Background
Raven Heavy Haul, LLC entered into a rental agreement with Gorman Uniform in January 2020. Cintas Corporation No. 2 later acquired Gorman and asserted that it succeeded to Gorman’s contractual rights. After Raven canceled the agreement with 155 weeks remaining, Cintas sued for breach of contract and sought liquidated damages and attorney’s fees.
The trial court initially granted Cintas’s traditional summary-judgment motion, reconsidered that ruling, and then again entered summary judgment for Cintas after supplemental briefing. Cintas’s supplemental evidence included an affidavit and a partially redacted asset purchase agreement showing that it had acquired Gorman’s customer contracts and accounts. Raven appealed, arguing that the court improperly relied on the redacted agreement without independently reviewing whether the omitted material was irrelevant, confidential, or proprietary.
The Court’s Holding
The Ninth Court of Appeals affirmed. It held that Raven failed to preserve its evidentiary complaint because, although Raven objected to Cintas’s supplemental affidavit and redacted agreement, it did not obtain an express ruling on the objection. The order granting summary judgment did not implicitly decide the objection. Raven also did not attempt to introduce the complete agreement under the rules of completeness and obtain a ruling on its admission.
The court likewise held that Raven did not preserve its request for an in camera inspection because the record showed neither a discovery request for the unredacted agreement nor a request for a hearing or inspection. In any event, the unredacted portions established that Cintas acquired all of Gorman’s assets, including its customer contracts, customer accounts, and associated claims and rights, and the attached customer schedule identified Raven’s accounts. Raven presented no evidence creating a genuine fact issue over Cintas’s acquisition of Gorman’s rights under the rental agreement.
Key Takeaways
- An objection to summary-judgment evidence generally must receive an express ruling to be preserved for appellate review.
- A party invoking the rules of completeness must attempt to introduce the omitted material and secure a trial-court ruling.
- A request for judicial review of allegedly privileged or protected material is not preserved when the party neither requests the unredacted document in discovery nor asks for a hearing or in camera inspection.
Why It Matters
The decision underscores that appellate complaints about redacted summary-judgment evidence depend on concrete preservation steps in the trial court. Merely criticizing the redactions in a response is insufficient without obtaining a ruling, seeking the complete document, or requesting in camera review.
It also shows that redactions do not necessarily defeat summary judgment when the visible portions of an acquisition agreement conclusively establish assignment or succession and the nonmovant offers no contrary evidence.