Opinion
NO. 01-17-00451-CV
07-12-2018
GLORIA JEAN DONLEY, Appellant v. JOHNNIE L. PAYNE, Appellee
On Appeal from the 239th District Court Brazoria County, Texas
Trial Court Case No. 84717
MEMORANDUM OPINION
A trial court may grant summary judgment only on grounds addressed in the motion. See TEX. R. CIV. P. 166a(c). Summary judgment cannot rest on unaddressed grounds. Here, however, the trial court granted summary judgment on all of appellant Gloria Jean Donley's claims, even though appellee Johnnie Payne sought summary judgment on only three grounds, none of which could have disposed of all the claims at issue in this lawsuit. We reverse the grant of summary judgment to the extent it went beyond Donley's breach-of-contract claim. We affirm, however, as to breach of contract.
Background
In March 2011, Gloria Jean Donley and her husband Leroy Donley were delinquent in their tax payments and at risk of losing their home. Gloria's second cousin, Johnnie Payne, agreed to pay the taxes due on the property, $18,531.41, in exchange for the deed to the Donleys' land.
The Donleys executed a special warranty deed dated March 1, 2011, conveying three tracts of land located in Brazoria County, Texas, to Payne. In addition to the conveyance of the deed, the Donleys and Payne executed an agreement dated March 1, 2011 (the "original agreement") that stated:
Dear Leroy and GloriaThe agreement also included two lines at the bottom that stated "will update each year" and "will update at the end of one year," each followed by Gloria's and Leroy's initials. The agreement reflects the date "3-1-12" written between the two lines.
I will sell back the 3 tracts of land for $18,531.47 plus any expenses that I have to pay. If you can pay in one year from today.
If you cannot I will deed back 2 acres with the house on it and keep the rest.
Sincerely
Johnnie L. Payne
Agreed: Gloria Donley
Leroy Donley Sr.
It is undisputed that the Donleys never paid Payne $18,531.47. It is also undisputed that Payne never conveyed any land back to the Donleys.
On December 24, 2014, the Donleys and Payne entered into a residential lease agreement. The lease listed Payne as the landlord and the Donleys as the tenants and provided for a monthly rent of $100 to be paid by the Donleys for lease of the property located at 1307 N. Brooks, Brazoria, Texas 77422, beginning January 1, 2015, and terminating on December 31, 2015.
Throughout 2015, the Donleys did not pay the monthly rent. But the Donleys argue that Payne represented to them that they did not have to pay the monthly rent.
In November 2015, Payne began eviction proceedings and obtained a court order providing for his possession of the property. At Payne's request, the writ was not to be executed until January 2016.
In January 2016, the Donleys filed their original petition. In it, they sought to enjoin the eviction proceedings. The Donleys also alleged breach of contract, arguing that Payne breached the parties' original agreement by failing to deed back the two acres of the property on which the house was located. In addition, the Donleys contended that, by failing to deed back the two acres, Payne had repudiated the original agreement and, therefore, it should be rescinded and the deed issued to Payne on March 1, 2011, should be declared void. The Donleys also alleged that the original agreement was unconscionable because Payne knew that they could not repay the $18,531.47 in one year. And they asserted that they were entitled to relief under the doctrine of promissory estoppel.
The Donleys obtained a temporary injunction. This lawsuit now concerns their request for a permanent injunction.
Payne moved for summary judgment. In his motion, he asserted three reasons why the trial court should deem the original agreement unenforceable. He made no other arguments.
After Payne moved for summary judgment, the Donleys amended their petition. In their amended petition, the Donleys added, among other things, assertions that (1) Payne is equitably estopped from avoiding the terms of the original agreement; (2) Payne misrepresented to the Donleys that they did not have to pay rent on the property, so he cannot evict them for failure to pay that rent; and (3) the deed both lacked consideration and is invalid.
Payne never filed an amended summary-judgment motion.
The trial court granted Payne full summary judgment on all of the Donleys' claims, and Gloria Jean Donley appeals.
Summary Judgment
We review a trial court's summary judgment de novo. Travelers Ins. Co. v. Joachim, 315 S.W.3d 860, 862 (Tex. 2010).
Donley contends, in part, that the trial court erred in granting complete and final summary judgment because Payne's summary-judgment motion did not address all of her claims and arguments at issue, so the trial court's ruling exceeded permissible bounds. We agree. We thus reverse the grant of summary judgment to the extent it went beyond Donley's breach-of-contract claim. We affirm as to breach of contract.
A. Applicable Law
Under Texas Rule of Civil Procedure 166a(b), a "party against whom a claim, counterclaim, or cross-claim is asserted or a declaratory judgment is sought" may move for summary judgment "in his favor as to all or any part thereof." The rule also requires the moving party to "state the specific grounds" on which he seeks summary judgment. TEX. R. CIV. P. 166a(c). Similarly, the rule instructs trial courts to grant summary judgment only when "there is no genuine issue as to any material fact and the moving party is entitled to judgment as a matter of law on the issues expressly set out in the motion or in an answer or any other response." Id. (emphasis added).
Thus, a trial court generally errs in granting summary judgment on claims or contentions that go beyond the scope of the summary judgment filing. See, e.g., La China v. The Woodlands Operating Co., 417 S.W.3d 516, 524-25 (Tex. App.—Houston [14th Dist.] 2013, no pet.) ("In its judgment, the trial court disposed of the claims against the New Defendants when no summary-judgment motion sought such dismissal. In doing so, the trial court erred."); S. Mgmt. Servs., Inc. v. SM Energy Co., 398 S.W.3d 350, 358 (Tex. App.—Houston [14th Dist.] 2013, no pet.) (holding disposition of third-party claims not addressed in summary-judgment motion was error). Put differently, unaddressed issues or claims are not a basis for summary judgment. Blancett v. Lagniappe Ventures, Inc., 177 S.W.3d 584, 592 (Tex. App.—Houston [1st Dist.] 2005, no pet.) (citing Chessher v. Sw. Bell Tel. Co., 658 S.W.2d 563, 564 (Tex. 1983) (per curiam)).
When "a plaintiff amends her pleadings after a defendant has moved for summary judgment, the defendant must ordinarily file an amended motion for summary judgment to be entitled to prevail on the entirety of the plaintiff's case." Id. If the defendant does not amend his motion, the "portion of a final summary judgment that is rendered on the plaintiff's entire case under these circumstances must be reversed because the judgment grants more relief that [sic] requested." Id.
Texas courts have carved out a limited exception to this general rule. Summary judgment may be affirmed where the motion omits one or more of multiple causes of action if the omitted ground is "intertwined with, and precluded by, a ground addressed in the motion." G & H Towing Co. v. Magee, 347 S.W.3d 293, 297 (Tex. 2011) (per curiam); see also Rotating Servs. Indus., Inc. v. Harris, 245 S.W.3d 476, 487 (Tex. App.—Houston [1st Dist.] 2007, pet. denied) ("Summary judgment may also be proper when a ground asserted in a motion for summary judgment conclusively negates a common element of the newly and previously pleaded claims or when the original motion is broad enough to encompass the newly asserted claims." (internal citation omitted)). "Although a trial court errs in granting a summary judgment on a cause of action not expressly presented by written motion, . . . the error is harmless when the omitted cause of action is precluded as a matter of law by other grounds raised in the case." G & H Towing, 347 S.W.3d at 297-98 (citing Withrow v. State Farm Lloyds, 990 S.W.2d 432, 437-38 (Tex. App.—Texarkana 1999, pet. denied)).
B. Unaddressed Claims
The trial court erred in granting more relief than Payne sought. In his summary-judgment motion, Payne argued that (1) the original agreement was unenforceable because it lacked consideration and the Donleys' interpretation of it would render key provisions meaningless; (2) the original agreement was unenforceable because it failed to satisfy the statute of frauds; and (3) the subsequent lease agreement operated as a novation, invalidating the original agreement. Payne moved on no other ground.
Based on this motion, the trial court (without explaining its reasoning) granted Payne summary judgment on the entire case.
But Payne's summary judgment motion did not address several of the Donleys' claims, and the trial court's grant of summary judgment as to those claims exceeded Payne's request. For instance, Payne's summary-judgment motion did not address the Donleys' claim that the special-warranty deed (as opposed to the original agreement) was void. It also did not address the Donleys' argument that Payne had made misrepresentations to the Donleys about their lease obligations and that these misrepresentations precluded the Donleys' eviction. (This argument pertains to the Donleys' requested permanent injunction.) And Payne did not address the Donleys' promissory-estoppel contention.
In Payne's reply brief (filed after Donley amended her petition), Payne acknowledged that Donley sought to invalidate the original transfer of the property (the deed) and argued estoppel. But "claims pleaded after a summary judgment is filed must be addressed by an amended or supplemental motion, not by reply brief." Blancett, 177 S.W.3d at 592. "A reply brief does not suffice to rebut a claim added in an amended pleading." Smith v. Atl. Richfield Co., 927 S.W.2d 85, 88 (Tex. App.—Houston [1st Dist.] 1996, writ denied); see also Elliot v. Methodist Hosp., 54 S.W.3d 789, 794 (Tex. App.—Houston [1st Dist.] 2001, pet. denied) ("Methodist's reply brief filed in response to appellant's answer to the summary judgment motion was not sufficient to rebut the claims added in the amended pleading.").
Because Payne did not move for summary judgment on these claims, the trial court erred in granting summary judgment on the Donleys' entire case. See, e.g., Blancett, 177 S.W.3d at 592 ("[B]ecause Lagniappe did not move for summary judgment on Blancett's negligent-repair claim, which, in effect, alleged a separate basis of Lagniappe's duty to Blancett, we hold that the trial court erred in granting summary judgment in favor of Lagniappe on the issue of duty.").
To the extent, if any, Payne's summary-judgment motion's three arguments (which all seek to invalidate the original agreement and do not address the supplemental lease agreement) also go to the permanent-injunction claim, Payne's motion nonetheless failed to address Donley's additional, distinct argument that Payne's alleged misrepresentations as to the Donleys' lease obligations preclude eviction. Put differently, even if the original agreement were invalidated, the parties still have the subsequent lease agreement, and the injunction claim and potential eviction may depend on that unaddressed agreement.
Payne responds that the trial court's ruling can stand on all claims under the exception that, in limited circumstances, we may affirm when the omitted ground is "intertwined with, and precluded by, a ground addressed in the motion." G & H Towing, 347 S.W.3d at 297. This is not such a case. The exception could apply, for example, when a plaintiff argues in her petition that defendant breached part A and part B of a single contract, and the defendant moved for summary judgment only on part A, contending that no contract existed. Were the court to find that no contract existed, then the trial court's summary-judgment ruling on the alleged breach of part A would necessarily resolve, as a matter of law, the claim for breach of part B of the same agreement. So even if the court exceeded the scope of the motion by granting summary judgment as to part A and B, any error would have been harmless.
But here, a ruling that the original agreement was unenforceable because it (1) lacked consideration or should be interpreted differently than the Donleys assert, (2) failed to satisfy the statute of frauds, or (3) was subject to a novation—the arguments asserted by Payne—would not conclusively resolve, as a matter of law, Donley's additional claims concerning the validity of the deed, Payne's alleged misrepresentation as to the Donleys' obligations under the lease agreement, or (potentially) promissory estoppel. See Blancett, 177 S.W.3d at 592 ("[T]he exception to this general rule recognized by this court does not apply in this case because the two theories that Lagniappe asserted in its summary judgment motion as to why it owed no duty to Blancett do not conclusively negate Blancett's assertion in her supplemental petition that Lagniappe allegedly made negligent repairs or failed to repair the alleged defect. As we have discussed above, a summary judgment may only be granted on grounds addressed in the motion.").
On this record, the trial court erred in granting more relief than requested and relief on unaddressed claims that are not controlled, as a matter of law, by questions before the court. We reverse the grant of summary judgment to the extent it went beyond Donley's breach-of-contract claim.
C. Breach of Contract
Applying the same principles, we conclude that Payne's challenge to the Donleys' breach-of-contract claim was squarely before the trial court. We then turn to the merits and affirm.
1. The breach-of-contract challenge was squarely before the court
The trial court did not exceed the scope of Payne's motion in granting him summary judgment on the Donleys' breach-of-contract claim. Instead, Payne directly presented his challenge to the trial court. As the movant, Payne had to establish his entitlement to judgment as a matter of law on the Donleys' claim that he breached the parties' original agreement. See TEX. R. CIV. P. 166a(c); Rhône-Poulenc, Inc. v. Steel, 997 S.W.2d 217, 222 (Tex. 1999). As explained, Payne asserted three reasons why the original agreement, in which, Donley argues, Payne promised to deed two acres back to the Donleys, was unenforceable. Donley responded with arguments on the merits.
Relying on the principles discussed above, Donley now argues that the trial court erred in granting summary judgment on this claim because Payne's motion did not address her pleading's allegations that the original agreement was unconscionable or that Payne repudiated it. But at best, these two contentions would invalidate, or render unenforceable, the original agreement. And that is exactly what the trial court's grant of summary judgment did. All of the grounds on which Payne moved for (and the trial court could have granted) summary judgment sought to render the original agreement unenforceable. Thus, the trial court's unexplained summary-judgment ruling makes these issues (to the extent they pertain to the original agreement rather than to the special warranty-deed) moot. Even if we assume that unconscionability and repudiation were unaddressed claims related to the validity of the parties' original agreement, any error in nonetheless holding the original agreement unenforceable was harmless. See G & H Towing, 347 S.W.3d 297-98.
Donley also contends that Payne's motion did not address her argument that equitable estoppel precluded Payne from avoiding the terms of the contract. But in response to Payne's summary-judgment contention that the original agreement was unenforceable, Donley argued that Payne was estopped from avoiding the agreement. Thus, Donely's contention was squarely before the court. See TEX. R. CIV. PROC. 166a(c) (summary judgment is warranted when "there is no genuine issue as to any material fact and the moving party is entitled to judgment as a matter of law on the issues expressly set out in the motion or in an answer or any other response").
2. Breach-of-Contract Determination
Having concluded that the breach-of-contract claim was properly before the trial court, we affirm the trial court's grant of summary judgment on that claim. On appeal, Donley failed to negate all three of the grounds upon which the trial court could have granted summary judgment.
When a movant urges multiple grounds for summary judgment and the order does not specify which was relied upon to render the summary judgment, the appellant must negate all grounds on appeal. McCoy v. Rogers, 240 S.W.3d 267, 271 (Tex. App.—Houston [1st Dist.] 2007, pet. denied); Ellis v. Precision Engine Rebuilders, Inc., 68 S.W.3d 894, 898 (Tex. App.—Houston [1st Dist.] 2002, no pet.). "If summary judgment may have been rendered, properly or improperly, on a ground not challenged, the judgment must be affirmed." Ellis, 68 S.W.3d at 898.
In support of his summary-judgment motion, Payne asserted three arguments. One was novation. Payne argued that the parties' 2014 lease agreement constituted a valid, new contract that extinguished the 2011 agreement.
"Novation is the substitution of a new agreement between the same parties or the substitution of a new party on an existing agreement." N.Y. Party Shuttle, LLC v. Bilello, 414 S.W.3d 206, 214 (Tex. App.—Houston [1st Dist.] 2013, pet. denied). Where a novation occurs, only the new agreement may be enforced. Id. To establish a novation, the party raising the defense must prove: (1) the existence of a previous, valid obligation; (2) a mutual agreement of the parties to a new contract; (3) the extinguishment of the old contract; and (4) the validity of the new contract. Id.
On appeal, Donley does not challenge novation. Instead, beyond her contentions about the scope of the summary-judgment ruling (discussed above), Donley raises only two arguments: (1) that the trial court erred in granting summary judgment on her breach-of-contract claim because there was an issue of material fact as to whether the contract was ambiguous, and (2) in the alternative, if the contract was unambiguous, Payne breached its terms as a matter of law.
Donley accordingly failed to negate all of the grounds upon which summary judgment could have been granted in Payne's favor on her breach-of-contract claim. We affirm on the unchallenged ground. See McCoy, 240 S.W.3d at 271; Ellis, 68 S.W.3d at 898.
Conclusion
We affirm the trial court's summary-judgment determination on the Donleys' breach-of-contract claim. We reverse the judgment with respect to Gloria Jean Donley, however, to the extent its scope exceeded breach of contract. We remand for further proceedings consistent with this opinion.
Leroy Donley Sr. is not a party to this appeal. We do not disturb the trial court's judgment as to him.
Jennifer Caughey
Justice Panel consists of Justices Higley, Brown, and Caughey.