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Click here for the full text of this decision FACTS:Baylor University hired Tom Sonnichsen as its women’s volleyball coach in 1989. At that time, Baylor did not have written contracts with Sonnichsen or most of its coaches. At a May 29, 1995, meeting, Baylor administrators informed its coaching staff, including Sonnichsen, that Baylor planned to provide written contracts to the coaches. Specifically, Baylor’s general counsel announced that Baylor would enter into two-year written contracts with its head coaches and one-year written contracts with the assistant coaches beginning with the 1995-1996 fiscal year. The general counsel’s office prepared a one-year written contract for Sonnichsen for the 1995-1996 year but never delivered the contract to Sonnichsen. On Dec. 29, 1995, Baylor advised Sonnichsen by letter that he would not be given a contract for the 1996-1997 year but that he would be paid in full through May 31, 1996. Sonnichsen sued Baylor in December 1997 for breach of contract and fraud. He alleged that by terminating him in 1996, Baylor breached an oral promise to enter a two-year written employment contract with him for the years 1995 through 1997 and committed fraud by representing that it would issue a two-year written contract to him. Baylor filed a motion for summary judgment, claiming that the statute of frauds barred Sonnichsen’s claims. Sonnichsen raised the counter-defense of promissory estoppel. The trial court granted summary judgment in favor of Baylor, and Sonnichsen appealed. The 10th Court of Appeals affirmed summary judgment on the breach of contract claim, holding that an alleged oral promise to enter a two-year contract was not enforceable under the statute of frauds. But, the court of appeals held that Baylor had not established that Sonnichsen’s damages were limited to the benefits of his alleged contract. The court severed the fraud claim and remanded it to the trial court. But on remand, the trial court sustained Baylor’s special exception and granted Baylor’s motion for summary judgment. On appeal, Sonnichsen argued that he presented sufficient evidence of his fraud claim and that the trial court abused its discretion by sustaining the special exception without giving him another opportunity to amend his pleadings. A divided 10th Court of Appeals agreed and reversed both of the trial court’s rulings. Baylor petitioned the Texas Supreme Court for review. HOLDING:Reversed and rendered. First, the court agreed with Baylor’s argument that the trial court did not abuse its discretion by granting Baylor’s special exception and by dismissing the contract claims without giving Sonnichsen an opportunity to amend, because his pleading contained incurable defects. Contracts require mutual assent to be enforceable, the court stated. Taking Sonnichsen’s pleadings as true, the court stated that his pleadings established that there was no delivery of a contract signed by Baylor and thus no mutual agreement. Without mutual assent, there was no binding written contract. Because Sonnichsen could not have corrected this problem by repleading, the court found that the trial court did not abuse its discretion by sustaining Baylor’s special exceptions and dismissing the breach of contract claim. Moving on to the fraud claim, the court stated that the statute of frauds bars a fraud claim for benefit-of-the-bargain damages when the claim arises from a contract that has been held to be unenforceable. The court then stated that “Sonnichsen’s claim is not that he parted with or lost anything during his actual contract term, but that he did not benefit as he expected or would have if his employment by Baylor continued beyond 1995-1996.” Similarly, the court stated, “the lost revenues from his 1996 Baylor summer volleyball camp and the loss of tuition benefits by which he could have completed his master’s degree at Baylor’s expense are also benefit-of-the bargain damages because Sonnichsen’s possible entitlement to these benefits would have arisen only if Sonnichsen’s employment at Baylor had continued.” Because these benefit-of-the-bargain damages were the same damages that Sonnichsen sought to recover under an unenforceable contract, the court found that his fraud claim failed. Thus, the court held that the trial court did not abuse its discretion by sustaining Baylor’s special exception on Sonnichsen’s breach of contract claims and that the trial court correctly granted summary judgment in favor of Baylor on Sonnichsen’s fraud claim. OPINION:Per curiam.

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