Nemoria Coria v. Christopher Jide Ogidan and Moses Gbolabo, 05-16-00313-CV

Background

Coria agreed to buy a house from Ogidan and Gbolabo for $15,000 on July 7, 2014; the contract contained several "as is" clauses and a provision that seller would deliver a general warranty deed and "tax statements or certificates showing no delinquent taxes." A non-realty addendum stated buyer agreed to pay any outstanding taxes/liens.
Appellees delivered a general warranty deed on July 22, 2014 promising the property was free of claims, liabilities, and indebtedness and that they would warrant and defend title.
Coria alleged appellees failed to disclose $19,269.77 in delinquent taxes, costs, and city liens and did not provide tax statements at closing; appellees testified they told Coria taxes were owed and urged her to investigate.
At the bench trial the court entered a take-nothing judgment for appellees, finding appellees disclosed the tax delinquency and did not breach the contract or violate the DTPA; the court also withdrew appellees’ deemed admissions sua sponte.
On appeal Coria argued the merger doctrine made the warranty deed control (so appellees breached the deed), appellees violated the DTPA by nondisclosure, the court erred withdrawing deemed admissions, and appellees failed to provide tax statements.
The court of appeals reversed as to the breach-of-contract claim (merger applied), rendered $19,269.77 in damages to Coria, remanded for attorney’s fees, and otherwise affirmed.

Issues

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether the warranty deed merged and controlled rights, making appellees liable for unpaid taxes	Deed merged with contract so the warranty deed’s promise that property was free of indebtedness controls; appellees breached by conveying property with delinquent taxes	Contract/non-realty addendum shifts tax responsibility to buyer and contract’s "as is" language defeats deed-based recovery	Merger doctrine applies; deed governs and appellees breached the warranty deed — judgment for Coria for $19,269.77 (breach of contract sustained)
Whether appellees violated the DTPA by failing to disclose known tax delinquencies	Failure to disclose known defects/taxes and intent to induce reliance supports DTPA claim	Defendants disclosed taxes and encouraged independent investigation; no DTPA violation	Court’s factual finding that appellees disclosed the taxes is supported by evidence; DTPA claim fails and take-nothing judgment on DTPA is affirmed
Whether the trial court abused its discretion by withdrawing appellees’ deemed admissions sua sponte	Deemed admissions were binding; withdrawal was improper and prejudiced plaintiff	Withdrawal was permitted for good cause; no undue prejudice and merits should be decided	Withdrawal did not abuse discretion: good cause shown, no undue prejudice; appellate reversal denied on this point
Whether Coria is entitled to attorney’s fees	Prevailing on breach-of-contract claim authorizes recovery of reasonable attorney’s fees	Fees for DTPA claim not recoverable because DTPA claim failed	Remand for the trial court to determine recoverable fees for breach of contract; appellate fees on appeal recognized as recoverable if trial fees are awarded

Key Cases Cited

Alvarado v. Bolton, 749 S.W.2d 47 (Tex. 1988) (merger doctrine: deed controls when deed is delivered and accepted as performance of contract)
BMC Software Belg., N.V. v. Marchand, 83 S.W.3d 789 (Tex. 2002) (de novo review of legal conclusions)
Slicker v. Slicker, 464 S.W.3d 850 (Tex. App.—Dallas 2015) (standards for reviewing bench trial findings and deference to judge’s credibility determinations)
City of Keller v. Wilson, 168 S.W.3d 802 (Tex. 2005) (legal sufficiency standards)
Stelly v. Papania, 927 S.W.2d 620 (Tex. 1996) (trial court’s broad discretion on withdrawing deemed admissions)
Wheeler v. Green, 157 S.W.3d 439 (Tex. 2005) (undue prejudice test for withdrawing admissions)
Myers v. Hall Columbus Lender, LLC, 437 S.W.3d 632 (Tex. App.—Dallas 2014) (breach of contract damages when party breaches material duty)
Tony Gullo Motors I, L.P. v. Chapa, 212 S.W.3d 299 (Tex. 2006) (remand for trial court to determine reasonable attorney’s fees)