Gus H. Comiskey, III A/K/A Trey Comiskey and TC3, Inc. v. FH Partners, LLC, 373 S.W.3d 620

Gomberg’s debt to FH Partners was secured by cross-collateralization in deeds of trust, later used against property deeded to TC3 by Comiskey.
On Feb 19, 2008, Gomberg and Comiskey signed an Extension and Modification extending the Burkhart note and stating liens would remain in force and not be waived, with terms that all original notes and liens remain valid.
FH Partners purchased Gomberg’s debt in May 2008 and pursued foreclosures related to the Drury and Burkhart properties, including partial releases to facilitate sales.
Comiskey, a signer on the Extension, claimed the document or surrounding discussions implied that full payment would release the Burkhart lien, influencing his conduct.
The trial court directed a verdict for FH Partners, ruling no breach of an unambiguous contract; the appellate court partially reverses, especially on waiver, and remands for further proceedings.
Key dispute centers on whether the Extension extinguished or preserved the cross-collateralization clause and whether waiver, estoppel, mutual mistake, or fraud bars enforcement.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Waiver of cross-collateralization clause	Comiskey/TC3 show evidence of waiver through promises and conduct.	No clear intent to waive; conduct consistent with enforcing the clause.	Waiver issue questioned; trial court erred in directing verdict on waiver.
Breach of an unambiguous contract	Ambiguity in Extension could permit jury interpretation to negate cross-collateralization.	Extension unambiguously preserves liens and cross-collateralization; no jury issue.	Contract unambiguous; no breach established; jury question not required.
Mutual mistake and reformation	Evidence could show mutual mistake in drafting; reformation warranted.	No pre-existing agreement to the claimed misstatement; statements pre-signing do not prove mutual mistake.	No basis for reformation; trial court correct on this issue.
Estoppel (promissory, equitable, quasi-)	Promissory/equitable/quasi-estoppel barred enforcement due to promises and reliance.	Reliance inadequate; Comiskey sophisticated; duty to know and read contract; no inequitable conduct.	Promissory and equitable estoppel claims failed; quasi-estoppel failed; waiver remains the contested issue.
Fraud	FH Partners misrepresented or concealed facts affecting release of lien.	Evidence insufficient to show misrepresentation or detrimental reliance; communications were not fraudulent.	Fraud claims rejected; no material misrepresentation proven.

City of Keller v. Wilson, 168 S.W.3d 802 (Tex. 2005) (directed verdict standard; evidence review on probative value)
Bostrom Seating, Inc. v. Crane Carrier Co., 140 S.W.3d 681 (Tex. App.-Hou. 2004) (standards for reviewing directed verdicts)
Am. Mfrs. Mut. Ins. Co. v. Schaefer, 124 S.W.3d 154 (Tex. 2003) (contract interpretation and ambiguity as questions of law)
Coker v. Coker, 650 S.W.2d 891 (Tex. 1983) (ambiguity and contract interpretation principles)
Wal-Mart Stores, Inc. v. Sturges, 52 S.W.3d 711 (Tex. 2001) (contract interpretation; not every dispute creates ambiguity)
Cherokee Water Co. v. Forderhause, 727 S.W.2d 605 (Tex. App.-Texarkana, rev'd on other grounds 741 S.W.2d 377 (Tex. 1987)) (mutual mistake and drafting-time analysis)
Estes v. Republic Nat’l Bank of Dallas, 462 S.W.2d 273 (Tex. 1970) (mutual mistake limited where contract not read)
Orix Capital Mkts., LLC v. La Villita Motor Inns, J.V., 329 S.W.3d 30 (Tex. App.-San Antonio 2010) (unilateral mistake and fraud considerations)
Williams v. Glash, 789 S.W.2d 261 (Tex. 1990) (reliance and contract understanding considerations)
Swank v. Sverdlin, 121 S.W.3d 785 (Tex. App.-Houston [1st Dist.] 2003) (reliance and contract reading duties)