Liberation Holdings, LLC D/B/A Soundcheck Music Complex and Gulf Warehouse Associates, LTD v. All-Tex Roofing LLC

Summary

The Texas Court of Appeals for the First District affirmed summary judgment in favor of All-Tex Roofing LLC in a dispute arising from water intrusion during roof replacement at a warehouse occupied by Soundcheck and owned by Gulf Warehouse Associates. The court held that Soundcheck’s lost-profits and business-destruction claims failed for lack of reasonably certain evidence and that its remaining damages claims were barred or unsupported under the settlement release. The court also upheld judgment on the parties’ contract, warranty, and negligence claims involving GWA.

Holdings

1. Soundcheck's lost-profits and business-destruction claims failed as a matter of law because Soundcheck did not produce evidence based on objective facts, figures, or data from which the profits naturally and probably lost because of All-Tex's conduct could be determined with reasonable certainty.
2. The settlement and release encompassed Soundcheck's claims for damages allegedly arising from All-Tex's failure to repair roof conditions caused by the November 21, 2018 accident, including damages that developed later, because Soundcheck did not produce evidence of damages from post-storm conduct independent of the alleged failure to repair the storm-related conditions.
3. GWA's continued treatment of the contract as continuing after All-Tex's alleged breaches, followed by GWA's refusal to pay after All-Tex completed its performance, deprived GWA of a prior-breach excuse for its own nonperformance.
4. GWA failed to produce more than a scintilla of evidence that All-Tex failed to repair leaks due to inferior workmanship within a reasonable time.
5. The summary judgment on GWA's negligence claims had to be affirmed because GWA failed to challenge All-Tex's argument that the economic-loss rule barred the claims.

Questions Presented

1. Whether Soundcheck produced legally sufficient evidence of lost profits and business-destruction damages.
2. Whether Soundcheck's claims for damages arising from later leaks and delayed roof repairs were released by the settlement and release covering damages resulting or to result from the November 21, 2018 accident.
3. Whether GWA's continued treatment of the roofing contract as continuing after All-Tex's alleged breach and its later refusal to pay raised a fact issue on GWA's prior-breach defense.
4. Whether GWA produced more than a scintilla of evidence supporting its breach-of-contract claim.
5. Whether GWA produced more than a scintilla of evidence that All-Tex failed to repair warranted leaks within a reasonable time.
6. Whether summary judgment on GWA's negligence claims had to be affirmed because GWA failed to challenge the economic-loss-rule ground.

Disposition

affirmed