CONDITIONAL CONTRACT OFFER NOT BINDING IF CONDITIONS NOT MET

Killingsworth v. Housing Authority of the City of Dallas
Dallas Court of Appeals, No. 05-12-00524-CV (October 14, 2014)
Justices Bridges, O’Neill, and Brown (Opinion)
Jerry Killingsworth received a written employment contract from the Dallas Housing Authority to serve as the DHA’s President and CEO. The letter agreement, sent to Killingsworth by DHA Board Chairman Guy Brignon, stated that the agreement was “nonbinding unless signed by the [Board] Chairman . . . and approved by the Board of Commissioners.” Killingsworth’s contract was never formally approved. Instead, after public comments, appointment of two new board members, and election of a new Chair, the Board approved a new contract with the incumbent President, Ann Lott. Killingsworth sued the DHA for breach of contract and violations of his civil rights. The trial court granted summary judgment against Killingsworth on all counts. The Court of Appeals affirmed, holding that Board approval was a condition to the contract, and because “the summary-judgment evidence conclusively demonstrates that the Board did not approve the letter agreement, Killingsworth cannot prove the existence of a valid contract.” The lack of a contractual right to employment also negated his due-process claims under 42 U.S.C. § 1983, and the Court found he had not presented competent evidence to support his claims of racial discrimination.

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