Jetton Developments, LLC v. Estate of Dorothy Huddleston

                                                                                           12/21/2023
                IN THE COURT OF APPEALS OF TENNESSEE
                            AT NASHVILLE
                                August 22, 2023 Session

        JETTON DEVELOPMENTS, LLC v. ESTATE OF DOROTHY
                      HUDDLESTON ET AL.

                 Appeal from the Chancery Court for Sumner County
                   No. 2021CV-97     Louis W. Oliver, Chancellor
                      ___________________________________

                           No. M2023-00026-COA-R3-CV
                       ___________________________________


A limited liability company filed suit in relation to a piece of real property for which the
company had executed an agreement to purchase. Although closing did not occur by the
time stated in the executed agreement, the trial court ultimately held that the opposing side
in this case was estopped from denying that the contract had been extended. Discerning
no error, we affirm.

      Tenn. R. App. P. 3 Appeal as of Right; Judgment of the Chancery Court
                            Affirmed and Remanded

ARNOLD B. GOLDIN, J., delivered the opinion of the Court, in which KENNY ARMSTRONG
and CARMA DENNIS MCGEE, JJ., joined.

Beth A. Garrison, Hendersonville, Tennessee, for the appellants, The John S. and Dorothy
O. Huddleston Revocable Living Trust, The Estate of Dorothy Huddleston, Roger
Huddleston, Claudia Neely, and Janice Knox.

Joseph B. Freedle, Gallatin, Tennessee, for the appellee, Jetton Developments, LLC.

                                        OPINION

                                     BACKGROUND

       This appeal arises from a real estate contract executed by Dorothy Huddleston
(“Mrs. Huddleston”) and Jetton Developments, LLC (“Jetton”). Although the property at
issue was actually in a revocable living trust and not formally owned by Mrs. Huddleston
at the time the contract with Jetton was executed, we note that the trial court made a
determination during the pendency of this case that Mrs. Huddleston, a trustee of the trust,
had the power to bind the trust, holding specifically as follows on the matter: “The purchase
and sale agreement was validly entered into by Mrs. Huddleston as sole Settlor, sole
Trustee, and sole Beneficiary [and she] had the power to sign the contract, and bind herself
and the Trust.” There does not appear to be any dispute on appeal regarding the propriety
of this ruling; instead, the controversy before us concerns Jetton’s efforts to acquire the
subject property notwithstanding the fact that closing did not occur on or before the stated
closing date in the contract. With that in mind, our overview of the facts of this case will
be focused on that matter and the events that occurred subsequent to the written contract’s
execution.1

        Under the contract, which, among other things, provided that it was “for the benefit
of, and . . .binding upon, the parties hereto, their heirs, successors, legal representatives
and assigns,” the listed closing date was May 3, 2021. In advance of that date, on April 8,
2021, Chad Wilson, the seller’s agent, was contacted by someone from Jetton who wanted
to inquire whether Mrs. Huddleston would extend the closing date. According to Mr.
Wilson, Jetton was “comfortable” to close on the date in the contract but nonetheless
“would really like to have an extension.” Mr. Wilson contacted Mrs. Huddleston by phone
the same day to pose the question of an extension to her, and per his testimony, Roger
Huddleston,2 who was Mrs. Huddleston’s son, “was in the background” on the call.3
According to Mr. Wilson, Mrs. Huddleston agreed to a thirty-day extension He further
testified that Roger had stated that an extension would be a good idea. Jetton was informed
on the same date that Mrs. Huddleston had agreed to an extension.

        Although a member of Jetton thereafter prepared a written document memorializing
an extension of the closing date, digitally signed that document, and emailed it to Mr.
Wilson, Mr. Wilson did not locate the document until about a week later when he checked
his spam folder. Mr. Wilson then reached out to Mrs. Huddleston in an effort to get her to
sign the extension paperwork Jetton had prepared, but by the time he got in touch with her,
he had become exposed to COVID. Discussing this in his testimony, Mr. Wilson explained
as follows:

               And the next time I tried to call her I had found out that I had been
        exposed to COVID, and I called to tell her that. And I said as soon as I . . .
        get out of my quarantine because I don’t want to take a chance. COVID had
        run through our office, so I didn’t want to take a chance on her just going up

        1
           Given that focus, we dispense with an overview regarding the procedural filings that precipitated
the trial court’s ruling that Mrs. Huddleston had the power to sign the contract in this case and bind the
trust.
         2
           Herein, we will refer to Mr. Huddleston as Roger for ease of reference and to provide a clear
contrast from the references made to Mrs. Huddleston. We intend no disrespect.
         3
           Roger claimed that he was in another room during the call and did not hear the conversation. He
testified that his mother told him that Mr. Wilson wanted her to sign an extension; he further testified that
his mother did not tell him that she had agreed to an extension.
                                                   -2-
        to the office and signing it.

               By the time that that was over with, I had called a couple times and
        missed her, back and forth. I finally got a hold of her, and I was busy that
        day and I said I will call you back later on in the week and we will meet and
        sign. And she said okay.

The extension paperwork was never formally signed by Mrs. Huddleston, however, as she
died at Roger’s home in Indiana on April 30, 2021. According to Roger, he and his mother
had only been there for a few days when she passed. At the oral argument of this matter,
counsel for Roger stated that Mrs. Huddleston’s actions did not indicate that she was
preparing to come back for a May 3 closing date.

        As we mentioned earlier, the contract provided that it was “binding upon . . . the
parties hereto, their heirs, successors, legal representatives and assigns,” and of note, Roger
was the successor trustee of the trust that held the subject property. Subsequent to his
mother’s death, Roger represented that he was going to honor the contract, with Mr. Wilson
testifying that Roger had called him on the date of Mrs. Huddleston’s passing and discussed
the subject of selling the property. Mr. Wilson also testified that he had spoken with Roger
again “at some point after that.” Then, “maybe a month later” according to Mr. Wilson,
Roger had informed him that he no longer wanted to sell the property.

        According to Roger, he did not call Mr. Wilson on the date of his mother’s death,
but he did acknowledge that he had communicated his intention to follow through with the
contract. He even confirmed that he had done so subsequent to the May 3, 2021, closing
date that was originally scheduled in the written contract. He specifically asserted that he
had called Mr. Wilson on May 10, 2021, and communicated his intention at that time to
follow through with the contract. He further testified that he was aware that Jetton was
working on permits and taking steps to pursue closing. With respect to that concern,
evidence was introduced at the trial regarding substantial expenses Jetton incurred under
the expectation that the contract would be closed. As will be discussed later in this Opinion,
the trial court would ultimately find that Jetton had continued to work on issues for the
development of the property after Mrs. Huddleston’s death and had spent thousands of
dollars post-May 3. Members of Jetton testified that they had labored with the
understanding that an extension was in place, and again, Roger testified that he was aware
that Jetton was continuing to pursue efforts towards closing as of May 10, 2021, the date
he claims he expressed his intent to follow through with the contract. A closing never
happened, however, as Roger then later communicated that he would not honor the
contract. This, of course, prompted the present litigation pursuant to which Jetton has
sought, among other things, specific performance of the contract.4

        4
          Regarding the litigation that manifested, the record admits of some initial oversight regarding the
fact that the subject property was held in a trust. In the initial complaint filed by Jetton, Jetton’s caption
                                                    -3-
       Following the conclusion of the proof in this case, the trial court made several
statements from the bench, including expressing its opinion that certain contract
contingencies were “buyer’s stipulations” and that “the buyer would have the right to waive
those.” The “main issue” that the trial court remained concerned with, it noted, was “this
extension of the contract.” The trial court discussed at length the various questions and
concerns that would potentially inform the issue of whether there was a valid extension,
and after inviting the parties to submit proposed findings of fact and conclusions of law,
the court took the case under advisement.

        When the trial court thereafter entered its “Findings of Fact, Conclusions of Law
and Judgment,” it decided the case in favor of Jetton. Among other findings, the trial court
found that Mrs. Huddleston had agreed to extend the contract closing date, that Roger was
aware she had agreed to an extension, and that Roger had provided assurances about
proceeding with the contract after her death. As to the last of these points, the trial court
noted that, even though Roger denied calling Mr. Wilson on the day of his mother’s death,
“he admitted he later called Wilson and asserted that he still wanted to close the sale and
that he intended to honor the contract.” Jetton, the trial court found, continued to
communicate with Mr. Wilson, “who continued to confirm to the Jetton members that his
client still fully intended to honor the contract despite the death of Mrs. Huddleston.”

        The trial court noted that, “[b]ased upon the assurances given by Wilson, Mrs.
Huddleston’s agent, that Mrs. Huddleston had agreed to extend the contract closing date,
and Roger’s assurances after the death of Mrs. Huddleston on April 30, 2021, the Jetton
members continued to expend effort and funds . . . .” The trial court additionally found
that Jetton did not assert a right to close the contract prior to May 3, 2021, “even though
they had the ability to do so,” because of the assurances given. The trial court noted that
the assurances from Roger that the contract was still in effect and being extended occurred
“at least as late as May 12, 2021,”5 which of course was after the contract’s date for closing.
In connection with its finding that Jetton, “[a]ssuming an extension was in effect,”
continued to work on issues for the development of the subject property, the trial court
specifically found, among other things, that a topographic survey had been completed in
May 2021 for thousands of dollars.

       After finding that Mrs. Huddleston had agreed to extend the contract and that Jetton
did not seek a closing prior to the contract’s closing date because it had detrimentally relied
“on the assurances of Mrs. Huddleston through her agent,” the trial court further found and
concluded that Roger, “through his acts, conduct, and acquiescence, was willful or

identified Mrs. Huddleston’s estate “And/Or” Mrs. Huddleston’s heirs, including Roger, as Defendants.
Later, when the complaint was amended, the caption was amended to reflect the existence of the trust and
also listed Roger as a Defendant in his capacity as “Successor Trustee.”
         5
           The specific finding regarding May 12 appears to be an inadvertent error, and the intended
reference presumably was May 10, 2021, which was the date Roger testified he had expressed his intention
to follow through with the contract.
                                                 -4-
negligent with regard to the Buyer[’s] belief that the contract was extended.” Moreover,
the trial court noted that although Roger had the ability as successor trustee to act as the
seller after his mother’s death and knew that Jetton believed the contract was extended, it
stated that he “did nothing to assert any right against the Buyer Jetton Developments, LLC
to close the contract prior to May 3, 2021, and indeed assured the Buyer on May 12,
2021,[6] that the Seller intended to follow through with the contract.” Although Roger had
subsequently repudiated the contract, the trial court determined that he was “estopped from
denying that the contract had been extended pursuant to the doctrine of equitable estoppel”
and ultimately concluded that Jetton was entitled to specific performance. This appeal
followed.

                                    STANDARD OF REVIEW

        This case was resolved following a bench trial, and as such, we review the trial
court’s findings of fact “de novo upon the record of the trial court, accompanied by a
presumption of the correctness of the finding, unless the preponderance of the evidence is
otherwise.” Tenn. R. App. P. 13(d). “[G]reat weight is given to the trial court’s
determinations of credibility,” Pless v. Pless, 

, 770 (Tenn. Ct. App. 2019),
and “appellate courts will not re-evaluate a trial judge’s assessment of witness credibility
absent clear and convincing evidence to the contrary.” Wells v. Tenn. Bd. of Regents, 

 (Tenn. 1999). Although a presumption of correctness accompanies the
trial court’s factual findings, the same is not true of legal issues. “[W]e review questions
of law de novo with no presumption of correctness.” Sample v. Sample, 

,
634 (Tenn. Ct. App. 2018). “Issues regarding admission of evidence in Tennessee are
reviewed under an abuse of discretion standard.” Watson v. Watson, 

(Tenn. Ct. App. 2005).

                                            DISCUSSION

      In this appeal, Roger, the successor trustee,7 raises numerous issues for our review.
As discussed below, we ultimately conclude that none of the raised issues merits relief
from the trial court’s judgment.

       Alleged Erroneous Admission of Mr. Wilson’s testimony

       The first raised concern relates to the trial court’s decision to allow Mr. Wilson to
testify about his phone call with Mrs. Huddleston in April 2021, specifically in relation to


        6
            Again, as discussed in a prior footnote, the specific finding regarding May 12 here also appears
to be an inadvertent error, and the intended reference presumably was May 10, 2021, the date Roger testified
he had expressed his intention to follow through with the contract.
          7
            Although the appellate brief appears to have been filed on behalf of all of the Defendants named
in this litigation, we refer to Roger alone here, and throughout the discussion, for ease of reference.
                                                   -5-
Mr. Wilson’s testimony that Mrs. Huddleston had agreed to an extension. In support of
the issue devoted to this raised concern, Roger’s brief examines the Dead Man’s Statute
codified at Tennessee Code Annotated section 24-1-203, while also arguing that Mr.
Wilson’s testimony regarding Mrs. Huddleston’s statements constitutes inadmissible
hearsay. As to the former matter of the Dead Man’s Statute, some of the specifics of
Roger’s argument—and what he endeavors to accomplish by way of it—are somewhat
unclear to us. With that said, to the extent that Roger may be contending that Mr. Wilson
was barred from testifying about his April 2021 phone call because of the operation of the
Dead Man’s Statute, we respectfully reject the merits of such an argument. In pertinent
part, the Dead Man’s Statute provides as follows:

       In actions or proceedings by or against executors, administrators, or
       guardians, in which judgments may be rendered for or against them, neither
       party shall be allowed to testify against the other as to any transaction with
       or statement by the testator, intestate, or ward, unless called to testify thereto
       by the opposite party.

. This statute simply could not potentially apply so as to bar
Mr. Wilson’s testimony because, as this Court has previously noted, the “Dead Man’s
Statute . . . applies only when the proposed witness is a party to the suit.” Logan v. Estate
of Cannon, No. E2015-002254-COA-R3-CV, 

, at *6 (Tenn. Ct. App.
Sept. 23, 2016). Mr. Wilson is not a party to this case.

       With respect to the specific argument that Mr. Wilson’s testimony about Mrs.
Huddleston’s statements constitutes inadmissible hearsay, we also discern no error.
Assuming arguendo that Mr. Wilson’s testimony does not, as has been argued by Roger,
implicate any of the hearsay exceptions under Rule 804(b) of the Tennessee Rules of
Evidence, including the “statement against interest” exception at Rule 804(b)(3), we note
that pursuant to Rule 803(1.2) of the Tennessee Rules of Evidence, the following is not
excluded by the hearsay rule:

       A statement offered against a party that is (A) the party’s own statement in
       either an individual or a representative capacity, or . . . (F) a statement by a
       person in privity of estate with the party.

Tenn. R. Evid. 803. Here, upon questioning at the oral argument of this matter as to
whether Mrs. Huddleston was a party-opponent, Roger’s counsel responded as follows:
“Her estate and trust is now a party, yes, your Honor.” Mrs. Huddleston, the former trustee
of the trust, is clearly in privity with the successor trustee, Roger, who is a party. Mrs.
Huddleston’s statements are therefore not excluded by the hearsay rule.

       Instructive on this point is the aforecited Estate of Cannon decision. Among other
things, the Estate of Cannon opinion considered whether the affidavit of one Arnold Botts
                                             -6-
contained statements that would be inadmissible at trial. Estate of Cannon, 

, at *4. In the underlying case, attorney James Logan asserted that he had
previously purchased an interest in certain property from Mildred Cannon and her then-
husband. Id. at *1. Subsequent to the commencement of litigation, Ms. Cannon died, and
her estate was substituted as a party. Id. In the affidavit at issue, Mr. Botts, who was an
employee of Mr. Logan’s law firm, described what he claimed to have overheard during a
telephone conversation between Mr. Logan and Ms. Cannon. Id. at *5. As relayed by the
opinion of this Court, Mr. Botts “personally heard Ms. Cannon say that she remembered
selling the property to Mr. Logan and that she did not know what had happened to the
deed.” Id. In addressing the validity of Mr. Botts’s affidavit in reference to Rule 803(1.2)
of the Tennessee Rules of Evidence, we ultimately held as follows:

        In the instance of Mr. Botts’s statement regarding what he purportedly
        overheard Ms. Cannon say to Mr. Logan on the telephone, Ms. Cannon’s
        statement is an admission of a party (Ms. Cannon) offered in evidence by a
        party-opponent (Mr. Logan). The statement would therefore be admissible
        under the hearsay exception provided in Tennessee Rule of Evidence
        803(1.2) . . . .

Id. at *6. Having dispensed with the hearsay issue raised in relation to Mr. Wilson’s
testimony,8 we now turn to the heart of this appeal.

        The Trial Court’s Enforcement of the Contract

        Through a series of interrelated issues, Roger challenges the trial court’s
enforcement of the contract in this case, variously arguing that the alleged oral agreement
to extend was not sufficient, that it was error to apply the defense of equitable estoppel,
that Jetton breached the contract by not closing by May 3, 2021, and that the contract was
not enforceable because certain contingencies had not been met.


        8
           Roger’s argument concerning the Dead Man’s Statute and hearsay is devoted primarily to the
subject of Mr. Wilson’s testimony and, in one sense, exclusively so. Indeed, when focusing on why the
trial court’s error as to hearsay impacted a “substantial right,” see Tenn. R. Evid. 103 (providing that “[e]rror
may not be predicated upon a ruling which admits or excludes evidence unless a substantial right of the
party is affected”), Roger’s brief appears to focus singularly on the subject of Mr. Wilson’s testimony. With
that said, we acknowledge that Roger’s brief also refers in places to the alleged error of the trial court in
allowing him to testify as to his communications with his mother. To the extent that Roger’s issue
concerning the Dead Man’s Statute and hearsay is also predicated on such communications, it is without
merit. Although, unlike Mr. Wilson, Roger is a party in this case, the Dead Man’s Statute could not serve
as a potential bar because the testimony at issue was solicited on direct examination by counsel for Jetton
during Jetton’s case-in-chief. See 

 (providing that parties are not allowed to
testify under the circumstances implicated by the statute “unless called to testify thereto by the opposite
party”). As for any supposed hearsay concern, the same type of analysis concerning Mr. Wilson’s testimony
and Rule 803(1.2) applies.
                                                     -7-
       Regarding the last of these concerns, which Roger’s brief posits as an alternative
issue, we are in agreement with what the trial court stated from the bench upon the closing
of the proof. That is, the contingencies discussed by Roger, which primarily pertain to
issues of annexation and zoning related to the subject property, were contingencies for the
benefit of Jetton that could be waived. In connection with this matter, we note that the
contract provided that “Buyer shall have the right to review all aspects of the Property,
including but not limited to, all governmental, zoning, soil and utility service matters
related thereto” and that if Jetton did not provide notice regarding its dissatisfaction with
such review per the contract, “then this contingency shall be deemed to have been waived
by Buyer.” Similarly, regarding a rezoning contingency specifically, the contract provided
that if Jetton did not provide certain notice concerning the zoning issue, “then this
contingency shall be deemed to have been waived by Buyer.”

       As to the substantive question of the contract’s extension and the failure of the
parties to close by May 3, 2021, Roger generally argues against the trial court’s reliance
on the evidence concerning an oral agreement to extend the closing date in this case.
Among other things, he cites language in the parties’ contract pointing to the necessity of
a writing to effectuate a change in the closing date, while also relying on the Statute of
Frauds. The trial court, however, found in favor of Jetton by holding that “Seller is hereby
estopped from denying that the contract had been extended pursuant to the doctrine of
equitable estoppel.” Within the underlying analysis in the trial court’s order, the court
relied on the cases of Hinton v. Stephens, No. W2000-02727-COA-R3-CV, 

 (Tenn. Ct. App. Oct. 4, 2001), and Smith v. Smith, No. M2004-00257-COA-R3-
CV, 

 (Tenn. Ct. App. Nov. 22, 2005).

       In the latter case of Smith, which involved an intrafamily transaction in real property
but the absence of a writing that could be construed as meeting the requirements of the
Statute of Frauds, Smith, 

, at *1, 6, this Court went on to discuss as
follows:

       [T]he purpose of the Statute of Frauds is not to allow a party to avoid
       agreements he or she has made. Cobble v. Langford, 

, 

 (1950). It has long been recognized in our courts that strict
       application of the Statute of Frauds can lead to evils as undesirable as those
       it was designed to limit or prevent. Southern States Development Co., Inc. v.
       Robinson, 

 (Tenn.Ct.App.1972). Consequently, it
       “should not be used to avoid contracts or to grant a privilege to a person to
       refuse to perform what he has agreed to do.” GRW Enterprises, Inc., 797
       S.W.2d at 611, quoting Cobble, 

, 

. Neither
       should its enforcement render it “an instrument of hardship and oppression.”
       

 citing Baliles, 578 S.W.2d at 624.

              In order to prevent such results, our courts have held that in some
                                          -8-
       circumstances a party is estopped to assert the Statute of Frauds to avoid
       contractual undertakings in the interest of equity and fairness. Estoppel based
       on principles of equity may be applied in a number of situations, including
       to preclude assertion of the Statute of Frauds to avoid an agreement to
       transfer real property, and is generally described as:

          ... the effect of the voluntary conduct of a party whereby he is absolutely
          precluded, both at law and in equity, from asserting rights which might
          perhaps have otherwise existed, either of property, of contract, or of
          remedy, as against another person, who has in good faith relied upon
          such conduct, and has been led thereby to change his position for the
          worse, and who on his part acquires some corresponding right, either
          of property, of contract, or of remedy.

       Beazley v. Turgeon, 

 (Tenn.Ct.App.1988), quoting Church
       of Christ v. McDonald, 

 (Tenn.1943). The purpose of
       equitable estoppel and its objective are:

          ... to prevent the unconscientious and inequitable assertion or
          enforcement of claims or rights which might have existed, or been
          enforceable by other rules of law, unless prevented by an estoppel; and
          its practical effect is, from motives of equity and fair dealing, to create
          and vest opposing rights in the party who obtains the benefit of the
          estoppel.

Baliles, 578 S.W.2d at 624.

Id. at *6–7 (internal footnote omitted). This Court further explained that the conduct giving
rise to estoppel includes omissions as well as commissions, stating that “[s]ilence, failure
to act, or acquiescence may be sufficient to invoke equitable estoppel where, in context,
they reasonably mislead another.” Id. at *8. We noted that the “basic premise is that once
a party acts, or refrains from acting, in such a way as to indicate agreement, and another
party reasonably relies on that indication of agreement, the first party cannot later assert a
contrary position.” Id.

       In the Hinton case, which involved a real estate dispute and a contract that stated it
could not be altered or amended except by a subsequent written agreement, Hinton, 

, at *1, the appellant appealed the trial court’s order requiring that her house
be sold to the appellee. Id. at *2. Although the appellant noted on appeal that no written
amendment to the contract had been made, we ultimately affirmed the trial court’s
judgment, concluding that “the parties fully acquiesced in the extension of the contract”
and specifically noting that the appellant had “sat idly” while the appellee detrimentally
relied on her silence. Id. at *2-3.
                                           -9-
       In the course of reaching this conclusion, we noted that “[a]cquiescence arises
‘where a person knows or ought to know that he is entitled to enforce his right or to impeach
a transaction neglects to do so for such a time as would imply that he intended to waive or
abandon his right.’” Id. at *3. We further noted that the doctrine of equitable estoppel is
not limited to a particular factual situation and depends on the circumstances of each case.
Id. In outlining the doctrine of estoppel, we explained as follows:

         Estoppel is an equitable doctrine which prevents a party from raising a claim
        or taking a legal position when her conduct with regard to that claim is
        contrary to her position. See Robby’s Pancake House v. Martin, 

 (Bankr.E.D.Tenn.1982). “Estoppel requires (1) words, acts, conduct, or
        acquiescence causing another to believe in the existence of a certain state of
        things; (2) wilfulness or negligence with regard to the acts, conduct, or
        acquiescence; and (3) detrimental reliance by the other party upon the state
        of things so indicated.” 

 “The doctrine of estoppel springs from the
        equities of the case. It is based upon the principles of morality, as well as of
        public policy, or expediency.” 11 TENN. JUR. Estoppel § 4 (1995). We also
        note that an interest in real estate may be acquired by estoppel. See id.
        “Equitable estoppel in the modern sense arises from the conduct of the party,
        using that word in its broadest meaning, as including his spoken or written
        words, his positive acts and his silence or negative omission to do anything.”
        Id. at § 25. Moreover, we note that “the vital principle of equitable estoppel
        is that a person who by his language or conduct leads another to do what he
        would not otherwise have done may not subject such person to loss or injury
        by disappointing the expectations on which he acted.” 31 C.J.S. Estoppel and
        Waiver § 63 (1996).

Id.

        Here, we discern no error in the trial court’s conclusion that the seller in this case
should be estopped from denying that the contract had been extended. To recap, in addition
to the assurances from Mr. Wilson, Mrs. Huddleston’s agent, that Mrs. Huddleston had
agreed to extend the contract closing date, the court noted that Roger, the successor trustee,
knew that Jetton believed the contract was extended. Not only did Roger, per his own
testimony, communicate his intention to follow through with the contract, he further
testified that he was aware that Jetton was working on permits and taking steps to pursue
closing. Of course, Jetton, the trial court found, had continued to work on issues for the
development of the property with the understanding that an extension was in effect.
Because we discern no error in the trial court’s conclusion regarding estoppel,9 we affirm

        9
         As part of his argument that the trial court erred in applying the doctrine of estoppel in this case,
Roger submits that the issue of whether there was an oral agreement to extend the closing date was not
properly before the court and specifically contends that the issue was not tried by implied consent. In
                                                   - 10 -
its enforcement of the contract and reject Roger’s contention that Jetton should be deemed
to have been in contractual breach for failing to close prior to May 3, 2021.

      In connection with our conclusion on this matter, we observe that one of the issues
that Roger raises on appeal concerns the trial court’s “implied finding that . . . Wilson was
more credible than . . . Roger.” We need not spill much ink on this issue. As we noted in
the standard of review section of this Opinion, “great weight is given to the trial court’s
determinations of credibility,” Pless, 603 S.W.3d at 770, and “appellate courts will not re-
evaluate a trial judge’s assessment of witness credibility absent clear and convincing
evidence to the contrary.” Wells, 

. To the extent that certain factual
findings10 by the trial court signify a reliance on Mr. Wilson’s testimony as opposed to
Roger’s, we discern no error.




support thereof, he notes that his attorney objected to Mr. Wilson’s testimony about an extension of the
closing date and had also objected to the questioning of Roger regarding what Mrs. Huddleston had said in
early April 2021. Although objections were made, we note that the objections were not predicated upon
the notion that the issue of a contract extension was irrelevant or not properly before the court. Instead, the
objections were simply predicated upon the Dead Man’s Statute and alleged hearsay concerns previously
discussed herein. The objections did not, therefore, actually mount any challenge to the trying of the issue
to which the evidence clearly related. As an aside, we note that at one point Roger’s brief posits the matter
of whether Mrs. Huddleston agreed to Jetton’s request for an extension as the “primary question” to be
answered in the case.
         10
            As to the subject of the trial court’s findings in general, we observe that Roger’s brief raises an
additional issue pursuant to which he requests, in the alternative, that this Court “vacate and remand” the
trial court’s order “because it does not properly reflect the Trial Court’s exercise of independent judgment.”
In pursuit of relief related to this issue, Roger claims, among other things, that the issue of equitable estoppel
was not raised by the trial court during its post-trial remarks from the bench. As to that matter, however,
we note that the trial court’s closing trial comments included the following: “Where there’s been a verbal
acknowledgment by Roger Huddleston we’re going to close it; we intend to extend; we’re going to sell it
and whether that amounts to an acquiescence to allow the contract to be extended.” “Acquiescence,” a
matter which was clearly broached by the trial court, is often used interchangeably when discussing
estoppel. See Keith v. Jackson, No. E2012-01056-COA-R3-CV, 

, at *5 (Tenn. Ct. App.
Feb. 22, 2013) (“[A]cquiescence . . . may on the one hand . . . rest on the principle of ratification and be
denominated an ‘implied ratification,’ or, on the other hand, rest on the principle of estoppel and be
denominated as ‘equitable estoppel.’”). Concerning the order as a whole, we do not agree with Roger that
the order should be vacated. Although the order of the trial court generally adopted several of the proposed
findings submitted by Jetton, the order does not create doubt for us as to whether it was actually the product
of the court’s independent judgment. In this regard, we note, among other things, that edits were made to
the proposed findings and that additional findings on certain matters were included that had not been part
of Jetton’s proposed order. Of note, some of the additional findings cover matters clearly pertinent to the
significant question of estoppel.
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                                    CONCLUSION

      In light of the foregoing discussion, we affirm the judgment of the trial court and
remand for such further proceedings that are necessary and consistent with this Opinion.



                                                    s/ Arnold B. Goldin
                                                  ARNOLD B. GOLDIN, JUDGE




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