J. Todd Southern, Independent of the Estate of Raul "Dude" Crouse v. Kurt E. Goetting, Sr.
353 S.W.3d 295
Tex. App.2011Background
- Goetting orally agreed to sell a one-half interest in 1602 Olive Ave to Crouse for $150,000; Goetting admitted Crouse paid more than $170,000 for the half-interest but never executed a deed to Crouse.
- Goetting later agreed to repurchase Crouse's half-interest and paid $1,200 per month for several years; after Crouse’s death in 2007, Goetting stopped payments and claimed no remaining liability.
- Southern, as the estate’s independent executor, sued for specific performance, conveyance by deed or partition and sale, and a declaratory judgment recognizing a one-half interest; he also pled fraud, unjust enrichment, money wrongfully obtained, and requested attorney fees.
- Goetting admitted paying $76,180 of the $150,000 repurchase price but not the remaining $73,820; Goetting claimed Crouse owed rent for occupancy offset against the repurchase balance but never discussed rent terms with Crouse.
- The trial court granted a directed verdict on fraud, denied other bases, and the jury awarded $73,820 to Southern for unpaid repurchase balance but also awarded Goetting $73,820 for unpaid rent; the court entered take-nothing judgment and Southern challenged the jury’s rental findings; on appeal the court sustained the rental-indefiniteness ruling and remanded on attorney fees.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether there was an enforceable contract to offset rent against the repurchase obligation | Southern argues an enforceable rent-offset contract existed | Goetting contends the terms were definite and enforceable | No enforceable contract; essential terms indefinite; no meeting of the minds |
| Whether the jury's award of rent-offset damages is legally/factually supported | Southern asserts the damages are unsupported given no enforceable contract | Goetting contends damages were proper under the offset theory | Not reached due to sustainment of Issue One |
| Whether Southern is entitled to attorney's fees | Southern seeks fees under statute/contract | Goetting contends segregation of recoverable vs non-recoverable fees is required | Remanded for new trial on attorney fees; fee issue not resolved on the merits |
Key Cases Cited
- Baylor Univ. v. Sonnichsen, 221 S.W.3d 632 (Tex. 2007) (essentials of contract must be definite and clear)
- T.O. Stanley Boot Co., Inc. v. Bank of El Paso, 847 S.W.2d 218 (Tex. 1992) (indefiniteness defeats contract enforceability; terms must be definite)
- Vermont Information Processing, Inc. v. Montana Beverage Corp., 227 S.W.3d 846 (Tex. App. - El Paso 2007) (whether all essential terms are included is a question of law; may not leave terms to future negotiations)
- Farone v. Bag'n Baggage, Ltd., 165 S.W.3d 795 (Tex. App. - Eastland 2005) (lack of essential terms defeats contract; agreement to pay stock options not enforceable for indefiniteness)
- City of Keller v. Wilson, 168 S.W.3d 802 (Tex. 2005) (no-evidence review; multiple inferences allowed for jury determinations)