United States District Court, W.D. Texas, El Paso Division
SOUTHWEST REFRIGERATED WAREHOUSING SERVICES JOINT VENTURE, Plaintiff,
M.A. & SONS, INC., Defendant.
MEMORANDUM OPINION AND ORDER
C. GUADERRAMA UNITED STATES DISTRICT JUDGE
before the Court is Plaintiff Southwest Refrigerated
Warehousing Services Joint Venture's
("Southwest") "Motion for Summary Judgment on
Claim for Breach of Storage Agreement" (ECF No. 14)
filed on July 11, 2017. Southwest brought this action against
Defendant M.A. & Sons, Inc. ("M.A.") alleging
that M.A. breached its storage agreement with Southwest. By
its Motion, Southwest asks the Court to enter summary
judgment against M.A. on Southwest's breach of contract
claim. For the reasons that follow, the Court
DENIES Southwest's motion.
lawsuit arises from a dispute between Southwest and M.A.
regarding their respective duties under a storage contract.
M.A. is a New Mexico company that harvests, processes, and
sells chile product. Southwest operates a refrigerated
storage facility in El Paso, Texas. In September 2015, M.A.
contracted with Southwest to store its chile product in
Southwest's facility subject to Southwest's
"Standard Contract Terms and Conditions for Merchandise
Warehouses" (the "Storage
Agreement"). In October 2015, M.A. began accruing
unpaid charges related to Southwest's storage of its
chile product. Unpaid charges continued to accrue
until September 11, 2016.
in January 2016, M.A. discovered that the packaging holding a
significant portion of its chile product had been damaged
while being stored with Southwest. The damage to the
packaging containing M.A.'s chile product caused the
effected chile product to spoil. In order to determine the
extent of the damage, M.A. had to withdraw its chile product
from storage with Southwest and transport it for inspection
and testing. After inspection and testing, M.A.
returned the chile product to Southwest for storage while it
inspected and tested the next truckload of chile
product. All in all, this process continued
from the discovery of the damage in January 2016 until June
or July 2016.
to M.A., on August 24, 2016, Southwest refused to allow it to
withdraw any of its remaining undamaged packages of chile
product from the facility. Subsequently, on
September 5, 2016, Southwest filed suit against M.A. in the
El Paso County Court. M.A. removed the case on
September 19, 2016, on the basis of diversity
jurisdiction. Southwest asserts that M.A. owes it
at least $122, 219.02, the outstanding balance of the accrued
storage charges from October 2015 to September
2016. M.A. argues that Southwest owes it
$355, 810, the direct loss from the 355, 810 pounds of chile
product that Southwest allegedly damaged.
judgment is appropriate when "the movant shows that
there is no genuine dispute as to any material fact and the
movant is entitled to judgment as a matter of law."
Fed.R.Civ.P. 56(a). "A genuine dispute of fact exists
when evidence is sufficient for a reasonable jury to return a
verdict for the non-moving party, and a fact is material if
it 'might affect the outcome of the suit.'"
Willis v. Cleco Corp., 749 F.3d 314, 317 (5th Cir.
2014) (citing Anderson v. Liberty Lobby, Inc., 477
U.S. 242, 248 (1986)). In deciding whether a genuine dispute
as to any material fact exists, a trial court considers all
of the evidence in the record and "draw[s] all
reasonable inferences in favor of the nonmoving party, "
but it "refrain[s] from making credibility
determinations or weighing the evidence." Turner v.
Baylor Richardson Med. Or., 476 F.3d 337, 343 (5th Cir.
2007) (citation and internal quotation marks omitted).
the party moving for summary judgment "bears the initial
responsibility of informing the district court of the basis
for its motion, and identifying those portions of [the
record] which it believes demonstrate the absence of a
genuine issue of material fact." EEOC v. LHC
Grp., 773 F.3d 688, 694 (5th Cir. 2014) (alterations in
original) (quoting Celotex Corp. v. Catrett, 477
U.S. 317, 323 (1986)). If the moving party succeeds,
"the onus shifts to the nonmoving party to go beyond the
pleadings and by her own affidavits, or by the depositions,
answers to interrogatories, and admissions on file, designate
specific facts showing that there is a genuine issue for
trial." E.E.O.C, 773 F.3d at 694 (internal
quotation marks omitted) (citing Celotex Corp., 477
U.S. at 324). However, the nonmoving party "cannot
defeat summary judgment with conclusory allegations,
unsubstantiated assertions, or only a scintilla of
evidence." Davis v. Fort Bend Cty., 765 F.3d
480, 484 (5th Cir. 2014) (citing Little v. Liquid Air
Corp., 37 F.3d 1069, 1075 (5th Cir. 1994) (en banc)
evaluating whether the parties have met their respective
burden, "the Court considers only competent summary
judgment evidence." Reeves v. Wells Fargo Bank,
NA, No. EP-14-CV- 00187-DCG, 2015 WL 11598711, at *1
(W.D. Tex. Sept. 4, 2015) (citing, inter alia, Goodwin v.
Johnson, 132 F.3d 162, 186 (5th Cir. 1997)); see
also Fed. R. Civ. P. 56(c).
Motion, Southwest requests the Court enter summary judgment
against M.A. on Southwest's breach of contract claim.
Southwest contends that there is no genuine dispute of
material fact regarding any of the elements of its breach of
contract claim. Pl's Mot. Summ. J. at 4. "In Texas,
the elements of a claim for breach of contract are: (1) a
valid contract between the plaintiff and the defendant, (2)
performance or tender of performance by the plaintiff, (3)
breach by the defendant, and (4) damage to the plaintiff as a
result of the breach." Garofolo v. Ocwen Loan
Servicing, L.L.C., 669 F.App'x 219, 220 (5th Cir.
2016) (per curiam) (internal quotation marks
omitted) (quoting Lawyers Title Ins. Corp. v. Doubletree
Partners, L.P., 739 F.3d 848, 858 (5th Cir. 2014)).
Southwest "bears the initial burden of showing"
that there is no genuine dispute of material fact as to any
of the elements. York Grp, Inc. v. Horizon Casket Grp,
Inc., 459 F.Supp.2d 567, 572 (S.D. Tex. 2006).
is correct that there is no dispute regarding the validity of
the contract between it and M.A. Def.'s Resp. Pl's
Mot. Summ. J. at 3. However, M.A. challenges Southwest's
contention that there is no genuine issue of material fact as
to any of the other elements. Specifically, it argues that
Southwest cannot prove that it tendered satisfactory
performance or that M.A. breached the contract. Id.
at 3-4. It avers that Southwest damaging M.A.'s chile
product was a prior material breach of the contract that
excused M.A. from any further performance of the agreement.
is a fundamental principle of contract law that when one
party to a contract commits a material breach of that
contract, the other party is discharged or excused from
further performance." Mustang Pipeline Co. v. Driver
Pipeline Co., 134 S.W.3d 195, 196 (Tex. 2004). "A
breach of contract occurs when a party fails to perform an
act that it has expressly or impliedly promised to
perform." Stewart v. Sanmina Texas L.P., 156
S.W.3d 198, 214 (Tex. App.-Dallas 2005, no pet.). However,
Southwest argues that M.A. cannot point to a provision in the
Storage Agreement that Southwest breached. Pl's Reply
Def.'s Resp. Pl's Mot. Summ. J. at 2. Yet, Section 11
of the Storage Agreement provides:
Warehouse shall not be liable for any loss or damage to goods
tendered, stored or handled however caused unless such loss
or damage resulted from the failure by warehouse to exercise
such care in regard to them as a reasonably careful person
would exercise under like circumstances and warehouse is not
liable for ...