Royal Typewriter Co. v. Vestal
1978 Tex. App. LEXIS 3774, 572 S.W.2d 377 (1978)
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Rule of Law:
A party, including a plaintiff, must affirmatively plead any matter constituting an avoidance or affirmative defense, such as ratification, if they intend to rely on it to counter an opponent's defense, unless the issue is tried by consent.
Facts:
- On December 5, 1972, Royal Typewriter Company executed a contract for the rental of a copying machine, purportedly with U.S. Land Development Company.
- The rental agreement was signed by 'Julian Holsten,' who identified himself as 'Sales Mgr.'
- On December 8, 1972, the copying machine was installed.
- Payments totaling $1,254.20 for the rental agreement were not paid.
- Royal Typewriter Company did not establish that Julian Holsten had any actual or apparent authority to execute the contract on behalf of U.S. Land Development Company.
Procedural Posture:
- Royal Typewriter Company (plaintiff) filed suit against Vestal, Middlebrook, and U.S. Land Development Company (defendants) in a trial court, alleging breach of a rental agreement.
- Defendants, in response to the suit, filed a general denial and specifically pled that they did not execute the contract in question.
- A nonjury trial was held in the trial court.
- The trial court entered a take-nothing judgment against Royal Typewriter Company.
- Royal Typewriter Company requested additional findings of fact and conclusions of law from the trial judge on the issue of ratification, which the trial judge refused to make.
- Royal Typewriter Company, as appellant, appealed the take-nothing judgment to the Texas Court of Civil Appeals, with Vestal and U.S. Land Development Company as appellees.
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Issue:
Does a plaintiff waive the affirmative defense of ratification if it is not affirmatively pled in a responsive pleading to a defendant's denial of contract execution, and the issue was not tried by consent?
Opinions:
Majority - Coulson, Justice
Yes, a plaintiff waives the affirmative defense of ratification if it is not affirmatively pled. The court affirmed the trial court's judgment, holding that ratification is a plea in avoidance and an affirmative defense that must be affirmatively pled under Rule 94 of the Texas Rules of Civil Procedure. This rule applies to all parties, including a plaintiff who wishes to rely on an affirmative matter to avoid a defense raised in the defendant's answer. Such a plaintiff must allege the matter in a supplemental petition unless it is already in issue. The purpose of this requirement is to provide notice to the other party of the matters to be relied upon, enabling them to prepare their proof. Since Royal Typewriter Company did not plead ratification in response to the defendants' denial of contract execution, and the record did not indicate the issue was tried by consent, Royal waived the right to rely on ratification. Therefore, the trial judge properly refused to make additional findings of fact or conclusions of law on an unpleaded issue.
Analysis:
This case significantly reinforces the strict pleading requirements for affirmative defenses in Texas under Rule 94. It clarifies that the obligation to affirmatively plead matters of avoidance extends to plaintiffs as well, particularly when responding to a defendant's affirmative defense or denial. The decision emphasizes the importance of notice in litigation, ensuring that all parties are aware of the legal theories and facts to be presented at trial, thereby promoting fairness and efficiency. This ruling prevents parties from introducing new legal theories post-trial and serves as a critical reminder for practitioners to meticulously review and amend pleadings as the case develops.
