575 S.W.3d 531
Tex.2019Background
- GDG Mortgage borrowed $250,000; Gerald Godoy guaranteed the loan via a guaranty that contained broad waiver provisions (sections A, E, F) and a savings clause limiting waivers to the extent permitted by law.
- GDG defaulted and Wells Fargo (successor to Wachovia) foreclosed in November 2011; foreclosure sale left a deficiency.
- Wells Fargo sued Godoy for the deficiency in June 2015 (about 3.5 years after the sale).
- Godoy moved for summary judgment, invoking Tex. Prop. Code §51.003(a) (two-year statute of limitations for deficiency claims); Wells Fargo countered that Godoy contractually waived that defense.
- The trial court granted summary judgment for Wells Fargo; the court of appeals agreed but declined to reach Godoy’s Simpson-based public-policy argument, ruling Godoy waived that defense by pleading posture.
- The Texas Supreme Court held the court of appeals erred in finding Godoy waived the public-policy argument, analyzed the guaranty provisions separately, and affirmed the judgment on the ground that an enforceable portion of the waiver converted the two-year bar into a four-year period under §16.004(a)(3).
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether Godoy waived his Simpson public-policy argument by failing to plead it under Tex. R. Civ. P. 94 | Godoy: He preserved the statute-of-limitations defense; the public-policy/legal attack on enforcement arose in summary-judgment briefing and is not a new affirmative defense | Wells Fargo: Rule 94 required an affirmative pleading of any contract-voidness/avoidance; failure to plead waived the argument | Court: Court of appeals erred; Roark controls — opposing party waived any Rule 94 objection by not raising it before judgment, so Godoy’s Simpson argument may be considered |
| Whether pre-dispute contractual waivers of statutes of limitation are per se void under Simpson v. McDonald | Godoy: Simpson prohibits open-ended waivers; waiver must be specific and time-limited | Wells Fargo: Broad waivers can be enforced (Moayedi support); general waiver of defenses includes anti-deficiency statute | Court: Simpson not an absolute bar — waivers are enforceable only if specific and for a reasonable time; blanket, open-ended waivers remain unenforceable |
| Whether the guaranty’s specific waiver (Section A) validly waived the §51.003(a) two-year anti-deficiency limitations period | Godoy: Section A is indefinite and thus void under Simpson | Wells Fargo: Section A waived anti-deficiency defenses, so §51.003(a) is waived | Court: Section A is sufficiently specific (targets anti-deficiency law) and, because §16.004(a)(3) provides a four-year backstop, the waiver meets the “reasonable time” requirement and is enforceable |
| Effect of enforceable waiver on timeliness of Wells Fargo’s suit | Godoy: If the two-year period is unenforceable, suit would be untimely | Wells Fargo: Enforceable waiver replaces two-year bar with four-year collection period, making suit timely | Court: Enforceable Section A waiver effectively substitutes the four-year limitations period; suit filed within 3.5 years is timely |
Key Cases Cited
- Simpson v. McDonald, 179 S.W.2d 239 (Tex. 1944) (pre-dispute, open-ended waivers of statutes of limitation are void as against public policy)
- Moayedi v. Interstate 35/Chisam Road, L.P., 438 S.W.3d 1 (Tex. 2014) (general waiver of defenses in a guaranty can waive Chapter 51 valuation/offset rights)
- Am. Alloy Steel, Inc. v. Armco, Inc., 777 S.W.2d 173 (Tex. App.—Houston [14th Dist.] 1989) (statute-of-limitations waivers must be specific and for a reasonable time)
- Roark v. Stallworth Oil & Gas, Inc., 813 S.W.2d 492 (Tex. 1991) (party waives complaint about opponent’s failure to plead an affirmative defense if not raised before rendition of judgment)
- Phillips v. Phillips, 820 S.W.2d 785 (Tex. 1991) (a defense need not be pleaded if it is apparent on the face of the petition and established as a matter of law)