Landry's Seafood Inn & Oyster Bar-Kemah, Inc. v. Wiggins

• Citation: 919 S.W.2d 924
• Decision Date: 11 April 1996
• Docket Number: INC,No. 14-95-01316-CV,BAR--KEMA,14-95-01316-CV
• Parties: LANDRY'S SEAFOOD INN & OYSTER, Appellant, v. Matthew D. WIGGINS, Appellee. (14th Dist.)
• Court: Texas Court of Appeals

Page 924

919 S.W.2d 924

LANDRY'S SEAFOOD INN & OYSTER BAR--KEMAH, INC., Appellant, v. Matthew D. WIGGINS, Appellee.

No. 14-95-01316-CV.

Court of Appeals of Texas Houston (14th Dist.).

April 11, 1996.

Rehearing Overruled April 25, 1996.

Michael S. Goldberg, Houston, Macey Reasoner Stokes, Houston, for appellant.

Roland L. Bassett, Galveston, T. Michael Wall, Houston, Mary Jo Cantu, Houston, for appellee.

Before LEE, HUDSON and EDELMAN, JJ.

OPINION

LEE, Justice.

Appellant, Landry's Seafood Inn & Oyster Bar--Kemah, Inc. (Landry's), appeals the denial of a temporary injunction in two points of error. We affirm.

Landry's leased property from Matthew Wiggins in 1990 for the period May 1, 1990 through December 31, 2011. The lease provided for rent to be paid based on a percentage of the restaurant's gross sales. The lease also included an area protection provision, which stated:

Tenant shall not, during the term of this Lease, directly or indirectly, as principal or agent, engage in the business of a seafood restaurant competitive with the restaurant on the Demised Premises within a radius of five miles from the Demised Premises.

"Tenant" was defined as Landry's Seafood Inn & Oyster Bar--Kemah, Inc. If Landry's violated any part of the lease, it was allowed to remedy the violation within thirty days after Wiggins gave it written notice of the violation.

In early 1995, Landry's Crab Shack Inc., a sister corporation of Landry's, began negotiations to open a Joe's Crab Shack approximately 100 yards from the property leased from Wiggins. Both Landry's and Landry's Crab Shack are wholly-owned subsidiary's of LSRI Holdings Inc. In February 1995, Wiggins wrote Landry's, warning that opening a competing restaurant by Landry's or an affiliate within a five mile radius was a violation of the lease. Additional correspondence and discussions ensued over the following eight months. On October 6, 1995, the day before Joe's Crab Shack opened, Landry's filed a declaratory judgment and breach of contract action in district court. Landry's contends that "Tenant," as used in the lease, only relates to Landry's Seafood Inn & Oyster Bar--Kemah, not all related or affiliated companies. Accordingly, Landry's sought declaration that "the opening of Joe's Crab Shack by a sister corporation [was] not an event of default under the lease" and declaration of "what constitute[d] a 'seafood restaurant.' "

On October 10, Wiggins notified Landry's of his belief that the opening of Joe's Crab Shack was a violation of the lease and Landry's had thirty days to remedy the violation. Landry's then amended its action and requested a temporary restraining order and injunction which would toll the thirty day period to cure the "alleged" violation. The trial court initially granted the temporary restraining order, but after a hearing, the trial court dissolved the temporary restraining order and denied the application for an injunction. Landry's brings this appeal.

When reviewing an appeal of a grant or denial of a temporary injunction, we will only reverse a trial court's decision if the record shows a clear abuse of discretion. Iranian Muslim Org. v. City of San Antonio, 615 S.W.2d 202, 208 (Tex.1981); Texas Foundries, Inc. v. International Molders & Foundry Workers' Union, 151 Tex. 239, 248 S.W.2d 460, 462 (1952); Texas State Optical, Inc. v. Wiggins, 882 S.W.2d 8, 10 (Tex.App.--Houston [1st Dist.] 1994, no writ). We may not substitute our judgment for that of the trial court. Davis v. Huey, 571 S.W.2d 859, 862 (Tex.1978); Total Minatome Corp. v. Santa Fe Minerals, Inc., 851 S.W.2d 336, 338 (Tex.App.--Dallas 1993, no writ). Rather, we are limited to determining whether the trial court abused its discretion by: 1) acting arbitrarily and unreasonably, without reference to guiding rules or principals, or 2) misapplying the law to the established facts of the case. Downer v. Aquamarine Operators, Inc., 701 S.W.2d 238, 241-42 (Tex.1985), cert. denied, 476 U.S. 1159, 106 S.Ct. 2279, 90 L.Ed.2d 721 (1986); Golden Rule Ins. Co. v. Harper, 905 S.W.2d 804, 806 (Tex.App.--Houston [14th Dist.] 1995, writ requested); Ramsey v. Lewis, 874 S.W.2d 320, 322 (Tex.App.--El Paso 1994, no writ); Long John Silver's Inc. v. Martinez, 850 S.W.2d 773, 775 (Tex.App.--San Antonio 1993, writ dism'd w.o.j.). An abuse of discretion is not found, however, if the trial court bases its decision on conflicting evidence. Davis, 571 S.W.2d at 862.

In its two points of error, Landry's contends that the trial court abused its discretion because it had conclusively demonstrated that it was entitled to temporary injunctive relief ¹ and because the trial court misinterpreted the supreme court's holding in McGlothlin v. Kliebert, 672 S.W.2d 231 (Tex.1984). Contrary to Landry's argument, Wiggins contends that the trial court did not abuse its discretion because 1) Landry's had an adequate remedy at law; 2) Landry's did not demonstrate a probable right of recovery; 3) Landry's evidence was not credible; 4) Landry's failed to act diligently; and 5) issuing an injunction would alter the status quo by rewriting the lease.

In general, an injunction is an extraordinary remedy which is not to be issued as a matter of right. Walling v. Metcalfe, 863 S.W.2d 56, 57 (Tex.1993) (citing Brotherhood of Locomotive Eng'rs v. Missouri-Kansas-Texas Ry. Co., 363 U.S. 528, 531-32, 80 S.Ct. 1326, 1328-29, 4 L.Ed.2d 1379 (1960)). Rather, "the only question before the trial court is whether the applicant is entitled to preservation of the status quo pending trial on the merits." Id. at 58.

When a court grants an injunction, it must specify the reasons for the injunction. TEX.R.CIV.P. 683. However, there is no similar requirement when a trial court denies a temporary injunction, but a trial court may file findings of fact and conclusions of law within thirty days after the judgment is signed. TEX.R.APP.P. 42(a); see also Texas Dep't of Mental Health & Retardation v. Petty, 778 S.W.2d 156, 160 (Tex.App.--Austin 1989, writ dism'd w.o.j.) (suggesting that it is better practice to request findings and conclusions in connection with appealable interlocutory orders). There is no indication in the record that Landry's requested findings or that the trial court filed findings or conclusions. The trial court's order simply states that it was of the opinion that the application for temporary injunction should be denied. Thus, we are to uphold the trial court's judgment on any legal theory supported by the record. See Davis, 571 S.W.2d at 862 (stating that because no findings of fact or conclusions of law were filed, the trial court's judgment "must be upheld on any legal theory supported by the record").

An injunction is an equitable remedy which the trial court should only issue where the "intervention of a court of equity is essential in order [to effectively] protect property rights against injuries otherwise irremediable." Weinberger v. Romero-Barcelo, 456 U.S. 305, 311-12, 102 S.Ct. 1798, 1802-03, 72 L.Ed.2d 91 (1982). The trial court is to balance the competing claims of the parties to determine whether to grant or deny an injunction. Id. at 312, 102 S.Ct. at 1803; see also Brotherhood of Locomotive Eng'rs, 363 U.S. at 532, 80 S.Ct. at 1329; Surko Enters, Inc. v. Borg-Warner Acceptance Corp., 782 S.W.2d 223, 225 (Tex.App.--Houston [1st Dist.] 1989, no writ). In addition, other equitable principals apply. For example, the complaining party must come to the court with clean hands and must have acted promptly to enforce its rights. See Foxwood Homeowners Ass'n v. Ricles, 673 S.W.2d 376, 379 (Tex.App.--Houston [1st Dist.] 1984, writ ref'd n.r.e.).

The record reflects that eight months before Landry's filed its declaratory judgment action and Joe's Crab Shack was opened, Wiggins informed Landry's of his belief that opening Joe's Crab Shack was a violation of the lease. In Wiggins' responsive motion, he noted that Landry's "sat on its hands" and delayed bringing the declaratory judgment action until after "most of Landry's expenses for opening the crab restaurant had been incurred." Wiggins also argues that rather than attempting to maintain the status quo, Landry's is attempting to rewrite the lease to provide that it has...