gaining maximum utilization of these 400 units.” Others, however, had different ideas. An October 27, 1995, memorandum that was coordinated by Thomas B. Peterson, the Chief of Housing for the Army’s Department for Public Works in Alaska, instructed, as to the Lease’s downtime provisions, that North Star’s “failure to meet timeframes so computed should result in the enforcement of penalties.” Several weeks later, on November 22, 1995, Karen Goodrich, then the Chief of Housing at Fort Wainwright, alerted Mr. Peterson that a dispute continued as to what the 1995 settlement required in terms of trash removal. 11 That same day, Mr. Peterson wrote the Commander of the U.S. Army Engineer District for Alaska, stating that North Star has “unilaterally eliminated trash collection services.” While admitting that “weekly curbside trash pick-up” was the Army standard, Mr. Peterson indicated that North Star’s failure to pick up trash represented an “unanticipated, unfortunate and totally unsatisfactory elimination of services [that] needs to be resolved immediately.” 12 He requested “intervention to correct this blatant abrogation of support responsibility for 801 Birchwood residents.” On November 29, 1995, the day that North Star apparently was to announce its trash removal policies to the tenants', Mr. Peterson sent a facsimile to two North Star officials in which he warned that “I suggest that you defer tonight’s discussion of this issue or Post Commander Reps will be forced to tell tenants to disregard your letter of instruction,” adding that “[t]his divisiveness will cause us other problems and open a pandoras [sic] box.” The record suggests that, notwithstanding this facsimile, North Star communicated with the tenants regarding trash removal.
Subsequent efforts to resolve this dispute over refuse collection proved unsuccessful. On December 29, 1995, Mr. Peterson wrote North Star suggesting, apparently for the *169 first time, that the issue concerning refuse collection could impact North Star’s ability to receive an incentive fee. 13
2. 1996 and 1997
On January 10, 1996, the Army wrote North Star indicating that “the unilateral notification of residents by North Star of your intention to eliminate required trash collection services” and “the failure to provide the level of trash collection services to which you agreed in the Sep 95 settlement” had caused North Star’s performance to be rated “less than exceptional” in November and December of 1995, a rating that, in turn, caused the Army to reduce the incentive fee. North Star unsuccessfully appealed this decision to the Army’s Director of Public Works at Fort Richardson, Alaska.
In the spring of 1996, a dispute began to develop regarding change of occupancy turnaround time. Prior to this time, North Star had consistently repaired vacant units and turned them back to the Army in less than the time specified by the Lease. At a meeting held on July 10,1996, Mr. Peterson complained that North Star was falling behind in turning units back on a timely basis. At the meeting, he indicated the Army’s intent to begin turning over units to North Star for repair in blocks — 8 units to be released each Monday. In the minutes of this meeting, Mr. Peterson is reported to have stated that the latter process was designed to ensure that the Army would not be “penalized” by requiring it to provide North Star with additional down time, indicating that his goal was “to issue them in a sequence that keeps it to an average of three days.” 14 In a August 12, 1996, memorandum to Col. Albert J. Kraus, the Commander of the Alaska District, Mr. Peterson recapped the meeting, highlighting the turnover problem while emphasizing that “[t]he change of occupancy turnaround time is a significant factor in determining overall performance award.” In August of 1996, Col. Kraus was replaced by Col. Wm. David Brown.
The incentive fee award meeting for 1996 occurred on January 8, 1997. Following the meeting, Mr. Peterson sent an e-mail to Mr. Edward Miller, then the Army’s Birchwood manager, chastising him for being unprepared. At that meeting, Mr. Miller had made assertions regarding North Star’s performance for which he lacked documentation. Criticizing this, Mr. Peterson indicated, in his e-mail, that “I don’t think we want to emphasize to Fischer that after all your time on site, you are just now starting to keep a formal record of your inspections, that will just embarrass us all.” At the meeting, North Star apparently also argued that, under the Lease, it was entitled to additional days for approved work authorizations. In an undated letter, Col. Brown subsequently rejected that interpretation. On February 10, 1997, Col. Brown, in an internal memorandum, proposed that the Army’s rent payment for 1996 be reduced by $41,256.57 “based on excessive change of occupancy down time.” 15 On April 16, 1997, Col. Brown wrote .North Star announcing an incentive fee award for 1996 of $39,000, indicating that “[t]he only rated areas which were significantly less than exceptional were between occupancy vacancy rates.” Nonetheless, the letter indicated that actual payment of the fee might be delayed because of “the ongoing attempts to collect overdue accounts receivable from North Star.” On May 22, 1997, Mr. Fischer indicated that he was unaware of any overdue accounts and asserted that North Star *170 was not being treated “even handedly.” Col. Brown disagreed with the latter characterization in a letter dated June 6,1997, yet also indicated that “future awards will probably be made ‘subject to the availability of funding.’ ”
The refuse collection and downtime issues continued to fester. On June 10, 1997, Mr. Dennis Klein, the Chief of the Army’s Real Estate Division in Alaska and the Contracting Officer for the Lease, wrote Mr. Fischer indicating that he had been notified by Mr. Peterson that “recent changes in refuse collection and disposal in the Birchwood housing complex [have] resulted in service that is below the level required by the subject lease.” Mr. Klein warned that the failure to commence twice weekly collection on or before June 23,1997, could result in the imposition of penalties. On June 11, 1997, Mr. Fischer responded, taking exception to the imposition of penalties and indicating that North Star had repeatedly requested a contracting officer’s decision on the refuse point, but had not received that decision. On June 13, 1997, Mr. Klein wrote, confirming his receipt of the June 11, 1997, letter. On June 20, 1997, Mr. Fischer sent a second letter to Mr. Klein, stating—
It is quite obvious to us that your action on this matter was punitive. The post commander at Fort Wainwright has not regarded once a week pick up as a problem [and] in fact was not informed of your action prior to our recent contact with him. The first that his office knew of the change you demanded was our call to him to inquire as to what days he would suggest the garbage be picked up.
Mr. Fischer concluded — “We consider the above actions to be in bad faith in your dealings with us.”
On July 9, 1997, North Star and the Army conducted a maintenance evaluation and incentive meeting for the months of April through June of 1997. At that meeting, Mr. Miller offered the results of his evaluations, to which North Star raised numerous exceptions. In a memorandum dated July 9,1997, the Army unilaterally adopted a depreciation schedule for all carpeting, thereby reducing the reimbursement amount that North Star would receive for replacing carpeting with occupant damage. This memorandum, issued by Ms. Mae Harrell, then the Army’s housing manager at Birchwood, stated—
1. Effective immediately, all charges for damages to carpet will be figured using a ten (10) year life expectancy in ALL housing areas.
2. If the carpet is determined to be ten (10) years old, it will be replaced as fair wear and tear and not [sic] charge will be brought against the occupant. If the damage is due to pet odor, the occupant will be charged for sealing the floor and any other measures required to abate the pet odor.
3. .When determining the depreciation on damaged carpet, subtract 10% of the total value for each year that the carpet has been installed. ■ This does not include the labor for installing the carpet only the materials.
On July 11, 1997, Mr. Fischer sent the Army a letter addressing Mr. Miller’s ratings on a point-by-point basis.' On August 1,1997, Col. Brown responded, agreeing that Mi'. Miller’s evaluation was “incomplete and unsatisfactory in so far as presenting a clear objective record.” This letter indicated that the evaluations were being reconsidered, but, nonetheless, asserted that North Star should replace carpeting that is “in worn and poor condition” which had “outlived its useful economic life.” Thereafter, it appears that Col. Brown sent North Star a letter providing a more detailed response to North Star’s dissatisfaction with the specific evaluation comments made previously by Mr. Miller. This letter asserts that North Star had initiated a legal action against Mr. Miller and indicates that the lawsuit “will not help to improve on site working relationships” and may generate “some negative feelings on both sides for the foreseeable future.” In the letter, Col. Brown increased North Star’s ratings on several, but not all, of the factors on which North Star had appealed.
On August 7, 1997, Mr. Fischer wrote Mr. Klein indicating that North Star would not begin to collect refuse twice weekly until “a clear demand” to that effect was made. This letter indicated that the “refuse collection *171 has been the subject of a request that you issue a contracting officer’s decision since May 22, 1996.” On August 13, 1997, Mr. Klein requested North Star to commence twice-weekly collection of garbage, trash and bulk items beginning August 18, 1997. On September 5, 1997, Mr. Peterson e-mailed Ms. Goodrich criticizing Mr. Miller’s performance and indicating, with respect to the evaluation meetings — “I guess my point is, it isn’t business as usual anymore, we need to relook and prepare better than ever.” On September 25, 1997, Mr. Robert A Welch, then Chief of the Army’s Acquisition Branch, Real Estate Division, in Anchorage, requested North Star to provide formal notice to the tenants of the twice-weekly refuse collection. North Star, however, refused to do so, operating apparently on the view that it had been instructed otherwise by Mr. Klein.
At a quarterly evaluation meeting held on October 15, 1997, the parties disputed the Army’s use of depreciation for carpeting. A transcript indicates that the following exchange between Mr. Fischer and Col. Brown transpired:
BROWN: Okay, so if there’s pet damage on a nine year old carpet, then your position is the government is responsible for paying the whole amount, basically?
FISCHER: Absolutely or any other damage for that matter. Any time the government damages anything they’re responsible, I would think.
BROWN: Even considering the fact that that — I don’t know what the industry standard is. I don’t know what it is. It may be five years. It may be fifteen years, but—
FISCHER: It’s also not relevant.
BROWN: Well, it is relevant, Dick, because I’m going to make it relevant.
FISCHER: Okay, you go ahead and make it relevant.
BROWN: And whether you want to accept it or not. You know, common sense tells you if that carpet has been and whatever the industry standard is — I don’t know what it is, but we’re going to determine what it is and you are either going to come up with a depreciated schedule or we’re going to come up with one and I’m going to investigate the possibility of — I mean you think about it from a common sense point of view. If that carpet has a — let’s say for example, and I’m not saying that’s it, but let’s say for example, its got a ten year life cycle on it and let’s say it’s at 90 percent, say we have dog damage to it, okay. It has been 90 percent used of its useful life at that point, you should be replacing it year number 10 anyhow. So the government’s responsibility from a common sense point of view is we should be responsible for the remaining life of that carpet, because you have benefited from the first nine years of that carpet and we should be responsible for the remainder of it if a dog tears it up. If you had the carpet in there for one year and we have to replace it, then we shouldn’t be responsible for the nine years of remaining life. It has been in there — if the useful life is ten years and a dog tears it up and the useful life is ten years, we shouldn’t have to be responsible for any of it. So, it’s all going to depend on what that is that if you don’t want to deal with us on this, then what I’m going to do is I’m going to get with the lawyers and we’re going to come up a depreciated schedule and then I will— we will figure out some way to deduct that from your payments and then if you want to sue us, have at it, but you know what is fair here and you need to work with us on this and we’ll work with you on it, but if you don’t, I’m going to do exactly what I said I’m going to do and let the chips fall where they will, cause you know that’s the right thing. You know that.
FISCHER: Absolutely not. I totally disagree with you.
BROWN: Okay fine, let’s move on, move on to the next one.
GOODRICH: I think Billie was finishing up her portion of the—
FISCHER: So—
BROWN: I told you right up front what I’m going to do about it and if you want to talk about it, we will.
*172 FISCHER: I’d be happy to talk about it, you just cut me off, so.
BROWN: Well, you told me you totally disagree so we’ll just move on.
FISCHER: I do disagree totally and I
■ have good reason for it and I’d be real pleased to go into it, if you wish.
BROWN: Okay, go ahead.
FISCHER: Okay. We have cooperated and we will continue to cooperate and any time a carpet is not serviceable we’re going to replace it. That’s what we’re doing and that’s what we’ll continue to do. If that carpet is damaged, we have no way of determining whether that carpet — when that carpet will not be serviceable. Depending upon the care of the unit, it could be that the carpet is serviceable for 20 years. We don’t know.
BROWN: Well, there’s industry standards for that and we can determine that.
FISCHER: Well that’s not per our contract. Industry standards are not part of our contract.
BROWN: Well, that’s fine, you know—
FISCHER: It says when the carpet is no longer serviceable.
BROWN: If that’s your position, that’s your position and we’ll go from there.
FISCHER: Well, Colonel, that seems to be the way you care to settle all these things.
BROWN: No, I just can’t seem to get any — any, you know, common sense, you’re a business man and if the shoe was on the other foot, you would say exactly what we’re saying out here. You know and—
FISCHER: We have a responsibility to keep these units in impeccable condition and that’s what we’re doing and we’re not going to be responsible whether some tenant damages something in these units.
BROWN: No, and you should not be.
FISCHER: That’s right.
BROWN: You should not be.
FISCHER: And that’s our position.
BROWN: And neither should the government be totally responsible for 10 year old carpet in total when a dog damages it and you know that.
FISCHER: If the life of the—
BROWN: Okay, let’s move on. I don’t even care to talk to you any more about this issue. You’re very unreasonable on this and I knew you were going to be-so let’s just move on to another issue. We’ll just let your lawyers and our lawyers deal with this, because I’m going to figure out a way that I can take it right out of your pay.
Later, at this same meeting, Col. Brown ordered that future evaluation meetings not be recorded.
In the late summer or early fall of 1997, the Army hired a contractor to conduct a survey of the Birchwood residents, with a view toward using the survey results in making incentive fee determinations. On November 14, 1997, Mr. Fischer wrote Col.. Brown emphasizing that, contrary to the latter’s assertion, “[tjhere is no lawsuit pending against Mr. Miller” and complaining about Col. Brown’s decision to move the evaluation meetings to Fort Richardson, Alaska. Regarding the increasing tensions between the parties, Mr. Fischer asserted—
Our contract provides a clear forum for contractual resolution of differences of opinions. We would expect to follow these procedures. Differences of opinion on contractual matters which we have had in the past have not affected the Army’s assessment of North Star’s performance. This was the case until your decision to demerit North Star for the difference in the manner that the turnaround time has been interpreted this past year.
Mr. Fischer again asserted that the Army was dealing with North Star in “bad faith” and indicated that he would not be dealing with further correspondence on this matter because “[i]t is clear to me and I dare say to everyone present at the last quarterly meeting that you have a personal problem with me.” On November 25, 1997, North Star requested a contracting officer’s decision with respect to both the turnaround time and refuse collection issues.
*173 On December 9, 1997, Mr. Peterson prepared a memorandum for the DPW staff in which he asserted that issues involving downtime and carpet depreciation should impact the decision whether to grant North Star an incentive fee for 1997. In this regard, he argued—
From an ethical perspective, I think the board would be acting in contravention of the government’s interests if it were to approve a substantial cash award during a period when the contractor’s failure to apply sound and efficient management practices (ie., failure to pro rate the cost of carpet LAW industry standards) has become a substantive cost issue____
I don’t think that the Board can ethically ignore North Star’s failure to fairly apportion the carpeting cost. An approval of an incentive award which could be construed by the contractor as either ignoring or encouraging continued actions by North Star which result in double payment for carpeting maintenance costs would be a derelection [sic] of the Board’s explicit and implicit duties in representing the best interests of the U.S. Government.
Accordingly, it appears that, at least by this time, the fact that North Star was raising various claims with the contracting officer was viewed by Mr. Peterson as a reason to deny it an incentive fee. On December 11, 1997, the Army’s District Engineer wrote North Star indicating that the contracting officer decisions on the issue of twice-weekly refuse collection and down time would be issued within 45 days of North Star’s November 25,1997, request.
On December 12, 1997, Mr. Peterson emailed Col. Brown and Ms. Goodrich, reiterating that it would be “unethical to pay an incentive award to North Star for a time period during which they have ... blatantly refused to discuss equitably apportioning costs” for carpet. Mr. Peterson indicated that “[a]s a member of the Board, I feel that we are bound by formal principles of ethical conduct to select the ‘no incentive award’ option until the government’s maintenance concerns are addressed/resolved.” In an email December 22, 1997, Mr. Peterson further asserted that North Star’s position with respect to carpet replacement was not in “good faith.”
3. 1998
On January 28, 1998, Mr. Klein sent Col. Brown a copy of his decision on the downtime issue. This decision concluded—
I find and conclude that the contract allows for a maximum occupancy downtime per unit of three days for completion after turnover by the Government to [North Star], if eight or less units are turned over within any given 5-day work period. I find that if more than eight units are turned over within any 5-day work period, then the allowable occupancy downtime is increased to five days per unit for units in excess of eight. I further find and conclude that the maximum allowable aggregate occupancy downtime in any given month cannot be interpreted to permit occupancy downtime maintenance on the units to run consecutively.
This decision was mailed to North Star on January 29, 1998. That same day, Col. Brown sent North Star a letter in which he announced an incentive fee award of only $21,272, less than half of the prior awards. On March 9, 1998, North Star filed a complaint in this court, primarily to address the depreciation issue. The contracting officer’s decision on the carpet depreciation issue was mailed to North Star on March 26, 1998. This decision by Mr. Klein concluded—
I find and conclude that when it is determined, based upon inspection, that because of normal wear and tear, carpet no longer has a pleasing appearance as defined in the contract, then it is the responsibility of [North Star] to replace such carpet. I find and conclude that the contract requires that the expected useful life of carpet be established by reasonable proof. I find that where carpet is replaced due to pet or other occupant damage beyond normal wear and tear, the replacement cost paid by the Government is required to be depreciated based on the age of the carpet in relation to its expected useful life and reasonable replacement schedule.
These contracting officer decisions resolved little in terms of the parties’ disputes over *174 particular units. Indeed, new issues incessantly arose.
One of these issues involved what North Star referred to as “stockpiling” — the Army’s practice of holding units that had been vacated by service members for days, sometimes weeks, and occasionally months, and then releasing them to North Star, for maintenance and repairs, in batches. Various Army officials contended that this process was designed to prevent the Army from inadvertently releasing more than eight units to North Star within a 5-day work period, so as to trigger the extended 5-day downtime period. 16 North Star, however, complained bitterly that stockpiling made it difficult for it to perform the necessary repairs within the allotted time, complicating, in particular, the scheduling of subcontractors for tasks such as carpet and vinyl replacement. 17 In a June 3,1998, memorandum, North Star’s site manager complained to Ms. Goodrich that this practice was “another effort by the Army to make it as difficult as possible for North Star to perform its contract,” asserting further that North Star “regards this action to be another exercise of bad faith on the part of the Army in dealing with North Star.”
These complaints, however, fell on deaf ears as Mr. Peterson instead was focused on reducing North Star’s rent for what he perceived as excess downtime and, if possible, contracting out the repair and maintenance functions to a third party. In a July 8, 1998, e-mail to Mr. Klein, Col. Brown and Ms. Goodrich, he wrote that “[a]lthough we now have the benefit of several favorable CODs, we still seem to be floundering as to the best course of action for deducting rent, withdrawing work for accomplishment by an alternate source, etc.” On July 13, 1998, Mr. Peterson wrote Mr. Klein urging that rental deductions be made against North Star and stating “[w]e expect your support to finalize this action this week and so inform North-Star.” The next day, July 14, 1998, Mr. Klein responded—
It is important that we focus on providing the soldier with the best service and housing available. I perceive that as your role as a housing manager. We will work with you to accomplish that goal. Please refrain from directing the Contracting Officer. A number of the contractual issues you frequently address are under consideration in the Federal Court of Claims and are subject to review and determination by the attorney’s handling this ease.
Mr. Klein added that a contracting officer representative would attend the next evaluation meeting, “but will not be able to make commitments relating to assessment of damages or reductions of rent.” Rejecting this position, Mr. Peterson, in an internal memorandum, dated July 20,1998, complained that Mr. Klein had raised “disturbing issues” regarding the “quality of the coordination and support which we feel that we are entitled to receive.” He indicated that his office “needs a strong, aggressive proponent” and “may not find it” in Mr. Klein’s office. This memorandum also recommended that a “[fjormal strategy for access to Birchwood” be developed for when the Lease expired in 2007, suggesting that Mr. Peterson was already focusing on replacing North Star nearly a decade before that opportunity would first arise. On July 20,1998, Mr. Peterson formerly responded to Mr. Klein’s e-mail of July 14, stating, inter alia, that “[y]our first paragraph [quoted above] seems to be giving us poor legal advice,” and that, instead, there *175 should be a “bias toward action.” On July-22, 1998, Mr. Klein responded, stating that “I am totally confused at your memo,” indicating further that “[t]here appears to be a lot of jumping to conclusions and emotional overtones.”
In the fall of 1998, the Army again sur: veyed the Birchwood residents. The survey - contained several questions that appeared to ask residents their views regarding the ongoing contractual disputes between the parties. For example, one question stated, “[i]n their original proposal, [North Star] proposed the replacement of carpet in each unit at approximately seven year intervals,” and asked the tenants essentially how often they would like to have their carpet replaced. Another question stated that North Star “advised the government, in June 1998, that they had experienced an almost complete turnover of employees,” and asked the residents “[d]id you, as a tenant, experience any decline in service which you felt was attributed to this high employee turnover.” The survey also had one or more questions that implied that North Star was responsible for certain reductions in service that, in fact, had been prompted by the Army (e.g., the elimination of a location _ where residents could obtain household supplies). Another question asked tenants whether they had “pleasant” or “unpleasant” living experiences without identifying maintenance issues that were the Army’s responsibility, potentially leaving the false impression that all the deficiencies at Birchwood were North Star’s fault.
On December 30, 1998, Mr. Peterson prepared a “discussion” paper in which he advocated that North Star not receive an incentive fee for 1998. In so arguing, he relied heavily upon several factors: (i) that there continued to be disputes regarding carpet replacement; (ii) that an audit was pending regarding the contractor’s alleged failure to meet agreed upon standards; (iii) the results of annual resident survey, which he refers to as a “primary evaluation tool;” 18 and (iv) that funding for the Army’s overall resident program had been reduced and that any incentive fee not paid to North Star could be used to “mitigate reductions in maintenance/ repair programs.” This memorandum concluded “[b]ased upon the facts as above, particularly FY 99 ... funding posture in US-ARK [the U.S. Army in Alaska], the Board (Mr. Peterson and Ms. Goodrich) place a low overall priority on the approval of any incentive award for 1998 and recommend that ‘none’ be approved at this time.”
4. 1999 and 2000
On or about February 1,1999, Mr. Everett became the Contracting Office Representative based at Birchwood. In May of 1999, North Star was notified that it would receive a incentive fee of $3,730 for 1998.. The letter announcing this fee cited the survey results as the primary reason why the fee was so low, but did not mention budget considerations, despite the rationale expressed in Mr. Peterson’s internal memorandum.
In the months that followed, increasing disagreements occurred between the parties concerning downtime calculations, stockpiling and various other issues. Mr. Peterson continued to believe that he was not receiving adequate support from the contracting officer. For example, on September 9, 1999, he e-mailed Mr. Klein, complaining that Mr. Everett had not been present at several meetings, indicating that his absence was a “major failure” and “pretty embarrassing to me.” Mr. Peterson, however, apparently was unaware that Mr. Everett was on vacation, a point that Mr. Klein made on September 13, 1999, in explaining the situation to his superi- or, Lt. Col. Sheldon Jahn. In that e-mail, Mr. Klein indicated that “[t]here will always be unpopular COR determinations but I fully expect each call to be based upon the eon-tract/lease provisions and made without prejudice to any of the parties.” Col. Jahn responded to Mr. Klein, indicating, in reference to Mr. Peterson, “I am not sure why there always seems to be this immediate accusation approach to Concerns.” Nonetheless, Mr. Peterson continued to send Mr. Klein e-mails *176 requesting that changes be made in draft contacting officer decisions (CODs). In one e-mail, dated October 25, 1999, Mr. Peterson made several recommendations regarding a pending COD concerning an incentive fee award, indicating that the decision should refer to North Star’s alleged policy of “establishing a ‘below market’ wage scale for Birch-wood employees.” A November. 8, 1999, email from Mr. Everett to Mr. Peterson invites comments on a draft of a position paper that indicates that “Fair Wear and Tear determinations cannot be used to create a de-facto depreciation schedule.”
On December 17,1999, Mr. Peterson again shipped out an e-mail in advance of the incentive fee meeting, urging once more that North Star not receive an award. In another e-mail dated December 29,1999, he elaborated on why he opposed an award, stating, “remember that if we award even $1, this goes into the record books as an exceptional rating.” (Emphasis in original). An attachment to this e-mail indicated that one of the reasons that Mr. Peterson was opposed to giving North Star an incentive fee for 1999 was because North Star was challenging, in this court, the diminished fee it received in 1998.
As the year 2000 unfolded, the parties disagreed as to which government officials were empowered to order North Star to perform work. North Star asserted that only the contracting officer had this authority, but that view was rejected by Mr. Klein. The latter, in a February 24, 2000, letter to North Star emphasized that the Army’s Project Manager “has the authority and responsibility to identify maintenance needs and to direct North Star to perform maintenance as required.” On February 29, 2000, Col. Mark C. Nelson, by then the new Director of Public Works, notified North Star that no ineen-five award would be made for 1999. Col. Nelson’s letter cited a variety of reasons for this decision, among them statistics taken' from the most recent resident survey. 19 The dispute between the parties involving refuse collection took a new turn when, in April of 2000, the Army indicated that North Star could no longer use the Fort Wainwright landfill for household trash. While North Star complained about this action, the record reveals that the landfill was closed to all such trash for environmental reasons, and not just to trash collected by North Star.
In May of 2000, the parties negotiated what they believed was a settlement of the 1998 lawsuit. Apparently under the settlement,. defendant eliminated various practices — for example, the Army began to spread the release of units to North Star over a calendar week, rather than concentrating them on a single day. 20 Depreciation also ceased. Yet, various new debates continued to arise among the parties, including disputes over who was responsible for replacing $13 butter dishes and $10 ice trays. In September of 2000, Connie Kiser became the 801 housing project manager. In December of that year, North Star issued a series of memoranda complaining that the Army was not enforcing various safety and cleanliness regulations. On December 19, 2000, North Star filed notice in this court that it was rescinding the settlement agreement.
5. 2001 and 2002
On January 30, 2001, Mr. Peterson again relayed complaints to Mr. Klein regarding. the level of support that Public Works was receiving from Mr. Everett, indicating that his superior “feels that Rod [EverettJ’s position should be more responsive to supporting our requirements (specifically to supporting Connie [Kiser]), more proactive, and most *177 importantly, accomplishing measurable results.” Later, on January 31, 2001, in discussing another dispute in which Mr. Wartes indicated that he would not take direction from Ms. Kiser, Mr. Peterson e-mailed Mr. Klein, stating that Mr. Wartes’s position precluded an incentive fee award for 2000 and that “[fit’s time to back [Ms. Kiser] 100%.” By at least this time, the parties began to have additional disputes regarding the inspections under the Lease, with issues arising concerning the timing and notification of those inspections and whether the Army was entitled to conduct inspections at times not specified in the Lease. Apparently commenting on those disputes, on' February 9, 2001, Mr. Peterson sent Mr. Klein and others an e-mail in which he stated—
If our project manager’s interpretation of the lease is correct, this should be completely and clearly expressed to [North Star] by Rod.
If there is lease ambiguity, our project manager’s position should still be supported as completely and clearly as possible by Rod. He is not paid to be neutral, but to aggressively support a reasonable government position.
In June of 2001, the Army announced that North Star would not receive an incentive award for 2000, citing again the resident surveys, 21 as well as excessive downtime, but also referring to an issue involving overcharges for lock installation. 22
On July 24, 2001, Lt. Col. Michael T. Meeks, the Director of Public Works, issued a memorandum to the Army Engineer District requesting that a protocol be established under which all contracting officer decisions would be reviewed by employees in Public Works. This memorandum requested that “[a] staff summary ... shall be attached to each draft COD and this will be used by the FWA Housing Office to note concurrence/noncurrence and any comments.” The memorandum further indicated that—
[i]n the event of nonconcurrence, the USA-RAK staff, including the Staff Judge Advocate will review the draft COD. A summary of the USARAK and proposed changes in wording will be provided to the Office of Real Estate and reviewed prior to finalizing the COD.
Col. Meeks added that “[t]his procedure will insure that Public Works and USARAK comments are reviewed and incorporated, as appropriate,” and listed Mr. Peterson as the contact for this action. Various documents in the record, as well as testimony at trial, indicate that this procedure was implemented at least as early as August 17, 2001.
In a November 5, 2001, e-mail, Mr. Peterson recommended that the lockset issue, as well as other unidentified allegations of fraud, warranted an outside investigation of North Star by the Army’s Internal Review and Audit Compliance Office Army (IRACO). In this e-mail, Mr. Peterson asserted that “[t]his issue continues to preclude any consideration for incentive award until it is finally resolved to the government’s satisfaction.” By early December of 2001, he and Ms. Kiser decided that they would require North Star to submit individual invoices'for certain repair and replacement items, even though the Lease seemingly provided that such items would be listed in a repair cost book to be negotiated annually by the parties. In one email sent to Mr. Peterson, Ms. Kiser stated: “I feel that the lock set issue is just the tip of the ice berg.” On December 11, 2001, Mr. Peterson sent an e-mail to the contracting officer and a variety of other Army personnel citing the lockset issue and the resulting audit as grounds for denying North Star any incentive fee for 2001.
In January of 2002, Mr. Harold Hopson replaced Mr. Klein as the contracting officer for the Lease. On January 8, 2002, a hearing was held in this case at which defendant’s motion for summary judgment to enforce the settlement agreement was denied. On Janu *178 ary 15, 2002, Ms. Harrell e-mailed Col. Meeks complaining about a variety of issues and indicating that “[t]he bottom line [is] we want to get rid of the settlement.” On January 28, 2002, Mr. Hopson wrote North Star indicating that defendant was withdrawing from the settlement agreement and would seek to recoup any payments made to North Star based upon that agreement.
Following the collapse of the settlement agreement, the situation worsened considerably. Almost immediately, and despite howls of complaint from North Star, Mr. Peterson and Ms. Kiser resumed the practice of stockpiling, releasing units in groups of eight on Mondays and Fridays without regard to how long the units had been vacant. In February of 2002, the Army indicated that it had received the results of the IRACO audit, which had found that various work authorizations were missing from the Birchwood files. In a letter dated February 28, 2002, which is not in the record, but referenced by other correspondence, Col. David B. Snodgrass indicated that the missing files precluded the Army from considering a performance award for North Star for 2001 or for any part of 2002 for which the issue remained unresolved. On March 6, 2002, Ms. Kiser forwarded to North Star the repair list for 2002, substantially reducing the number of items listed therein and emphasizing that “[a]ll items not included in the list will require invoicing at the time the work is required.” Extending a concept that previously had been applied only to a few items (e.g., carpeting), her memorandum further indicated that “[p]rices approved in this listing are subject to depreciation to be determined on a case by case basis.”
On March 15, 2002, Mr. Wartes wrote Col. Snodgrass objecting to his incentive fee determination. This letter indicated that the overcharges regarding the loeksets involved $135, which had already been refunded, to the Army (possibly as early as November of 2000). The letter also asserted that the Birchwood files that allegedly were missing had been pulled for a spreadsheet analysis, that North Star had shown the auditors the boxes containing those files, but that the auditors had declined an invitation to review those documents. North Star indicated that the auditors had not complained about any missing files and that the first that it became aware there was a continuing issue concerning the files was when it received the incentive fee letter. Apparently prompted by a memorandum received from Ms. Kiser, on April 17, 2002, Mr. Everett wrote Mr. Wartes complaining about excess downtime in February and March 2002, and indicating that liquidated damages of $2,874.47 would be deducted from the next rental payment. On April 30, 2002, North Star wrote Mr. Everett requesting that he provide the backup documentation for his downtime calculations. In the succeeding months, particularly, in May of 2002, the parties continued to dispute a variety of issues, including whether Ms. Kiser was authorized to modify unilaterally the repair cost book and to require invoices for the items not covered in her price list. In internal e-mails dated May 22, 2002, a representative from IRACO indicated that the loekset issue alone was insufficient to warrant further audit, but that an expansion of the audit, nonetheless, should be sought. By way of explanation, the auditor indicated that “our audit results, used as evidence, could prove crucial in supporting our (the Govt) [sic] case against the lawsuit brought by North Star.” The same day, Mr. Peterson responded that his office “greatly supports] expanding the investigation.”
Again prompted by a memorandum sent by Ms. Kiser, on May 22, 2002, Mr. Everett sent North Star a letter asserting that there had been excess downtime in April and assessing liquidated damages in the amount of $2,308.25. On May 24, 2002, Mr. Wartes responded to this letter, asserting that “[n]o justification has been provided for your calculation of excess downtime,” and indicating that he had still not received a response to his April 30, 2002, request for the backup documentation for defendant’s calculation of downtime for February and March. On June 27, 2002, Ms. Rhonda Sekyra, North Star’s Treasurer, wrote Ms. Kiser catalogu-ing the problems that North Star was experiencing regarding the turnover of units, including the Army’s practices of: (i) revising turnover dates and failing-to provide timely notifications; (ii) not distinguishing between *179 change of occupancy downtime and repair and renovation downtime; (iii) failing properly to conduct pre-termination inspections; and (iv) failing to issue proper work authorizations. The record reveals that disputes involving individual units continued throughout this period. In July of 2002, the parties again exchanged correspondence, in which the Army reemphasized that Ms. Kiser was authorized to direct North Star to perform work. In a letter dated July 18, 2002, Mr. Wartes highlighted that the Army had apparently begun using depreciation in calculating the reimbursement owed North Star for blinds and counter tops replaced as the result of occupant damage.
On July 31, 2002, Mr. Everett sent North Star a letter in which he determined that there was excess downtime for May and June of 2002, indicating that $2,350.61 would be deducted from North Star’s next rental payment. On August 1, 2002, Mr. Wartes contested this determination and again demanded back-up documentation, while noting that requests for such documentation for February, March and April had still not been satisfied. On August 8, 2002, Mr. Wartes wrote Ms. Kiser alleging a new practice — that the Army was ignoring pet damage, leaving it to North Star to determine whether carpeting so damaged would be left in a unit or replaced at its expense. 23 Correspondence during this period also suggests yet another new bone of contention between the parties — indications that Ms. Kiser was inspecting units outside of the regular turnover regime, at which inspections North Star representatives were not present, and using information obtained during those inspections as a basis for requiring North Star to perform repairs and maintenance.
On August 29, 2002, Mr. Peterson sent an e-mail to Ms. Kiser, with copies to various other officials, in which he summarized the results of the then completed IRACO audit. This email indicated:
We had a pre-final briefing today. The final audit will document a series of relatively minor problems which we will pass on to [North Star] to correct, but no real big ticket items. There is about $20K in double billings which we will ask [North Star] to correct and reimburse, but most of that appears to be from Ed Miller’s sloppy work, not any [North Star] conspiracy.
The audit will document a quantum improvement in the quality of government oversight since Connie took over, and all auditors emphasized what a great job you are doing (as measured by the sharp decline in gov [sic] work authorizations and challenges to their attempts to charge the government). Well done!
Other documentation in the record verifies that the monthly work authorizations issued by the Army to North Star went from $13,468.08 per month in 2000, to $15,039.60 per month in 2001, and then down to $5,257.15 per month in 2002. An e-mail from Ms. Kiser indicates that this reduction was “due to imposition of depreciation schedule and aggressive monitoring of occ[upant] damage vs fair wear.” 24
*180 On September 4, 2002, North Star filed a claim with Mr. Hopson detailing numerous alleged violations of the Lease, accusing the Army of: (i) failing to oversee occupant conduct; (ii) failing to issue work authorizations for occupant-caused damage; (in) issuing improper and untimely work authorizations that reduce or eliminate the amount owed to North Star; (iv) failing to issue work authorizations that employ the List of Repair Costs; (v) taking depreciation on all replacement items (e.g., flooring, counter tops, blinds, and appliances); (vi) using additional inspections as the basis for ordering maintenance and repairs; (vii) deviating otherwise from the turnover inspection regime specified by the Lease; (viii) placing a disproportionate number of temporary occupants at Birchwood; (ix) assessing liquidated damages against North Star and the failure to provide documentation for the calculation of those damages; and (x) failing to make incentive fee awards to North Star. North Star attributed these various violations to “bad faith,” asserting, in particular that “[t]he Government’s discriminatory treatment of Birchwood constitutes a bad faith violation of the Government’s contractual obligation to oversee the day-to-day administration of the housing units and to enforce Army Family Housing rules and regulations.” Among other things, the claim sought damages corresponding to the diminution in the value of Birchwood, a figure set at $12,146,000, as well as additional expenses for 1996 through 2001, totaling $813,390, for an overall damages figure of $12,959,390. Two days following the filing of this claim, on September 6, 2002, Mr. Peterson e-mailed Ms. Kiser recommending that she “instaiin a trap-door in front of your desk which you can release when Eldon [Wartes] is standing on it in front of your desk. Connected to a chute to the Chena River.”
In the ensuing months, the parties continued to dispute a variety of issues, including whether the Army was obliged to have a North Star representative at the final inspections and whether depreciation was applicable to various items. These exchanges were marked by further charges and counter-charges of “bad faith.” On October 11, 2002, in an e-mail to Mr. Fischer, Mr. Wartes asserted that Ms. Kiser was signing documents for inspections that she had not conducted (a practice that was confirmed by the testimony of two of her employees). On or about October 15, 2002, it appears that Ms. Kiser introduced yet another requirement— that upstairs and downstairs carpeting needed to match in color (e.g., that if the upstairs carpet was brown, the downstairs carpet had to be brown, or both needed to be blue). In an undated memorandum issued at about this time, Ms. Kiser noted that even where carpeting was being replaced due to occupant damage, North Star was obliged to replace, at its expense, other carpet in the unit to ensure that the old and new carpeting matched. At about the time of this memorandum, Mr. Peterson began transitioning into retirement (an event punctuated by the infamous “Miami football” e-mail that began this opinion). On October 15, 2002, Mr. Wartes wrote Ms. Barbara S. Lehman, who had replaced Mr. Peterson, complaining that the surveys designed by the Army were biased against North Star.
Various e-mails sent in October of 2002 indicate that, despite the meager findings produced by the first IRACO audit, various Army personnel were attempting to convince Congressional staffers that North Star’s claims should be the subject of a Government Accounting Office audit. In November of 2002, Ms. Kiser adopted a new practice in regards to painting. Specifically, the Lease envisioned that a unit would be painted if it became vacant after certain specified Lease anniversary dates (e.g., November 6, 2002), whether or not an inspection actually revealed a need for painting. ' The record indicates that in the latter part of 2002, Ms. *181 Kiser began twin practices designed to maximize such cyclical paintings — the first was to hold units vacant until after the anniversary date had passed; the second was to assign units to temporary occupants, so that the unit would become vacant shortly after the anniversary dates. In some instances, these practices, which were confirmed by the testimony of the former inspectors, required units to be fully painted twice within a matter of months. On November 19, 2002, North Star filed its complaint in Case No. 02-16B2C. In December of 2002, the parties traded complaints, each asserting that the other was attempting to reduce costs by avoiding its responsibilities under the Lease. The Army’s position in this regard was voiced in an audit document released by IR-ACO on December 17, 2002, while North Star’s response took the form of a December 24,2002, letter to Mr. Hopson.
6. 2003 and Forward
On January 30, 2003, Acting Housing Division Chief Cynthia Larson e-mailed Mr. Hop-son to complain about a draft COD that apparently did not hold that depreciation was applicable to counter tops and other materials installed in units. In this e-mail, Ms. Larson wrote—
Rod [Everett] provided Connie [Kiser] with the draft for the COD on the above mentioned units [646 and 833]. I have some grave concerns with [the] findings. We have already been down this road before and DO NOT want to go down it again. The issue of depreciation is not up for discussion, as we see it. Our direction came specifically from Don Kinner, DOJ in a teleconference with the COE, Housing, and DOJ, in which he stated depreciation will apply to everything; where the question was asked specifically, does depreciation apply only to carpet or all repair items. Don Kinner’s [sic] stated it applied to everything. I believe if we allow this COD to go out as is, we are opening ourselves up for complete failure on all key issues and litigation will CONSUME our daily efforts.
The contract states any repair or replacement shall match in kind and color to all adjacent surfaces. With this said, we have been applying this to all repairs and as I understand], Ann is stating that this is only applicable to carpet replacement and no other repairs. Again, our stand has to be unified and we have not been applying this concept, based on guidance from the COE. We CANNOT change ships mid stream, if we do, all previous work will be negated, and the judge has already accused us of inconsistency in our methodologies.
I feel with this being such a SIGNIFICANT change to the day to day operations, we need to have a meeting and discuss PRIOR to this COD being released and come up with a CONCRETE PLAN of action. I feel precedence will be set and HOLD ON, we’re on the roller coaster again.
(Emphasis in original). On January 31, 2003, Mr. Hopson sent North Star the final version of the COD regarding units 646 and 833. That COD indicated that “[c]ountertop material will be depreciated based upon a schedule to be determined by the Government after North Star submits pertinent cost information.” On February 12, 2003, Mr. Hop-son e-mailed Ms. Harrell, indicating that the comments on draft CODs provided by her office were “invaluable.”
On February 20, 2003, Col. Snodgrass sent North Star a letter denying it any incentive fee for 2002. As basis for this decision, the letter cited, inter alia, the audit and the loekset issue, the results of the resident survey, 25 and North Star’s practice of challenging Ms. Kiser’s authority to direct work. On March 4, 2003, North Star responded to this letter. It noted that the loekset issue— which the December 2001 IRACO audit had revealed involved only $135 — had been used “to deny incentive fee awards to North Star since 2000.” North Star further complained that the resident surveys were biased against it, specifically asserting that the surveys *182 were designed to give residents the false impression that North Star was at fault for the Army’s failure to enforce certain policies {e.g., pet control). On March 24, 2003, the Army provided North Star with a summary of the findings of the IRACO follow-up investigation that was conducted between May and August of 2002. Those findings continued to maintain that the facility history files did not contain the work authorizations that were approved by the Army. The audit also verified that, in four instances, North Star had installed used locksets and billed the Army for the installation of new ones. The summary concluded that “IRACO’s findings have been forwarded to the Army’s Criminal Investigation Command to determine whether further investigation is warranted.” On March 28, 2003, the court granted defendant’s motion to stay the 1998 case pending the resolution of the criminal investigation; that stay remained in force until May 5, 2004.
During the first quarter of 2003, the parties continued to argue over inspection procedures, with the Army maintaining that it had the right to inspect units at any time and North Star asserting that such ad hoc inspections could not supplant the inspection protocols established by the Lease. Ultimately, this dispute led to a contracting officer decision, dated May 22, 2003, which held that while the Army could conduct additional inspections, “North Star must be notified of and permitted to attend any inspection being performed for the purpose of identifying maintenance requirements.” Many of the issues previously identified continued to be hot topics of dispute between the parties for the remainder of 2003 and into 2004. As if these were not enough, two new sets of issues were raised during this period. First, a variety of issues arose when the Army, on June 5, 2003, ordered North Star to perform cleaning services that had previously been performed by another Army contractor — the Army afforded North Star five additional days of down time where a “full cleaning is required,” but indicated that additional down time would be determined by the Army on a case-by-case basis where “only. a partial cleaning or a minimum amount of cleaning is required.” Second, in a letter dated July 10, 2003, North Star accused the Army of refusing to authorize work for occupant damage, but then, upon a later change of occupancy, insisting such work was required by fair wear and tear. During this period, stockpiling continued, periodically spiking 26 and the conflict between the parties was further heightened when Ms. Kiser, for the first time, used a black light to determine that the painting in a unit was inadequate, thereby allegedly identifying flaws that were not visible to the naked eye.
On November 20, 2003, plaintiff filed its complaint before this court in case No. 03-2699C. On March 9, 2004, the Army denied North Star an incentive fee for 2003, citing many of the issues that had been raised in prior award decisions (although not raising the lockset issue). In June of 2004, Ms. Lori Dallas replaced Ms. Kiser as the Housing Project Manager/Site Manager of Birchwood.
D. Proceedings to Date
As noted, on March 9, 1998, North Star filed its initial complaint in this case. In 1998 and 1999, there were numerous disputes between the parties involving electronic discovery and other issues. On August 23, 1999, North Star filed an amended complaint. On April 6, 2000, Judge Bruggink stayed the case pending settlement discussions. On May 26, 2000, the parties entered into an agreement establishing the preliminary terms of a settlement. On December 19, 2000, North Star filed a notice of recision, claiming that the settlement agreement remained unconsummated. On January 3, 2001, this case was reassigned to the undersigned. On June 14, 2001, defendant filed a motion for summary judgment, seeking to enforce the settlement. Following briefing, on January 9, 2002, the court denied the motion for summary judgment, based upon the existence of genuine issues of material fact. On January 31, 2002, defendant issued *183 its own notice of recision of the settlement and the settlement thereby was deemed abandoned.
Further discovery ensued. On April 16, 2002, North Star filed a second amended complaint. On April 19, 2002, defendant filed a motion for summary judgment on the merits of this case. On June 3, 2002, the court scheduled this case for a trial to begin on October 16, 2002. Following additional discovery, the court, in an unpublished opinion dated July 3, 2002, granted, in part, and denied, in part, defendant’s motion for summary judgment. Thereafter, the parties indicated that they were making substantial progress toward settlement, leading the court, on July 19, 2002, to postpone the trial and further stay the case. Settlement, however, did not materialize. On March 12, 2003, defendant, at a status conference, requested that the case be further stayed pending completion of the Army Criminal Investigations Division investigation of North Star. Before this request was acted upon, on March 28, 2003, North Star filed a motion for summary judgment. After additional filings regarding the criminal investigations were received, the court granted defendant’s request and the case was stayed (with periodic progress reports) until May 5, 2004. On that day, the court lifted the stay, in part, to allow defendant to respond to the plaintiffs March 28, 2003, motion for summary judgment. Shortly after this response was filed, further discovery disputes arose. On September 2, 2004, the court consolidated Case Nos. 02-1632C and 03-2699C with the earlier 1998 case. On October 4, 2004, the court issued an order granting, in part, and denying, in part, plaintiffs summary judgment motion. On January 18, 2005, the court issued an order requiring expert discovery and establishing a trial date of August 15,2005.
Trial in this case occurred between August 15 and 23, 2005, at which both fact and expert witnesses were presented. Further trial in this matter was conducted on September 2, 2005. Following the filing of extensive post-trial briefs, closing argument in this case occurred on July 20, 2006.
II. DISCUSSION
With the foregoing findings as reference points, the court proceeds to consider the claims made by plaintiff and defendant’s responses thereto.
A. Jurisdiction
In a motion in limine filed before trial, as well as during its closing argument and in its post-trial briefs, defendant asserted that a variety of the claims raised by plaintiff in its amended complaints should be dismissed for lack of jurisdiction. It contends that these claims were not properly filed with the contracting officer and that no decisions, therefore, were rendered on these matters. Because subject matter jurisdiction is a “threshold matter,” it must be addressed before the court turns to the merits. See Steel Co. v. Citizens for a Better Env’t, 523 U.S. 83, 94-95 , 118 S.Ct. 1003 , 140 L.Ed.2d 210 (1998); Nippon Steel Corp. v. United States, 219 F.3d 1348, 1352 (Fed.Cir.2000).
This court has “jurisdiction to render judgment upon any claim by or against, or dispute with, a contractor arising under ... the Contract Disputes Act of 1978 [(CDA)].” 28 U.S.C. § 1491 (a)(2); see also Applied Cos. v. United States, 144 F.3d 1470, 1477 (Fed. Cir.1998). In this framework, the “strict limits” of the CDA constitute “jurisdictional prerequisites to any appeal.” England v. The Swanson Group, Inc., 353 F.3d 1375, 1379 (Fed.Cir.2004) (citing Sharman Co. v. United States, 2 F.3d 1564 , 1569 n. 6 (Fed.Cir.1993)). Hence, jurisdiction is lacking “unless the contractor’s claim is first presented to the contracting officer and that officer renders [or is deemed to render] a final decision on the claim.” England, 353 F.3d at 1379 ; see also D.L. Braughler Co., Inc. v. West, 127 F.3d 1476, 1480 (Fed.Cir.1997); James M. Ellett Constr. Co. v. United States, 93 F.3d 1537, 1541 (Fed.Cir.1996); Bath Iron Works Corp. v. United States, 20 F.3d 1567, 1578 (Fed.Cir. 1994). And these requirements must be met separately for each claim raised — there is no pendent or ancillary jurisdiction. See Joseph Morton Co. v. United States, 757 F.2d 1273, 1281 (Fed.Cir.1985); see also Health Ins. Plan of Greater N.Y., Inc. v. United States, 62 Fed.Cl. 33, 48 (2004).
*184 Section 605 of the CDA expressly requires that “[a]ll claims by a contractor against the government ... shall be in writing and shall be submitted to the contracting officer for a decision.” 41 U.S.C. § 605 (a); see also England, 353 F.3d at 1379 . Where the amount of a claim exceeds $100,000, the claim must be certified by the contractor. 41 U.S.C. § 605 (c)(1). While the CDA does not define further the content of a “claim,” FAR § 2.101 defines a “claim” as “a written demand or written assertion by one of the contracting parties seeking, as a matter of right, the payment of money in a sum certain, the adjustment or interpretation of contract terms, or other relief arising under or relating to the contract.” 48 C.F.R. § 2.101 ; see also England, 353 F.3d at 1379 ; Reflectone, Inc. v. Dalton, 60 F.3d 1572, 1575-76 (Fed. Cir.1995). This definition, which has often been employed by courts analyzing whether the CDA requirements are met, 27 thus distinguishes between claims that seek monetary relief and other types of demands involving “the adjustment or interpretation of contract terms” or “other relief arising under or relating to the contract.” Neither type of claim must be submitted “in any particular form or use any particular wording.” Contract Cleaning Maint., Inc. v. United States, 811 F.2d 586, 592 (Fed.Cir.1987); see also Transamerica Ins. Corp. v. United States, 973 F.2d 1572, 1578 (Fed.Cir.1992) (“certain ‘magic words’ need not be used and the intent of the ‘claim’ governs”); Engineered Demolition, Inc. v. United States, 70 Fed.Cl. 580, 587 (2006). Indeed, various eases suggest that a claim may arise from the combination of more than one document submitted to the contracting officer. See Clearwater Constructors, Inc. v. United States, 56 Fed.Cl. 303, 309 (2003); Exec. Ct. Reporters, Inc. v. United States, 29 Fed.Cl. 769, 774 (1993) (“a series of letters can be read together to comprise a clear and unequivocal statement giving the contracting officer notice of the basis for the contractor’s claim”); Al Munford, Inc. v. United States, 30 Fed.Cl. 185, 189 (1993) (“Such a statement may be in the form of one or several documents.”).
In other regards, the requirements' for monetary and • nonmonetary claims diverge somewhat. The Federal Circuit has described the requirements of a monetary claim in practical terms, stating that “[a]ll that is required is that the contractor submit in writing to the contracting officer a clear and unequivocal statement that gives the contracting officer adequate notice of the basis and amount of the claim.” Scott Timber Co. v. United States, 333 F.3d 1358, 1365 (Fed.Cir.2003) (quoting Contract Cleaning, 811 F.2d at 592 ); see also Ace Constructors, Inc. v. United States, 70 Fed.Cl. 253, 266 (2006). Consistent with this “common sense” view, this court has consistently interpreted the “sum certain” requirement to include amounts in dispute that “can be easily determined by a simple mathematical calculation or from the contractor’s submission to the contracting officer.” Metric Constr. Co. v. United States, 14 Cl.Ct. 177, 179 (1988) 28 In this regard, the claim must provide enough specificity so as to meet the twin purposes of the CDA’s administrative exhaustion requirement — to screen out unwarranted or inflated claims, see CPS Mech. Contractors, 59 Fed.Cl. at 764; Kirkham Constrs., Inc. v. United States, 30 Fed.Cl. 90, 93 (1993) (citations omitted), and to facilitate resolution of contract disputes by negotiation, at-the agency level, rather than by litigation, H.L. Smith, Inc. v. Dalton, 49 F.3d 1563, 1566 (Fed.Cir. 1995) .(citations omitted); see also S.Rep. No. 95-118 at 7-8 (1978) (claim requirement was to “induce resolution of more contract disputes by negotiation prior to litigation”). If no sum certain is specified, the contracting officer cannot settle the claim by awarding a specific amount of money “because such a settlement would not preclude the contractor from filing suit seeking the difference between the amount awarded and some larger amount never specifically articulated to the contracting officer.” Exec. Ct. Reporters, 29 Fed.Cl. at 775 ; see also CPS Mech. Contractors, 59 Fed.Cl. at 765.
*185 By comparison, a nonmonetary claim — one seeking, for example, the interpretation of contract terms — need not seek a “sum certain.” See CW Gov’t Travel, Inc. v. United States, 68 Fed.Cl. 369 , 382 (2004); Clear-water Constructors, Inc., 56 Fed.Cl. at 309 (“To state a non-monetary claim there is no requirement that the contractor make a request for a sum certain.”); GPA-I, LP v. United States, 46 Fed.Cl. 762, 767 (2000). Rather, “the phrase ‘as a matter of right’ in the regulatory definition of a ‘claim’ requires only that the contractor specifically assert entitlement to the [nonmonetary] relief sought. That is, the claim must be a demand for something due or believed to be due.” Alliant Techsystems, Inc. v. United States, 178 F.3d 1260, 1265 (Fed.Cir.1999); see also CW Gov’t Travel, 63 Fed.Cl. at 383. Such a claim, if denied or deemed denied, thus supplies the prerequisite for this court to exercise jurisdiction in a case in which a contractor is seeking merely declaratory relief. Alliant Techsystems, 178 F.3d at 1268 ; Garrett v. General Elec. Co., 987 F.2d 747, 750-51 (Fed.Cir.1993).
Defendant asserts that more than a dozen of North Star’s monetary claims were not presented to the contracting officer with sufficient detail so as to meet the regulatory definition of a “claim,” particularly the “sum certain” requirement thereof. Plaintiff does not contend that there is a single document that establishes, for any of these questioned monetary claims, a “sum certain” request. Rather, it contends that the amounts sought as to these claims were “easily calculable” based upon information accessible to the contracting officer at the time the claims were made — information either supplied by plaintiff or originating with defendant. Essentially, plaintiff asserts that the respective contracting officers should have been able to take cost, billing or other accounting information that they had, combine it with various requests made by plaintiff for money owed, and arrive at the “sum certain” that plaintiff was seeking. The court is sympathetic to plaintiffs plight, particularly given the specter that significant time was expended at trial on claims that were belatedly attacked by defendant on jurisdictional grounds. Indeed, to date, defendant has provided no acceptable explanation as to why it did not perceive the alleged jurisdictional defects until, in some instances, the eve of trial, and, in other instances, even after trial. Yet, it is axiomatic that subject matter jurisdiction may be raised at any time. See Folden v. United States, 379 F.3d 1344, 1354 (Fed.Cir. 2004), cert. denied, 545 U.S. 1127 , 125 S.Ct. 2935 , 162 L.Ed.2d 865 (2005); Fanning, Phillips & Molnar v. West, 160 F.3d 717, 720 (Fed.Cir.1998). And the fact is — discomforting or not — that jurisdiction is lacking as to many of the challenged monetary claims.
While plaintiff suggests that administrative claims can be cobbled together from various documents that were possessed by defendant, as to most of the claims at issue, there are no select group of documents, supplied by plaintiff or otherwise, that provide a “clear and unequivocal” indication as to the amount sought by plaintiff. Contrary to plaintiff’s importunings, determining a sum certain for many of these claims is not a matter of simple mathematics. In some cases, only portions of the relevant costs are documented; in others, historical cost data is available for similar transactions, but not for those that are the subject of the claim; and in still others, the relevant data is entirely missing. 29 Moreover, while the decisional law suggests that several documents may be combined into a claim for purposes of the CDA, that combination must still make clear how much the plaintiff is willing to accept in settlement of its claim. Thus, for example, multiple documents seemingly could form a *186 claim if one unambiguously stated the costs involved and another cross-referenced the earlier document and sought a final decision to recover those costs. See, e.g., Al Mun-ford, 30 Fed.Cl. at 189-90; see also Contract Cleaning Maint., 811 F.2d at 588-89, 592 . 30 But, such is not the case where various documents list the costs involved with an issue, but no document definitively claims all or some specified amount of those costs. To hold, in the latter situation, that the administrative exhaustion requirements of the CDA are satisfied would be to defeat the primary purpose for having those requirements, which, as noted, is to provide the agency with a concrete opportunity to settle the claim in advance of litigation. Such a holding threatens legal uncertainty in an area of law that is reasonably well-settled, a result unwarranted even by the belatedness of some of defendant’s jurisdictional arguments. 31
Nor does the so-called “enlarged claim” doctrine offer plaintiff any solace here. Under this doctrine, additional compensation may be sought, without prior certification by a contracting officer’s final decision, for “new matters inherent in the claims previously presented.” Miller Elevator Co. v. United States, 30 Fed.Cl. 662, 701 (1994). 32 ' For the doctrine to apply — (i) “the increase in the amount of the claim [must be] based on the same set of operative facts previously presented to the contracting officer;” and (ii) “the contractor neither knew nor reasonably should have known, at the time when the claim was presented to the contracting officer, of the factors justifying an increase in the amount of the claim.” AAI Corp. v. United States, 22 Cl.Ct. 541, 544 (1991) (quoting Kunz Constr. Co. v. United States, 12 Cl.Ct. 74, 79 (1987) (emphasis in original)); see also Johnson Controls World Services, Inc. v. United States, 43 Fed.Cl. 589, 593 (1999). Yet, aside from what North Star knew and when, it remains that the claims at issue are not based upon the same set of operative facts, but, at best, similar occurrences during different time periods. Under these circumstances, the enlarged claim doctrine avails plaintiff naught, as the decisional law so reflects. 33
Reflecting the foregoing, the court’s specific jurisdictional findings are summarized in the attached Fact Appendix I, which lists the relevant paragraphs of the various complaints raising certain claims, the documents) that plaintiff purports represent a CDA claim, and various findings regarding those documents. These findings reveal that, while the total number of claims that remain jurisdictionally viable is much reduced over those that originally went to trial, the most significant of the claims here are unaffected. That is true, in part, because many of the latter claims seek only declara *187 tions — relief that, as noted, does not require a prior request for a sum certain. See Clear-water Constrs., 56 Fed.Cl. at 309, 311 ; see also CW Gov’t Travel, 63 Fed.Cl. at 381-82. Indeed, most of the substantive issues raised are implicated by plaintiffs banner claim— that defendant acted in bad faith, a topic to which the court now turns.
B. Bad Faith
“The need for mutual fair dealing,” the Federal Circuit has instructed, “is no less required in contracts to which the government is a party, than in any other commercial arrangement.” Maxima Corp. v. United States, 847 F.2d 1549, 1556 (Fed.Cir.1988); see also St. Regis Paper Co. v. United States, 368 U.S. 208, 229 , 82 S.Ct. 289 , 7 L.Ed.2d 240 (1961) (Black J., dissenting) (“It is no less good morals and good law that the Government should turn square corners in dealing with the people than that the people should turn square corners in dealing with their Government.”). Most of plaintiffs claims may be viewed as a variation on a theme— that the government officials involved here, in sundry ways, acted in bad faith. Accordingly, while various of plaintiffs allegations could be viewed as asserting breaches independent of its bad faith claims, the court believes that the evidence of animus here is such that it is more appropriate to view all those allegations as being at least potentially impacted by the government’s bad faith.
1. Standard of Proof
Because it is an implied term of every contract that each party will act in good faith towards the other, a party may breach a contract by acting in bad faith. Link v. Dept. of the Treasury, 51 F.3d 1577, 1582 (Fed.Cir.1995); see also Centex Corp. v. United States, 395 F.3d 1283, 1304 (Fed.Cir. 2005). As an aspect of these duties, “[e]very contract ... imposes an implied obligation ‘that neither party will do anything that will hinder or delay the other party in performance of the contract.’ ” Essex Electro Eng’rs, Inc. v. Danzig, 224 F.3d 1283, 1291 (Fed.Cir.2000) (quoting Luria Bros. v. United States, 177 Ct.Cl. 676 , 369 F.2d 701 , 708 (1966)); see also H & S Mfg., Inc. v. United States, 66 Fed.Cl. 301, 310 (2005), aff'd 192 Fed.Appx. 965 (Fed.Cir.2006). Such covenants require each party “not to interfere with the other party’s performance and not to act so as to destroy the reasonable expectations of the other party regarding the fruits of the contract.” Centex Corp., 395 F.3d at 1304 ; see also Malone v. United States, 849 F.2d 1441, 1445 (Fed.Cir.1988), modified on other grounds by, 857 F.2d 787 (Fed.Cir.1988). This “duty not to hinder is breached when the Government commits ‘actions that unreasonably cause delay or hindrance to contract performance.’” H & S Mfg., 66 Fed.Cl. at 311 (quoting C. Sanchez & Son, Inc. v. United States, 6 F.3d 1539, 1542 (Fed.Cir.1993)). Such a breach occurs when, in the words of Judge Posner, there has been “sharp dealing,” defined as taking “deliberate advantage of an oversight by your contract partner concerning his rights under the contract.” Mkt. St. Assocs. L.P. v. Frey, 941 F.2d 588, 594 (7th Cir.1991); see also Centex Corp., 395 F.3d at 1304 (The covenant “include[s] the duty not to interfere with the other party’s performance and not to act so as to destroy the reasonable expectations of the other party regarding the fruits of the contract.”).
When a contractor alleges bad faith, in order “to overcome the presumption of good faith [on behalf of the government], the proof must be almost irrefragable.” Info. Tech. & Applications Corp. v. United States, 316 F.3d 1312 , 1323 n. 2 (Fed.Cir.2003). Translated into more common parlance, “well nigh irrefragable proof’ has been described as “clear and convincing evidence.” Am-Pro Protective Agency, Inc. v. United States, 281 F.3d 1234, 1239-40 (Fed.Cir.2002). “In the cases where the court has considered allegations of bad faith, the necessary ‘irrefragable proof has been equated with evidence of some specific intent to injure the plaintiff.” Torncello v. United States, 231 Ct.Cl. 20 , 681 F.2d 756, 770 (1982) (emphasis in original); see also Galen Med. Associates, Inc. v. United States, 369 F.3d 1324, 1330 (Fed.Cir.2004); Librach v. United States, 147 Ct.Cl. 605, 614 (1959); cf. Tecom, Inc. v. United States, 66 Fed.Cl. 736, 757-72 (2005). Courts have found bad faith when confronted by a course *188 of government conduct that was “designedly oppressive,” Struck Const. Co. v. United States, 96 Ct.Cl. 186, 222 , 1942 WL 4411 (1942), or that “initiated a conspiracy” to “get rid” of a contractor, Knotts v. United States, 128 Ct.Cl. 489 , 121 F.Supp. 630, 636 (1954). See also C. Sanchez & Son, Inc., 6 F.3d at 1542 . As these cases illustrate, the “irre-fragable proof’ standard, though daunting, is not intended to be impenetrable, that is, it does not “insulate government action from any review by courts.” The Libertatia As-socs., Inc. v. United States, 46 Fed.Cl. 702, 707 (2000) (emphasis in original); see also L.P. Consulting Group, Inc. v. United States, 66 Fed.Cl. 238, 243 (2005); Manson Const. Co. v. United States, 64 Fed.Cl. 746 , 753 n. 11 (2005). 34
Perhaps sensing weaknesses in its case, defendant attempts to fasten a layer of legal kevlar onto the “bad faith” standard that truly would make it impregnable. It contends, for example, that there can be no bad faith unless it is shown that a breach of an express contract provision has occurred. To be sure, the implied covenant of good faith and fair dealing cannot be used to expand or override contractual duties in the express contract. See, e.g., Bradley v. Chiron Corp., 136 F.3d 1317, 1326 (Fed.Cir. 1998); Renda Marine, Inc. v. United States, 66 Fed.Cl. 639, 648 (2005). But, it does not follow, a fortiori, that the covenant must be deemed fulfilled unless the express terms of the contract are breached. Rather, the covenant may be breached if, in ways unenvi-sioned by the contract, a party proceeds in a fashion calculated to frustrate or hinder performance by its contracting partner. Such was the holding in Centex Corp., 395 F.3d at 1306 , in which the Federal Circuit found that the covenant could be violated by a hindering action, provided the plaintiff was not seeking “an expansion of the government’s duties under the contract or for a duty that is inconsistent with some provision of the contract.” 35 In other words, the covenant may be breached if the contract is enforced in a fashion designed to “interfer[e] with the plaintiffs’ enjoyment of the benefits contemplated by the contract, which is among the core functions served by the implied covenant of good faith and fair dealing.” Centex Corp., 395 F.3d at 1306 . Indeed, the covenant perhaps plays its most crucial role where one party under a contract exercises discretion in favor of the other — “[t]he office of the doctrine of good faith is to forbid the kinds of opportunistic behavior that a mutually dependent, cooperative relationship might enable in the absence of the rule.” Mkt. St. Assocs., 941 F.2d at 595 . 36 To hold *189 that, absent a separate breach, the covenant is not violated would be to deprive this implied promise of any vitality in the particular universe for which it was designed — that of contract discretion — indeed, stripping it of any real significance in terms either of the expectations of performance or the remedies available for nonperformance.
Nor is defendant correct in asserting, in fine, that plaintiff must show that each action harmful to North Star was independently animated by animus. Such a standard would require neither “well nigh” nor “irrefragable” proof, but, rather, “downright impossible” proof. The artificial rigor it would introduce would require a plaintiff to establish a nexus between an expression of animus and each of perhaps dozens of actions taken over an extended period of time. In other words, plaintiff would need to produce not one “smoking gun,” but an arsenal of them— each distinctly tethered to a particular harmful action. If nothing else, this approach would hamstring the court, preventing it from viewing a continuing course of varied conduct as itself objective indication that the actor had ill intent. It would also make it exceedingly difficult to find bad faith where a group of actors is involved, only some of whom directly exhibited animus. Perhaps for these reasons, the specific matching sought by defendant not only finds utterly no support in the decisional law, 37 but clashes decidedly with the approach taken by the Court of Claims in Struck. There, the court stated that “[i]f the aggregate of the actions of all of the agents would, if all done by one individual, fall below the standard of good faith, [the government] for whom the various agents acted should be held to have violated that standard.” 96 Ct.Cl. at 221 ; see also Libertatia, 46 Fed.Cl. at 710 . The law thus proceeds from the eminently logical conclusion that if evidence clearly and convincingly demonstrates a pattern of animus on the part of particular individuals, unreasonable actions taken by those same individuals were actuated by that enmity. 38 To hold otherwise would be to render the “good faith” rule a hollow maxim.
Truth be told, however, the foregoing discussion is more academic than dispositive for, as will be seen, this is not a close case. The bad faith here was pervasive and, over time, metastasized, spreading through and corrupting virtually the entire relationship between plaintiff and defendant. As will be seen, that bad faith plainly animated actions by key government officials that effectuated not only a breach of the covenant of good faith and fair dealing, but also many express contract provisions. To a discussion of these finer points, the court now proceeds.
2. Did Defendant Act in Bad Faith?
The dispositive issue here then is whether defendant’s representatives acted, with am- *190 mus, in a fashion calculated to hinder plaintiffs performance. If they did, this would be the type of opportunistic behavior in an ongoing contractual relationship that would violate the duty of good faith performance. And, defendant’s representatives — particularly, Mr. Peterson and Ms. Kiser — did precisely that.
a. Specific Statements Evidencing Animus — “Just follow the Miami Hurricane’s Game Plan”
A specific intent to injure may be exhibited by the express statements of key government officials. See, e.g., Libertatia, 46 Fed.Cl. at 706-09 ; see also Artie McConnell, “Bad Faith as a Limitation on Terminations for Convenience: As Bad as They Say, or Not so Bad?”, 32 Pub. Cont. L.J. 411 , 416 (2003) (“extraordinary and outspoken distaste on the part of the Government clearly demonstrates the intent to injure necessary to support a finding of bad faith”). The record here is littered with statements made by key government officials exhibiting animus toward North Star.
As noted at the very outset of this opinion, Mr. Peterson, then Chief of Housing for Alaska, sent an e-mail to most of the government officials involved in supervising the Birchwood contract, in which he colorfully summed up his view of how to administer the. Lease. What he wrote bears repeating:
Just follow the Miami Hurricane’s Game Plan. Blitz Fisher [sic] the first time he takes the handoff from Wartes. Force them to go for the short gains. Keep them out of the red zone. On offense, exercise good ball control and mix up the plays to throw off their timing. Try to draw them offsides and into a penalty situation. And always remember that you have home field advantage.
Such-statements, unfortunately, were neither isolated in number nor unusual in tenor. Thus, in October of 1997, when the hostilities between the parties were in their nascent stage, Col. Brown set the tone for his subordinates when, in rejecting Mr. Fischer’s position on carpet depreciation, he stated at a meeting, “[w]e’ll just let your lawyers and our lawyers deal with this, because I’m going to figure out a way that I can take it right out of your pay.” Seemingly always embracing confrontation, rather than cooperation, Mr. Peterson, in July of 1998, complained that his employees were “floundering as to the best course of action for deducting rent” and “withdrawing work for accomplishment by an alternative source,” clearly establishing these as independent goals to be achieved in the administration of the Lease. During this same period, he began to urge his colleagues to consider how the Army would replace North Star when the Lease terminated— even though that event could occur, at the earliest, nine years hence. Later, Mr. Peterson wrote an e-mail to Ms. Kiser in which he acerbically stated “I recommend installing a trap door in front of your desk which you can release when Eldon is standing on it in front of your desk. Connected to a chute to the Chena River.” Shortly thereafter, when Mr. Wartes confronted Ms. Kiser about her manipulation of the schedule to North Star’s detriment, she indicated that the reason she had done so was “because I can.”
Defendant asserts that these statements represent merely the accumulated frustration of government officials who were dealing with a difficult situation. But, government employees who worked at Birchwood testified that Ms. Kiser and others acted in a calculated fashion to harm North Star. Thus, former housing inspector Yolanda Klumb, who worked at Birchwood for approximately two and one-half years, testified that Ms. Kiser often called Mr. Wartes a liar in her presence and at staff meetings. Ms. Klumb, however, testified that she did not believe that Wartes had ever lied to her and that he was a “very knowledgeable person” about maintenance. She concluded, rather, that it was Ms. Kiser who often bent the truth to her purposes. For example, Ms. Klumb believed that Ms. Kiser changed her inspection reports, so that items that should have been listed as “occupant damage” were instead reflected as “fair wear and tear.” In this regard, she convincingly testified:
I was authorized at inspections to make certain determinations, certain items that I can deem fair wear and tear____And then I have heard her on numerous occasions *191 saying, well, she’s not going to pay that. Eldon’s going to pay it, or I’m sorry, North Star is going to pay it completely. And I had already made the determination that something was supposed to be ... occupant damage as opposed to fair wear and tear.
Ms. Klumb further testified that Ms. Kiser’s repeated attempts to shift the “brunt of whatever confrontation was going on” to Mr. Wartes were a “standing joke” in the office. She admitted to Mr. Wartes, on another occasion, that Ms. Kiser was “out of control.” 39
Ms. Klumb’s observations were buttressed by those of Nikisha Goins, another former housing inspector, who testified, via deposition, that she was “being used as a tool to make North Star pay for stuff.” She elaborated that she was “being used to go out there to do the inspection, assess the damages, but bring ... less charges back to the government.” She recalled being instructed by Ms. Kiser to reduce government spending on carpet and painting and cited several instances in which Ms. Kiser refused to authorize the replacement of items that, in her view, should have been replaced at the government’s expense. Ms. Kiser, in fact, reportedly encouraged Ms. Goins to think of Mr. Wartes as the “big bad wolf,” leading Ms. Goins to conclude that many of Ms. Kiser’s decisions about what to fix or pay for were based on her personal animosity toward Mr. Wartes and a desire to impact negatively North Star. As Ms. Goins stated, “Connie ... did not like Eldon and it seemed like she took that very personal in a lot of decisions she made on whether to fix things, or not fix them. It just became personal and I was being used to take her frustration out on him.” 40 By comparison, Ms. Goins indicated that over time, she had no problems working with Mr. Wartes, whom she found cooperative. Ms. Goins, however, could not say the same of Ms. Kiser, whom she found uncooperative and, at times, coercive. Indeed, both Ms. Klumb and Ms. Goins were so distrustful of Ms. Kiser that they made duplicate copies of their inspection paperwork, fearful that Ms. Kiser was altering their reports to reflect occupant damage as fair wear and tear.
Of course, in her sworn testimony, Ms. Kiser denied that she held any animus whatsoever toward Mr. Wartes or North Star and emphasized repeatedly that her actions were prompted only by a sincere desire to administer Birchwood effectively. The record, however, demonstrates otherwise — and by clear and convincing evidence. For one thing, as noted above, Ms. Kiser’s claims were flatly contradicted by not one, but two *192 of her former employees — Ms. Klumb and Ms. Goins. Indeed, although

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Source: Frix Law Library, https://www.frixlaw.com/law-library/cases/6656218. Public record. Not legal advice.