UNPUBLISHED

UNITED STATES COURT OF APPEALS

FOR THE FOURTH CIRCUIT

No. 22-1189

MARIO ERNESTO AMAYA; JOSE NORLAND GONZALEZ,

 Plaintiffs – Appellees,

and

JOSE AMADEO CASTILLO,

 Plaintiff,

v.

DGS CONSTRUCTION, LLC, d/b/a Schuster Concrete Construction,

 Defendant – Appellant,

and

WHITING-TURNER CONTRACTING COMPANY,

 Defendant.

No. 22-1232

MARIO ERNESTO AMAYA; JOSE NORLAND GONZALEZ,

 Plaintiffs – Appellants,

and

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JOSE AMADEO CASTILLO,

 Plaintiff,

v.

DGS CONSTRUCTION, LLC, d/b/a Schuster Concrete Construction,

 Defendant – Appellee,

and

WHITING-TURNER CONTRACTING COMPANY,

 Defendant.

Appeals from the United States District Court for the District of Maryland at Greenbelt. 

Theodore D. Chuang, District Judge. (8:16−cv−03350−TDC)

Argued: March 10, 2023 Decided: April 21, 2023

Before WILKINSON, HARRIS, and RUSHING, Circuit Judges.

Affirmed by unpublished opinion. Judge Wilkinson wrote the opinion, in which Judge 

Harris and Judge Rushing joined.

ARGUED: Christopher Curtis Dahl, BAKER DONELSON, Baltimore, Maryland, for 

Appellant/Cross-Appellee. Steven Michael Pavsner, JOSEPH GREENWALD AND 

LAAKE, P.A., Greenbelt, Maryland, for Appellees/Cross-Appellants. ON BRIEF: 

Stephen M. Silvestri, Mary M. McCudden, JACKSON LEWIS P.C., Baltimore, Maryland; 

Jennifer L. Curry, BAKER, DONELSON, BEARMAN, CALDWELL & BERKOWITZ, 

PC, Baltimore, Maryland, for Appellant/Cross-Appellee. Erika Jacobsen White, Brian J. 

Markovitz, JOSEPH GREENWALD AND LAAKE, P.A., Greenbelt, Maryland, for 

Appellees/Cross-Appellants.

Unpublished opinions are not binding precedent in this circuit.

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WILKINSON, Circuit Judge:

Mario Ernesto Amaya and Jose Norland Gonzalez represent a class of construction 

workers who sued DGS Construction, LLC, also known as Schuster Concrete Construction

(Schuster). They alleged that Schuster unlawfully withheld benefit payments on overtime 

hours the class worked while constructing the MGM Grand Hotel and Casino in Prince 

George’s County, Maryland. A jury found that Schuster was unjustly enriched under 

Maryland law by withholding these payments. Schuster appeals, arguing primarily that the 

district court committed reversible error in denying its motion for judgment as a matter of 

law because the evidence was insufficient to establish unjust enrichment. Schuster 

additionally asserts that the district court erred in certain evidentiary rulings and its jury 

instructions. Amaya and Gonzalez cross-appeal, positing that the district court erred in 

granting summary judgment to Schuster on the class’s claim alleging a violation of the 

Maryland Wage Payment and Collection Law. For the reasons that follow, we shall affirm 

the district court.

I.

A.

DGS Construction, LLC, is a Maryland-based concrete contractor doing business as 

Schuster Concrete Construction. Schuster entered into a subcontract with the WhitingTurner Construction Company, which had received a general contract to build the MGM 

resort.

As the general contractor on the MGM project, Whiting-Turner executed a Project 

Labor Agreement (PLA) with various trade unions whose members would work on the 

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construction of the resort. The PLA sought to have all subcontractors who worked on the 

project denote their agreement with the PLA and agree to be bound by its terms. The PLA, 

however, also allowed non-union subcontractors to work on the MGM project and 

exempted them from its requirements if less than three qualified union subcontractors bid 

on any aspect of the construction. 

Even those subcontractors exempted from the PLA had certain baseline 

requirements. The PLA provided that:

Exemption from this Agreement shall not automatically relieve the 

successful bidder from complying with Project based requirements . . . . For 

all contractors working on the project, payment of prevailing wages and 

fringe benefit rates of the project as indicated on the Maryland Department 

of Labor, Licensing, and Regulation Informational Wage Rate for Prince 

George’s County determined at the commencement of the Project, which 

Developer has voluntarily adopted for the Project, shall be a minimum 

requirement and contractors are free to provide wages and fringe benefits at 

rates in excess of such prevailing rates. 

J.A. 5483. The PLA therefore incorporated as a floor for all contractors the wage rates set 

by the Maryland Department of Labor, Licensing and Regulation (DLLR) for state-funded 

projects for Prince George’s County. 1

In December 2014, when Schuster executed a subcontract with Whiting-Turner to 

perform concrete work on the MGM project, it did not assent to the PLA because only one 

union subcontractor had bid on that aspect of the work. Schuster, however, agreed within 

1 In 2019, the DLLR was renamed the Maryland Department of Labor. For purposes 

of this appeal, we will refer to the agency as the DLLR. 

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its subcontract to be bound by a “Project Manual” from Whiting-Turner, which outlined 

additional requirements. 

The Project Manual included a wage rate schedule, labeled as “S.3: Project Labor 

Minimum Wage Rates” (S.3). J.A. 5389–91. The S.3 stated that, consistent with the PLA, 

Schuster must pay its workers pursuant to a designated schedule consisting of wage rates 

that “were voluntarily adopted for the Project by [the] Developer” and were “derived from 

those listed by the [DLLR] for Prince George’s County.” J.A. 5389. The S.3 further 

required Schuster to certify that the wages paid to its employees were “not less than those 

established as set forth in the Contract Documents.” Id. Importantly, the S.3 clearly stated 

that the MGM project was “not subject to State law regarding the payment of prevailing 

wages or the Davis-Bacon Act.” Id.

The S.3 thus listed wages which mirrored those set by the DLLR. It had two columns 

labeled as “Basic Hourly Rate” and “Fringe Benefit Payment.” J.A. 5390. Workers earned 

fringe benefit payments only if they opted to receive cash in lieu of actual fringe benefits, 

such as health insurance. For example, a carpenter who opted to take the fringe benefit 

payment in lieu of in-kind benefits would receive the “Basic Hourly Rate” of $26.81 and 

the “Fringe Benefit Payment” of $8.19. Id.

This appeal involves the lack of fringe benefit payments on overtime hours. The S.3 

did not specify whether fringe benefit payments were due for overtime hours. Whereas the 

“Basic Hourly Rate” was calculated at time and a half after 40 hours worked, Schuster took 

the position that it was not required to make fringe benefit payments on overtime hours. 

Thus, the carpenter would earn $40.22 for each overtime hour worked but zero dollars in 

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fringe benefits. Schuster’s reasoning for not making benefit payments on overtime was that 

the costs it pays for in-kind benefits, like health insurance premiums, are fixed at monthly 

levels and do not increase when an employee works overtime. Moreover, it did not read 

the project documents as requiring fringe benefit payments on overtime. It therefore 

concluded that it need not pay Appellees fringe benefits for overtime hours. 

B.

Mario Ernesto Amaya and Jose Norland Gonzalez were at-will employees of 

Schuster who worked on the MGM project and chose to receive cash in lieu of in-kind 

benefits. Like other Schuster employees, they received no written employment contract but 

were repeatedly told that the MGM project was a “scale” job. See, e.g., J.A. 165, 167–73. 

According to Gonzalez, he understood “scale” to mean “the highest rate paid by the state 

or federal government.” J.A. 4322. 

Amaya and Gonzalez later sued Schuster and Whiting-Turner for the lack of fringe 

benefit payments on overtime hours on behalf of a class of approximately 1,600 similarly 

situated employees.2 They asserted five causes of action, but relevant to this appeal are the 

claims against Schuster for violations of the Maryland Wage Payment and Collection Law 

(MWPCL), Md. Code Ann., Lab. & Empl. §§ 3-501– 3-509, and unjust enrichment under 

Maryland law. 

2 This case was initially filed in state court in Prince George’s County, Maryland, 

but was removed to federal court by Schuster and Whiting-Turner. The district court 

asserted jurisdiction over this case pursuant to 28 U.S.C. § 1331 because it involved 

questions concerning section 301 of the Labor Management Relations Act, 29 U.S.C. 

§ 185. 

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1.

In August 2019, the district court granted summary judgment to Whiting-Turner on 

all claims and granted summary judgment to Schuster in part and denied it for the unjust 

enrichment claim. For the MWPCL claim, the district court noted that a “violation of the 

MWPCL occurs when an employer fails to pay ‘all wages due for work that the employee 

performed before the termination of employment,’ including overtime pay and fringe 

benefits.” J.A. 3628 (quoting Md. Code Ann., Lab. & Empl. § 3-505(a)). 

Appellee workers insisted that Schuster had promised to make fringe benefit 

payments on overtime hours based on the Project Manual “voluntarily adopt[ing]” 

government-listed wage rates. J.A. 3629. According to Appellees, “Maryland prevailingwage law . . . requires payment of fringe benefits for all hours worked,” and that 

requirement was embedded in the Project Manual. Id. (emphasis added) (internal 

quotations omitted). Schuster was allegedly aware of this requirement, according to the 

class, and thus the S.3 constituted an enforceable promise by Schuster to pay fringe benefits 

on overtime hours. 

The district court, however, found a salient difference between wage rates and wage 

law. According to the court, “the Project Manual not only fail[ed] to explicitly incorporate 

the requirements of the Maryland prevailing wage law, but also specifically disavow[ed] 

the applicability of the Maryland prevailing wage law to the Project[.]” Id. Moreover, the 

court noted that the Project Manual never stated whether the “Fringe Benefit Payment” 

would be made on overtime hours. Thus, the court found that Schuster had not made an 

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explicit promise to pay its employees fringe benefits on overtime hours worked, and 

Appellees had no viable claim under the MWPCL. 

The district court distinguished the MWPCL claim, which relied on an express 

agreement to make fringe benefit payments on overtime hours, from the unjust enrichment 

claim, which does not require any existing contract. It allowed the latter to proceed to trial, 

reasoning that even without an express promise to pay fringe benefits on overtime hours, 

there remained questions of fact over whether “it would be unjust for Schuster to be 

allowed to benefit from paying lower wages to [Appellees] on a project for which it was 

agreed that all workers would receive the prevailing wage rate.” J.A. 3633. 

2.

The unjust enrichment claim thus proceeded to a jury trial. The district court 

conducted a pre-trial conference, during which it denied Schuster’s motion in limine to 

preclude Appellees from offering evidence that Schuster’s subcontract with WhitingTurner required it to make fringe benefit payments on overtime. At that time, Schuster also 

objected to the district court’s proposed jury instructions on unjust enrichment. 

The trial took place over four days in June 2021. Schuster raised further objections

during trial to the district court’s proposed jury instructions. At the end of both Appellees’ 

case-in-chief and the presentation of the evidence, Schuster moved for judgment as a matter 

of law under Fed. R. Civ. P. 50(a). The district court denied these motions. The jury later 

returned a verdict in favor of Appellees on unjust enrichment. Schuster then filed a renewed 

motion for judgment as a matter of law under Fed. R. Civ. P. 50(b). The district court 

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denied this motion, finding there was sufficient evidence for a jury to conclude that 

Schuster was unjustly enriched under Maryland law.

Schuster timely appealed. It now argues that the district court erred in denying its 

motions for judgment as a matter of law, as Appellees did not introduce sufficient evidence 

to establish the elements of their unjust enrichment claim. Schuster additionally renews its 

arguments regarding the denial of its motion in limine and the court’s allegedly erroneous 

jury instructions. Appellees lodge a conditional cross-appeal, arguing that if we find that 

their unjust enrichment claim fails, then we should rule that the district court erroneously 

granted Schuster summary judgment on the MWPCL claim. We need not address this 

conditional cross-appeal for we affirm the district court on the unjust enrichment issue. We 

thus focus on Schuster’s unjust enrichment arguments, taking each of its contentions in 

turn. 

II.

The gravamen of Schuster’s argument on appeal is that the district court erred in 

concluding that there was sufficient evidence to support the jury’s verdict against it on 

unjust enrichment. 

The trial court denied Schuster’s Rule 50(b) motion on this issue below. We review 

this holding de novo. First Union Com. Corp. v. GATX Cap. Corp., 411 F.3d 551, 556 (4th 

Cir. 2005). We consider the evidence in the light most favorable to Amaya and Gonzalez 

as the prevailing parties. Id. Schuster “bears a hefty burden in establishing that the evidence 

is not sufficient” to support the jury’s verdict. Price v. City of Charlotte, N.C., 93 F.3d 

1241, 1249 (4th Cir. 1996). Though we cannot merely “rubber stamp” a jury verdict, “we 

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are compelled to accord the utmost respect to jury verdicts and tread gingerly in reviewing 

them.” Id. at 1250. In sum, “[e]ntry of judgment as a matter of law is appropriate only if 

the evidence is legally insufficient to support the jury’s verdict.” Bresler v. Wilmington Tr. 

Co., 855 F.3d 178, 196 (4th Cir. 2017). 

A.

To prevail on a claim of unjust enrichment under Maryland law, a plaintiff must 

show: 

1. A benefit conferred upon the defendant by the plaintiff; 2. [a]n 

appreciation or knowledge by the defendant of the benefit; and 3. [t]he 

acceptance or retention by the defendant of the benefit under such 

circumstances as to make it inequitable for the defendant to retain the benefit 

without the payment of its value.

Hill v. Cross Country Settlements, LLC, 936 A.2d 343, 351 (Md. 2007). As Maryland 

courts recognize, however, a claim for unjust enrichment “may not be reduced neatly to a 

golden rule.” Id. In general, a “successful unjust enrichment claim serves to deprive the 

defendant of the benefits that in equity and good conscience he ought not to keep, even 

though he may have received those benefits quite honestly in the first instance, and even 

though the plaintiff may have suffered no demonstrable losses.” Id. at 352 (internal 

quotations omitted). 

Unjust enrichment, moreover, is a remedy “to provide relief for a plaintiff when an 

enforceable contract does not exist but fairness dictates that the plaintiff receive 

compensation for services provided.” Cnty. Comm’rs of Caroline Cnty. v. J. Roland 

Dashiell & Sons, Inc., 747 A.2d 600, 607 (Md. 2000) (internal quotations omitted). In an 

unjust enrichment case, “there has been no agreement, the defendant has no prior 

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expectations either as to value or as to risk, and so the law of restitution simply returns the 

defendant to the status quo by disgorging the value of the benefit actually received.” Dolan 

v. McQuaide, 79 A.3d 394, 403 (Md. App. 2013). Accordingly, a defendant may be 

unjustly enriched even if “a plaintiff is mistaken as to the duties or rights that he or she 

owes another and because of his mistake confers a benefit upon another[.]” Hill, 936 A.2d

at 355 (internal quotations omitted). 

B.

With these principles in mind, we conclude there was sufficient evidence for the 

jury to determine that Schuster was unjustly enriched by failing to pay Appellees fringe 

benefits on overtime hours worked. 

1.

We start with the evidence presented as to the “benefit conferred” on Schuster. A 

benefit “denotes any form of advantage,” including the “advantage for which a person 

ordinarily must pay” or where a plaintiff “saves” a defendant “from expense or loss.”

Restatement (First) of Restitution § 1 cmt. b (1937); see also Hill, 936 A.2d at 353 (citing 

the First Restatement with approval). A benefit can be, inter alia, money or the 

performance of a service. See, e.g., Hill, 936 A.2d at 354 (paying a debt is a benefit 

conferred); Dolan, 79 A.3d at 403–04 (genuine dispute of material fact over whether 

consultant, who had allegedly helped plan opening of a gas station, provided a benefit to 

owner); Everhart v. Miles, 422 A.2d 28, 31 (Md. App. 1980) (making repairs and 

improvements on defendant’s property constituted a benefit).

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Appellees presented sufficient evidence at trial that they conferred a benefit on 

Schuster in the form of their services as workers on the MGM project. Although they 

received a basic hourly wage for overtime hours, they did not receive fringe benefits on 

those hours. Schuster conceded that the company “did not pay the fringe rate for any 

overtime hours worked by the plaintiffs or class members on the project.” J.A. 4470. This 

concession shows a benefit conferred.

Schuster also admitted that “no member of the overtime fringe benefit class worked 

2,080 or more regular straight time hours in a year.” Id. This shows a benefit conferred, as 

Schuster computed the hourly benefit payments by calculating the annual value of the 

premiums it normally pays an employee’s in-kind benefits, and then dividing that value by 

2,080 hours—or 52 weeks of 40 regular time hours. Therefore, for an employee to receive 

the full annualized value of the cash benefit payments in lieu of in-kind benefits, he would 

had to have worked all 2,080 regular hours across the year. Given that none of the class 

worked 2,080 regular time hours, a jury could reasonably conclude that the class saved 

Schuster an expense it would otherwise bear—the normal cost of paying premiums on its 

employees’ benefits. Thus, there was sufficient evidence of a benefit conferred.

2.

As for the second element—whether a defendant has “appreciation or knowledge” 

of the benefit conferred—the “essence” of this requirement is that “the defendant ha[s] an 

opportunity to decline the benefit.” Hill, 936 A.2d at 354. Thus, the defendant need not 

have had knowledge of the benefit precisely at the time it was received if he could still 

decline or return the benefit when he became aware of it. See id. at 354–55. Moreover, 

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even if a plaintiff confers a benefit by mistake, this element can be satisfied as long as that 

mistake at some point dawns on the defendant and he “retains a choice of keeping or 

returning it.” Id. at 355 (internal quotations omitted).

Appellees presented sufficient evidence that Schuster had knowledge and 

appreciation of the benefit conferred in multiple respects. First, we reiterate that Schuster 

conceded that its payments to workers did not include fringe benefit payments. Schuster 

was therefore aware that it had received the benefits of Appellees’ services without having 

included the overtime fringe benefit amounts. Indeed, Schuster’s Chief Financial Officer 

and its corporate designee, Lorraine Burns, testified that Schuster pays fringe benefit 

amounts on overtime hours for federal prevailing wage projects. As the district court noted, 

Schuster was thus “fully aware that contractors, under certain circumstances, pay overtime 

fringe benefit amounts, and that being able to refrain from paying overtime fringe benefit 

amounts reduces its labor costs and thus provides it with a financial benefit.” J.A. 3723. 

Second, a jury also reasonably could have concluded that Schuster knew or 

appreciated the benefit conferred upon it by Appellees because it tried to justify the lack of 

fringe benefit payments on overtime hours to Whiting-Turner. Burns testified that in March 

2016, while the project was ongoing, a Whiting-Turner representative asked why Schuster 

was not paying fringe benefits on overtime hours worked. In response, Burns provided 

several supporting documents for Schuster’s position that it was not required to pay fringe 

benefits on overtime. As Burns put it, “I was trying to indicate that what we do is a 

reasonable practice.” J.A. 4594. Based on this evidence, a reasonable jury could conclude 

that Schuster would not have tried to justify its practice of denying fringe benefit payments 

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on overtime if it did not know or appreciate that it was retaining some benefit by avoiding 

these payments. 

Third, there was further evidence presented that, even if they did not constitute an 

enforceable promise, the PLA and the Project Manual contemplated the payment of fringe 

benefits on overtime, and that Schuster knew this. As discussed above, these documents 

established that Whiting-Turner had committed to pay all contractors working on the MGM 

project the prevailing wage rates for Prince George’s County set by the DLLR. The S.3 

schedule then mirrored those rates. James Tudor, a DLLR Program Administrator 

responsible for the enforcement of state prevailing wage laws, testified at trial that it was 

the long-standing interpretation of the DLLR that on state prevailing wage projects, 

Maryland law requires the payment of fringe benefits on all hours worked, including 

overtime.

Even if Schuster was unaware of the DLLR’s interpretation at the commencement 

of the project, evidence presented raises a plausible inference that it became aware while 

the project was ongoing. Burns attended a presentation during the MGM project in which 

Tudor discussed the requirement to pay fringe benefits on overtime hours. Although Burns 

vociferously denied during her testimony that she learned this information, a jury 

reasonably could have found that, in light of all the evidence, she knew of the requirement 

to pay fringe benefits on overtime. Such “credibility determinations” are the jury’s to make. 

Reeves v. Sanderson Plumbing Prod., Inc., 530 U.S. 133, 150 (2000).

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3.

The last element of unjust enrichment—whether it would be inequitable for 

defendants to retain the benefit conferred without payment—necessitates “a fact-specific 

balancing of the equities.” Hill, 936 A.2d at 355. “The balancing of equities and hardships 

looks at the conduct of both parties and the potential hardships that might result from a 

judicial decision either way.” Royal Inv. Grp., LLC v. Wang, 961 A.2d 665, 685 (Md. App. 

2008) (internal quotations and alteration omitted). Though any misconduct or fault by one 

of the parties may be considered under this element, a finding of fault is unnecessary to 

find a defendant unjustly enriched. See Hill, 936 A.2d at 352. Whether a party is legally or 

otherwise entitled to the benefit may also factor into the weighing of the equities. See Plitt 

v. Greenberg, 219 A.2d 237, 241 (Md. 1966). 

There was sufficient evidence for a reasonable jury to conclude that Schuster’s 

failure to pay fringe benefits on overtime hours was inequitable. We begin by noting that 

such an inherently fact-specific question is the province of the jury, for the “very essence” 

of a jury’s fact-finding function “is to select from among conflicting inferences and 

conclusions that which it considers most reasonable.” Tennant v. Peoria & P. U. Ry. Co., 

321 U.S. 29, 35 (1944). We highlight some of the evidence below.

First, and as discussed above, evidence was presented that Schuster’s failure to 

make fringe benefit payments to certain employees deprived them of the full value of their 

benefits when compared to those employees who received their benefits in-kind. Whereas 

employees who received their benefits in-kind gained the total value of their benefits 

irrespective of how their hours were split between regular and overtime hours, none of the 

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class members received the full value of their benefits. A reasonable jury could have found 

this disparity inequitable.

Second, a jury could have believed that the overall context of Schuster’s subcontract 

made it inequitable for Schuster to withhold fringe benefit payments. The S.3 shows that 

Schuster agreed to pay the wage rates “voluntarily adopted” for the MGM project by 

Whiting-Turner, which mirrored the “Informational Wage Rates for Prince George’s 

County” established by the DLLR. J.A. 5389. Moreover, testimony presented at trial 

showed that Schuster was aware of the PLA when it bid on the MGM project. Schuster 

therefore knew that it was working on a project which explicitly tied its wage rates for all 

contractors, both union and non-union, to that of the state prevailing wage. That state 

prevailing wage, according to Tudor, requires fringe benefits to be paid on overtime hours. 

Third, there was evidence presented throughout trial that Schuster advertised that 

the MGM project was “scale” to its workers and touted the S.3 as exemplative of the wages 

being “scale.” Nothing on the S.3 denoted to employees that fringe benefits would not be 

paid on overtime hours. As Appellee Gonzalez testified, he understood “scale” to mean 

“the highest rate paid by the state or federal government.” J.A. 4322. Schuster employees 

recognized that the terms “scale” and “prevailing wage” are “interchangeable.” J.A. 4130. 

And, as discussed, Tudor testified that the DLLR believed the state prevailing wage to 

include fringe benefit payments on overtime, a requirement which Burns and Schuster 

arguably learned during the MGM project. A jury could reasonably have concluded that 

Schuster gave workers the false impression that they would receive fringe benefits on 

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overtime by repeatedly advertising it as a “scale” project, and thus it was unjust for Schuster 

to have refused to make such payments.

In response, Schuster primarily argues that it could not have been unjustly enriched 

because Appellees had no legal entitlement to fringe benefits on overtime. It cites the 

Supreme Court of Maryland’s recent decision in a sister case to this action, Amaya v. DGS 

Constr., LLC, 278 A.3d 1216, 1250–51 (Md. 2022), to argue that “Appellees’ claim would 

be viable only to the extent that they were entitled to be compensated for fringe benefits on 

overtime.” Appellant’s Response and Reply Br. at 5. 

We do not think Maryland Supreme Court’s decision in Amaya worked a sea-change 

in the law of unjust enrichment. Although entitlement to compensation may well factor 

into the weighing of the equities, see Plitt, 219 A.2d at 241, unjust enrichment under 

Maryland law contemplates a situation “when an enforceable contract does not exist but 

fairness dictates that the plaintiff receive compensation for services provided.” Dashiell, 

747 A.2d at 607 (internal quotations omitted). A jury must therefore consider the 

reasonable expectations of the parties and its own sense of fairness in determining whether 

a defendant was unjustly enriched. As the district court noted, the “fact that there was no 

contractual agreement” between Schuster and Appellees on the fringe benefit payments for 

overtime hours “does not bar recovery” nor does it serve as a “complete defense” to such 

an action. J.A. 3729. 

Ultimately, there was evidence that Schuster benefitted from a contract which 

incorporated the state prevailing wage rates as a floor for non-union employees. It assented 

to those wage rates by agreeing to abide by the Project Manual, and it then advertised those 

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wage rates to prospective employees in the S.3. It repeatedly touted the project as “scale,” 

and there was evidence to suggest that “scale” would include fringe benefit payments on 

overtime. Schuster then unilaterally withheld such payments despite evidence that it knew 

of and appreciated the benefit it was receiving. It also reaped cost savings from employees 

in the class who opted for cash benefits payments when compared to those employees who 

elected to receive benefits in-kind. A jury could thus conclude that it would be inequitable 

for Schuster not to make fringe benefit payments on overtime. We cannot conclude that 

the evidence was legally insufficient to prove unjust enrichment. Accordingly, we shall 

uphold the jury’s verdict. 

III.

Schuster also argues that the district court erred in instructing the jury on unjust 

enrichment and in denying its motion in limine to exclude testimony that the S.3 obligated 

Schuster to pay fringe benefits on overtime hours. We review both contentions under an 

abuse of discretion standard. See Noel v. Artson, 641 F.3d 580, 586 (4th Cir. 2011) (jury 

instructions); United States v. Hornsby, 666 F.3d 296, 309 (4th Cir. 2012) (motions in 

limine). 

A.

The district court instructed the jury on each of the three elements of unjust 

enrichment. Schuster’s primary argument is that the instructions did not account for the 

nature of its relationship with Appellees—namely, that Appellees were at-will 

employees—which Schuster argues changes the nature of their unjust enrichment claim. It 

faults the district court for charging the jury “with little more than the hornbook elements 

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of an unjust enrichment claim,” which neglected the different nature of its relationship with 

Appellees. Opening Br. at 36. 

Schuster’s argument boils down to little more than a disagreement with the law of 

unjust enrichment. The district court was not required to address the at-will nature of the 

parties, but, even so, it did instruct the jury to consider “whether one party was legally or 

otherwise entitled to” the benefit under the third element. J.A. 4741. Schuster’s primary 

issue seems to be that the district court did not go far enough in massaging the elements of 

unjust enrichment to suit its theory of the case. 

The refusal to give a requested jury instruction is reversible error only if the 

instruction “(1) was correct, (2) was not substantially covered by the charge that the district 

court actually gave to the jury, and (3) involved some point so important that the failure to 

give the instruction seriously impaired the defendant’s defense.” Ward v. AutoZoners, LLC, 

958 F.3d 254, 272 (4th Cir. 2020) (internal quotations omitted). Schuster makes no effort 

to argue that its requested instructions fit these criteria. The instructions tendered by the 

district court correctly explained the applicable law and related that law to the 

circumstances of the case. See United States v. Lewis, 53 F.3d 29, 34 (4th Cir. 1995). We 

thus see no merit in this assignment of error. 

B.

Schuster also argues that the district court abused its discretion by denying 

Schuster’s motion in limine to preclude testimony that the S.3 obliged it to pay fringe 

benefits on overtime hours. According to Schuster, this ruling was inconsistent with the 

court’s summary judgment conclusion that the S.3 “not only fails to explicitly incorporate 

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the requirements of Maryland prevailing wage law, but actually specifically disavows the 

applicability of the Maryland prevailing wage law.” J.A. 3629.

We disagree. As the lower court summarized, though the S.3 may not have created 

a contractual right to fringe benefit payments on overtime hours, the S.3 was clearly 

relevant to determining the “intentions and expectations of the plaintiffs and other relevant 

actors” and “whether the failure of Schuster to pay was inequitable.” J.A. 3775. And in an 

action for unjust enrichment, such evidence is admissible. District courts are necessarily 

closer to the evidence at trial, and we accordingly respect their discretion in regulating its 

admissibility. See Sprint/United Mgmt. Co. v. Mendelsohn, 552 U.S. 379, 384 (2008). We 

decline to disturb the district court’s sound judgment here.

IV.

Last, the class cross-appeals the district court’s grant of summary judgment to 

Schuster on their claim under the MWPCL. At oral argument, Appellees conceded that the 

cross-appeal was conditional and only viable to the extent that we reversed the jury’s 

verdict on unjust enrichment. See Oral Arg. at 2:50:12. Because we affirm the jury’s unjust

enrichment verdict, we likewise shall not disturb the district court’s grant of summary 

judgment to Schuster on the MWPCL claim. 

V.

For the foregoing reasons, the judgment of the district court is affirmed.

AFFIRMED

USCA4 Appeal: 22-1232 Doc: 65 Filed: 04/21/2023 Pg: 20 of 20