Appeal from the 212th District Court Galveston County, Texas
Trial Court Case No. 15-CV-0084
consists of Justices Massengale, Brown, and Huddle.
Walz, Walz Family Builders, and WHMW, LLC appeal a judgment
entered on a jury's verdict, asserting that the trial
court erred in admitting parol evidence related to an oral
agreement between the parties. We affirm.
2002, appellee Wesley Hayes hired Walz to sell mobile homes
and manufactured housing for Hayes's company Advantage
Housing Corporation ("AHC"). Years later, Hayes
created a separate mobile home company, WHMW, which conducted
its business under the d/b/a Advantage Housing. WHMW used the
name Advantage Housing on its promotional material, and its
website was texasadvantagehousing.com.
2010, Hayes gave Walz a 50% interest in WHMW. In June 2011,
Hayes sold his remaining 50% membership interest in WHMW to
Walz for $10 pursuant to a bill of sale. The bill of sale
states: "The membership interests are sold as is and
where is with no guarantee. The LLC membership interests are
free of any encumbrances." The parties agree that a
contemporaneous oral agreement was made at the time of the
sale, but they dispute the terms of the oral agreement.
the sale to Walz, Walz continued to operate under the name
Advantage Housing. For reasons that are not clear from any
contemporaneous document, Walz paid AHC approximately $1, 500
per month from June 2011 to April 2012. Then, in May 2012,
Walz emailed Hayes stating that he could no longer afford to
two years after Walz stopped paying, in March 2014, Hayes
sent Walz a letter demanding payment for the use of the d/b/a
As per our agreement when you purchased WHMW, LLC. [sic] On
6/1/2011, in order to use the name Advantage Housing as a dba
and the use of other assets of Advantage Housing Corp., a
monthly fee of $1500.00 would be paid to Advantage Housing
On May 2012, you informed me you would no longer pay the fee,
but continued, without payment, to use the Advantage Housing
name on signage, advertising, mailers, checks and web site
domain name and continue to do as of this date.
Therefore, I am demanding payment for the past 23 months, May
2012 thru March 2014 for total of $34, 500.00 and cease and
desist from using Advantage Housing.
Advantage Housing Corp. will accept as final payment of $22,
500 for the past name use and will sign over certain assets
retained by WHMW and Walz Family i.e. Home furniture, storage
building located 9105 Ruth Rd., wells cargo trailer, lawn
tractor (mower), generator, copy machines, pressure washer,
decks and stairs and 5% not paid on purchase below cost of