Mote Res., Inc. v. Gardner
| Decision Date | 14 November 2013 |
| Docket Number | NO. 02-12-00175-CV,02-12-00175-CV |
| Parties | MOTE RESOURCES, INC. AND JOHN PHILLIP MOTE APPELLANTS v. CHARLES T. GARDNER AND JANICE MARIE GARDNER APPELLEES |
| Court | Texas Court of Appeals |
FROM THE 271ST DISTRICT COURT OF WISE COUNTY
This appeal principally concerns parties' obligations to fulfill the terms of a settlement agreement. Appellants Mote Resources, Inc. (MRI) and John Phillip Mote (Mote) appeal the final judgment that the trial court rendered in favor of appellees Charles T. Gardner and Janice Marie Gardner. We affirm in part and reverse and remand in part.
In 1979, W.C. Yates and his wife executed an oil and gas lease on a large area of land located partly in Wise County and partly in Montague County. Mote was the lessee. The lease contained a covenant that Mote would conduct operations as a reasonably prudent operator and would develop the premises. Although some exploration occurred on the acres covered by the lease, only two wells became economically beneficial in producing minerals. Those two wells, along with eighty acres surrounding them, were "sold to Ray Richey and Company" in 1996. The remaining 400 acres remained undeveloped.
In June 2009, Mote signed a document titled "RELEASE OF OIL AND GAS LEASE" (the Release) in which he relinquished any interest in 404.3 acres of land that an attachment to the release particularly described. Mote did not explicitly sign the Release on behalf of MRI; instead, he signed it only as "Phillip Mote." The Gardners filed the Release.
In October 2010, after the Gardners drafted and filed a motion for a nonsuit, in which they represented that they had "fully and finally settled and compromised all disputes between them and [Mote] in [that] litigation," the trial court signed an order dismissing their claims against Mote with prejudice. In the trial court's order of dismissal, the court stated that it had been "fully advised that [Mote] acknowledge[d] that [appellees were] the rightful owners of the mineral interest in question." Neither party appealed the order of dismissal.
Later, the Gardners desired to re-lease their land for oil and gas exploration. Pioneer Natural Resources (Pioneer) expressed interest in developing the land and signed leases, but according to appellees, Pioneer's title attorney Mote in his capacity as MRI's president. Mote refused to execute another release.
In June 2011, appellees4 sued MRI and Mote for, among other causes of action, breach of the Settlement Agreement by refusing to sign a new release upon the Gardners' request, thereby "preventing [the Gardners] from being able to lease their mineral rights." Appellees alleged that Pioneer had desired to drill on appellees' property but that Pioneer's title attorney had required the execution of a Partial Release, which stated that it would replace the June 2009 Release and that Mote, individually and as president of MRI, would relinquish all rights to approximately 400 acres that the 1979 lease covered. Appellees also sought specific performance of the Settlement Agreement and a declaration that appellants owned no interest in the property. Finally, appellees pled for attorney's fees under a provision of the Settlement Agreement.5
Appellants answered appellees' suit by pleading a general denial; specially excepting to appellees' pleading;6 alleging that appellees had breached the Settlement Agreement, therefore precluding their enforcement of it; and asserting the affirmative defenses of release (through the Settlement Agreement), res judicata (through the final judgment entered in the prior suit), waiver, and estoppel. Appellants also filed a counterclaim for declarations that they had complied with the Settlement Agreement, that the Settlement Agreement prevented appellees from litigating further claims, and that appellants had "no further obligations" to appellees.
On November 22, 2011, appellees filed a traditional motion for summary judgment concerning their requests for specific performance of the Settlement Agreement and for a declaration that appellants had no rights or claims to the property at issue. That same day, appellees gave appellants notice that a hearing had been set on the motion for December 20, 2011. In the motion, appellees contended that the Settlement Agreement had unambiguously required Mote, individually and as MRI's president, to release any claim in the 1979 lease but that Mote had only done so in his individual capacity. Thus, appellees contended that they were "entitled by contract to the release of Phillip Mote as President of [MRI]" or that they were entitled to a "declaration from [the trial court] that [appellants had] no right, title, or claim to the mineral or leasehold estatecovered by" the 1979 lease (except the eighty acres where minerals were already being produced). As evidence supporting their motion, appellees included the Settlement Agreement, the Release, an affidavit from their counsel in which he affirmed that the facts stated in the motion were within his personal knowledge and were true, and the proposed Partial Release.
Appellants did not file a response to appellees' motion for summary judgment. On December 20, 2011, the trial court granted the motion and ordered that the "only other facts material to [appellees'] claims remaining for trial" involved attorney's fees. Nonetheless, more than a month later, on January 23, 2012, appellants filed a motion for summary judgment, arguing that Mote had no obligation to execute a second release because he had fully complied with the Settlement Agreement by executing the June 2009 Release.
Two days later, appellants filed a motion for reconsideration of the trial court's decision granting appellees' summary judgment motion and a cross-motion for summary judgment. In one document that combined the motions, appellants contended that the trial court had erred by refusing to grant a continuance of the hearing on appellees' motion for summary judgment before making its ruling in December 2011 because appellants' counsel was attending an all-day hearing in another county,7 that appellees had not established theirright to summary judgment as a matter of law, and that the affirmative defenses that appellants had pled negated appellees' claims.
Appellees responded, arguing in part that the trial court had not abused its discretion by not continuing the summary judgment hearing and that appellants' motions for summary judgment or responses to appellees' motion for summary judgment were untimely. The trial court denied appellants' motion for reconsideration without specifying its reasons for doing so. After the parties disputed the proper form for the final judgment, the trial court signed a judgment in which it found that both appellants had breached the Settlement Agreement, found that appellees were entitled to a "Declaratory [Judgment] or in the alternative specific performance and quiet title," specifically released any interest of Mote or MRI in the 1979 lease, ordered in the alternative for Mote to sign the Partial Release on behalf of himself and MRI, stated that if Mote refused to sign the Partial Release, appellees would "have and enjoy title" to the land at issue free and clear of any claims by Mote, and granted attorney's fees for appellees. Appellants brought this appeal.
In their first issue, appellants contend that the trial court erred by granting summary judgment for appellees because appellees failed to conclusively establish that Mote's refusal to sign the Partial Release breached the Settlement Agreement and because appellees are not entitled to a judgment that quiets title. We review a summary judgment de novo. Travelers Ins. Co. v. Joachim, 315S.W.3d 860, 862 (Tex. 2010). We consider the evidence presented in the light most favorable to the nonmovant, crediting evidence favorable to the nonmovant if reasonable jurors could and disregarding evidence contrary to the nonmovant unless reasonable jurors could not. Mann Frankfort Stein & Lipp Advisors, Inc. v. Fielding, 289 S.W.3d 844, 848 (Tex. 2009). We indulge every reasonable inference and resolve any doubts in the nonmovant's favor. 20801, Inc. v. Parker, 249 S.W.3d 392, 399 (Tex. 2008). A plaintiff is entitled to summary judgment on a cause of action if it conclusively proves all essential elements of the...
To continue reading
Request your trial