Delaware Building Supply, Inc. v. Integrity Builders, Inc., S17C-03-009 RFS

Plaintiff Delaware Building Supply sued Integrity Builders, Inc. and Gerald Willey for nonpayment on an open account seeking principal and interest; default entered against Integrity Builders, Inc. and summary judgment sought only against Willey.
Plaintiff relies on a 2006 credit application containing a personal guaranty signed by Willey; Plaintiff later produced a 2008 credit application signed by Bryan Elliott (Integrity’s president) that does not contain a guaranty.
Willey contends the 2008 application constituted a novation that replaced the 2006 agreement, releasing him from liability for charges after October 8, 2008.
Plaintiff argues Willey never revoked the continuing guaranty and that novation is an affirmative defense not pled or supported by facts presented in the motion.
The court found the 2006 guaranty text partly illegible (a crucial word unreadable) and that discovery had produced facts (the 2008 application) warranting further inquiry.
The court denied summary judgment, permitted additional discovery, and set new dispositive-motion deadlines so parties may file cross-motions with readable documents.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether Willey remains liable under the 2006 continuing guaranty	The guaranty remains effective; Willey never revoked it, so no factual dispute	The 2008 credit application novated the 2006 agreement and discharged Willey for post-2008 charges	Denied summary judgment — material factual issues exist and record is incomplete
Whether novation can be raised absent an affirmative pleading	Novation is an affirmative defense not pled; Plaintiff says it cannot defeat summary judgment	Willey preserved defenses in his answer and may rely on discovery to support novation	Court permits novation defense to be developed in discovery and considered later
Whether the guaranty language is enforceable as written	Plaintiff treats the 2006 guaranty as clear and enforceable	Defendant challenges scope/legibility; key term unreadable, creating ambiguity	Court found legibility/ambiguity issue precludes summary judgment; record must be clarified
Whether summary judgment is appropriate on the current record	Plaintiff says record (affidavit, deposition) shows no material dispute	Defendant says newly produced 2008 application and illegible guaranty create disputes requiring discovery	Summary judgment denied; further discovery and potential cross-motions ordered

Moore v. Sizemore, 405 A.2d 679 (Del. 1979) (summary judgment standard and burden shifting)
Merrill v. Crothall-American, Inc., 606 A.2d 96 (Del. 1992) (non-moving party must rebut properly supported summary-judgment motion)
Ebersole v. Lowengrub, 180 A.2d 467 (Del. 1962) (summary judgment inappropriate where material fact disputes or further inquiry into facts is desirable)