TWB Architects, Inc. v. The Braxton, LLC, 578 S.W.3d 879

TWB Architects (Burrow) contracted with Progress Capital (Rankin) to design The Braxton condominium project for a fee equal to 2% of construction costs (Architect Agreement).
Progress Capital/Braxton lacked funds; Rankin proposed and Burrow agreed that Burrow would receive Penthouse P6 as payment. A written Condominium Agreement (stating $0 purchase price "in consideration of design fees") was executed in Feb 2006.
After the Condominium Agreement, TWB stopped regular billing; Burrow treated and occupied P6, made ~$40,000 in upgrades, and represented himself as owner while closings were delayed.
Braxton later pledged P6 as loan collateral; Burrow threatened a mechanic’s lien and ultimately TWB filed a lien for the architect fee when Braxton did not deed P6.
Litigation produced conflicting sworn statements: Rankin initially said the Condominium Agreement created a novation (extinguishing the Architect Agreement), later recanted; Burrow consistently claimed he never intended the Condominium Agreement to extinguish TWB’s fee rights.
The trial court granted summary judgment to TWB; Court of Appeals affirmed; Supreme Court reversed, holding genuine issues of material fact exist about the parties’ intent to effect a novation and remanded.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether the Condominium Agreement was a novation that extinguished TWB’s fee claim under the Architect Agreement	TWB/Burrow: No novation; parties never agreed to extinguish Architect Agreement; TWB always retained right to fee and filed lien when conveyance failed	Braxton/Rankin: The Condominium Agreement was intended to substitute for and discharge obligations under the Architect Agreement (novation)	Reversed summary judgment for TWB: court held disputed material facts about intent to novate preclude summary judgment and require fact-finder credibility determinations

Pacific Eastern Corp. v. Gulf Life Co., 902 S.W.2d 946 (Tenn. 1995) (discusses novation/substituted contract principles and effect of novation)
Commerce Union Bank v. Burger-In-A-Pouch, Inc., 657 S.W.2d 88 (Tenn. 1983) (intent to discharge prior obligation is a question of fact)
Rhea v. Marko Constr. Co., 652 S.W.2d 332 (Tenn. 1983) (party asserting novation bears the burden of proof)
Church v. Perales, 39 S.W.3d 149 (Tenn. 2000) (contradictory testimony may cancel unless corroborated or explained; summary judgment view of such evidence)
Rye v. Women’s Care Ctr. of Memphis, 477 S.W.3d 235 (Tenn. 2015) (articulates Tennessee summary judgment standard applicable to all movers)