OPINIONIn this case involving the lockout of a commercial sublessee, the trial court dismissed all of the sublessee’s claims in two summary judgment rulings. Because the lessor conclusively established that no landlord-tenant relationship existed between itself and the sublessee and the landlord was legally justified in conducting the lockout, we affirm.BackgroundGreen Bank, N.A., as landlord, entered into a commercial lease of office space with Experience Infusion Centers, LLC (EIC), as tenant. The lease prevented EIC from subletting any of the space without the prior written consent of Green Bank. At the signing of the lease, however, EIC’s manager, Jim Rutherford, informed Green Bank’s vice president of his business plan to sublease most of the premises to compatible medical companies, specifically mentioning St. Anthony’s Instant Care Clinic. Subleases with various companies were executed over the next several months, to which Green Bank did not object. One of the sublessees was St. Anthony’s, which also was managed by Jim Rutherford. Its sublease required rent to be paid to EIC.Green Bank assigned the lease with EIC to the Ross Nicholson 2000 Separate Property Trust (the Trust). EIC defaulted on the lease. St. Anthony’s had been paying rent to EIC, but EIC failed to fulfill its own rental obligations. The Trust subsequently locked St. Anthony’s out of its offices. St. Anthony’s sued the Trust and Ross Nicholson individually (collectively, Nicholson), asserting claims for unlawful lockout, constructive eviction, and tortious interference, asserting vicarious liability as to Ross Nicholson, and seeking damages.Nicholson filed a motion for summary judgment on the grounds that (1)Nicholson and St. Anthony’s did not have a landlord-tenant relationship, and (2)there was no evidence that Nicholson tortiously interfered with the sublease and, even if there were, Nicholson was justified in conducting the lockout because Nicholson had a legal right to interfere with the sublease. St. Anthony’s filed a response and special exceptions to the motion, contending that the motion does not clearly state the elements on which Nicholson sought summary judgment on the tortious interference claim or whether Nicholson sought traditional or no evidence summary judgment on that claim. In its response, St. Anthony’s asserted two new claims—for negligence and nuisance.[1] The trial court granted the motion and signed an order granting interlocutory judgment on the grounds that “the landlord had no separate contractual obligation to” St. Anthony’s and the “action by the landlord was entirely lawful and supported by the facts and landlord’s rights under its lease with EIC.” In other words, the trial court concluded that (1) Nicholson proved as a matter of law that it lacked a landlord-tenant relationship with St. Anthony’s, and (2) Nicholson was justified as a matter of law in conducting the lockout.Nicholson filed a second motion for summary judgment on the nuisance claim on the basis that Nicholson did not owe a contractual duty to St. Anthony’s to refrain from conducting the lockout because they did not share a landlord-tenant relationship. The trial court granted the motion and rendered a final take nothing summary judgment.AnalysisSt. Anthony’s contends that the trial court erred in denying the special exceptions and granting summary judgment in favor of Nicholson. We conclude that the trial court did not err in denying the special exceptions and in granting the summary judgment because there is no landlord-tenant relationship between Nicholson and St. Anthony’s.I. No Error in Implicit Denial of Special ExceptionsIn its fifth issue, St. Anthony’s contends the trial court abused its discretion by implicitly overruling the special exceptions. St. Anthony specially excepted to the first motion for summary judgment, asserting as to the tortious interference claim, that (1) it was unclear whether Nicholson was moving for summary judgment on traditional or no evidence grounds, and (2) it was unclear which elements of tortious interference were being challenged. Presuming without deciding that the trial court implicitly denied the special exceptions, we conclude it did not abuse its discretion in doing so. In the first summary judgment motion, St. Anthony’s expressly invoked traditional summary judgment “pursuant to” rule 166a(c) and did not invoke the no-evidence summary judgment rule 166a(i). See Tex. R. Civ. P. 166a(c), (i). Moreover, Nicholson did not move for summary judgment on any elements of tortious interference. Nicholson instead moved for summary judgment on its affirmative defense of justification.[2] We overrule St. Anthony’s fifth issue.II. No Error in Granting Summary JudgmentIn its remaining issues, St. Anthony’s challenges the trial court’s summary judgment as to each of St. Anthony’s claims. We conclude that the trial court did not err in granting summary judgment on all of St. Anthony’s claims.We review a trial court’s grant of summary judgment de novo. Smith v. Smith, 541 S.W.3d 251, 259 (Tex. App.—Houston [14th Dist.] 2017, no pet.). We consider all the evidence in the light most favorable to the nonmovant, crediting evidence favorable to the nonmovant if a reasonable factfinder could and disregarding contrary evidence unless a reasonable factfinder could not. See Mack Trucks, Inc. v. Tamez, 206 S.W.3d 572, 582 (Tex. 2006).A party filing a traditional motion for summary judgment has the initial burden of showing that there is no genuine issue of material fact and it is entitled to judgment as a matter of law. Tex. R. Civ. P. 166a(c); Mann Frankfort Stein & Lipp Advisors, Inc. v. Fielding, 289 S.W.3d 844, 848 (Tex. 2009). If the movant does so, the burden shifts to the non-movant to raise a genuine issue of material fact sufficient to defeat summary judgment. Smith, 541 S.W.3d at 259. The evidence raises a genuine issue of material fact if reasonable and fair-minded jurors could differ in their conclusions in light of all of the summary-judgment evidence. Goodyear Tire & Rubber Co. v. Mayes, 236 S.W.3d 754, 755 (Tex. 2007).When a trial court grants a summary judgment on specific grounds, we generally limit our consideration on appeal to the grounds upon which summary judgment was granted. See State Farm Fire & Cas. Co. v. S.S., 858 S.W.2d 374, 380 (Tex. 1993). Conversely, when the order granting summary judgment does not specify the grounds upon which the trial court relied, we must affirm the summary judgment if any of the independent summary-judgment grounds is meritorious.[3]State v. Ninety Thousand Two Hundred Thirty-Five Dollars & No Cents in U.S. Currency ($90,235), 390 S.W.3d 289, 292 (Tex. 2013).Wrongful Lockout, Constructive Eviction, and Nuisance ClaimsNicholson moved for summary judgment on the wrongful lockout and constructive eviction claims on the basis that Nicholson did not have a landlord- tenant relationship with St. Anthony’s. The trial court expressly agreed in its interlocutory order granting partial summary judgment. Similarly, Nicholson moved for summary judgment on the nuisance claim on the basis that Nicholson did not owe a negligence duty to St. Anthony’s because the parties lacked a landlord-tenant relationship.The parties agree that to establish an unlawful lockout or constructive eviction, a plaintiff is required to prove a landlord-tenant relationship between the parties.[4] See Tex. Prop. Code § 93.001; Williamson v. Howard, 554 S.W.3d 59, 69 (Tex. App.—El Paso 2018, no pet.) (listing elements of constructive eviction); Lazell v. Stone, 123 S.W.3d 6, 11 (Tex. App.—Houston [1st Dist.] 2003, pet. denied) (same); see also Garcia v. Galvan, No. 14-11-00338-CV, 2012 WL 1606312, at *3 (Tex. App.—Houston [14th Dist.] May 8, 2012, pet. dism’d w.o.j.) (mem. op.) (listing elements of wrongful eviction). St. Anthony’s argues it has done so by virtue of its sublease with EIC. But a landlord that is not a party to a sublease generally has no rights or obligations under the sublease because there is no privity of estate or contract between the landlord and sublessee. See Tenet Health Sys. Hosps. Dallas, Inc. v. N. Tex. Hosp. Physicians Group, P.A., 438 S.W.3d 190, 198 (Tex. App.— Dallas 2014, no pet.); see also Tawes v. Barnes, 340 S.W.3d 419, 430-31 (Tex. 2011) (acknowledging when a sublessee is not a signatory to a lease agreement, there is no privity of contract between the sublessee and lessor). Any such rights or obligations must be determined from the language of the lease. See, e.g., Two Briarlake Plaza LP v. SamsungEng’g Am., Inc., No. 01-15-01041-CV, 2016 WL 6462403, at *3, 8 (Tex. App.—Houston [1st Dist.] Nov. 1, 2016, no pet.) (mem. op.) (holding that plain language of lease allowed lessee to sublet parking spaces in connection with office sublease).As discussed, under the lease, EIC was prohibited from subletting any of the space without the prior written consent of Green Bank and thereafter the Trust as Green Bank’s successor. It is undisputed that no such written consent was obtained. Accordingly, there is no landlord-tenant relationship between Nicholson and St. Anthony’s.[5]St. Anthony’s argues that it has a landlord-tenant relationship with Nicholson under chapter 92 of the Property Code, which St. Anthony’s concedes applies only to residential tenancies. See Tex. Prop. Code § 92.002 (“This chapter applies only to the relationship between landlords and tenants of residential rental property.”). Regardless, St. Anthony’s urges us to apply the definitions for “landlord” and “tenant” in chapter 92 to commercial tenancies under chapter 93, relying on Levine v. Smith, 625 S.W.2d 777 (Tex. App.—Fort Worth 1981, writ refd n.r.e.).[6] But that case involved a residential tenancy.[7] Id. at 777. Nicholson argues that chapter 92 definitions do not apply to chapter 93 cases. Even if we were to conclude that the definitions were applicable here, which we decline to do, they merely describe parties that can create a landlord-tenant relationship. The relationship itself is still governed by the terms of the applicable lease. See Two Briarlake Plaza, 2016 WL 6462403, at *3.Nicholson similarly argues that the trial court properly granted summary judgment as to St. Anthony’s nuisance claim because Nicholson did not owe a duty to St. Anthony’s absent a landlord-tenant relationship. Under these circumstances, we agree.The law of nuisance recognizes that certain injuries to a person’s right to the “use and enjoyment of property” can also constitute a form of legal injury for which a legal remedy will be granted. Crosstex N. Tex. Pipeline, L.P. v. Gardiner, 505 S.W.3d 580, 594 (Tex. 2016). It is not a separate cause of action. Id. at 594, 600. To establish a cause of action for which the law provides a right to relief, at least in the absence of circumstances giving rise to strict liability, “there must not only be an injury or loss but it must have been occasioned by the commission of a legal wrong, that is, violation of legal right and a breach of legal duty.”[8] Id. at 601.The existence of a legal duty is a question of law for the court to decide from the facts surrounding the occurrence at issue. Bujnoch v. Nat’l Oilwell Varco, L.P., 542 S.W.3d 2, 6 (Tex. App.—Houston [14th Dist.] 2017, pet. denied); see also Nabors Drilling, U.S.A., Inc. v. Escoto, 288 S.W.3d 401, 404 (Tex. 2009). Texas law generally imposes no duty to take action to prevent harm to others absent certain special relationships or circumstances. Torrington Co. v. Stutzman, 46 S.W.3d 829, 837 (Tex. 2000).When EIC defaulted on its lease, it had no right of occupancy and thus could no longer confer a right of occupancy onto St. Anthony’s. See Tenet Health Sys. Hosps. Dallas, 438 S.W.3d at 198. Because there is no landlord-tenant relationship or other special relationship between Nicholson and St. Anthony’s, as a matter of law under these facts, Nicholson owed St. Anthony’s no legal duty preventing Nicholson from conducting the lockout.[9]Because there is no landlord-tenant relationship between Nicholson and St. Anthony’s, we conclude the trial court did not err in granting summary judgment on St. Anthony’s unlawful lockout and constructive eviction claims. We similarly conclude that the trial court did not err in granting summary judgment on the nuisance claim because Nicholson did not owe a legal duty to St. Anthony’s to refrain from conducting the lockout.Tortious Interference ClaimNicholson argues that the trial court did not err in granting summary judgment on St. Anthony’s tortious interference claim because Nicholson conclusively established it had a legal right to interfere with the sublease. We agree.Even when a plaintiff presents evidence of each element of tortious interference, a defendant still may prevail by establishing the affirmative defense of justification. Tex. Beef Cattle Co. v. Green, 921 S.W.2d 203, 210 (Tex. 1996). If the trial court finds as a matter of law that the defendant had a legal right to interfere with a contract, then the defendant has conclusively established the justification defense. Id. A defendant generally establishes justification as a matter of law when the acts the plaintiff complains of as tortious interference are merely the defendant’s exercise of its own contractual rights. Prudential Ins. Co. of Am. v. Fin. Review Servs, Inc., 29 S.W.3d 74, 81 (Tex. 2000).Nicholson presented evidence that the lease was assigned to the Trust, EIC failed to pay rent under the lease, and the Trust was entitled to assert its contractual right of lockout under the lease. Moreover, as discussed, under the lease, EIC was prohibited from subletting any of the space without prior written consent. Accordingly, the Trust exercised its contractual rights under the lease in conducting the lockout and conclusively established that it was legally justified in doing so.We overrule St. Anthony’s issues complaining of the trial court’s grant of summary judgment.ConclusionBecause Nicholson conclusively established that no landlord-tenant existed between itself and St. Anthony’s and it was legally justified in conducting the lockout, the trial court did not err in granting summary judgment in favor of Nicholson. We affirm the judgment of the trial court./s/ Martha Hill Jamison JusticePanel consists of Justices Jamison, Wise, and Jewell.
