Madina Petroleum, LLC v. Sunbelt Rentals, Inc.

Court of Appeals
Tenth Appellate District of Texas

10-25-00031-CV

Madina Petroleum, LLC,
Appellant

v.

Sunbelt Rentals, Inc.,
Appellee

On appeal from the
413th District Court of Johnson County, Texas
Judge William C. Bosworth Jr., presiding
Trial Court Cause No. DC-C202400026

JUSTICE HARRIS delivered the opinion of the Court.

MEMORANDUM OPINION

INTRODUCTION

This summary judgment case involves equipment allegedly rented by

Madina Petroleum, LLC, (“Madina”) from Sunbelt Rentals, Inc., that Sunbelt

contends was never paid for by Madina. Sunbelt filed suit to recover the cost

of renting the equipment, asserting breach of contract and quantum meruit.

The issues are: (1) whether the trial court’s Order Granting Final Summary
Judgment Against Madina Petroleum, LLC, (the “Order”) is a final, appealable

judgment; (2) whether the trial court abused its discretion by denying Madina’s

motion to strike an affidavit submitted by Sunbelt; (3) whether the affidavit of

Madina’s owner, Javeed Hyder, is conclusory and self-serving; and (4) whether

the trial court erred in granting Sunbelt’s motion for summary judgment on its

breach of contract claim. Because the trial court’s intent to dispose of all claims

is clear, and because any error in granting more relief than requested is

harmless, we conclude that the trial court’s Order is a final, appealable

judgment. We also conclude that Sunbelt’s summary judgment evidence did

not meet Rule 166a(c)’s burden, and an issue of material fact remains

regarding the existence of a contract between the parties. Accordingly, we

reverse the trial court’s Order and remand the case for further proceedings.

BACKGROUND

Sunbelt contends it entered an agreement with Madina to provide rental

equipment to Madina from May 2023 through September 2023. Sunbelt

further alleges that Madina never paid for this equipment, as evidenced by its

invoices. Based on these allegations, Sunbelt sought recovery in the trial court

of $149,480.96 in damages, as well as attorney’s fees pursuant to TEX. CIV.

PRAC. & REM. CODE Chapter 38. Sunbelt’s petition asserted claims against

Madina for breach of contract and quantum meruit.

Madina Petroleum, LLC v. Sunbelt Rentals, Inc. Page 2
In its brief, Sunbelt explained its procedure for renting equipment to

customers. Sunbelt alleges that its customers must complete an Application

for Credit & Rental Agreement (the “Agreement”). If approved by Sunbelt,

customers then complete an online application where they are provided with

the Agreement and the terms and conditions. Sunbelt did not provide the

Agreement allegedly accepted by Madina and did not attach any such

Agreement in support of its summary judgment motion.

Once the customer accepts the terms of the Agreement, Sunbelt

communicates with the customer regarding the rental, “with the

understanding that Sunbelt will create an invoice for the amount owed.”

Sunbelt then creates a unique invoice number for each piece of equipment,

which includes the quantity and type of equipment rented, the person who

received the equipment on behalf of the customer, and the amount charged.

Sunbelt opens a second cycle of billing and adds a new number to the end of

the invoice number if the rental extends beyond the period stated in the first

invoice.

Sunbelt contends that from May 2023 through September 2023, Sunbelt

supplied Madina with fifty-nine separate invoices, thirty-four of which

extended beyond the period of the first invoice. Sunbelt alleges that it fully

complied with the terms of the Agreement and delivered all equipment

Madina Petroleum, LLC v. Sunbelt Rentals, Inc. Page 3
requested by Madina. Sunbelt alleges that the total balance owed by Madina

in its invoices amounts to $149,480.96.

Sunbelt filed its Original Petition against Madina asserting breach of

contract and quantum meruit on January 16, 2024. Sunbelt attached a

summary of the fifty-nine invoices as proof of its claim. Madina filed its answer

on February 9, 2024, asserting a general denial and several affirmative

defenses.

On September 19, 2024, Sunbelt filed its Motion for Final Summary

Judgment against Madina, arguing that no issue of material fact existed on its

breach of contract claim. As supportive evidence, Sunbelt provided the invoices

Madina owes and an affidavit from Sunbelt’s Corporate Collections Manager,

Catherine Hargis (“Hargis”). Hargis stated that:

MADINA PETROLEUM LLC established an open account with
Plaintiff and contracted to rent equipment from Plaintiff. Plaintiff
delivered all of the rental equipment in accordance with the terms
of the agreement.

Hargis also corroborated the $149,480.96 unpaid balance reflected in the

invoices and stated that Madina accepted the equipment.

Madina filed its Response in Opposition of Sunbelt’s Traditional

Summary Judgment (the “Response”) on December 11, 2024. Madina argued

that it never entered any contract with Sunbelt. Madina also provided an

affidavit from its owner, Javeed Hyder. Hyder stated that Madina never

Madina Petroleum, LLC v. Sunbelt Rentals, Inc. Page 4
received, reviewed, or accepted any agreement with Sunbelt. On the same day,

Madina also filed its Objections to Sunbelt’s Traditional Summary Judgment,

objecting to the admission of Hargis’s affidavit. The trial court granted

Sunbelt’s motion for summary judgment on December 19, 2024. Further, the

trial court also signed an order denying Madina’s objections to Hargis’s

affidavit on the same day. Madina filed its Notice of Appeal on January 31,

2025.

STANDARD OF REVIEW AND APPLICABLE LAW

Rule 166a allows a court to summarily terminate a case when it appears

that only a question of law is involved and that there is no genuine issue of

fact. Rhone-Poulenc, Inc. v. Steel, 997 S.W.2d 217, 222 (Tex. 1999); TEX. R. CIV.

P. 166a(c). The party moving for summary judgment has the burden to prove

by summary judgment evidence that “no material fact issue exists and that it

is entitled to judgment as a matter of law.” Id.; Nixon v. Mr. Prop. Mgmt. Co.,

Inc., 690 S.W.2d 546, 548 (Tex. 1985). “The movant must establish its right to

summary judgment on the issues expressly presented to the trial court by

conclusively proving all elements of the movant's cause of action or defense as

a matter of law.” Id. (citing Walker v. Harris, 924 S.W.2d 375, 377 (Tex. 1996).

We review a summary judgment de novo. Double Diamond, Inc. v. Hilco

Elec. Co-op., Inc., 127 S.W.3d 260, 264 (Tex. App.—Waco 2003, no pet.). In

Madina Petroleum, LLC v. Sunbelt Rentals, Inc. Page 5
conducting our review, we must take as true all evidence favorable to the

nonmovant, Madina, and indulge every reasonable inference and resolve any

doubts in Madina's favor. Id.; Rhone-Poulenc, Inc., 997 S.W.2d at 223. On

appeal, Sunbelt still bears the burden of showing that there is no genuine issue

of material fact and that it is entitled to judgment as a matter of law. Rhone-

Poulenc, Inc., 997 S.W.2d at 223.

DISCUSSION

I. The trial court’s Final Summary Judgment Order was an
appealable final judgment, and any error in granting more relief
than requested was harmless.

Madina argues that the trial court’s summary judgment order is not a

final judgment because it does not dispose of all claims. A judgment is final

for purposes of appeal if “it actually disposes of every pending claim and party,

or it clearly and unequivocally states that it finally disposes of all claims and

parties.” Palma v. Young, 601 S.W.3d 799, 801 (Tex. 2020). “Intent to render

a final judgment is demonstrated by a ‘clear indication that the trial court

intended the order to completely dispose of the entire case.’” Id. A trial court

may express its intent to render a final judgment by describing its action as

(1) final, (2) a disposition of all claims and parties, and (3) appealable, and no

“magic language” is required. Id. “If the final judgment is deficient, the

Madina Petroleum, LLC v. Sunbelt Rentals, Inc. Page 6
remedy comes by appeal, not by the deprivation of appellate jurisdiction.” Id.

at 802.

Here, the trial court entitled the summary judgment order, “Order

Granting Final Summary Judgment Against Defendant Madina Petroleum,

LLC.” The Order granted Sunbelt relief in the sum of $149,480.96, along with

$2,000 in attorney’s fees. This is the full sum requested by Sunbelt in its

petition. The Order also contained a “Mother Hubbard” clause, providing that

“all relief requested by any party in this cause that is not expressly granted

herein is hereby expressly denied.” By themselves, none of these facts make

the Order a final, appealable judgment. Lehmann v. Har-Con Corp., 39 S.W.3d

191, 205 (Tex. 2001) (“An order does not dispose of all claims and all parties

merely because it is entitled ‘final’, or because the word ‘final’ appears

elsewhere in the order, or even because it awards costs.”). There must be some

clear indication that the trial court intended the order to completely dispose of

the entire case. Id.

Reading the Order as a whole, the trial court clearly intended its Order

to completely dispose of all claims. By the time Sunbelt filed its motion,

Madina and Sunbelt were the only parties to the case. The only pending claims

were Sunbelt’s breach of contract and quantum meruit claims. Sunbelt based

its motion solely on its breach of contract cause of action. The trial court

Madina Petroleum, LLC v. Sunbelt Rentals, Inc. Page 7
expressed its intent to dispose of all of Sunbelt’s claims through the Order’s

title, the award granting the full sum requested by Sunbelt, and the Mother

Hubbard clause. Thus, the Order was a final judgment for purposes of appeal.

Summary judgments may only be granted upon grounds expressly

asserted in the summary judgment motion. TEX. R. CIV. P. 166a(c); G & H

Towing Co. v. Magee, 347 S.W.3d 293, 297 (Tex. 2011). “When a trial court

grants more relief than requested and, therefore, makes an otherwise partial

summary judgment final, that judgment, although erroneous, is final and

appealable.” Id. at 298. Courts of appeals should treat such a summary

judgment as any other final judgment, considering all matters raised and

reversing only those portions of the judgment based on harmful error. Id.

Here, though the trial court may have granted more relief than

requested by disposing of Sunbelt’s quantum meruit claim when that claim

was not included in its motion, any error was harmless. Id. at 297–98.

(“Although a trial court errs in granting a summary judgment on a cause of

action not expressly presented by written motion, we agree that the error is

harmless when the omitted cause of action is precluded as a matter of law by

other grounds raised in the case.”). When an express contract governs services

or materials provided, a plaintiff generally may not also recover in quantum

meruit. See Truly v. Austin, 744 S.W.2d 934, 936 (Tex. 1988). By granting

Madina Petroleum, LLC v. Sunbelt Rentals, Inc. Page 8
summary judgment on Sunbelt’s breach of claim, the trial court awarded

Sunbelt the full $149,480.96 requested in its petition. Thus, by granting

Sunbelt’s motion based on breach of contract, the trial court precluded Sunbelt

from recovering in quantum meruit as a matter of law. Therefore, any error

was harmless.

II. The trial court properly considered Hargis’s affidavit.

Sunbelt contends that Catherine Hargis’s affidavit is conclusory and self-

serving and thus is not competent summary judgment proof. “An affidavit of

an interested party may serve as competent summary judgment proof so long

as such affidavit evidence is clear, positive, direct, credible, free from

contradiction, and susceptible of being readily controverted.” Haynes v. City of

Beaumont, 35 S.W.3d 166, 178 (Tex. App.—Texarkana 2000, no pet.). The trial

court properly denied Madina’s objection to the affidavit.

Hargis’s affidavit is clear, positive, and direct because it explains how

and when Madina rented the equipment at issue and states that all statements

made are within Hargis’s personal knowledge and are true and correct. She

explained that Madina established an open account with Sunbelt and rented

equipment from May 2023 through September 2023. Hargis stated that

Sunbelt delivered this equipment and that Madina accepted it. Hargis cited

Madina Petroleum, LLC v. Sunbelt Rentals, Inc. Page 9
the invoices to show the type and cost of the equipment Madina rented. Thus,

Hargis’s affidavit is not conclusory and is clear, positive, and direct.

Hargis’s affidavit is credible because it states that Hargis is the

Corporate Collections Manager of Sunbelt Rentals, Inc. Hargis stated she has

personal knowledge of the facts in the affidavit because she was assigned

Madina’s account to review its payment history. Hargis’s affidavit is free from

contradiction because it does not contradict itself or Sunbelt’s invoices, and the

amount owed, $149,480.96, matches the invoices exactly. Finally, Madina

could readily controvert the affidavit by providing evidence that the contract

did not exist, that it did not accept the equipment, or that its own records differ

from Sunbelt’s. Thus, the trial court properly considered Hargis’s affidavit in

ruling on the motion.

III. Hyder’s affidavit is not conclusory and is competent summary
judgment proof.

Sunbelt contends for the first time on appeal that Hyder’s affidavit is

conclusory. “An objection that an affidavit is conclusory is an objection to the

substance of the affidavit that can be raised for the first time on appeal.”

Haynes, 35 S.W.3d at 178. “A conclusory statement is one that does not provide

the underlying facts to support the conclusion.” Id. If an affidavit contains

unsubstantiated factual or legal conclusions that are not supported by the

evidence, the affidavit is not competent summary judgment proof because it is

Madina Petroleum, LLC v. Sunbelt Rentals, Inc. Page 10
not credible or susceptible of being readily controverted. Gail v. Berry, 343

S.W.3d 520, 522 (Tex. App.—Eastland 2011, pet. denied) (citing Ryland Group,

Inc. v. Hood, 924 S.W.2d 120, 122 (Tex.1996)).

Here, Hyder’s affidavit states that Madina did not enter a contract with

Sunbelt for the services identified in Sunbelt’s invoices. Hyder further states

that Madina did not receive, agree to, or review any rental contract. Hyder

also states that “Madina did not communicate with Catherine Hargis when

seeking Sunbelt's services and did not communicate agreement to any contract

to Catherine Hargis or Sunbelt.” Sunbelt argues that these statements are

conclusory. But Hyder’s only statement constituting a conclusion is that the

parties never entered a contract. Hyder provided facts to support this

conclusion. He stated that Madina never received, agreed to, or reviewed any

agreement with Sunbelt. He further stated that Madina never communicated

an acceptance to Hargis or Sunbelt. Thus, though it may be a close call,

Hyder’s affidavit is not conclusory.

“An affidavit of an interested party may serve as competent summary

judgment proof so long as such affidavit evidence is clear, positive, direct,

credible, free from contradiction, and susceptible of being readily

controverted.” Haynes v. City of Beaumont, 35 S.W.3d 166, 178 (Tex. App.—

Texarkana 2000, no pet.). Here, Hyder’s affidavit narrowly meets all the above

Madina Petroleum, LLC v. Sunbelt Rentals, Inc. Page 11
standards. The affidavit is clear, positive, and direct because Hyder provided

facts to support his conclusion that Madina never entered a contract and stated

that these facts were true and correct. It is credible because Hyder is the owner

of Madina Petroleum, and Hyder stated he was familiar with Sunbelt’s

services. Hyder’s statement does not contradict itself. Finally, Sunbelt can

readily controvert Hyder’s statements by providing proof of a signed agreement

or by providing evidence of phone calls, emails, or anything else indicating that

Madina received or entered into an agreement. Thus, Hyder’s affidavit is

competent summary judgment proof.

IV. The trial court erred by granting Sunbelt’s motion for summary
judgment.

Sunbelt’s motion for summary judgment asserted there was no factual

dispute on its breach of contract claim. Sunbelt contends that: (1) the invoices

and Hargis’s affidavit prove that an enforceable contract exists between

Sunbelt and Madina; and (2) at the least, the invoices, Hargis’s affidavit, and

Madina’s conduct proves the existence of an implied contract. Madina

contends that it never entered a contract with Sunbelt, that Sunbelt failed to

meet its burden of proving the existence of a contract, and that Hyder’s

affidavit raises a dispute of material fact regarding the existence of a contract.

Madina Petroleum, LLC v. Sunbelt Rentals, Inc. Page 12
A. An issue of material fact remains regarding the existence of a
contract between Sunbelt and Madina.

Under Texas law, an enforceable contract requires: (1) an offer,

(2) acceptance, (3) mutual assent, (4) execution of the contract with the intent

that it be mutual and binding, and (5) consideration. Angel v. Tauch, 642

S.W.3d 481, 488 (Tex. 2022). “Evidence of mutual assent in written contracts

generally consists of signatures of the parties and delivery with the intent to

bind.” Baylor Univ. v. Sonnichsen, 221 S.W.3d 632, 635 (Tex. 2007). Because

we find the issues of mutual assent and execution dispositive, we solely address

these elements.

Sunbelt has failed to prove Madina’s assent to any written or oral

contract, nor has it proved that it delivered any contract to Madina. Sunbelt

argues that the contract was executed with the intent to be mutually binding

because, as alleged by Sunbelt, there was an understanding that Sunbelt

would rent and deliver the equipment to Madina, and Madina would pay for

the equipment. Sunbelt also contends that the terms were clear because they

outlined what Madina would rent, the amount of time, and the price. But

Sunbelt provided no evidence of this “understanding” between the parties or

the terms they agreed to apart from Sunbelt’s invoices and Hargis’s affidavit.

These invoices were not signed by Madina and, standing alone, are not

evidence of mutual assent. See Double Diamond, Inc., 127 S.W.3d at 265

Madina Petroleum, LLC v. Sunbelt Rentals, Inc. Page 13
(holding that an unsigned “tariff” 1 charged by a utility company, standing

alone, was not a contract, and constituted “only part of whatever agreement

exists” between the parties).

For the first time on appeal, Sunbelt explains its rental policy and

contends that all its customers must submit an online Application for Credit &

Rental Agreement before renting equipment from Sunbelt. Sunbelt asserts

that this Agreement contains the terms and conditions of the contract between

the parties. In discovery, Sunbelt provided a generic version of this

Agreement. But the Agreement is dated from 2016, long before the parties

began to deal with one another, and it is not signed by Madina. Sunbelt did

not provide this Agreement as evidence to support its motion, and no evidence

exists that Madina ever signed any such Agreement. Instead, Sunbelt cites to

statements in its own petition to support these factual contentions. But

Sunbelt’s pleadings do not qualify as summary judgment evidence. Regency

Field Servs., LLC v. Swift Energy Operating, LLC, 622 S.W.3d 807 (Tex. 2021)

(“pleadings generally do not qualify as summary-judgment ‘evidence,’ even

when they are sworn or verified.”).

1 “Ordinarily, the schedule of a utility, municipally-owned utility, or electric cooperative containing all

rates and charges stated separately by type of service, the rules and regulations of the utility, and any
contracts that affect rates, charges, terms or conditions of service.” Double Diamond, Inc., 127 S.W.3d
at 262 n.1 (citing 16 Tex. Admin. Code § 25.5(131)).

Madina Petroleum, LLC v. Sunbelt Rentals, Inc. Page 14
Conversely, Madina provided the affidavit of its owner, Javeed Hyder, to

show that Madina never received, reviewed, or agreed to a contract between

the parties. Because Sunbelt failed to present evidence supporting an

inference of mutual assent or execution and allowing Madina the benefit of all

doubts and reasonable inferences, we find that there is a genuine factual

dispute regarding whether the parties entered into an express agreement for

the equipment Sunbelt provided.

B. Sunbelt did not present its implied contract argument to the
trial court, and we cannot consider it on appeal.

Sunbelt next contends that its invoices, Hargis’s affidavit, and Madina’s

conduct of allegedly accepting the equipment proves the existence of an implied

contract. However, Sunbelt did not expressly present this argument in support

of its motion to the trial court. “Issues not expressly presented to the trial court

in the written motion cannot be considered on appellate review as grounds for

affirmance of a summary judgment.” Hardaway v. Nixon, 544 S.W.3d 402, 412

(Tex. App.—San Antonio 2017, pet. denied) (citing Sci. Spectrum, Inc. v.

Martinez, 941 S.W.2d 910 (Tex. 1997)). Thus, we cannot consider Sunbelt’s

implied contract argument on appeal as grounds for affirming the trial court’s

Order.

Madina Petroleum, LLC v. Sunbelt Rentals, Inc. Page 15
CONCLUSION

With the evidence before us, we find no grounds upon which to affirm the

trial court’s Order granting Sunbelt’s motion for summary judgment. The trial

court erred in granting Sunbelt’s motion for summary judgment because there

is a disputed fact issue about the existence and terms of the alleged contract

the parties entered. Accordingly, we reverse the judgment and remand the

case to the trial court for further proceedings.

LEE HARRIS
Justice

OPINION DELIVERED and FILED: February 5, 2026
Before Chief Justice Johnson,
Justice Smith, and
Justice Harris
Reversed and remanded
CV06

Madina Petroleum, LLC v. Sunbelt Rentals, Inc. Page 16