IN THE COURT OF APPEALS OF TENNESSEE

AT KNOXVILLE

March 8, 2016 Session

RAINES BROTHERS, INC. v. H. MICHAEL CHITWOOD ET AL.

 Appeal from the Circuit Court for Hamilton County

No. 11C286 W. Jeffrey Hollingsworth, Judge

No. E2015-01430-COA-R3-CV-FILED-MAY 24, 2016

This is the second appeal in this contract action, which stems from the failure of the 

defendant, H. Michael Chitwood, to pay for construction work performed by the plaintiff, 

Raines Brothers, Inc. (“Raines”). The work was performed on a home occupied by Mr. 

Chitwood but owned by a trustee, James Dreaden, who was also named as a defendant in 

the original action. Following a bench trial, the trial court awarded Raines a judgment 

against Mr. Chitwood and Mr. Dreaden (collectively, “Defendants”) in the amount of 

$66,762.71. The trial court also awarded prejudgment interest at the rate of eighteen 

percent per annum, beginning August 14, 2007. The trial court denied Raines‟s claim for 

attorney‟s fees. Following a timely appeal by Defendants, this Court determined that 

Raines adequately proved its entitlement to the trial court‟s judgment of $66,762.71 

against Mr. Chitwood but reversed the trial court‟s judgment against Mr. Dreaden. This 

Court modified the trial court‟s award of the rate of interest from eighteen percent per 

annum to ten percent in accordance with relevant statutory and case law. This Court also 

reversed the trial court‟s denial of Raines‟s claim for attorney‟s fees pursuant to the 

parties‟ contract and remanded for a determination of the proper amount of interest to be 

charged, as well as a reasonable award of attorney‟s fees. Following remand, the trial 

court awarded attorney‟s fees and expenses in the amount of $217,211.89, deducting 

$66,368.30 from the fees claimed because no request for fees was made during the first

appeal. Calculating simple interest at ten percent per annum, the court found that the 

proper amount of interest to be awarded on the principal balance was $40,613.98. The 

court also ruled that postjudgment interest would accrue on the original judgment at the 

statutory rate beginning September 5, 2013, until the balance was paid and on the 

attorney‟s fee award from May 1, 2015, until the balance was paid. Raines has appealed. 

Discerning no reversible error, we affirm.

Tenn. R. App. P. 3 Appeal as of Right; Judgment of the Circuit Court

Affirmed; Case Remanded
2

THOMAS R. FRIERSON, II, J., delivered the opinion of the court, in which D. MICHAEL 

SWINEY, C.J., and ANDY D. BENNETT, J., joined.

Sheri A. Fox, Lookout Mountain, Georgia, for the appellant, Raines Brothers, Inc.

R. Wayne Peters and Gary L. Henry, Chattanooga, Tennessee, for the appellees, H. 

Michael Chitwood and James S. Dreaden.

OPINION

I. Factual and Procedural Background

Although the facts established in the underlying appeal were fully explained in this 

Court‟s earlier opinion, see Raines Bros., Inc. v. Chitwood, No. E2013-02232-COA-R3-

CV, 2014 WL 3029274 at *1 (Tenn. Ct. App. July 3, 2014) (“Raines I”), perm. app.

denied (Tenn. Nov. 19, 2014), we will briefly review those facts pertinent to this appeal. 

The construction contract between Mr. Chitwood and Raines was a “cost-plus” contract, 

providing that Mr. Chitwood would pay the cost of the work plus a certain percentage for 

overhead and profit. Raines claimed that Mr. Chitwood failed to pay for all of the work 

performed, such that he owed Raines $66,762.71 plus interest. Mr. Chitwood did pay a 

total of over $2,000,000.00 for some of the work. 

Raines filed suit to recover the remaining balance and also named Mr. Chitwood‟s 

wife, Deborah Chitwood, and Mr. Dreaden as defendants. Raines‟s claims included 

breach of contract, breach of the duty of good faith and fair dealing, unjust enrichment, 

quantum meruit, and conversion. Raines also sought attorney‟s fees pursuant to the terms 

of the construction contract, as well as injunctive relief to prevent Mr. Dreaden from 

selling the property or otherwise interfering with Raines‟s ability to execute on it. Raines 

later entered a voluntary nonsuit as to its claims against Mrs. Chitwood following her 

death. The trial court granted partial summary judgment on the claim for injunctive 

relief. Defendants filed a counter-claim alleging that Raines was liable for breach of 

contract, promissory fraud, breach of the duty of good faith and fair dealing, unjust 

enrichment, quantum meruit, and conversion. 

A trial was held on July 25, 2013. Following the presentation of Raines‟s proof, 

Defendants voluntarily nonsuited their counter-claims against Raines. Defendants then 

rested without presenting any evidence and moved for an involuntary dismissal of 

Raines‟s claims. The trial court dismissed Raines‟s claim for attorney‟s fees but awarded 

Raines a judgment against Mr. Chitwood and Mr. Dreaden for $66,762.71, plus 
3

prejudgment interest at a rate of eighteen percent beginning August 14, 2007. 

Defendants appealed that judgment to this Court.

This Court affirmed the trial court‟s judgment against Mr. Chitwood in the amount 

of $66,762.71. This Court dismissed the judgment against Mr. Dreaden, who was not a 

party to the construction contract. This Court also modified the rate of prejudgment 

interest from eighteen percent per annum to ten percent and reversed the trial court‟s 

denial of Raines‟s claim for attorney‟s fees pursuant to the fee-shifting provisions in the 

parties‟ contract. This Court remanded the case to the trial court for determination of (1)

a reasonable award of attorney‟s fees and (2) the proper sum of prejudgment interest to 

be awarded.

Mr. Chitwood filed an application for permission to appeal with the Tennessee 

Supreme Court, which was denied. Mandate issued on November 20, 2014. On 

December 22, 2014, Raines filed an application for fees and interest with the trial court. 

Due to the retirement of the original trial judge, Jacqueline Bolton, while the case was on 

appeal, Judge Jeffrey Hollingsworth was assigned to hear the case after remand. 

In its application for fees and interest, Raines sought attorney‟s fees and costs in 

the amount of $283,580.19 through November 30, 2014. Raines also requested an 

additional award of fees and costs incurred through full satisfaction of the judgment by 

Mr. Chitwood. Raines further sought an award of prejudgment interest totaling 

$87,211.45, based on interest at a rate of ten percent, calculated using a compound 

method, and postjudgment interest.

Defendants objected to both the amount of attorney‟s fees sought and the 

calculation of interest. Pursuant to Defendants‟ request, Raines produced its engagement 

letter with its counsel and detailed billing statements but asked that those documents be 

filed under seal for the trial court‟s in camera review. The court granted the request to 

file the documents under seal, allowing Defendants access to only redacted copies of the 

billing statements. Defendants disputed many of the fee charges, claiming that the

charges were unnecessary or unreasonable. Defendants also argued that fees incurred on 

appeal could not be awarded because Raines did not request fees in its appeal to this 

Court. With regard to interest, Defendants asserted that the interest should be calculated 

using a simple-interest method. The trial court conducted no evidentiary hearing 

following remand; rather, the court allowed the parties to file various motions and 

documents presenting their positions regarding attorney‟s fees and interest.

The trial court subsequently entered an order, determining that Raines was entitled 

to all fees incurred until the date of the first appeal but subtracting the amount of fees 

incurred on appeal of $66,368.30. The trial court also failed to award any additional fees 
4

incurred after the remand, although its order implied that such fees could be recoverable

pursuant to the terms of the parties‟ contract. With regard to prejudgment interest, the 

trial court determined that interest should be calculated utilizing a simple-interest method, 

rather than a compound method. The court also determined that postjudgment interest 

would accrue at the statutory amount. Raines filed a motion to alter or amend, which the 

trial court largely denied, making one minor correction to the calculation of prejudgment 

interest in the prior order. Following entry of the trial court‟s second order regarding fees 

and interest, Raines timely filed this appeal.

II. Issues Presented

Raines presents the following issues for our review, which we have restated 

slightly:

1. Whether the trial court erred by deducting from Raines‟s fee award 

the $66,368.30 in attorney‟s fees and costs incurred in defending the 

first appeal.

2. Whether the trial court erred by awarding only the attorney‟s fees 

incurred by Raines through the trial court verdict, despite language 

in the parties‟ contract expressly stating that Raines could recover 

“all” fees incurred.

3. Whether the trial court erred by failing to establish a mechanism for 

review and approval of fee invoices through full satisfaction of the 

judgment.

4. Whether the trial court erred by failing to award prejudgment 

interest on the attorney‟s fees and costs awarded.

5. Whether the trial court erred by failing to award prejudgment 

interest utilizing a compound method rather than a simple-interest 

method.

6. Whether the trial court erred by failing to specify that postjudgment 

interest would accrue at the rate of ten percent per annum.

Defendants present the following additional issues:

7. Whether the trial court erred by awarding to Raines attorney‟s fees 

incurred in relation to issues upon which Raines did not prevail.
5

8. Whether the trial court erred by allowing Raines to file its 

engagement letter and unredacted invoices under seal while only

permitting Defendants to review redacted invoices.

9. Whether the trial court erred by approving Raines‟s statement of 

evidence when there was no evidentiary hearing and the statement 

contains only a summary and argument.

10. Whether the trial court‟s disbursement to Raines of an amount of 

money sufficient to satisfy the trial court‟s judgment should suspend 

the accrual of postjudgment interest.

III. Standard of Review

As our Supreme Court has elucidated with regard to a reasonable attorney‟s fee 

award:

The trial court‟s determination of a reasonable attorney‟s fee is “a 

subjective judgment based on evidence and the experience of the trier of 

facts,” United Med. Corp. of Tenn., Inc. v. Hohenwald Bank & Trust Co.,

703 S.W.2d 133, 137 (Tenn. 1986), and Tennessee has “no fixed 

mathematical rule” for determining what a reasonable fee is. Killingsworth 

v. Ted Russell Ford, Inc., 104 S.W.3d 530, 534 (Tenn. Ct. App. 2002). 

Accordingly, a determination of attorney‟s fees is within the discretion of 

the trial court and will be upheld unless the trial court abuses its discretion. 

Kline v. Eyrich, 69 S.W.3d 197, 203 (Tenn. 2002); Shamblin v. Sylvester,

304 S.W.3d 320, 331 (Tenn. Ct. App. 2009). We presume that the trial 

court‟s discretionary decision is correct, and we consider the evidence in 

the light most favorable to the decision. Henderson v. SAIA, Inc., 318 

S.W.3d 328, 335 (Tenn. 2010); Keisling v. Keisling, 196 S.W.3d 703, 726 

(Tenn. Ct. App. 2005). The abuse of discretion standard does not allow the 

appellate court to substitute its judgment for that of the trial court, Williams 

v. Baptist Mem’l Hosp., 193 S.W.3d 545, 551 (Tenn. 2006); Myint v. 

Allstate Ins. Co., 970 S.W.2d 920, 927 (Tenn. 1998), and we will find an 

abuse of discretion only if the court “applied incorrect legal standards, 

reached an illogical conclusion, based its decision on a clearly erroneous 

assessment of the evidence, or employ[ed] reasoning that causes an 

injustice to the complaining party.” Konvalinka v. Chattanooga–Hamilton 
6

Cnty. Hosp. Auth., 249 S.W.3d 346, 358 (Tenn. 2008); see also Lee Med., 

Inc. v. Beecher, 312 S.W.3d 515, 524 (Tenn. 2010).

Wright ex rel. Wright v. Wright, 337 S.W.3d 166, 176 (Tenn. 2011).

An award of prejudgment interest is also within the sound discretion of the trial 

court, and the decision will not be disturbed by an appellate court “unless the record 

reveals a manifest and palpable abuse of discretion.” Otis v. Cambridge Mut. Fire Ins. 

Co., 850 S.W.2d 439, 446 (Tenn. 1992). Postjudgment interest, on the other hand, is 

mandatory pursuant to Tennessee Code Annotated § 47-14-122. See Vooys v. Turner, 49 

S.W.3d 318, 321 (Tenn. Ct. App. 2001).

IV. Attorney‟s Fee Award

Raines asserts that the trial court erred in its determination of a reasonable award 

of attorney‟s fees for three reasons: (1) deduction of attorney‟s fees and costs incurred 

during the first appeal, (2) failure to award any attorney‟s fees and costs incurred after the 

original verdict, and (3) failure to employ a mechanism for the submission and approval 

of continuing fee claims through full satisfaction of the verdict. Defendants contend that 

the fees awarded were excessive because Raines should not have been allowed to recover 

fees related to issues upon which Raines did not ultimately prevail.

A. Attorney‟s Fees Incurred During First Appeal

The trial court determined that Raines could not collect any attorney‟s fees 

incurred in defending the first appeal because Raines did not ask for those fees to be 

awarded in its appellate brief filed with this Court. The trial court relied upon our

Supreme Court‟s opinion in Killingsworth v. Ted Russell Ford, Inc., 205 S.W.3d 406, 

410-11 (Tenn. 2006), wherein the Court stated:

We agree with the intermediate appellate court‟s conclusion on this issue: 

“when a party is seeking attorney fees incurred on an appeal, that request, 

absent any statute or rule directing otherwise, must be directed first to the 

appellate court in a timely fashion.” Our rules of appellate procedure 

require an appellant to set forth in his or her brief “[a] statement of the 

issues presented for review.” Tenn. R. App. P. 27(a)(4) (2006). A claim 

for appellate attorney‟s fees is an issue that should be set before the 

appellate court because a remand to the trial court is not a foregone 

conclusion. Also, as [the defendant] points out in its brief to this Court, 

subsection (a)(8) of Rule 27 provides that an appellant‟s brief shall contain 

“[a] short conclusion, stating the precise relief sought.” Tenn. R. App. P. 
7

27(a)(8). An award of attorney‟s fees generated in pursuing the appeal is a 

form of relief; the rule requires it to be stated.

Raines contends that the trial court improperly relied upon Killingsworth, arguing 

that a later opinion of this Court clarifies that Killingsworth does not apply to a case 

wherein the parties have executed an agreement that encompasses the payment of 

attorney‟s fees. See Edwards v. Carlock Nissan of Jackson, LLC, No. W2006-01316-

COA-R3-CV, 2007 WL 1048952 at *8 (Tenn. Ct. App. Apr. 9, 2007). In Edwards, 

however, this Court did not address the timing of the party‟s request for attorney‟s fees 

on appeal because there was no question that the party seeking fees on appeal properly 

raised the issue in his appellate brief. Id. at *4. Rather, this Court addressed whether 

fees could be awarded on appeal pursuant to our Supreme Court‟s holding in 

Killingsworth, which involved the violation of a statute that specifically allowed for 

recovery of attorney‟s fees. Id. at *8; see also Tenn. Code Ann. § 47-18-109(e)(1). This 

Court “decline[d] to extend the reasoning of that case [Killingsworth] to the one at bar,

which does not involve violation of a statute but, rather, breach of contract.” Id. This 

Court ultimately determined that fees could be awarded because the parties‟ agreement 

allowed for the recovery of attorney‟s fees and did not limit the recovery of fees to the 

trial level. Id. 

The Edwards Court relied upon the parties‟ agreement as authority for its award of 

fees, rather than the Killingsworth decision, because in Killingsworth our Supreme Court 

addressed whether fees could be recovered pursuant to a fee-shifting provision in a 

statute. Id. This Court did not, however, touch upon the question of whether a party 

could be awarded fees on appeal when such fees were not requested at the appellate level. 

Id. Therefore, Killingsworth remains mandatory authority for the proposition that “„when 

a party is seeking attorney fees incurred on an appeal, that request, absent any statute or 

rule directing otherwise, must be directed first to the appellate court in a timely fashion.‟” 

Killingsworth, 205 S.W.3d at 410 (quoting Killingsworth v. Ted Russell Ford, Inc., No. 

E2004-02597-COA-R3-CV, 2006 WL 26355 at *7 (Tenn. Ct. App. Jan. 5, 2006)). 

Because Raines did not seek an award of attorney‟s fees in the first appeal, the trial court 

properly deducted those fees from the amount awarded. We affirm the trial court‟s 

deduction of $66,368.30 as the amount of fees incurred on appeal.1

B. Fees Incurred Following Appeal

Raines asserts that it has amassed a substantial amount of attorney‟s fees following 

the first appeal and remand in this action and that the trial court erred in failing to 

 

1 We note that neither party has raised an issue regarding whether this amount properly reflects the 

amount of fees Raines incurred in the first appeal; therefore, we accept the trial court‟s finding regarding 

the amount.
8

consider that such fees would continue to mount until the judgment was fully satisfied. 

According to Raines, the parties‟ agreement provides that if a dispute between the parties 

results in litigation, the prevailing party is entitled to recover “reasonable costs, expenses, 

and fees incurred.” We agree with Raines that the parties‟ contract contained the 

following provision:

The Owner and RBI [Raines] agree to resolve all claims or disputes arising 

out of or relating to the Contract by working together until an agreeable 

solution is found. In the event a mutual resolution cannot be found and the 

dispute results in litigation, the prevailing party shall be entitled to 

reimbursement by the other party for reasonable costs, expenses, and fees 

incurred.

There is no question that Raines was the prevailing party in the original action. As in 

Edwards, the language of the parties‟ agreement does not limit the recovery of fees and 

costs to the trial court level. See Edwards, 2007 WL 1048952 at *8. The issue thus 

becomes one of reasonableness.

C. Reasonableness of Fee Award

Regarding the reasonableness of the fees sought, the trial court stated:

It must be noted that this Court‟s initial impression was that it would 

be difficult to justify attorney‟s fees of $283,580.19 on [a] $66,000.00 

collection case. In reviewing the pleadings and the detailed billing records 

provided by the Plaintiff‟s counsel, and based on the findings and reasoning 

set forth below, the Court does find that attorney‟s fees and expenses in the 

amount of $217,211.89 are justified and will be awarded.

Reasonableness of Fees

The Pleadings reviewed by this Court indicated that the Plaintiff 

tried to settle the matter before filing suit. Those efforts were unsuccessful. 

When suit was filed by the Plaintiff, it was for collection of an amount the 

Plaintiff claimed due on the construction contract between the parties. In 

response, the Defendants filed an answer and counterclaim for breach of 

contract, promissory fraud, breach of duty of good faith and fair dealing, 

unjust enrichment, quantum meruit and conversion. At trial, the 

Defendants non-suited the claims against the Plaintiff and presented no 

evidence in contravention of the Plaintiff‟s case. The trial court found 

substantial evidence in favor of Plaintiff‟s claims.
9

The trial court proceeded to review various other factors regarding the 

reasonableness of the fees claimed, including that (1) the fee agreement was in writing 

and detailed hourly rates and the scope of retention; (2) the legal issues were not novel or 

difficult, and the time spent on research was not extensive; (3) there appeared to be no 

duplication of work by lawyers or paralegals; and (4) the hourly rates charged were in 

accordance with the rates charged by other large firms in the geographical area. See 

generally Tenn. R. S. Ct. 8, RPC 1.5. The court further noted that the fees for time spent 

preparing to defend against Defendants‟ counter-claims should be awarded.

Following its discussion of the fees incurred on appeal, the trial court stated:

The next question is whether the Plaintiff may recover for fees 

generated in its effort to collect the attorney‟s fees from the trial. The 

contract provision regarding fees states as follows:

“In the event a mutual resolution cannot be found and the 

dispute results in litigation, the prevailing party shall be 

entitled to reimbursement by the other party for reasonable 

costs, expenses and fees incurred.”

If not for the holding of the Supreme Court in the Killingsworth

case, this Court [the trial court] would have included appellate fees in its 

award due to the language of the contract. Therefore, the fees incurred by 

the Plaintiff to determine and recover the attorney‟s fees to which it is 

entitled under the contract are recoverable. Therefore, the Court awards the 

Plaintiff attorney‟s fees and expenses in the amount of $217,211.89.

Raines subsequently filed a motion to alter or amend, seeking an additional award 

of $85,786.43 for attorney‟s fees incurred from November 20, 2014, through May 22, 

2015. Raines also asked the court to reconsider its ruling regarding attorney‟s fees 

incurred during the first appeal and to establish a mechanism by which Raines could 

continue to seek fee awards until its collection efforts were successful. The court 

subsequently entered an order affirming its ruling regarding attorney‟s fees incurred 

during the first appeal. The court further noted that “Plaintiff seems to be asking this 

Court to create a mechanism by which it can continue to submit attorney‟s fees to be 

approved. The Court declines that invitation.”

Following our thorough review of the record, we note that Raines consistently 

sought attorney‟s fees for its post-appeal efforts to collect the judgment and 

supplemented its fee claim on more than one occasion as the claim amount increased. 

Based upon the trial court‟s original order awarding attorney‟s fees and its order 
10

following Raines‟s motion to alter or amend, we conclude that the trial court considered 

the total amount of attorney‟s fees sought, including the additional fees claimed for 

collection efforts following the appeal. The court awarded what it found to be a 

reasonable fee amount. As previously explained, “The trial court‟s determination of a 

reasonable attorney‟s fee is „a subjective judgment based on evidence and the experience 

of the trier of facts,‟ and Tennessee has „no fixed mathematical rule‟ for determining 

what a reasonable fee is.” Wright, 337 S.W.3d at 176 (internal citations omitted). We 

determine that the trial court did not abuse its discretion in determining a reasonable 

amount of fees to be awarded herein. See id. (“[A] determination of attorney‟s fees is 

within the discretion of the trial court and will be upheld unless the trial court abuses its 

discretion.”).

Conversely, Defendants contend that the trial court‟s award of attorney‟s fees was 

excessive because Raines was awarded fees relating to issues upon which Raines did not 

ultimately prevail, such as its claims against Mrs. Chitwood and Mr. Dreaden that were 

subsequently dismissed. Defendants rely upon this Court‟s opinion in Hosier v. CryeLeike Commercial, Inc., No. M2000-01182-COA-R3-CV, 2001 WL 799740 at *7-8 

(Tenn. Ct. App. July 17, 2001) in support of their position. A review of that opinion, 

however, demonstrates that it actually supports the trial court‟s award in this case. In 

Hosier, this Court stated:

As a final argument, Crye-Leike asserts that Dr. Hosier‟s legal fee is 

unreasonable in light of the factors in Tenn. S.Ct. R. 8, DR 2-106(B). 

While it appears to have abandoned its claim that the $180 hourly rate was 

too high, Crye-Leike asserts that the fee is unreasonable because Dr. 

Hosier‟s lawyer spent more time on the case that it warranted and because 

most of the lawyer‟s time was spent pursuing Dr. Hosier‟s ill-fated tort 

claims. These arguments are not supported by the record.

The reasonableness of requested attorney‟s fees depends on the facts 

of each case, Fell v. Rambo, 36 S.W.3d [837,] 853 [(Tenn. Ct. App. 2000)]; 

Alexander v. Inman, 903 S.W.2d 686, 695 (Tenn. Ct. App. 1995), not on 

the prevailing customs in the area. Adams v. Mellen, 618 S.W.2d 485, 489 

(Tenn. Ct. App. 1981). Reasonableness determinations should be guided 

by the factors in Tenn. S. Ct. R. 8, DR 2-106(B). White v. McBride, 937 

S.W.2d [796,] 800 [(Tenn. 1996)]; Connors v. Connors, 594 S.W.2d 672, 

676-77 (Tenn. 1980); Albright v. Mercer, 945 S.W.2d [749,] 750-51

[(Tenn. Ct. App. 1996)]; Alexander v. Inman, 903 S.W.2d at 695. The time 

expended and the hourly rate charged are only two of the many factors 

influencing the reasonableness of a particular fee. United Med. Corp. of 

Tenn., Inc. v. Hohenwald Bank & Trust Co., 703 S.W.2d 133, 136 (Tenn. 
11

1986). Other factors include the nature of the services rendered, the 

novelty and difficulty of the issues involved, the skill required to perform 

the services properly, the results obtained, and the experience, skill, and 

reputation of the attorney performing the services. Connors v. Connors,

594 S.W.2d at 676.

Hosier, 2001 WL 799740 at *7-8. Similarly, here, the reasonableness of the fee should 

not be determined solely by the fact that Raines did not ultimately prevail on every claim 

it asserted. Raines prevailed in obtaining a judgment against Mr. Chitwood for amounts 

due under the parties‟ contract. Pursuant to the parties‟ contract, Raines was entitled to 

be awarded a reasonable amount of attorney‟s fees and costs incurred in obtaining said 

judgment and in pursuing satisfaction thereof. We find no abuse of discretion in the trial 

court‟s determination of a reasonable fee award, and we affirm the attorney‟s fee award 

in the amount of $217,211.89.

V. Prejudgment Interest

The trial court calculated prejudgment interest at the rate of ten percent per annum

on the underlying $66,762.71 judgment, as directed by this Court‟s opinion following the 

first appeal. Raines asserts that the trial court erred in determining the amount of the 

prejudgment interest award because the trial court failed to (1) calculate the award by 

using compound interest rather than simple interest and (2) award prejudgment interest 

on the underlying judgment and the attorney‟s fee award.

The statute concerning prejudgment interest, Tennessee Code Annotated § 47-14-

123 (2013), provides:

Prejudgment interest, i.e., interest as an element of, or in the nature of, 

damages, as permitted by the statutory and common laws of the state as of 

April 1, 1979, may be awarded by courts or juries in accordance with the 

principles of equity at any rate not in excess of a maximum effective rate of 

ten percent (10%) per annum; provided, that with respect to contracts 

subject to § 47-14-103, the maximum effective rates of prejudgment 

interest so awarded shall be the same as set by that section for the particular 

category of transaction involved. 

With regard to compounding interest, our Supreme Court has interpreted 

Tennessee Code Annotated § 47-14-123 as follows:

[W]e are in disagreement with the trial court‟s use of compound interest in 

calculating the [prejudgment interest] award. When interpreting statutes it 
12

is fundamental that the legislative intent be determined from the plain 

language contained therein and read in the context of the entire statute, 

without any forced or subtle construction that would extend or limit the 

meaning of the statute. National Gas Distributors, Inc. v. State, 804 

S.W.2d 66 (Tenn. 1991). The language of T.C.A. 47-14-123 provides for 

the award of prejudgment interest based upon equitable principles. By the 

plain meaning of its terms the statute limits awards of equitably awarded 

prejudgment interest to 10% per annum per year. To interpret the statute to 

mean compound interest is authorized constitutes a forced construction that 

impermissibly extends the intent of the legislature. The award of 

prejudgment interest should be calculated at simple interest with a 10% per 

annum cap.

Otis, 850 S.W.2d at 446-47.

In the case at bar, the award of interest was not made solely pursuant to the abovequoted statutory section but was also based upon the parties‟ agreement. The parties‟ 

contract provided that if an invoice was not timely paid, Mr. Chitwood would pay “any 

costs to RBI [Raines] associated with the collection of any past due payments due RBI

[Raines] including interest.” Because the contract did not specify a rate of interest, this 

Court supplied the rate of ten percent per annum pursuant to Tennessee Code Annotated 

§ 47-14-103 (providing a maximum interest rate of ten percent) and Tennessee Code 

Annotated § 47-14-123. See Raines I. Inasmuch as the parties‟ contract also did not 

provide for the addition of compound interest, we conclude that the trial court‟s award of 

simple interest was proper based upon the Supreme Court‟s instruction in Otis. See 850 

S.W.2d at 446-47.

Raines also contends that the trial court erred by failing to award prejudgment 

interest on the attorney‟s fee award. We note that prejudgment interest is typically only 

assessed on an obligation amount that is certain. See Mitchell v. Mitchell, 876 S.W.2d 

830, 832 (Tenn. 1994). In this case, the amount of the attorney‟s fee award was not set 

until the trial court determined such amount following remand. Therefore, the trial court 

did not err in failing to award prejudgment interest on the amount of the attorney‟s fee 

award in addition to the amount of the underlying judgment. We therefore affirm the trial 

court‟s award of prejudgment interest in the amount of $40,613.98.

2

 

2 We note that neither party has raised an issue regarding whether the trial court accurately calculated 

simple interest of ten percent per annum on the principal amount; therefore, we accept the trial court‟s 

calculation.
13

VI. Postjudgment Interest

As to postjudgment interest, the parties do not dispute the trial court‟s reliance on

Tennessee Code Annotated § 47-14-122 (2013), which provides:

Interest shall be computed on every judgment from the day on which the 

jury or the court, sitting without a jury, returned the verdict without regard 

to a motion for a new trial.

This Court has previously construed this statutory section as mandatory. See Vooys, 49 

S.W.3d at 321. The dispute between the parties regarding postjudgment interest, 

however, hinges upon whether the rate should be ten percent per annum, in accordance 

with this Court‟s prior opinion regarding prejudgment interest, or 5.25 percent per 

annum, in accordance with Tennessee Code Annotated § 47-14-121 (2013). The trial 

court ruled that postjudgment interest should be calculated using the “statutory amount.” 

We agree. This Court was not presented any issue regarding postjudgment interest in 

Raines I. 

We conclude that it is appropriate that the respective interest rate be set pursuant 

to Tennessee Code Annotated § 47-14-121. We also note that, in accordance with the 

plain language of Tennessee Code Annotated § 47-14-122, such interest should be 

computed on the principal judgment beginning on September 5, 2013, the date that the 

original judgment was entered by the trial court. With regard to the attorney‟s fee award, 

postjudgment interest would have begun to accrue on May 1, 2015, the date that the 

attorney‟s fee award was entered by the trial court. The trial court properly determined 

these dates in its calculation of postjudgment interest.

Defendants contend that they paid into the trial court clerk‟s office an amount 

sufficient to cover the initial judgment and fee award and that the trial court ordered 

these funds disbursed to Raines on June 11, 2015. Defendants posit that this satisfied 

both the initial judgment and the attorney‟s fee award, such that postjudgment interest

would no longer accrue after June 11, 2015. Raines asserts that the trial court made no 

determination regarding whether the judgment had been fully satisfied or whether 

postjudgment interest should accrue following the disbursement of funds. Therefore, 

Raines insists that this Court cannot rule on this issue because it was never ruled upon by 

the trial court. Upon our review of the record, we disagree.

The trial court‟s June 11, 2015 order authorizing the disbursement of $336,389.17 

to Raines expressly states that Raines is to be paid the following amounts:
14

Principal balance $66,762.71

Prejudgment interest 41,138.69

Attorney‟s fees 217,211.89

Post-judgment interest at 5.25% 9,994.92 

(on principal and prejudgment interest balance from 9/5/2013 to 6/11/2015)

Post-judgment interest at 5.25% 1,280.96

(on attorney‟s fee award from 5/1/2015 to 6/11/2015)

The trial court noted that its disbursement authorization was made without prejudice to 

the parties‟ ability to appeal or the court‟s decision on Raines‟s motion to alter or amend. 

Ultimately, the only modification the court made to its prior decision pursuant to the 

motion to alter or amend was a correction of the prejudgment interest calculation, 

resulting in an award in the amount of $40,613.98, rather than $41,138.69. The trial 

court‟s order allowing disbursement to Raines specified the amounts of pre- and 

postjudgment interest awarded and determined that postjudgment interest would cease to 

accrue on June 11, 2015, the date of the order allowing disbursement of funds. We 

conclude that postjudgment interest would not continue to accrue past that date, as 

properly determined by the trial court. See, e.g., Clark v. Shoaf, 302 S.W.3d 849, 858 

(Tenn. Ct. App. 2008) (explaining that the purpose of postjudgment interest is “to 

compensate a successful plaintiff for being deprived of the compensation for its loss 

between the time of the entry of the judgment awarding the compensation until the 

payment of the judgment by the defendants.”).

VII. Documents Filed Under Seal

Defendants raise an issue regarding the trial court‟s decision to allow Raines to 

file under seal its engagement letter with counsel and its counsel‟s billing invoices. 

Defendants were only allowed to view redacted copies of the billing invoices due to 

concerns regarding attorney-client privilege and work product. Defendants insist that any 

charges related to redacted entries should be subtracted from the fee award, but they cite 

no authority in support of this position.

Raines points out that the trial court, in making its award of reasonable attorney‟s 

fees, was able to view unredacted documents and raised no concerns regarding any of the 

entries. Raines also argues that the trial court has discretion regarding whether to place 

documents under seal and that no abuse of discretion was shown in this case.

Tennessee Rule of Civil Procedure 26.03 states that “[u]pon motion by a party . . . 

and for good cause shown, the court . . . may make any order which justice requires to 

protect a party or person from annoyance, embarrassment, oppression, or undue burden 

or expense,” including allowing a party to file specified documents “in sealed envelopes 
15

to be opened as directed by the court.” As this Court has previously explained regarding 

the placing of documents under seal:

To establish “good cause” under Rule 26[.03], the moving party 

must show that disclosure will result in a clearly defined injury to the party 

seeking closure. “Broad allegations of harm, unsubstantiated by specific 

examples or articulated reasoning,” do not amount to a showing of good 

cause. Mere conclusory allegations are insufficient. The burden of 

justifying the confidentiality of each and every document sought to be 

covered by a protective order is on the party seeking the order. 

In determining whether good cause has been established for a 

protective order, it is important that trial courts balance one party‟s need for 

information against the injury that would allegedly result if disclosure is 

compelled.

* * *

[F]actors in the balance weighing in favor of a finding of good cause 

include: (1) the litigation involves private litigants; (2) the litigation 

concerns matters of private concern or of little legitimate public interest; 

and (3) disclosure would result in serious embarrassment or other specific 

harm. No particular weight is assigned to any factor, and the balancing test 

allows trial courts to evaluate the competing considerations in light of the 

facts of each individual case. The ultimate decision as to whether or not a 

protective order should issue is entrusted to the sound discretion of the trial 

court and it will not be reversed on appeal, absent a showing of abuse of 

discretion. The burden of establishing abuse of discretion is on the party 

seeking to overturn the trial court‟s ruling on appeal. To facilitate effective 

appellate review, trial courts should articulate on the record findings 

supporting its decision. In appropriate cases, the trial court may deem it 

necessary to seal that portion of the record which contains its findings, for 

in some circumstances, the court‟s open articulation of its findings would 

compromise the protective order. 

Ballard v. Herzke, 924 S.W.2d 652, 658-59 (Tenn. 1996) (internal citations omitted). See 

also Baugh v. United Parcel Serv., Inc., No. M2012-00197-COA-R3-CV, 2012 WL 

6697384 at *6-7 (Tenn. Ct. App. Dec. 21, 2012) (“[T]he reasons for sealing judicial 

records must be „compelling,‟ with the burden for demonstrating the compelling reason 

placed on the party seeking to prevent public access to the records.”).
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In the case at bar, a review of the motion seeking leave to file the engagement 

letter and unredacted billing statements under seal demonstrates that Raines expressed 

concern with “protect[ing] confidentiality and the attorney-client privilege” and 

preserving “protections afforded by the work product doctrine and Tenn. R. Civ. Proc. 

26.02.” The trial court subsequently entered an order finding the motion to be well taken, 

directing that the filing of such documents under seal would not waive attorney-client 

privilege or protections afforded by the work product doctrine and Tennessee Rule of

Civil Procedure 26.02. We conclude that such reasons are indeed compelling. Pursuant 

to the good-cause analysis provided in Ballard, we note that (1) the litigation involves 

private litigants; (2) the litigation concerns matters of private concern or of little 

legitimate public interest; and (3) disclosure would result in specific harm, namely the 

potential waiver of attorney-client privilege. See Ballard, 924 S.W.2d at 659. For these 

reasons, we conclude that the trial court did not abuse its discretion in allowing these 

documents to be filed under seal.

VIII. Statement of the Evidence

Defendants also take issue with the trial court‟s adoption of a statement of the 

evidence filed by Raines. Defendants contend that no hearing was held following 

remand, such that a statement of the evidence was unnecessary. Defendants assert that 

the statement of the evidence filed by Raines merely serves to list the documents that 

were filed following remand, which appear in the technical record. Raines emphasizes

that pursuant to Tennessee Rule of Appellate Procedure 24(c) and (e), the determination 

of the trial court with regard to the record and statement of evidence is conclusive “absent 

extraordinary circumstances.” 

We note that Tennessee Rule of Appellate Procedure 24 also provides, however, 

that a statement of the evidence may be filed “[i]f no stenographic report, substantially 

verbatim recital or transcript of the evidence or proceedings is available.” This language 

implies that a statement of the evidence is intended to replace a hearing transcript, rather 

than simply summarizing the documents filed with the court, which are readily apparent 

from a review of the technical record. Following our thorough review of the record in 

this case, we determine that the statement of the evidence filed by Raines was 

unnecessary when no evidence was presented to the court apart from that contained in the 

written pleadings. See, e.g., Colonial Baking Co. v. Barrett, No. M1999-02276-WC-R3-

CV, 2001 WL 263319 at *1 (Tenn. Workers Comp. Panel Mar. 19, 2001). Raines‟s 

statement of the evidence merely provides a narrative of the pleadings filed after remand; 

therefore, any error resulting from its inclusion in the record is harmless.
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IX. Conclusion

For the foregoing reasons, we affirm the trial court‟s judgment in all respects. 

Costs on appeal are assessed to the appellant, Raines Brothers, Inc. This case is 

remanded to the trial court, pursuant to applicable law, for collection of costs assessed 

below.

_________________________________ 

THOMAS R. FRIERSON, II, JUDGE