Court of Appeals of Texas, Fifth District, Dallas
Appeal from the County Court at Law No. 2 Kaufman County,
Texas Trial Court Cause No. 92099CC2
Justices Lang-Miers, Evans, and Schenck
ELIZABETH LANG-MIERS JUSTICE
bench trial, the trial court rendered judgment that Natasha
Hall and Royce Hall III, d/b/a No Limit
Retrievers are the owners of the Labrador retriever
female "Road Warrior's Princess Xena"
("Xena"). Because the evidence was sufficient to
support the trial court's judgment, we affirm.
Halls brought this suit against Healey seeking a declaratory
judgment that they are the lawful owners of Xena, an
elite-pedigreed female Labrador retriever. The Halls claimed
that they made an oral contract with Healey in the summer of
2013 to purchase Xena, and that Healey breached that
agreement by failing to sign necessary registration papers.
In the alternative, the Halls claimed that they were entitled
to substantial damages under the theories of quantum meruit
and promissory estoppel, having cared for Xena since 2013 and
her litter of seven puppies since their birth in June 2014.
Healey answered, raising the affirmative defenses of the
statute of frauds and failure of consideration. In addition,
Healey filed a counterclaim for conversion.
bench trial, the trial court rendered judgment for the Halls.
Healey's request for findings of fact and conclusions of
law was not timely; consequently, the trial court did not
make any findings or conclusions. Healey's motion for new
trial was overruled by operation of law. This appeal
raised three issues in his original appellate brief. Two of
those issues, complaining about the lack of a reporter's
record, have been resolved in Healey's favor by this
Court's Order of October 5, 2017, and the filing of a
reporter's record in this appeal. The only remaining
issue is Healey's challenge to the sufficiency of the
evidence to support the trial court's judgment.
findings of fact were filed, as in this case, the reviewing
court implies all necessary findings to support the judgment.
Torrington Co. v. Stutzman, 46 S.W.3d 829, 842 (Tex.
2000). Implied findings of fact, like the trial court's
findings, may be challenged for legal and factual
sufficiency. McCord v. Goode, 308 S.W.3d 409, 412-13
(Tex. App.-Dallas 2010, no pet.). The standard of review is
the same as that applied to a jury's findings and a trial
court's findings of fact. Affordable Power, L.P. v.
Buckeye Ventures, Inc., 347 S.W.3d 825, 829 (Tex.
App.-Dallas 2011, no pet.). However, where no findings of
fact were entered, the trial court's judgment will be
affirmed if it can be upheld upon any basis that has support
in the record under any theory of law applicable to the case.
Id. at 829-30.
as here, the challenging party did not have the burden of
proof at trial, the challenging party must demonstrate on
appeal that there is no evidence to support the trial
court's adverse findings. Croucher v. Croucher,
660 S.W.2d 55, 58 (Tex. 1983); Pete Dominguez Enters.,
Inc. v. County of Dallas, 188 S.W.3d 385, 387 (Tex.
App.-Dallas 2006, no pet.). Under the no-evidence standard of
review, we consider the evidence in the light most favorable
to the finding, indulging every reasonable inference in
support. City of Keller v. Wilson, 168 S.W.3d 802,
822 (Tex. 2005). A legal insufficiency challenge fails if
there is more than a scintilla of evidence to support the
verdict. Affordable Power, L.P., 347 S.W.3d at
829-30. If, however, the evidence offered to prove a vital
fact is so weak as to do no more than create a surmise or
suspicion of its existence, the evidence is no more than a
scintilla and is legally no evidence. Kindred v.
Con/Chem, Inc., 650 S.W.2d 61, 63 (Tex. 1983).
factual sufficiency challenge, Healey must demonstrate there
is insufficient evidence to support the adverse finding.
Pulley v. Milberger, 198 S.W.3d 418, 426 (Tex. App.-
Dallas 2006, pet. denied). In reviewing a factual sufficiency
challenge, we consider and weigh all of the evidence in
support of and contrary to the trial court's finding and
will set aside the finding only if the evidence supporting
the finding is so slight, or the evidence against it so
strong, that the finding is clearly wrong and unjust. See
Cain v. Bain, 709 S.W.2d 175, 176 (Tex.1986) (per
curiam). The amount of evidence necessary to affirm a
judgment is far less than that necessary to reverse a
judgment. Pulley, 198 S.W.3d at 427.
bench trial, the trial court, as fact finder, is the sole
judge of the credibility of the witnesses. Weisfeld v.
Tex. Land Fin. Co., 162 S.W.3d 379, 380-81 (Tex.
App.-Dallas 2005, no pet.). The trial court may take into
consideration all the facts and surrounding circumstances in
connection with the testimony of each witness and accept or
reject all or any part of that testimony. Id.
existence of a valid contract is one of the essential
elements of a breach of contract claim. See Kay v. N.
Tex. Rod & Custom, 109 S.W.3d 924, 927 (Tex.
App.-Dallas 2003, no pet.) (setting out elements of breach of
contract claim). Parties form a binding contract when the
following elements are present: (1) an offer, (2) an
acceptance in strict compliance with the terms of the offer,
(3) a meeting of the minds, (4) each party's consent to
the terms, and (5) execution and delivery of the contract
with the intent that it be mutual and binding. Levetz v.
Sutton, 404 S.W.3d 798, 803 (Tex. App.-Dallas 2013, pet.
the parties formed a contract is generally a fact question,
although it may be determined as a matter of law. See WTG
Gas Processing, L.P. v. ConocoPhillips Co., 309 S.W.3d
635, 643 (Tex. App.-Houston [14th Dist.] 2010, pet. denied);
see also Foreca, S.A. v. GRD Dev. Co., 758 S.W.2d
744, 746 (Tex. 1988) (whether parties intended to enter into
binding agreement is often question of fact). An enforceable
and legally binding contract exists if it is ...