In The
Court of Appeals
Seventh District of Texas at Amarillo
No. 07-26-00056-CV
HARITHA MIKKILINENI, APPELLANT
V.
PENTAVIA CUSTOM HOMES LLC, CURT DUBOSE,
AND SOLEIL DEVELOPMENT, LLC, APPELLEES
On Appeal from the 96th District Court
Tarrant County, Texas 1
Trial Court No. 096-341756-23, Honorable J. Patrick Gallagher, Presiding
August 12, 2026
MEMORANDUM OPINION
Before PARKER, C.J., and DOSS and YARBROUGH, JJ.
Appellant Haritha Mikkilineni appeals from the district court’s summary judgment
in favor of appellees PentaVia Custom Homes LLC, Curt Dubose, and Soleil
Development, LLC. Mikkilineni sued appellees for breach of contract, fraud, fraudulent
1 Originally appealed to the Second Court of Appeals, this appeal was transferred to this Court by
the Texas Supreme Court pursuant to its docket-equalization efforts. See TEX. GOV’T CODE § 73.001. In the event of any conflict, we apply the transferor court’s case law. TEX. R. APP. P. 41.3. inducement, and civil conspiracy, alleging appellees agreed but failed to sell her certain
real property. The trial court granted summary judgment for appellees. We affirm.
BACKGROUND
In 2018, PentaVia 2 and Soleil entered an option agreement under which PentaVia
marketed and sold residential lots that Soleil acquired in the Granada community in
Westlake. Mikkilineni was interested in purchasing property in the community that was
listed for sale. On June 21, 2021, Mikkilineni and a representative of PentaVia signed a
Lot Deposit Agreement which reads:
2 Dubose is an officer of PentaVia.
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The agreement did not include any attachments or proposed contracts. Mikkilineni paid
the $20,000 deposit. Over the next several months, she sent multiple emails to Dubose
seeking updates and requesting a closing date, but little information was forthcoming.
Unbeknownst to Mikkilineni, Soleil had conveyed the property by warranty deed to
Ambe Hotels FW LLC in June of 2018. Under the sales contract, Ambe’s principal, Amit
Patel, was required to execute a construction contract with PentaVia within six months
after the closing date. After Patel failed to do so, PentaVia informed him that PentaVia
was exercising its contractual right to repurchase the property. Soleil and PentaVia filed
suit against Patel in August of 2022. The parties reached a settlement agreement in
December of 2022 and Patel agreed to convey the property back to Soleil.
In March of 2023, Mikkilineni again contacted Dubose requesting that PentaVia
close on the sale of the lot to her. In response, PentaVia offered Mikkilineni the options
of either (1) purchasing the property for $900,000 or (2) receiving a refund of her $20,000
deposit, plus an additional $20,000 as compensation. PentaVia informed Mikkilineni that
another offer had been made on the property and that she had 24 hours to make her
election. Two days later, on April 5, 2023, the other buyers signed an agreement to
purchase the property from Soleil for $970,000, but the sale was not completed.
On May 15, 2023, PentaVia told Mikkilineni that it would sell her the lot for
$525,000, the price stated in the lot deposit agreement. PentaVia provided Mikkilineni
with its standard lot purchase agreement and addenda, which required that the buyer use
PentaVia as its builder. Mikkilineni was unwilling to purchase the lot with that requirement.
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On June 21, 2023, PentaVia notified Mikkilineni that it was terminating the lot deposit
agreement and returned her $20,000 deposit.
Mikkilineni filed this lawsuit on April 21, 2023, alleging breach of contract, fraud,
fraudulent inducement, fraud by non-disclosure, and civil conspiracy. She also sought
injunctive relief and specific performance. In November of 2024, PentaVia and Dubose
filed a motion for traditional and no-evidence summary judgment arguing that the lot
deposit agreement does not satisfy the statute of frauds and that there is no evidence
supporting certain elements of Mikkilineni’s tort claims. Soleil also filed a traditional
motion for summary judgment asserting that Mikkilineni’s fraud and conspiracy claims fail
because the agreement is unenforceable under the statute of frauds. PentaVia and
Dubose joined Soleil’s motion, and Soleil joined theirs. The trial court granted summary
judgment for all defendants in December of 2024. In its orders, the court did not specify
the ground or grounds upon which it relied. The trial court entered a final judgment
incorporating its prior rulings in September of 2025. After Mikkilineni’s motion for new
trial was overruled by operation of law, she filed this appeal.
ANALYSIS
Mikkilineni raises two issues on appeal challenging the summary judgment. In her
first, she asserts that the lot deposit agreement is an enforceable contract containing all
essential terms for the sale of real estate. In her second, she contends that more than a
scintilla of evidence supports her tort claims. The summary judgments were granted
generally and will be sustained if they can be upheld on any ground asserted in the
motions. Carr v. Brasher, 776 S.W.2d 567, 569 (Tex. 1989).
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Breach of Contract
PentaVia, Dubose, and Soleil sought summary judgment on Mikkilineni’s breach
of contract claim on both no-evidence and traditional grounds. We review the propriety
of the summary judgment under the no-evidence standard first. Merriman v. XTO Energy,
Inc., 407 S.W.3d 244, 248 (Tex. 2013). A no-evidence summary judgment motion is
essentially a motion for pretrial directed verdict. Mack Trucks, Inc. v. Tamez, 206 S.W.3d
572, 581–82 (Tex. 2006).
The first element of a breach of contract claim is the existence of a valid contract.
Aguiar v. Segal, 167 S.W.3d 443, 450 (Tex. App.—Houston [14th Dist.] 2005, pet.
denied). Once appellees challenged this element in their no-evidence motion for
summary judgment, the burden shifted to Mikkilineni to produce evidence raising a
genuine issue of fact with respect to whether she had an enforceable contract with
PentaVia for the sale of the property. See TEX. R. CIV. P. 166a(b)(2)(D); Mack Trucks,
206 S.W.3d at 582. Whether an alleged agreement constitutes an enforceable contract
is generally a question of law. Meru v. Huerta, 136 S.W.3d 383, 390 (Tex. App.—Corpus
Christi 2004, no pet.). Formation of a contract requires, among other things, an offer,
acceptance in strict compliance with the terms of the offer, and a meeting of the minds on
the essential terms of the contract. See, e.g., USAA Tex. Lloyds Co. v. Menchaca, 545
S.W.3d 479, 501 n.21 (Tex. 2018).
Moreover, a contract for the sale of real property is unenforceable unless it satisfies
the statute of frauds. TEX. BUS. & COM. CODE § 26.01(a), (b)(4). The statute of frauds
provides that a contract for the sale of real property is not enforceable unless the promise
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or agreement is (1) in writing and (2) signed by the person to be charged with the promise
or agreement. Id. To satisfy the statute of frauds, “there must be a written memorandum
which is complete within itself in every material detail, and which contains all of the
essential elements of the agreement, so that the contract can be ascertained from the
writings without resorting to oral testimony.” Copano Energy, LLC v. Bujnoch, 593 S.W.3d
721, 727 (Tex. 2020) (citation omitted). “It is well settled law that when an agreement
leaves material matters open for future adjustment and agreement that never occur, it is
not binding upon the parties and merely constitutes an agreement to agree.” Fischer v.
CTMI, L.L.C., 479 S.W.3d 231, 237 (Tex. 2016).
The lot deposit agreement set forth above does not satisfy these requirements.
Critically missing from the agreement is any offer or promise by PentaVia to convey the
property to Mikkilineni. PentaVia only agreed to take the property off the market and to
return, retain, or apply the $20,000 deposit, depending on what transpired. The lot deposit
agreement does not create a contractual obligation for PentaVia to sell the property to
Mikkilineni but instead merely contemplates the possibility of such an agreement, stating,
“If a contract to purchase the Property is executed . . . .” (emphasis added). The parties
could close the transaction or not close it for any reason. A contract must at least be
sufficiently definite to confirm that both parties actually intended to be contractually bound.
Id. at 237; see also Overton v. Bengel, 139 S.W.3d 754, 757 (Tex. App.—Texarkana
2004, no pet.) (purported sales contract insufficient to satisfy statute of frauds where it
merely alluded to existence of separate contract but did not give details of its terms);
Baldwin v. New, 736 S.W.2d 148, 152 (Tex. App.—Dallas 1987, writ denied) (“invitation
to enter into negotiations” is not an offer).
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Mikkilineni failed to produce evidence that the parties formed an enforceable
contract for the sale of the property. We conclude that the trial court properly granted
summary judgment on Mikkilineni’s breach of contract claim and we overrule her first
issue.
Fraud, Fraudulent Inducement, Fraud by Nondisclosure, Conspiracy
Mikkilineni’s tort claims are premised on allegations that appellees misrepresented
or failed to disclose the true owner of the property and appellees’ ability to sell it. She
asserts that, but for appellees’ fraudulent conduct, she would have closed on the property.
She claims as damages the “loss of title to the Property for the purchase price of
$525,000.00.” Appellees’ motion for summary judgment argued that Mikkilineni’s fraud
and conspiracy claims fail as a matter of law because the agreement Mikkilineni seeks to
enforce is not binding.
To prevail on a fraud claim, a plaintiff must demonstrate that she justifiably relied
upon a false and material misrepresentation to her detriment. Johnson & Higgins of Tex.,
Inc. v. Kenneco Energy, Inc., 962 S.W.2d 507, 524 (Tex. 1998). “Fraudulent
inducement . . . is a particular species of fraud that arises only in the context of a contract
and requires the existence of a contract as part of its proof. That is, with a fraudulent
inducement claim, the elements of fraud must be established as they relate to an
agreement between the parties.” Haase v. Glazner, 62 S.W.3d 795, 798–99 (Tex. 2001).
Fraud by nondisclosure is another subcategory of fraud in which a party has a duty to
disclose and the nondisclosure is misleading as a positive misrepresentation of facts.
Schlumberger Tech. Corp. v. Swanson, 959 S.W.2d 171, 181 (Tex. 1997). Reliance is a
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necessary element of a fraud claim. Grant Thornton LLP v. Prospect High Income Fund,
314 S.W.3d 913, 923 (Tex. 2010).
Mikkilineni asserts that she relied upon appellees’ representations and/or
nondisclosures to her detriment when she entered into the lot deposit agreement. By
basing her fraud allegations on the alleged promise to convey the property, Mikkilineni is
seeking to recover what she would have obtained had appellees performed that promise.
“When the injury is only the economic loss to the subject of the contract itself, the action
sounds in contract alone.” Jim Walter Homes, Inc. v. Reed, 711 S.W.2d 617, 618 (Tex.
1986). The statute of frauds bars a claim when the plaintiff seeks to obtain the benefit of
an otherwise unenforceable bargain. Haase, 62 S.W.3d at 798; see also Collins v.
McCombs, 511 S.W.2d 745, 747 (Tex. Civ. App.—1974, writ ref’d n.r.e.) (“Since plaintiff
is here seeking to recover what he would have gained had the promise been performed,
it is apparent that his action, while cast in language sounding in tort, is an indirect attempt
to recover for the breach of the unenforceable promise and is, therefore, barred by the
statute of frauds.”).
As set forth above, the lot deposit agreement does not bind appellees to sell, or
Mikkilineni to buy, the property. “[W]hen a party has not incurred a contractual obligation,
it has not been induced to do anything.” Haase, 62 S.W.3d at 798; see also Zorrilla v.
Aypco Constr. II, LLC, 469 S.W.3d 143, 152 (Tex. 2015) (claim for fraudulent inducement
cannot be sustained when grounded on unenforceable promise). In short, there is no
promise upon which she could have relied to her detriment.
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Mikkilineni’s conspiracy claim derives from her other claims. See Tilton v.
Marshall, 925 S.W.2d 672, 681 (Tex. 1996) (orig. proceeding) (civil conspiracy depends
on participation in underlying tort). A civil conspiracy requires two or more persons who
agree upon an object, a meeting of minds on the object to be accomplished, and one or
more overt, unlawful acts committed in furtherance of the conspiracy, which results in
damages. Massey v. Armco Steel Co., 652 S.W.2d 932, 934 (Tex. 1983). Mikkilineni
alleges that the object of appellees’ alleged conspiracy was to deprive her of the property
by failing to perform the agreement. But because the statute of frauds bars enforcement
of the purported agreement, it also bars the claim for conspiracy. See, e.g., Weakly v.
East, 900 S.W.2d 755, 758–59 (Tex. App.—Corpus Christi 1995, writ denied).
Consequently, the trial court properly granted summary judgment on Mikkilineni’s tort
claims.
CONCLUSION
We conclude that Mikkilineni’s bases for recovery are barred by operation of the
statute of frauds. The trial court’s judgment is therefore affirmed.
Judy C. Parker
Chief Justice
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