No. 21-1629

DEUTSCHE BANK NATIONAL TRUST COMPANY, as Trustee for IXIS Real Estate Capital Trust 2006-HE3 Mortgage Pass Through Certificates, Series 2006-HE3,

Plaintiff, Appellant,

v.

LISA M. WILSON; DUNKIN ENGINEERING SOLUTIONS, LLC,

Defendants, Appellees,

SABRINA PETRARCA; VNA CARE OF NEW ENGLAND; MASON P. WILSON III,

Defendants.

APPEAL FROM THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF RHODE ISLAND

[Hon. John J. McConnell, Jr., U.S. District Judge]

Before

Kayatta, Lynch, and Howard, Circuit Judges.

Krystle Guillory Tadesse, with whom Jeffrey C. Ankrom and Locke Lord LLP were on brief, for appellant. Paul DeMarco, with whom Geremia & DeMarco, Ltd. was on brief, for appellee Lisa M. Wilson. Patricia A. Buckley, with whom Bengtson & Jestings, LLP, Thomas J. Cronin, and Nowlan Brunero Cronin & Ferrara, LTD were on brief, for appellee Dunkin Engineering Solutions, LLC. September 17, 2024 HOWARD, Circuit Judge. Lisa Wilson has resided at her home in Coventry, Rhode Island since her late husband, Mason P. Wilson III, purchased it in 2006. A labyrinthine series of sales and adjudications saw title in her home pass from the Wilsons, to certain third parties, and finally to Dunkin Engineering Solutions, LLC ("Dunkin"). Along the way, a court order extinguished a mortgage lien on the property held by Deutsche Bank National Trust Company ("Deutsche Bank").

Alleging that Lisa and Mason breached the covenants in the mortgage agreement, Deutsche Bank sued Lisa, Mason, and Dunkin. The district court granted summary judgment to Lisa and Dunkin. Because we agree that none of Deutsche Bank's claims present a material issue of fact, we affirm.

I.

A.

The winding string of transactions underlying this appeal began in June 2006 when Mason financed the purchase of the Wilsons' home with a $150,000 home mortgage. The original mortgage lender required execution of two documents: a promissory note, obligating repayment of the $150,000 loan, and a mortgage agreement, pledging the Wilsons' home as security. Only Mason and the lender signed the note, but both Wilsons signed the mortgage agreement.

- 3 - The mortgage agreement contained covenants purporting to obligate "Borrowers" to (1) "defend generally the title of the Property against all claims and demands" in the best interest of the lender; (2) "pay all taxes, assessments, charges, fines and impositions attributable to the Property[;]" and (3) "discharge any lien which obtains priority" over the lender's mortgage lien. The agreement also provided, however, that any "Borrower" who does not sign the underlying note was a "co-signer" to the agreement. A co-signer, it stated, agreed "only to mortgage, grant, and convey the co-signer's interest in the Property" and "is not personally obligated to pay the sums secured" by the agreement.

In September 2007, Deutsche Bank acquired both the mortgage and the note from the original lender. Meanwhile, one year into the mortgage agreement, Mason was beginning to default on the mortgage payments. He would continue to miss payments for the next seven years, but Deutsche Bank never foreclosed. During that time, the Wilsons also failed to pay property taxes owed to the Hopkins Hill Fire District, and the Fire District eventually scheduled a tax sale of the property for September 2014. Although Deutsche Bank and the Wilsons admit that the