PROVIDENCE LAND SERVICES, LLC v. Jones
353 S.W.3d 538
| Tex. App. | 2011Background
- Howell Properties consisted of 43 lake lots; 25 were litigated.
- The Howells’ leases were drafted without counsel and fell into three categories: Indefinite Term, No End Term, and Fixed Term.
- Graydon and Inez Howell owned the land; Carolyn Howell administered after 1996; Rex Glenn Howell took control in 2007 and conveyed to Providence in January 2008.
- Providence sent new leases after acquisition, proposing 30-day termination and higher rents, claiming original leases were tenancies at will.
- Tenants sued to establish that original leases were long-term, arising from written and verbal agreements with the Howells.
- The trial court held Indefinite Term Leases created 99-year durations, and No End Term Leases were tenancies at will; tenancy outcomes for Fixed Term leases were also in dispute.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Indefinite Term Leases duration interpretation | Howells intended long-term leases; indefinite means not limited | Indefinite denotes a definite end absent ambiguity | Indefinite Term Leases are tenancies at will; term not fixed |
| Promissory estoppel as exception to statute of frauds for Indefinite Term Leases | Promissory estoppel bars enforcement of at-will tenancy; reliance on Howells' promises | Promissory estoppel requires promise to sign a writing; no such promise present | Promissory estoppel does not apply to create long-term leases; fails |
| No End Term Leases duration | No End Term Leases were long-term as intended by Howells through parol evidence | Silence as to duration creates tenancy at will; parol cannot supply missing terms | No End Term Leases constitute tenancies at will |
| Effect of promissory estoppel on Fixed Term Leases | Promissory estoppel prevents enforcement as challenged | Statute of frauds and lack of writing control; estoppel not proven | Promissory estoppel fails; Fixed Term Leases not enforceable beyond writing rule |
Key Cases Cited
- Holcombe v. Lorino, 124 Tex. 446, 79 S.W.2d 307 (1935) (Tex) (lease duration must be certain or tenancy at will applies)
- Hill v. Hunter, 157 S.W.2d 247 (Tex.Civ.App.—Austin 1913, writ ref'd) (Tex.Civ.App.) (time certainty required in leases)
- Urban v. Crawley, 206 S.W.2d 158 (Tex.Civ. App.—Eastland 1947, writ ref'd n.r.e.) (Tex.Civ.App.-Eastland) (estate at will for indefinite/uncertain term)
- Nat'l Union Fire Ins. Co. of Pittsburgh, Pa. v. CBI Indus., Inc., 907 S.W.2d 517 (Tex. 1995) (Tex) (contract ambiguity and interpretation standards)
- J.M. Davidson, Inc. v. Webster, 128 S.W.3d 223 (Tex. 2003) (Tex) (contract interpretation and objective intent)
- Cherokee Water Co. v. Forderhause, 641 S.W.2d 522 (Tex. 1982) (Tex) (written instrument controls when unambiguous)
- Sun Oil Co. (Del.) v. Madeley, 626 S.W.2d 726 (Tex. 1981) (Tex) (contract interpretation principles)
- Rutherford v. Randal, 593 S.W.2d 949 (Tex. 1980) (Tex) (contract construction and intent)
- Pinehurst v. Spooner Addition Water Co., 432 S.W.2d 515 (Tex.1968) (Tex) (contract interpretation and ambiguity)
- Wal-Mart Stores, Inc. v. Sturges, 52 S.W.3d 711 (Tex. 2001) (Tex) (ambiguity and parol evidence limits)
- Nagle v. Nagle, 633 S.W.2d 796 (Tex. 1982) (Tex) (promissory estoppel requires writing agreement)
- Dempsey v. King, 662 S.W.2d 725 (Tex. App.—Austin 1983, writ dism'd) (Tex.App.-Austin) (cannot supply missing terms in contract)