Opinion
05-22-00501-CV
06-21-2023
DOWNTOWN MCKINNEY PARTNERS, LLC, Appellant v. INTERMCKINNEY, LLC, Appellee
On Appeal from the 471st Judicial District Court Collin County, Texas Trial Court Cause No. 471-03474-2020
Before Justices Molberg, Carlyle, and Smith
MEMORANDUM OPINION
CORY L. CARLYLE JUSTICE.
Downtown McKinney Partners, LLC (Downtown McKinney) appeals the trial court's summary judgment regarding its claimed interest in certain real property and the expungement of a notice of lis pendens. We affirm in this memorandum opinion. See Tex. R. App. P. 47.4.
Background
This dispute involves about forty-nine acres of real property in McKinney, Texas (the property). In July 2018, Ken Morrison contracted to purchase the property from its then-owners, a group of entities affiliated with Safari Development Company, LLC (the Safari Entities). A few months later, Mr. Morrison assigned the still-pending contract to McKinney Mill District Holdings, LLC (MMD), in which he is the managing member. In about December 2018, the Safari Entities sought to terminate the contract, contending the purchaser under the assignment, MMD, failed to timely close.
MMD filed a January 2019 lawsuit against the Safari Entities (the prior lawsuit) asserting claims for declaratory relief, specific performance, and attorney's fees. MMD requested declarations that (1) because the Safari Entities "have not yet delivered all of the documents required to trigger the Inspection Period," "the Closing Date on the 60th day thereafter has not yet been determined"; (2) the contract "is valid and subsisting,"; and (3) "Defendants are still obligated to sell the properties that are the subject of the Agreement to Plaintiff at the Closing Date." MMD also sought "an order for specific performance, commanding Defendants . . . [t]o deliver the documents required to trigger the commencement of the Inspection Period by a date certain," "[t]o close the transaction one hundred twenty (120) days thereafter," and "[t]o deliver good title as required by the Contract on the Closing Date."
Additionally, MMD filed an application for temporary and permanent injunctive relief in that lawsuit, asserting:
[I]n order to preserve the status quo during the pendency of this action, the plaintiff seeks a temporary restraining order, and on hearing, a temporary and permanent injunction, ordering and immediately restraining the defendant . . . as follows:
1. Enjoining the defendant from selling . . . or otherwise transferring any interest in [the property] to anyone other than Plaintiffs until such time as there is a discernible Closing Date, and Plaintiff fails to close the transaction.
2.Issue a positive injunction compelling Defendant to produce the required documents by a date certain, thereby establishing the Closing Date.
Following an "injunction hearing," the trial court in that lawsuit signed a March 22, 2019 "Order for Issuance of Temporary Injunction" that stated (1) "[i]t is ordered, adjudged and decreed" that the contract "is valid and enforceable"; (2) the court "finds that Defendants are in breach of the Contract for their failure to timely provide certain due diligence documents to Plaintiff" and "there is no adequate remedy at law for Plaintiff to recover for Defendants' breach in this regard"; (3) because "Defendants intend to sell the property that is the subject of this suit . . . before the Court can render judgment in this case," "Plaintiff's only effective remedy in this case is for specific performance"; and (4) "[i]t is further ordered that Plaintiff is entitled to ownership and possession of the Property in accordance with the Contract, and Defendants are ordered to appear at [the designated title company] to execute documents necessary to close the Contract on April 12, 2019 at or before 5:00 p.m. on that day." The order set "trial on the merits" for April 12, 2019.
The prior lawsuit was originally assigned to the 416th District Court of Collin County. It was reassigned to the 471st District Court of Collin County after that court was established in late 2019.
On April 2, 2019, MMD assigned its interest in the contract to appellee InterMcKinney, LLC, which had agreed to fund the purchase of the property. At that time, InterMcKinney was managed by an entity affiliated with Mr. Morrison. On April 12, 2019, the Safari Entities executed special warranty deeds conveying the property to InterMcKinney.
The record does not show a trial was held on or before that date.
Soon after the sale closed, InterMcKinney ended its affiliation with Mr. Morrison. Then, Mr. Morrison formed Downtown McKinney, in which he is the managing member. In October 2019, Downtown McKinney purchased an assignment of the Safari Entities' right, title, and interest in the property, the contract, and the prior lawsuit. Thus, at that point, Mr. Morrison managed both the original plaintiff in the prior lawsuit, MMD, and the assignee of the defendants' interests, Downtown McKinney.
In early June 2020, the Safari Entities, "by and through" Downtown McKinney, moved for no-evidence summary judgment on MMD's claims for declaratory judgment, specific performance, attorney's fees, and injunctive relief in the prior lawsuit. The trial court signed a June 8, 2020 order stating that "[t]o the extent that the pending motion can be construed as having been brought by the Original Defendants, seeking judgment on claims asserted against the Original Defendants by Plaintiff," "judgment is rendered in favor of [the Safari Entities] on all of Plaintiff's claims against them." The order also stated it was an interlocutory judgment because unresolved third-party claims by the Safari Entities remained.
On June 17, 2020, the trial court signed an order stating the Safari Entities' third-party claims had been nonsuited and the summary judgment described in the June 8, 2020 order "is final and appealable." No appeal was filed in that lawsuit.
On July 20, 2020, Downtown McKinney filed this lawsuit against InterMcKinney, asserting claims for trespass to try title, suit to quiet title, "breach of contract: recission," declaratory relief, an accounting, and attorney's fees. Downtown McKinney also filed a notice of lis pendens regarding the property.
Downtown McKinney's petition alleged (1) "Plaintiff is the successor in interest to the Original Sellers under the Contract"; (2) "Defendant is the ultimate successor in interest to Ken Morrison, the original Purchaser"; (3) "as ordered by the Court, Original Sellers sold the Property to Defendant under protest"; and (4) the trial court in the prior lawsuit "granted summary judgment against MMD" on June 8, 2020, then "render[ed] the summary judgment final as of July 16, 2020." According to the petition,
As a result, the Temporary Injunction in the [prior] Suit was vacated. In addition, because summary judgment was entered against MMD on its claims under the Contract, the Court determined that Original Defendants terminated the Contract prior to closing. This determination is now final and is binding on Defendant under the doctrines of collateral estoppel and res judicata.
Downtown McKinney requested declarations that (1) "[b]y virtue of the entry of the summary judgment in the [prior] Suit, the temporary injunction was dissolved"; (2) "[t]he Contract was terminated before MMD filed the [prior] Suit"; (3) "Plaintiff's predecessor in interest was under no obligation to sell the Property to Defendant when it sold the Property"; (4) "the doctrines of collateral estoppel and res judicata apply in this suit to Defendant"; and (5) "Plaintiff is entitled to rescind closing under the Contract." The petition also stated "Plaintiff does not seek to interpret or collaterally attack the prior summary judgment," but rather "seeks to use the existence of the prior summary judgment to establish collateral estoppel and res judicata."
InterMcKinney filed a general denial answer and asserted several affirmative defenses, including "merger by deed." InterMcKinney also filed a motion to expunge Downtown McKinney's notice of lis pendens because "[Downtown McKinney] cannot establish by a preponderance of the evidence the probable validity of its alleged real property claim."
Following discovery, InterMcKinney filed a hybrid summary judgment motion on traditional and no-evidence grounds, asserting, among other things:
[T]he Sellers freely conveyed the real property to InterMcKinney and accepted InterMcKinney's payment. The deeds to InterMcKinney- which are the only documents the Court is to look to in analyzing this case-state that the Sellers transfer free and clear title to InterMcKinney. There is simply no legal or factual basis to set aside this real estate transaction. . . . .
. . . Nowhere in any of the Court's orders from the Prior Lawsuit does the Court enter affirmative relief on any parties' claims after the Temporary Injunction Order, much less enter a declaratory judgment stating that the Sellers terminated the Contract. Instead, the Court dismissed claims. The dismissal of a claim does not equal an affirmative holding that the Sellers "terminated the Contract prior to closing."
InterMcKinney's summary judgment motion argued (1) Downtown McKinney's breach of contract claim "fails as a matter of law because the parties fully performed their obligations under the contract, merging the terms of the contract into the deeds"; (2) Downtown McKinney "has no interest in the property" because "when Plaintiff took its assignment from the Sellers six months after the Sellers conveyed the property to InterMcKinney by the Deeds, the Sellers had no interest in the property to convey to Plaintiff"; and (3) the declaratory judgment claim is "redundant and unnecessary" and seeks "declaratory relief interpreting a prior judgment and establishing its ownership in land," which Texas law does not allow. The evidence attached to the summary judgment motion included copies of the above-described petition, orders, and other filings in the prior lawsuit.
Downtown McKinney filed a summary judgment response asserting:
Prior to the underlying suit being filed, Sellers terminated the Contract. In its [petition in the prior lawsuit], MMD requested very detailed factual findings. When Defendant failed to substitute into that suit and bring it to fruition, each of these requested findings were decided against Defendant and the Temporary Injunction forcing the sale of the Property automatically dissolved as a matter of law. Legally, that put the parties in the position where Plaintiff's predecessor-in-interest was forced to sell real property under a Contract that had been deemed to have been terminated as a matter of law. This finding is preclusive and the parties are bound by it. . . . .
. . . In essence, [the trial court judge] ordered the ultimate relief sought by MMD in its [petition in the prior lawsuit]. However, she did it on a temporary basis which was automatically dissolved as a matter of law when the [prior lawsuit] was terminated in Plaintiff's favor.
Additionally, Downtown McKinney described the evidence regarding its claims and argued (1) it "has an interest in the Property by virtue of the Safari Assignment"; (2) "InterMcKinney's title is not valid because the Safari Parties conveyed the Property after being ordered to by the now-dissolved temporary injunction"; (3) "Defendant took an assignment of MMD's position in the [prior lawsuit] and forced [the Safari Entities] to close in violation of their rights under the Contract to freely resell the Property post-termination," which was "a breach of the Contract by Defendant"; and (4) the merger doctrine "does not apply because the sale was forced under the now-vacated Temporary Injunction." Downtown McKinney also asserted those same arguments in response to InterMcKinney's motion to expunge the lis pendens. The evidence attached to Downtown McKinney's responses included, among other things, a September 6, 2021 declaration of Mr. Morrison with numerous exhibits.
In reply, InterMcKinney restated its above-described arguments and asserted that Downtown McKinney had "never alleged the existence of fraud, accident, or mistake" with regard to the merger doctrine and "offered no evidence to support any of the listed exceptions" to that doctrine. InterMcKinney also moved to strike certain evidence attached to Downtown McKinney's responses, including portions of Mr. Morrison's September 6, 2021 declaration.
The trial court signed a September 24, 2021 order sustaining InterMcKinney's objections to several portions of Mr. Morrison's declaration. Additionally, following a hearing, the trial court granted InterMcKinney's motion for summary judgment without stating the basis for that ruling, granted the motion to expunge the notice of lis pendens, and issued a final take-nothing judgment against Downtown McKinney.
Analysis
In four issues, Downtown McKinney contends the trial court erred by granting InterMcKinney's hybrid traditional and no-evidence motion for summary judgment, striking certain evidence from the summary judgment record, and expunging Downtown McKinney's notice of lis pendens.
InterMcKinney contends the excluded summary judgment evidence complained of by Downtown McKinney, even if considered, would not alter the outcome of our summary judgment and lis pendens analyses. Thus, we consider that excluded evidence in our analyses.
Traditional summary judgment
Standard of review and applicable law
We review a trial court's grant of summary judgment de novo. Lujan v. Navistar, Inc., 555 S.W.3d 79, 84 (Tex. 2018). When a party files a hybrid summary judgment motion on both traditional and no-evidence grounds, we generally first address the trial court's judgment under the no-evidence standard of review. E.g., Rico v. L-3 Commc'ns Corp., 420 S.W.3d 431, 439 (Tex. App.-Dallas 2014, no pet.). However, if the Court is required to affirm the trial court's ruling on traditional summary judgment grounds, we need only address the traditional grounds. Regency Dev. & Constr. Servs., LLC v. Carrington, No. 05-18-00564-CV, 2019 WL 4051831, at *3-4 (Tex. App.-Dallas Aug. 28, 2019, pet. denied) (mem. op.); Shih v. Tamisiea, 306 S.W.3d 939, 945 n.8 (Tex. App.-Dallas 2010, no pet.).
To prevail on a traditional motion for summary judgment, the movant must demonstrate there is no genuine issue as to any material fact and it is entitled to judgment as a matter of law. Tex.R.Civ.P. 166a(c); Provident Life & Acc. Ins. Co. v. Knott, 128 S.W.3d 211, 215-16 (Tex. 2003). If the movant carries this burden, the burden shifts to the nonmovant to raise a genuine issue of material fact precluding summary judgment. Lujan, 555 S.W.3d at 84. In reviewing the grant of summary judgment, we must credit evidence favoring the nonmovant, indulging every reasonable inference and resolving all doubts in its favor. Id.
The purpose of a temporary injunction is to preserve the status quo of the litigation's subject matter pending a trial on the merits. E.g., Universal Rehearsal Partners, Ltd. v. Barnhill, No. 05-22-00296-CV, 2022 WL 4298726, at *3 (Tex. App.-Dallas Sept. 19, 2022, no pet.) (mem. op.). The status quo is defined as, "the last, actual, peaceable, non-contested status which preceded the pending controversy." Id. There are two general types of temporary injunctions: prohibitive and mandatory. Health Care Serv. Corp. v. E. Tex. Med. Ctr., 495 S.W.3d 333, 337 (Tex. App.-Tyler 2016, no pet.). A prohibitive injunction forbids conduct, and a mandatory injunction requires it. Id. "The general rule is that the peaceable possession of property, personal or real, . . . will not be transferred by temporary mandatory injunction" because this "would change the status quo, and might anticipate the whole case by giving full relief" without a trial. Tex. Co. v. Watkins, 82 S.W.2d 1079, 1080 (Tex. App.-Waco 1935, no writ); accord Story v. Story, 176 S.W.2d 925, 928 (Tex. 1944) (stating temporary injunction "is not a remedy which can be used for the purpose of recovering title or right of possession of property" and "it is not the function of a preliminary injunction to transfer the possession of land from one person to another"); see also In re Jones, No. 05-18-00065-CV, 2018 WL 549531, at *3 (Tex. App.-Dallas Jan. 24, 2018, orig. proceeding) (mem. op.) ("It is error for a trial court to grant a temporary injunction, the effect of which would be to accomplish the object of the suit. To do so would be to determine rights without a trial." (quoting Tex. Foundries, Inc. v. Int'l Moulders & Foundry Workers' Union, 248 S.W.2d 460, 464 (Tex. 1952))).
Though a suit to quiet title is an equitable remedy and a trespass to try title suit is a legal remedy afforded by statute, both are actions to recover possession of land unlawfully withheld. Lance v. Robinson, 543 S.W.3d 723, 738-39 (Tex. 2018); see Tex. Prop. Code § 22.001(a). In a suit to quiet title the plaintiff must show (1) an interest in a specific property, (2) title to the property is affected by a claim by the defendant, and (3) the claim, although facially valid, is invalid or unenforceable. Rhodes v. Kelly, No. 05-16-00888-CV, 2017 WL 2774452, at *10 (Tex. App.- Dallas June 27, 2017, pet. denied) (mem. op.). "In a trespass-to-try-title action, a plaintiff may prove legal title by establishing: (1) a regular chain of title of conveyances from the sovereign to the plaintiff; (2) a superior title to that of the defendant out of a common source; (3) title by limitations (i.e., adverse possession); or (4) possession that has not been abandoned." Brumley v. McDuff, 616 S.W.3d 826, 832 (Tex. 2021). "[A] trespass-to-try-title action is the exclusive remedy for resolving overarching claims to legal title." Id.
The Uniform Declaratory Judgments Act permits parties to seek a declaration of rights, status, or other legal relations under certain instruments, including contracts and deeds. Tex. Civ. Prac. & Rem. Code § 37.004(a). However, a declaratory judgment action "may not be used to collaterally attack, modify, or interpret a prior judgment." Dallas Cnty. Tax Collector v. Andolina, 303 S.W.3d 926, 930 (Tex. App.-Dallas 2010, no pet.). Additionally, "[t]here is no basis for declaratory relief when a party is seeking in the same action a different, enforceable remedy, and a judicial declaration would add nothing to what would be implicit or express in a final judgment for the enforceable remedy." Kyle v. Strasburger, 522 S.W.3d 461, 467 n.10 (Tex. 2017).
The "merger doctrine" provides that "when a deed is delivered and accepted as performance of a contract to convey, the contract is merged in the deed" and courts "look to the deed alone to determine the rights of the parties." Chicago Title Ins. Co. v. Cochran Invs., Inc., 602 S.W.3d 895, 906-07 (Tex. 2020) (cleaned up); accord Boy Scouts of Am. v. Responsive Terminal Sys., Inc., 790 S.W.2d 738, 745 (Tex. App.-Dallas 1990, writ denied) (generally "a written instrument presumes that all prior agreements of the parties relating to the transaction have been merged into the written instrument"). The merger doctrine does not apply "in the event of fraud, accident, or mistake in the formation of the deed." Chicago Title, 602 S.W.3d at 907 n.12 (citing Commercial Bank, Unincorporated, of Mason v. Satterwhite, 413 S.W.2d 905, 909 (Tex. 1967)). Also, where a sales contract that precedes a deed requires "performance of acts other than the conveyance" or "creates rights collateral to and independent of the conveyance," those requirements and rights survive a deed that is silent as to them. Id.
Application of law to facts
We begin with Downtown McKinney's contention that summary judgment dismissing its breach of contract claim was improper because "[a]s the result of the summary judgment order [in the prior lawsuit], the Temporary Injunction was dissolved as a matter of law and the parties were returned to status quo ante," which "means that the Contract was terminated and . . . the Safari Parties (and now Appellant) were under no obligation to sell the Property to InterMcKinney when they were forced to sell it." According to Downtown McKinney, InterMcKinney "breached the Contract by forcing a closing when the Safari Parties were under no legal obligation to do so."
Though this Court has stated that temporary injunctions providing prohibitive relief to preserve the status quo generally expire when a final judgment is rendered, see Perry Bros., Inc. v. Perry, 734 S.W.2d 211, 212 (Tex. App.-Dallas 1987, no writ), Downtown McKinney cites no authority, and we have found none, stating or indicating that when a mandated sale of real property central to a dispute has been completed under a preliminary injunctive order, the subsequent rendering of a final judgment returns the parties to their positions prior to that mandatory relief. To the contrary, our supreme court has instructed that preliminary injunctions should not transfer possession of land and "temporary injunctions" that have the effect of accomplishing the object of a lawsuit are improper. See Tex. Foundries, 248 S.W.2d at 464; Story, 176 S.W.2d at 928.
As Downtown McKinney asserted in the trial court, the prior lawsuit's March 22, 2019 order "[i]n essence . . . ordered the ultimate relief sought by MMD" in the prior lawsuit's petition, and no party appealed that order. Nothing in the prior lawsuit's orders or the deeds stated or indicated the sale was limited in any way or was to be set aside at any point. We cannot agree with Downtown McKinney that the record supports its position that as a result of the prior lawsuit's summary judgment order, "the parties were returned to status quo ante" regarding the sale of the property and the contract "was terminated." See Del Valle Indep. Sch. Dist. v. Lopez, 845 S.W.2d 808, 809 (Tex. 1992) (rejecting "the notion that . . . matters of form control the nature of [an] order" and stating that order's "character and function" are determinative); see also Aloe Vera of Am., Inc. v. CIC Cosmetics Int'l Corp., 517 S.W.2d 433, 436 (Tex. App.-Dallas 1974, no writ) (noting that interlocutory permanent injunctions generally merge into final judgment without further action).
Next, we turn to Downtown McKinney's contention that the merger doctrine is inapplicable. According to Downtown McKinney, (1) "being forced to sell property under a wrongfully-issued temporary injunction rises to the level of fraud, accident, or mistake"; (2) "the [prior lawsuit] and ancillary litigation are matters collateral to and independent of the conveyance of the property such that the merger doctrine does not apply"; and (3) because section 16(G) of the contract states, "[a]ny warranty, representation, covenant or condition contained in this Contract not otherwise discharged at the Closing will survive the Closing of this transaction," the merger doctrine "does not bar Appellant's claims."
Even assuming without deciding that Downtown McKinney properly preserved its merger doctrine arguments for this Court's review, we disagree that the merger doctrine is inapplicable. Downtown McKinney asserts the Safari Entities (1) "faced a Hobson's choice" to either "show up and close under the wrongfully-issued temporary injunction" or assert a challenge that would "come with significant risk" and "leave the property mired in litigation for years," and (2) "chose the wisest course of action because, if MMD failed to tender the purchase price, the MMD suit would have effectively ended." Additionally, Downtown McKinney argues in its appellate reply brief that our supreme court's recent holding that interlocutory appeals are generally merely optional supports the Safari Entities' "wait-and-see-approach." See Bonsmara Nat. Beef Co., LLC v. Hart of Tex. Cattle Feeders, LLC, 603 S.W.3d 385, 387 (Tex. 2020).
Bonsmara did not involve or address the merger doctrine and thus is inapposite regarding that doctrine's exceptions. Nothing in the record shows the Safari Entities were defrauded or mistaken regarding the circumstances or did not act intentionally. Downtown McKinney cites no authority, and we have found none, to support its position that the Safari Entities' intentional choice to attempt to manage their financial risk by proceeding in accordance with a "wrongfully-issued" order and deciding to forego an available challenge of that order before closing constituted "fraud, accident, or mistake in the formation of the deed" as would preclude the merger doctrine's application. See Chicago Title, 602 S.W.3d at 907 n.12.
Downtown McKinney's remaining two merger doctrine arguments, which are quoted above in their entirety, do not describe or address any "acts other than the conveyance" that were purportedly required by the contract or "rights collateral to and independent of the conveyance" that were created by the contract and purportedly survived due to the deed's silence. See id. Thus, those arguments present nothing for this Court's review. See Tex. R. App. P. 38.1(i). We conclude the merger doctrine applies as matter of law and thus summary judgment on Downtown McKinney's breach of contract claim was proper.
As to Downtown McKinney's claims for trespass to try title and suit to quiet title, InterMcKinney asserts "the evidence established, as a matter of law, that Downtown McKinney had, and has, no interest in the Property and that title to the Property is indisputedly vested in InterMcKinney." "[I]t is fundamental that a warranty deed will pass all of the estate owned by the grantor at the time of the conveyance unless there are reservations or exceptions which reduce the estate conveyed." Jordan v. Parker, 659 S.W.3d 680, 687 (Tex. 2022). Here, prior to the October 2019 assignment of their rights to Downtown McKinney, the Safari Entities had conveyed the property to InterMcKinney without any reservations or exceptions. Nothing in the record shows Downtown McKinney ever received or obtained any interest in the property from the Safari Entities. Thus, the trial court did not err by granting summary judgment in favor of InterMcKinney on those claims.
To the extent Downtown McKinney asserts the assignment included an interest in the prior lawsuit, the record shows all claims in that lawsuit pertained to the contract, which, as described above, merged into the deed at the closing.
As to the declaratory judgment claim, all of Downtown McKinney's requested declarations pertain to and are subsumed within the claims already addressed in this analysis. Thus, even assuming without deciding that the declaratory judgment claim is not solely an impermissible collateral attack, it is redundant and does not warrant separate analysis. See Kyle, 522 S.W.3d at 467 n.10; Ladner v. Prop. Owners Ass'n of Mountain Lakes Ranch, Inc., No. 07-21-00210-CV, 2023 WL 424846, at *7 (Tex. App.-Amarillo Jan. 26, 2023, no pet.) (mem. op.) (concluding summary judgment was proper on declaratory judgment claim that requested essentially same relief sought under same party's breach of contract claim). We conclude the trial court did not err by granting summary judgment against Downtown McKinney on its declaratory judgment claim.
Downtown McKinney's remaining claims sought (1) attorney's fees based on its breach of contract and declaratory judgment claims and (2) an accounting. The contract provided for attorney's fees to the "prevailing party" in a related legal proceeding. The Declaratory Judgments Act provides for attorney's fees "as are equitable and just." Tex. Civ. Prac. & Rem. Code § 37.009. "To be entitled to an accounting, a plaintiff usually must have a contractual or fiduciary relationship with the party from which the plaintiff seeks the accounting." T.F.W. Mgmt. v. Westwood Shores Prop. Owners Ass'n, 79 S.W.3d 712, 717 (Tex. App.-Houston [14th Dist.] 2002, pet. denied); accord Marshall v. Ribosome L.P., No. 01-18-00108-CV, 2019 WL 2041062, at *8 (Tex. App.-Houston [1st Dist.] May 9, 2019, no pet.) (mem. op.) ("An accounting is available when (1) the parties have a contractual or fiduciary relationship; (2) the facts and accounts are so complex [that] adequate relief may not be obtained at law; and (3) standard discovery procedures cannot provide adequate relief at law.").
As described above, (1) Downtown McKinney is not entitled to prevail on its challenge regarding its breach of contract claim and (2) Downtown McKinney's declaratory judgment claim is redundant. Nothing in the record supports attorney's fees to Downtown McKinney on either of those asserted grounds. See Etan Indus., Inc. v. Lehmann, 359 S.W.3d 620, 624 (Tex. 2011) (attorney's fees under UDJA are not warranted where declaratory judgment claim "merely duplicate[s] the issues litigated" via other claims). The accounting claim sought "an accounting of all sums Defendant has derived from the Property" so that "the proper adjustments and offsets can be made." That claim was necessarily dependent on Downtown McKinney establishing an interest in the property or related proceeds pursuant to its other claims, which it did not do. Thus, we conclude the trial court did not err by granting summary judgment in favor of InterMcKinney on Downtown McKinney's attorney's fees and accounting claims.
Expungement of notice of lis pendens
A notice of lis pendens broadcasts "to the world" the existence of ongoing litigation regarding ownership of the property. Sommers v. Sandcastle Homes, Inc., 521 S.W.3d 749, 753 (Tex. 2017). A party may file a notice of lis pendens "during the pendency of an action involving title to real property, the establishment of an interest in real property, or the enforcement of an encumbrance against real property." Tex. Prop. Code § 12.007(a). A court shall order a notice of lis pendens expunged "if the court determines that . . . the claimant fails to establish by a preponderance of the evidence the probable validity of the real property claim." Id. § 12.0071(c).
Downtown McKinney contends the trial court erred by expunging its notice of lis pendens because "as a result of" its claims for quiet title, "rescission," and trespass to try title, it "has a real property claim" and has "established, at a minimum, the probable validity" of that claim. We concluded above that the trial court properly determined InterMcKinney was entitled to summary judgment on all of Downtown McKinney's claims. Thus, the trial court did not err by concluding Downtown McKinney failed to establish by a preponderance of the evidence the probable validity of a real property claim. See id.
* * *
We decide against Downtown McKinney on its issues challenging the trial court's granting of InterMcKinney's traditional motion for summary judgment and expungement of the notice of lis pendens. We need not reach Downtown McKinney's remaining issues. See Tex. R. App. P. 47.1.
We affirm the trial court's judgment.
JUDGMENT
In accordance with this Court's opinion of this date, the judgment of the trial court is AFFIRMED.
It is ORDERED that appellee INTERMCKINNEY, LLC recover its costs of this appeal from appellant DOWNTOWN MCKINNEY PARTNERS, LLC.
Judgment entered.