Imagine how much better off you would be if the contract you want to enforce had been reduced to writing. See West v. Quintanilla for what happens when it wasn’t.
The agreements
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Broad Settlement Discharges Mineral Liens
Confess … Confess!
When you prepare, review and/or sign settlement agreements you sometimes pay less attention than you should to the details of those “standard” releases! Acme Energy Services, d/b/a Big Dog Drilling v. Staley et al. says, Beware the “boilerplate”; before signing consider what you are actually trying to accomplish.
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What Does a Car Dealer Case Have to do With Oil and Gas?
Co-author Trevor Lawhorn
A lot, if the claim before the court is for fraudulent inducement. Points to remember:
- Oral promises that contradict contract terms are pretty much worthless. In reviewing a fraudulent inducement claim, a court will assume the “victim” knows facts that would have been discovered by a reasonably prudent person similarly situated.
- Which means ask questions. A negotiating party is rarely obliged to volunteer information.
- If you want understandings to be binding, put them in the contract. A court will tell the plaintiff that he “… should have insisted on these [exclusivity] terms in the parties’ contract rather than agreeing in writing to the opposite.”
- Merger clauses are there for a reason.
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Insurer Liable for Macondo Blowout Defense Costs
You may recall our report that the Supreme Court of Texas was to take up the question of whether an insurance policy required indemnification of over $100 million in defense costs related to the Macondo well blowout. The court has ruled in Anadarko Petroleum Corp. v. Houston Casualty Company. Anadarko, the insured, prevailed on
Texas Court Addresses Bad Acts in a Lease Play
An opinion that observes “Obviously the jury was not overly enamored with Appellants.” is worth discussing. The decision is Stephens et al v. Three Finger Black Shale Partnership et al.
What to know about partnerships
Parties to a transaction need to be mindful that if a business deal is a partnership, there will be rights and duties not present in arms-length commercial transactions. The main question in Stephens: Was a partnership formed by a letter agreement, a participation agreement and the actions of the parties?
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Contract Operator Not Liable for Breach of a Unit Operating Agreement
Co-author Chance Decker
It’s a tale as old as the oilfield: A non-operator doesn’t pay joint interest billings, operator sues, non-payer claims the expenses were unwarranted and the operator was negligent—no, grossly negligent—for incurring them in the first place. Welcome to OBO, Inc. v. Apache Corporation et al. Despite a creative argument by non-operator OBO that contract operator Apache didn’t have authority to charge JIB’s in the first place, OBO must pay.
The facts
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Rejection of Mid-Stream Agreements Upheld … Again
Co-author Lydia Webb
Q: How many New York federal judges does it take to make a mess of Texas property law?
A: In In Re: Sabine Oil and Gas Corp., five. One to get it wrong, another to affirm the wrongness, and three more for reinforcement.
For the third time, a federal court in
Texas Supreme Court to Consider Macondo Blowout Insurance Dispute
Co-author Niloufar “Nikki” Hafizi
The 2012 Macondo Well blowout and Deepwater Horizon rig explosion gave rise to a slew of lawsuits. Our subject today is one of them. In Houston Casualty Company v. Anadarko Petroleum Corp. the Beaumont court of appeals construed an insurance policy’s excess liability coverage provision. At stake was whether Underwriters had to indemnify Anadarko for over $100 million in defense costs. In an opinion much-decried by energy companies, the court thought not.
The Texas Supreme Court will review the decision, so let’s look at what the court of appeals said.
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Landmen, Ohio Has a Surprise For You
Are you buying oil and gas leases in Ohio and expecting to be paid for your work? Consider Dundics v. Eric Petroleum, in which the Ohio Supreme Court concluded that land professionals who do not possess an Ohio real estate broker’s license are not entitled to bring suit to recover compensation for acquiring oil and gas leases.
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Choice of Law Matters in an Oilfield Indemnity Suit
Did Texas law or New Mexico law apply to knock-for-knock indemnity provisions in a Master Work and Services Agreement? When a contract explicitly calls for Texas law, that is likely to be the outcome, as it was in North American Tubular Services LLC v. BOPCO, LP.
Takeaways
- Decide before something bad happens what law you want to apply to a transaction.
- Think about it. You’ll have to live with the choice.
- Providing a safe work place is a moral imperative; financial risk goes a long way toward assuring the imperative is satisfied.
- (Better left for another post: Does that also apply to leaking methane?)
- The parties’ choice of law was was bolstered because under the contract the indemnity and insurance requirements would be liberally construed in order to effectuate their enforceability.
- It would have helped the choice of law if the contract had also said that the choice was without regard for the chosen state’s conflict of law provisions.
Continue Reading Choice of Law Matters in an Oilfield Indemnity Suit