## In the

Court of Appeals

Second Appellate District of Texas

at Fort Worth

___________________________

No. 02

- 23

- 00379

- CV

___________________________

On Appeal from the 43rd District Court

Parker County, Texas

Trial Court No. CV19

- 1436

Before Sudderth, C.J.; Womack and Walker, JJ. 

### M ADHU 

### L ODGING 

### P ARTNERS



### , LP

, Appellant

V



### .

A M 

### G UARD 

### I NSURANCE 

### C OMPANY



### , Appellee

Memorandum Opinion by Chief Justice Sudderth2 MEMORANDUM OPINION

A pipe froze, burst, and caused water damage to a hotel owned by Appellant

Madhu Lodging Partners, LP. After the property ’s insurer

— Appellee AmGuard

Insurance Company

— denied Madhu’s insurance claim, Madhu sued for breach of

contract (among other things)

. T he trial court granted AmGuard summary judgment

on Madhu’s cont ract claim, and Madhu now appeals, arguing that the trial court adopted

AmGuard’s allegedly flawed interpretation of the insurance policy’s conditions and that,

even under that interpretation, Madhu created a fact issue

. But AmGuard advanced

other grounds for summary judgment on Madhu’s contract claim as well , and Madhu

has not challenged all of those grounds on appeal. Because we must affirm a summary

judgment if there is any unchallenged ground on which the trial court could have relied,

that is what we will do

.

I. Background

After AmGuard investigated Madhu’s insurance claim, it concluded that Madhu’s

water damage was attributable to a sprinkler

- system pipe that

— afte r having been filled

with water due to an alleged defect

— had frozen and burst

. Based on this conclusion,

AmGuard denied Madhu’s claim, pointing to the “ Protective Safeguard s Endorsement ”

in the insurance policy. That e ndorsement provide d that, “[a]s a condition of th[e]

insurance, [Madhu was] required to maintain [certain] protective devices or services,”3 including an “[a]utomatic sprinkler system

. . . [and] related supervisory services.” 1

According to AmGuard, the endorsement made mai ntaining the sprinkler system a

condition of insurance, and Madhu’s failure to maintain the system had caused the water

damage. Madhu disagreed; it contended that the endorsement was inapplicable, that it

had maintained the sprinkler system, and that it w as not clear whether any alleged defect

in the sprinkler pipe had caused the pipe to burst.

So after AmGuard’s denial of its insurance claim, Madhu sued for breach of

contract , breach of the duty of good faith and fair dealing, and various statutory claims

.

AmGuard challenged these claims with several motions for traditional and no

- evidence

summary judgment

, only two of which are relevant here

. 2 Those two motions

1 Another portion of the endorsement provided that AmGuard “w[ould] not pay

for loss or damages caused by or resulting from fire if, prior to the fire,

[Madhu]

. . . [f]ailed to maintain any [required] protective safeguard

. . . in complete

working order.”

2 Taken together, AmGuard’s three summary judgment motions sought

(1) traditional summa ry judgment on Madhu’s contract claim because Madhu’s

maintenance of the sprinkler system was an unsatisfied condition precedent to the

insurance contract; (2) traditional summary judgment on Madhu’s contract claim

because the policy did not cover damages caused by a failure to maintain the sprinkler

system; (3) no

- evidence summary judgment on Madhu’s contract claim due to a lack of

evidence of breach, causation, or damages; (4) no

- evidence summary judgment on

Madhu’s claim for breach of the duty of good fa ith and fair dealing due to a lack of

evidence of AmGuard’s breach; (5) no

- evidence summary judgment on Madhu’s

statutory claims due to a lack of evidence that AmGuard violated the relevant statutes

and a lack of evidence of damages; and (6) no

- evidence su mmary judgment on Madhu’s

request for exemplary damages due to a lack of evidence of malice or gross negligence.

Madhu’s appeal challenges the disposition of its breach of contract claim but does not

challenge the disposition of its other claims.4 challenged Madhu’s contract claim

— the only claim at issue on appeal

— by arguing that

(1) Madhu’s “ maint [ enance]” of the sprinkler system was a n unsatisfied condition

precedent to coverage under the policy ; (2) the p olicy did not cover damages caused by

a failure to maintain the sprinkler system ; and (3) Madhu had no evidence of breach,

causation

, or damages. 3 The trial court granted AmGuard’s motions with out specifying

a basis for its judgment

. 4

II . Discussion

Madhu raises three appellate issues, all of which relate to its contract claim and,

more specifically, to the e ndorsement’s applicability and satisfaction

. Madhu argues

that (1) the e ndorsement applies only to fire damage

— not to water damage; (2) even if

it applie s to wate r damage , the word “maintain” in the e ndorsement is ambiguous; and

(3) either way, AmGuard failed to conclusively disprove Madhu’s maintenance of the

sprinkler system and Madhu raised a genuine fact question on the issue

.

But n one of these arguments address AmGuard’s no

- evidence grounds for

summary judgment based on Madhu’s alleged lack of evidence as to causation or

damages. In fact, Madhu completely overlooks those two no

- evidence grounds, going

so far as to assert that “Am [G] uard [’ s] false[] conten[tion]

. . . that Madhu failed to

3 Of AmGu ard’s two relevant summary judgment motions, the second largely

repeated and expanded upon the grounds raised in the first

.

4 Madhu had previously moved for summary judgment on its contract claim as

well, but the trial court denied the motion.5 maintain its fire prevention system ‘in working order’

. . . [wa]s the sole basis for

AmGuard’s summary judgment.” 5 [Emphasis added.] T his assertion is simply

incorrect

.

AmGuard’s motions sough t no

- evidence summary judgment on Madhu’s breach

of contract claim by asserting that, among other things, “ Plaintiff [i.e., Madhu] ha [d] no

evidence of causation or damages as a result of an alleged material breach .” B ecause

the trial court did not specif y a basis for its summary judgment, it could have relied

upon either or both of these two no

- evidence grounds in granting summary judgment

.

And w e must affirm a summary judgment if any ground on which the judgment could

have been based stands unchallenged

— “regardless of the merits of the unchallenged

ground[s].” McCurley v. Tex. Motor Speedway, Inc. , No. 02

- 19

- 00108

- CV, 2019 WL

6606103, at *1 (Tex. App.

— Fort Worth Dec. 5, 2019, pet. denied) (mem. op.); see Rosetta

5 Madhu touches on causation in its reply brief

. It asserts that “[c]ausation is

[u]ndisputed ” by pointing to evidence that AmGuard had recognized “ that Madhu

suffered a ‘direct physical loss’ during the freeze .” But even assuming Madhu’s one

paragraph argument constituted sufficient briefing to raise the issue of causation, cf.

Tex. R. App. P. 38.1(i), an appellant may not raise new issues in its reply brief

. S ee Tex.

R. App. P. 38.3; Mann v. Denton Cnty.

, No. 02

- 16

- 00030

- CV, 2017 WL 526309, at *6

(Tex. App.

— Fo rt Worth Feb. 9, 2017, pet. denied) (mem. op.)

. Plus, even if Madhu’s

causation evidence included AmGuard’s own statements or reports

, causation was

nonetheless a potential basis for the trial court’s summary judgment, so Madhu was required to address and negate that basis on appeal. See Rosetta Res. Operating, LP v.

Martin

, 645 S.W.3d 212, 226 (Tex. 2022) (“When a trial court ’s order granting summary judgment d oes not specify the grounds on which its order is based, the appealing party

must negate each ground upon which the judgment could have been based.”). A nd

regardless, there remains another unchallenged no

- evidence ground : damages.6 Res. Operating , 645 S .W.3d at 226

– 28 ( holding that because the appellants failed to

challenge each ground on which the summary judgment could have been based, the

appellate court erred by revers ing ).

Madhu’s appellate issues are, therefore, rendered moot by the unchallenged no

evidence grounds supporting the trial court’s summary judgment , and we overrule

them.

III. Conclusion

B ecause the trial court could have granted summary judgment on Madhu’s

c ontract claim by relying on one or both of AmGuard’s two unchallenged no

- evidence

grounds

— causation and damages

— “we are required to affirm the summary judgment

,

regardless of the merits of the unchallenged ground[s].” McCurley , 2019 WL 6606103,

at *1. Accordingly, we affirm the summary judgment. Tex. R. App. P. 43.2(a).

/s/ Bonnie Sudde rth

Bonnie Sudderth

Chief Justice

Delivered: May 30, 2024