May v. INEOS USA Oil & Gas, 2026 Tex. Bus. 14 (4th Div.) (mem. op.)

FILED IN
BUSINESS COURT OF TEXAS
BEVERLY CRUMLEY, CLERK
ENTERED
3/27/2026
2026 	Tex. 	Bus. 	14
:
:
THE 	BUSINESS 	COURT 	OF 	TEXAS
FOURTH 	DIVISION
ROBERT 	8S. 	MAY, 	FOXBOROUGH 	ENERGY 	§
COMPANY, 	LLC, 	WEST 	GEORGE 	§
PROSPECT, 	LLC, 	STEVEN 	C. 	HOWARD, 	§
METEOR 	ENERGY, 	LLC, 	ALAMO 	BEACH 	§
LIMITED 	PARTNERSHIP,ALLEN 	4A 	§
PROPERTIES, 	LLC, 	BARRY 	SWITZER 	§ 	Cause 	No. 	25-BC04B-0007
FAMILY, 	L.L.C., 	PATRICIA 	A. 	BEAN, 	§
INDIVIDUALLY 	AND 	AS 	INDEPENDENT 	§
EXECUTRIX 	OF 	THE 	ESTATE 	OF 	JOE 	C. 	§
BEAN, 	DECEASED, 	JOEL 	G. 	BEAN, 	§
COMMONWEALTH 	INVESTMENT 	§
CORPORATION, 	PATRICIA 	MARIE 	§
FERMAN, 	FREDERICK 	E. 	GRABOYES, 	§
HANNA 	JOYCE 	HODGE, 	ERIC 	T. 	§
HOLMES, 	HUNTER 	MILLER 	FAMILY, 	§
L.L.C., 	J 	& 	+P 	FAMILY 	PROPERTIES, 	LTD, 	§
GLENN 	C. 	JJENKINS 	& 	VIVAN 	S. 	JENKINS, 	§
JREY 	PROPERTIES, 	LLC, 	LARA 	ENERGY, 	§
INC., 	NEUHAUS 	BROOKS 	INVESTMENTS, 	§
LLC, 	OLD 	LIPAN 	LIMITED, 	OMAR 	E. 	§
ORTEGA, 	OWLAW 	REAL 	ESTATE 	§
HOLDINGS, 	LLC, 	RRJ 	ENERGY, 	LLC, 	§
JERRY 	9. 	STOKES, 	WESTENERGY, 	LLC, 	§
DALE 	M. 	WILCOX, 	TRUSTEE 	OF 	THE 	§
WILCOX 	MARITAL 	BYPASS 	TRUST, 	JANE 	§
A. 	WHITE, 	JAMES 	V. 	WILLIS 	& 	§
CHARLENE 	M. 	WILLIS, 	and 	WORSHAM 	§
ENERGY 	HOLDINGS, 	LLC,
Plaintiffs
v.
§
§
§
INEOS 	USA 	OIL 	& 	GAS 	LLC, 	CHESAPEAKE
EXPLORATION, 	LLC, 	CHESAPEAKE
OPERATING, 	INC., 	CNOOC 	ENERGY 	USA 	g
LLC, 	LARCHMONT 	RESOURCES, 	L.L.C., 	§
and 	GREG 	WINKLER, 	INDEPENDENT 	g
§

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EXECUTOR 	OF 	THE 	ESTATE 	OF 	MARK 	A. 	§
DOPPS, 	DECEASED, 	§
Defendants 	§
MEMORANDUM 	OPINION 	AND 	ORDER
Before 	the 	court 	is 	Defendants' 	Motion 	for 	Partial 	Summary 	Judgment 	under
Rule 	166a(c), 	Plaintiffs' 	response, 	Defendants' 	reply, 	Defendants' Objections 	to
Plaintiffs' 	Summary 	Judgment 	Evidence, 	and 	Plaintiffs' 	Response 	to 	Defendants'
Objections. 	The 	parties 	presented 	their 	arguments 	at 	a 	hearing 	before 	the 	court 	on
February 	24, 	2026. 	Having 	considered these 	filings, 	the 	parties' 	argument, 	and 	the
relevant 	law, 	the 	court 	partially 	grants 	and 	partially 	denies 	Defendants' 	Motion 	as
follows 	for 	the reasons 	set 	forth 	below.
FACTUAL 	AND 	PROCEDURAL 	BACKGROUND
This 	case 	arises 	from 	a 	farmout 	agreement 	of 	oil 	and 	gas 	leases 	on 	the 	Eagle
Ford 	Shale 	in 	McMullen 	County, 	Texas. 	All 	parties 	agree 	the 	dispute 	centers 	on 	their
2009 	contracts 	(collectively 	"the 	Contracts"): 	(1) 	the 	Farmout 	Agreement 	("the
Agreement"); 	and 	(2) 	the 	corresponding 	partial 	assignment 	each 	Plaintiff 	executed
to 	the 	Defendants 	("the 	Assignment").
The 	Leases' Assignment 	and 	Reversion: 	The 	Agreement 	requires 	Plaintiffs-
Farmors' 	to 	assign 	the 	two 	leases 	("the 	Leases") 	to 	Defendants-Farmees, 	which
1 	This 	Opinion, 	like 	the 	parties' 	briefing, 	generally 	refers 	to 	the 	Farmors 	or 	Grantors 	as 	Plaintiffs
and 	to 	the 	Farmees 	or 	Grantees 	as 	Defendants, 	although 	parties 	to 	this 	suit 	may 	be 	the 	successors
in 	interest 	to 	the 	2009 	Contracts.
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Plaintiffs 	undisputedly 	did. 	Agreement 	§ 	2; 	Resp. 	at 	1. 	The 	Assignments 	conveyed
each 	Plaintiff's 	respective 	interest 	in 	the 	Leases 	to 	Defendants, 	with 	Plaintiffs
reserving 	a 	reversionary 	interest 	in 	the 	Leases 	except 	for 	assets 	Defendants
"earned" 	following 	their 	drilling activities:
Further, 	Grantor 	reserves 	for 	itself, 	its 	successors 	and 	assigns, 	a 	reversionary 	interest 	in
and 	to 	all 	of 	the 	Assets 	herein 	assigned 	to 	Grantor 	except 	for 	those 	Assets 	eamed 	by 	Grantee
upon 	the 	drilling 	of 	Earning 	Wells 	to 	Earned 	Depths, 	such 	reversion 	to 	occur 	upon 	the 	cessation
of continuous 	drilling 	operations 	as 	contemplated 	by 	the 	Farmout 	Agreement.
Assignment 	at 	23; 	see 	Agreement 	§ 	7.1 	(describing 	the 	Assignment's 	automatic
reversion 	of 	the 	Farmout 	Acreage 	except 	for 	the 	Earned 	Acreage 	upon 	cessation 	of
continuous 	drilling 	operations 	by 	Farmee").
Earned 	Assets: 	The 	Agreement 	specified 	that 	a 	well 	"shall 	be 	declared 	an
'Earning 	Well' 	at 	such 	time 	as 	said 	well 	has 	been 	drilled 	to 	the" 	specified 	depth.
Agreement 	§ 	5. 	Prior 	to 	drilling 	an 	"Earning 	Well," 	the 	Contracts 	required
Defendants 	to 	"provide 	a 	legal 	description" 	of 	the 	Earned 	Acreage 	"to 	be
designated" 	for 	that 	well. 	Agreement 	§ 	5. 	Upon 	drilling 	of 	an 	Earning 	Well,
Defendants 	may 	earn 	"Earned 	Acreage 	as 	to 	each 	Earning 	Well." 	Id. 	§ 	1. 	Then,
within 	30 	days 	of 	that 	Earning 	Well's 	completion, 	they 	were 	to 	file 	in 	the 	deed
records 	a 	"designation 	of record" 	specifying 	the 	Earned 	Acreage. 	Id.; 	Assignment 	at
23-24. 	If Defendants 	failed 	to 	file 	the 	designation, 	after 	30 	days' notice 	ofthe 	failure
a 	farmor 	could 	"at 	its 	election" 	file 	a 	notice 	as 	to 	the 	acreage 	earned. 	Assignment 	at
24,
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Plaintiffs' 	Reservations 	and 	Back-In 	Interest: 	The 	Plaintiffs 	also 	reserved 	an
overriding 	royalty interest, 	a 	25% 	interest 	in 	Defendants' 	ownership 	ofthe 	initial 	test
well, 	and 	a 	30% 	reversionary 	back-in 	interest 	in 	Defendants' 	ownership 	of 	their
earned 	assets. 	The 	back-in 	interest 	would 	be 	effective 	upon 	"Payout," 	which 	was
defined 	as 	a 	certain 	moment 	in 	time: 	7:00 	a.m. 	on 	the 	first 	day 	after 	Defendants
recouped 	specified 	costs, 	as 	outlined 	in 	the 	Agreement. 	Assignment 	at 	22-23;
Agreement 	§§ 	8.1-8.4. 	The 	Contracts 	required 	Defendants, 	within 	60 	days 	of
Payout, 	to 	file 	a 	declaration 	that 	the 	reversionary 	back-in 	had 	occurred. 	Id.;
Agreement 	§ 	5. 	Again, 	if Defendants 	failed 	to 	do 	so, 	a 	farmor 	could 	opt 	to 	file 	its 	own
declaration, 	which 	would 	provide 	notice 	to 	third 	parties 	of 	the 	back-in 	interest.
Assignment 	at 	24.
Issues 	for 	Summary 	Judgment: 	The parties 	disagree 	as 	to 	whether Defendants
complied 	with 	the 	above 	designation 	requirements, 	but 	that 	question 	is 	not
presented 	to 	the 	court 	at 	this 	stage. 	By their 	Motion, 	Defendants 	ask the 	court 	to 	rule
as 	a 	matter 	of 	law 	as 	to: 	(1) 	whether 	the 	Contracts 	conveyed 	the 	Leases 	upfront 	or
merely 	granted 	the 	right 	to 	earn 	property; 	(2) 	which 	event(s) 	can 	trigger 	the 	Leases'
termination; 	(3) 	whether 	Defendants' 	contractual 	obligations 	for 	earning 	acreage
are 	covenants 	or 	conditions; 	and 	(4) 	the 	method 	for 	calculation 	of 	Payout, 	which 	is
the 	event 	that 	triggers 	Plaintiffs' 	reversionary 	back-in 	interest.
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MOTION 	STANDARD
"A 	party 	that 	moves 	for 	traditional 	summary judgment 	must 	demonstrate 	that
there 	is 	no 	genuine 	issue 	of 	material 	fact 	and 	that 	it 	is 	entitled 	to 	judgment 	as 	a
matter 	of law." 	Energen Res. 	Corp. 	v. 	Wallace, 	642 	S.W.3d 	502, 	509 	(Tex. 	2022); 	see
TEX. 	R. 	Civ. 	P. 	166a.The 	court 	takes 	as 	true 	all 	evidence 	favorable 	to 	the
nonmovant, 	indulging 	every 	reasonable 	inference 	and 	resolving 	any 	doubts 	in 	the
nonmovant's 	favor. 	First Sabrepoint 	Cap. 	Mgmt., 	L.P. 	v. 	Farmland 	Partners 	Inc., 	712
§.W.3d 	75, 	84 	(Tex. 	2025). 	In 	cases 	turning 	on 	contract 	interpretation, 	raa 	movant
seeking 	summary 	judgment 	bears 	the 	burden 	to 	conclusively 	establish 	the 	correct
interpretation 	of 	the 	contract 	as 	a 	matter 	of 	law. 	See 	Am. 	Mfrs. 	Mut. 	Ins. 	Co. 	v.
Schaefer, 	124 	8.W.3d 	154, 	157-58 	(Tex. 	2003). 	When 	the 	contract 	is 	unambiguous,
its 	construction 	is 	a 	question 	of 	law 	appropriate 	for 	summary 	judgment, 	but 	if 	the
contract 	is 	ambiguous, 	summary judgment 	is 	improper. 	Cmty. 	Health 	Sys. 	Pro. 	Servs.
Corp. 	v. 	Hansen, 	525 	§.W.3d 	671, 	681 	(Tex. 	2017). 	If 	the 	movant 	meets 	its 	initial
burden, 	the 	burden 	then 	shifts 	to 	the 	nonmovant 	to 	raise 	a 	genuine 	issue 	of material
fact 	precluding 	summary 	judgment. 	See 	Wal-Mart 	Stores, 	Inc. 	v. 	Xerox 	State 	& 	Loc.
Sols., 	Inc., 	663 	8.W.3d 	569, 	584-85 	(Tex. 	2023).
"An 	oil 	and 	gas 	lease 	is 	a 	contract, 	so 	its 	construction 	is 	governed 	by 	"general
principles that 	govern 	. 	. 	. 	construction 	of 	contracts." 	Endeavor 	Energy 	Res., 	L.P. 	v.
Energen 	Res. 	Corp., 	615 	S.W.3d 	144, 	148 	(Tex. 	2020). 	The 	most 	important
consideration 	in 	interpreting 	a 	lease 	is 	the 	agreement's 	plain, 	grammatical 	language.
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Id. 	In 	doing 	so, 	we 	"examine 	the 	entire 	lease 	and 	attempt 	to 	harmonize 	all 	its 	parts,
even 	if different 	parts 	appear 	contradictory 	or 	inconsistent." 	Id. 	A 	court's 	task 	"is 	to
determine, 	objectively, 	what 	an 	ordinary 	person 	using 	those 	words 	under 	the
circumstances 	in 	which 	they 	are 	used 	would 	understand 	them 	to 	mean." 	Id.
ANALYSIS
A. 	The 	Relevant 	Property 	Interests 	under 	Texas 	Law
1. 	Lease 	Owner's 	Fee 	Simple 	Determinable: 	"In 	Texas 	it 	has 	long 	been 	recognized
that 	an 	oil 	and 	gas 	lease 	is 	not 	a 	'lease' 	in 	the 	traditional 	sense 	of 	a 	lease 	of 	the
surface 	of real 	property." 	Nat'! 	Gas 	Pipeline 	Co. 	ofAm. 	v. 	Pool, 	124 	S.W.3d 	188, 	192
(Tex. 	2003). 	"In 	a 	typical 	oil 	or 	gas 	lease, 	the 	lessor 	is 	a 	grantor 	and 	grants 	a 	fee
simple 	determinable 	interest 	to 	the 	lessee, 	who 	is 	actually 	a 	grantee." 	Id.
ce
Consequently, 	the 	lessee/grantee 	acquires 	ownership 	of 	all 	the 	minerals 	in 	place
that 	the 	lessor/grantor 	owned 	and 	purported 	to 	lease, 	subject 	to 	the 	possibility 	of
reverter 	in 	the 	lessor/grantor." 	Id. 	"The 	lessee's/grantee's 	interest 	is 	'determinable'
because 	it 	may 	terminate 	and 	revert 	entirely 	to 	the 	lessor/grantor 	upon 	the
occurrence 	of events 	that 	the 	lease 	specifies 	will 	cause 	termination 	of the 	estate." 	Id.
2. 	Lessor's 	Possibility 	of 	Reverter: 	"A 	possibility 	of 	reverter 	is 	the 	interest 	left 	in 	a
grantor 	after 	the grant 	of 	a 	fee 	simple 	determinable." 	BP 	Am. 	Prod. 	Co. 	v. 	Laddex,
Ltd., 	513 	$.W.3d 	476, 	480 	(Tex. 	2017). 	"The 	possibility 	of 	reverter, 	though 	not
presently 	possessory, 	is 	presently 	vested 	at 	the 	time 	the 	lease 	is 	executed." 	Id.
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3. 	Lease 	Owner's 	Farmout 	Assignment 	to 	Farmee: 	"A 	farmout 	agreement 	is 	an
assignment 	by 	a 	lease 	owner 	of 	all 	or 	a 	portion 	of the 	lease 	to 	another 	operator 	who
desires 	to 	drill 	on 	the 	tract." 	ExxonMobil 	Corp. 	v. 	Valence 	Op. 	Co., 	174 	S.W.3d 	303,
313 	(Tex. 	App. 	Houston 	[1st 	Dist.] 2005, 	pet. 	denied). 	The 	farmout 	may 	be 	in 	the
form 	of 	either 	(1) 	an 	agreement to 	transfer 	or 	(2) 	a 	conditional 	assignment. 	Id. 	"The
difference 	stems 	from 	the 	time 	when 	the 	farmee 	acquires 	an 	interest 	in 	the 	farmed-
out 	property." 	Eland Energy, 	Inc. 	v. 	Rowden 	Oil 	& 	Gas, 	Inc., 	914 	S.W.2d 	179, 182 	n.2
(Tex. 	App. 	San 	Antonio 	1995, 	writ 	denied). 	"In 	an 	agreement 	to 	transfer, 	'the
farmee 	obtains 	its 	rights 	after 	it 	performs 	the 	prerequisite 	conditions' 	set 	out 	in 	the
agreement, 	whereas, 	'in 	a 	conditional 	assignment, 	the 	farmee 	acquires 	its 	interest in
the 	property 	when 	the 	agreement 	is 	made, 	and 	is 	required 	to 	reconvey 	its 	interest
only 	if its 	obligations 	under 	the 	agreement 	are 	not 	performed.' 23
Valence, 	174 	S.W.3d
at 	313 	(quoting 	Eland, 	914 	S.W.2d 	at 182 	n.2).
B. 	Defendants 	possessed 	vested 	interest 	in 	the 	Leases 	upon 	the 	Contracts'
execution.
The 	parties 	disagree 	on 	whether 	and 	when 	the 	Defendants' 	interest 	in 	the
Leases 	vested 	and 	on 	whether 	Defendants' 	alleged 	failure 	to 	properly 	designate 	the
earned 	assets 	would 	automatically 	trigger 	reversion 	of 	the 	Lease 	to 	Plaintiffs.
Defendants 	correctly 	maintain 	that 	their 	interest 	transferred, 	and 	vested,
immediately 	upon 	execution. 	But 	Plaintiffs 	are 	correct 	that 	the 	assignment 	was
conditional, 	subject 	to 	divestment.
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When 	a 	farmout 	agreement 	requires 	compliance 	with 	conditions 	before 	the
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assignment 	occurs, 	the 	farmout 	is 	an 	"agreement 	to 	transfer," 	such 	that 	the 	farmee
obtains 	its 	rights 	after 	performing 	the 	prerequisite 	conditions. 	E.g. 	Valence, 	174
§.W.3d 	at 	313 	(holding 	farmout 	was 	an 	agreement 	to 	transfer where 	contract
required 	"upon 	[farmee's] 	compliance 	with 	all 	conditions 	. 	. 	and 	completion 	of 	a
well 	[that] 	ExxonMobil 	would 	assign" 	its 	interests 	to 	farmee); 	Eland 	Energy, 	Inc.,
914 	S.W.2d 	at 	-182 	n.2 	(holding 	farmout 	was 	an 	agreement to 	transfer 	where 	farmor
"would 	assign" 	acreage 	once 	farmee 	completed 	a 	producing 	well); 	see 	Barrow-
Shaver 	Res. 	Co. 	v. 	Carrizo 	Oil 	& 	Gas, 	Inc., 	590 	S.W.3d 	471, 	479 	(Tex. 	2019)
(explaining 	parties 	characterized 	their 	farmout 	"as 	a 	drill-to-earn 	farmout"). 	A
conditional 	assignment, 	in 	contrast, 	is 	created when the 	contract 	assigns 	the 	interest
to 	the 	farmee 	immediately, 	but 	subject 	to 	later 	divestment. 	See 	Valence, 	174 	S.W.3d
at 	313; 	Eland 	Energy, 	Inc., 	914 	8.W.2d 	at 	182 	n.2.
Here, 	the 	parties 	executed 	a 	conditional 	assignment 	rather 	than 	an 	agreement
to 	transfer. 	The 	parties 	agreed 	that 	[c]ontemporaneously 	herewith, 	each 	of Farmors
has 	executed 	and 	delivered 	to 	Farmee 	a 	partial 	assignment 	. 	. 	[of] 	(i) 	Farmor's
Percentage 	Ownership 	in 	and 	to 	the 	balance 	of the 	Farmout 	Acreage." 	Agreement 	§
7.1. 	The 	Assignment 	accomplishes 	this 	upfront 	conveyance, 	declaring 	that 	each
grantor 	"does 	hereby 	GRANT, BARGAIN, 	SELL, 	CONVEY, 	ASSIGN, 	TRANSFER,
SET 	OVER, 	and 	DELIVER 	.. 	. 	the 	following 	real 	and 	personal 	property," 	which
included 	each 	Plaintiff's 	share 	of 	the 	Leases 	and 	the 	nonexclusive 	right 	to 	use 	and
occupy 	the surface 	and 	certain 	depths 	for 	the 	purposes 	of 	operating 	and 	drilling-
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related 	development. 	Assignment 	at 	20; 	Agreement 	§ 	2. 	The 	assignment 	was
"effective 	as 	of 	7:00 	a.m. 	local 	time" 	on 	a 	date 	certain 	in 	2009. 	Assignment 	at 	24.
And 	the 	Contracts' 	carveout 	for 	"Assets 	earned" 	was 	expressly 	drafted 	as 	an
exception 	to 	Plaintiffs' 	reversionary 	interest -not 	an 	exception 	to 	Defendants' 	lease
assignment. 	Assignment 	at 	23 	(reserving 	Plaintiffs' 	reversionary interest 	to 	all
Assets... 	"except 	for 	those 	Assets 	earned 	by 	Grantee 	. 	. 	.").
Upon 	execution 	of 	the 	Contracts, 	then, 	Plaintiffs 	had 	assigned 	the 	Leases
while 	reserving 	the 	above-described 	reversionary 	interests. 	This 	resulted 	in
Defendants' 	receipt 	of a 	fee 	simple 	determinable. 	See El Dorado 	Land 	Co., 	L.P. 	v. 	City
ofMcKinney, 	395 	S.W.3d 	798, 	801 	(Tex. 	2013) 	("A 	possibility 	of 	reverter 	is 	a 	term
of 	art 	for 	a 	future 	interest 	retained 	by 	a 	grantor 	that 	conveys 	a 	determinable 	fee.")
(internal 	quotations 	omitted). 	Immediately 	upon 	assignment, Defendants 	held 	an
"immediate, 	fixed 	right 	of present 	or 	future 	enjoyment 	of 	the 	interest[s]" 	conveyed.
ConocoPhillips 	Co. 	v. 	Koopmann, 	547 8.W.3d 	858, 	867 	(Tex. 	2018) 	(defining 	vest 	in
context 	of 	common-law 	rule 	against 	perpetuities). 	A 	typical 	reversionary 	interest,
though 	"not 	presently 	possessory, 	is 	presently 	vested 	at 	the 	time 	[an 	oil 	and 	gas]
lease 	is 	executed," 	and 	no 	less 	can 	be 	said 	of 	Defendants' 	presently 	possessory
interest 	in 	the 	Leases. 	See 	Laddex, 	513 	S.W.3d 	at 	480.
Plaintiffs' 	briefing 	emphasizes 	that 	the 	Assignment 	was 	made 	"subject 	to"
specified 	conditions 	and 	to 	their 	reversionary 	interest, 	but 	their 	ownership 	of 	a
possibility 	of 	reverter 	does 	not 	somehow 	divest 	Defendants 	of 	their 	fee 	simple
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determinable. 	Plaintiffs 	cite 	no 	case 	law 	that 	prevented the 	vesting 	of 	Defendants'
title 	upon 	the 	Assignments' 	execution. 	Under 	the 	Contracts' 	plain 	terms,
Defendants 	were 	assigned 	an 	immediate, 	vested 	interest 	in 	their 	fee 	simple
determinable.
C. 	Only 	cessation 	of continuous 	drilling 	operations 	would 	trigger 	reversion.
Defendants 	argue 	that 	under 	the 	Contracts, 	"the 	only 	event 	that 	can 	cause 	a
termination 	and 	reversion 	of undrilled 	acreage 	is 	the 	cessation 	of continuous 	drilling
operations[." 	Mot. 	at 	4. 	Other 	than forfeiture 	for 	failing 	to 	timely 	commence 	or
complete 	a 	well, 	which 	Plaintiffs 	have 	not 	invoked 	in 	this 	suit, 	Defendants 	are
correct. 	Under 	the 	Contracts' 	plain 	terms, reversion 	to 	Plaintiffs 	occurs 	only 	"upon
cessation 	of 	continuous 	drilling 	operations 	by 	Farmee." 	Agreement 	§ 	7.1;
Assignment 	at 	23 	("such 	reversion 	to 	occur 	upon 	the 	cessation 	of continuous 	drilling
operations"). 	The 	Contracts 	identify 	no 	other 	event-including 	an 	alleged 	failure 	to
properly 	designate 	earned 	wells 	or 	acreage 	that 	triggers 	the 	Leases' 	reversion 	to
Plaintiffs. 	Until 	cessation, 	Defendants 	are 	not 	divested 	of 	their 	fee 	simple
determinable 	in 	the 	Leases 	and 	Plaintiffs 	maintain 	their 	nonpossessory 	possibility
of reverter 	in 	any 	assets 	that 	Defendants 	do 	not 	earn.
D. 	Upon 	reversion, Defendants 	retain 	only 	the 	Eamed 	Assets 	which is 	a
special 	limitation, 	not 	a 	forfeiture.
The 	parties 	disagree 	on 	whether 	the 	earned-assets 	requirements 	in 	the
Contracts 	are 	covenants 	or 	conditions, 	with 	Defendants 	urging 	that 	a 	failure 	to
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complete 	what 	Plaintiffs 	describe 	as 	"Earning 	Barriers" 	cannot 	result 	in 	forfeiture
of their 	interests. 	Plaintiffs, 	in 	turn, 	claim 	that 	enforcing 	the 	Earning 	Barriers 	is 	not
a 	forfeiture 	at 	all.
The 	parties' 	Contracts 	contained 	retained-acreage 	clauses, 	which 	can 	"come
in 	many 	different 	shapes, 	sizes, 	and 	forms." 	Endeavor 	Energy 	Res., 	L.P. 	v. 	Discovery
Operating, 	Inc., 	554 	S.W.3d 	586, 	598 	(Tex. 	2018). 	"The 	effect 	of 	a 	particular
retained-acreage 	clause 	depends 	on 	the terms 	the 	parties 	freely 	chose" 	and 	the
"clause 	must 	be 	construed 	on 	its 	own, 	under 	governing 	principles 	of 	contract
interpretation." 	Id. 	"Although 	originally 	drafted 	to 	prevent 	the 	lessee 	from 	losing
those 	portions 	of 	a 	lease 	that 	had 	productive 	wells 	located 	thereon 	if 	the 	rest 	of 	the
lease 	terminated, 	retained-acreage 	clauses 	have 	expanded 	to 	include 	clauses 	that
require 	the release 	of 	all 	acreage 	that, 	at 	the 	end 	of the 	primary 	term, 	is 	not 	within 	a
drilling, 	spacing, 	or 	proration 	unit." 	Id. 	(internal 	quotations 	omitted).
The 	parties 	focus 	on 	the 	distinction 	between 	conditions 	and 	covenants, 	which
"lies 	in 	the 	appropriate 	remedy 	for 	their 	breach." 	Rogers 	v. 	Ricane 	Enters., 	Inc., 	772
S.W.2d 	76, 	79 	(Tex. 	1989). 	Breach 	of 	a 	condition 	results 	in 	automatic 	termination
of 	the 	leasehold 	estate 	upon 	the 	happening 	of 	stipulated 	events, 	id., 	prompting
forfeiture 	of 	the 	interest, 	Endeavor, 	554 	S.W.3d 	at 	606 	n.14. 	Breach 	of 	a 	covenant
does 	not 	automatically 	terminate 	the 	estate; 	it 	instead 	subjects 	the 	breaching 	party
to 	liability 	for 	monetary 	damages 	or, 	in 	extraordinary circumstances, 	the 	remedy 	of
a 	conditional 	decree 	of 	cancellation. 	Rogers, 	772 	S.W.2d 	at 	79. 	A 	special 	limitation,
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though, 	can 	be 	distinguished 	from 	both. 	It 	is 	true 	that 	both 	a 	special 	limitation 	and
a 	condition 	call 	for 	the lease 	to 	terminate. 	See 	Cromwell 	v. 	Anadarko 	E&P 	Onshore,
LLC, 	716 	§.W.3d 	515, 	524 	(Tex. 	2025) 	(internal 	quotations 	omitted) 	("A 	special
limitation 	in 	an 	oil-and-gas 	lease 	is 	a 	term 	that 	provides 	that 	the 	lease 	will
automatically 	terminate 	upon 	the 	happening 	of 	a 	stipulated 	event.") 	Unlike 	a
condition, 	though, 	"a 	special 	limitation 	does 	not 	operate 	to 	cut 	short 	the 	estate 	but
simply 	fixes 	one 	of 	the 	natural 	limits 	of 	the 	estate 	beyond 	which 	the 	estate 	cannot
endure[.]" 	Endeavor, 	554 	S.W.3d 	at 	606 	n.14.
Just 	as 	doubts 	should 	be 	resolved against 	imposing 	a 	condition, 	a 	"retained-
acreage 	provision 	can 	impose 	a 	special 	limitation 	on 	a 	general 	grant 	of 	a 	mineral
interest 	only 	if 	the 	language 	is 	so 	clear, 	precise, 	and 	unequivocal 	that 	we 	can
reasonably 	give 	it 	no 	other 	meaning." 	XOG 	Operating, 	LLC 	v. 	Chesapeake 	Expl. 	Ltd.
P'ship, 	554 	§.W.3d 	607, 	612 	(Tex. 	2018) 	(internal 	quotations 	omitted); 	Endeavor,
554 	§.W.3d 	at 	606; 	see 	Rogers, 	772 	S.W.2d 	at 	79; 	Cromwell, 	716 	S.W.3d 	at 	523-24
(construing 	habendum 	clause 	in 	oil 	and 	gas 	lease 	against 	finding 	a 	special 	limitation,
noting 	that 	doubts 	should 	be 	resolved" 	against 	automatic 	termination). 	But 	when
a 	lease 	specifies 	that 	it 	will 	automatically 	terminate 	except 	as 	to retained 	acreage,
that 	language 	"operate[s] 	as 	special 	limitations 	on 	the 	[lessee's] 	leasehold
interests." 	Endeavor, 	554 	S.W.3d 	at 	606. 	Construing 	a 	retained-acreage 	clause 	to
terminate 	as 	to 	the 	unearned 	acreage 	"does 	not 	result 	in 	forfeiture, 	but 	rather 	a
partial 	termination 	of 	the 	leases 	under 	their 	own 	terms." 	Id.
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In 	Endeavor, 	if 	the 	lessee 	"did 	not 	assign 	the 	undeveloped 	acreage 	to 	a
proration 	unit, 	[its] 	leases 	automatically 	terminated 	as 	to 	those 	lands." 	Id. 	at 	607.
There, 	to 	prevent 	automatic 	termination, 	the 	lessee 	was 	required 	to 	"assign
sufficient 	acreage" 	by 	the 	end 	of 	the 	continuous-development 	period. 	Id. 	at 	600
("lease 	shall 	automatically 	terminate 	as 	to 	all 	lands 	and 	depths 	covered 	herein, 	save
and 	except 	those 	lands 	and 	depths 	located 	within 	a 	governmental 	proration 	unit
assigned 	to 	a 	well 	producing 	oil 	or 	gas 	in 	paying 	quantities 	... 	."); 	id. 	at 	606-07
(holding 	"the 	leases 	required 	Endeavor 	to 	either 	(1) 	continue 	developing 	. 	. 	or 	(2)
by 	the 	end 	of the 	continuous-development 	period, 	assign 	sufficient 	acreage 	")
As 	in 	Endeavor, 	"at 	the 	clause's 	triggering 	event," 	which 	in 	this 	case 	is
cessation 	of 	continuous 	drilling 	operations, 	Defendants' 	interest 	in 	the 	Leases 	will
terminate 	as 	to 	all 	property 	not 	retained 	(or 	"earned") 	according 	to 	the 	parties'
agreement. 	See 	Endeavor, 	554 	§.W.3d 	at 	600-05. 	At 	that 	point, 	reversion 	of 	the
unearned 	property 	interest 	is 	"automatic." 	See 	Agreement 	§ 	7.1. 	Like 	the 	retained-
acreage 	language 	in 	Endeavor, 	the 	Contracts' 	retained-acreage 	terms 	are 	"precisely
the 	type 	of 	clear 	and 	unequivocal 	language 	that 	imposes 	a 	special 	limitation 	on 	a
lease." 	554 	S.W.3d 	at 	606.
Here, 	the 	parties' 	Agreement 	also 	has 	a 	"forfeiture" 	clause, 	along 	with
several 	covenants 	that 	obligate 	Defendants 	to 	act 	without 	altering 	the 	scope 	of
Plaintiffs' 	possibility 	of 	reverter. 	Compare 	Agreement 	§ 	17 	("Default" 	section
providing 	for 	automatic 	forfeiture 	of 	all 	of 	Farmee's 	rights 	under 	this 	Agreement"
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upon 	failure 	to 	timely 	commence 	or 	complete 	well) 	with 	id. 	§§ 	14.3, 	15, 	16
(independently 	requiring 	that 	Farmee 	"shall" 	provide 	monthly 	Payout 	statements,
carry 	insurance, 	and 	comply 	with 	laws 	and 	regulations). 	The 	Contracts 	confirm 	that
the 	parties 	knew how 	to 	draft 	a 	forfeiture 	condition 	for 	the 	Leases, 	so 	"the 	dissimilar
language" 	of 	the 	other 	clauses 	"indicates 	that 	the 	parties 	intended 	the 	latter
paragraphs] 	to 	act 	as 	a 	covenant." 	Rogers, 	772 	S.W.2d 	at 	79 	(holding 	that 	where
provision 	for 	reversion 	of leased 	property 	used 	clear 	conditional 	language, 	a 	separate
provision 	requiring 	performance 	of 	lease 	obligations 	was 	a 	covenant 	that 	could 	not
divest 	assignee 	of title). 	But 	the 	retained-acreage 	clauses 	are 	distinct 	from 	the
Contracts' 	forfeiture 	conditions 	and 	from 	those 	covenants.
Upon 	cessation 	of 	continuous 	drilling 	operations, the 	Leases 	automatically
revert 	to 	Plaintiffs, 	except 	for 	the 	earned 	assets. 	Agreement 	§ 	7.1; 	Assignment 	at 	23.
The 	court 	holds 	that 	the 	earned-asset 	provisions 	operate 	as 	a 	special 	limitation 	as 	to
any 	assets 	Defendants 	fail 	to 	earn 	by 	the 	end 	of 	the 	continuous-drilling-operations
period. 	See Endeavor, 	554 	S.W.3d 	at 	606. 	But 	at 	this 	stage 	the 	parties 	have 	not 	asked
the 	court 	to 	adjudicate 	which 	assets, 	if any, 	Defendants 	earned, 	including: 	(1) 	which
contractual 	requirements 	Defendants 	satisfied 	as 	to 	any 	specific 	earned 	assets; 	(2)
when 	Defendants 	satisfied 	any such 	requirements; 	(3) 	whether 	time 	was 	of 	the
essence 	as 	to 	any 	deficiencies; 	or 	(4) 	whether 	cessation 	of 	continuous 	drilling
operations 	occurred 	before 	those requirements 	were 	satisfied. 	Absent 	development
in 	the 	record 	regarding 	any 	allegedly 	earned 	assets, 	the 	court 	declines 	to 	opine 	as 	to
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which 	specific 	events 	could 	theoretically 	affect 	the 	scope 	of 	the 	Contracts' 	special
limitation 	against 	Defendants' 	interest 	in 	the 	Leases.
E. 	Payout 	triggers 	Plaintiffs' 	reversionary 	back-in 	interest 	based 	on 	each
Earning 	Well, 	not 	based 	on 	any 	well.
When 	assigning 	the 	Leases, 	Plaintiffs 	reserved 	a 	reversionary 	"back-in"
interest 	in 	certain 	of 	the 	Defendants' 	earned 	assets. 	Agreement 	§ 	8.3; 	Assignment
at 	23. 	Plaintiffs 	correctly 	explain 	that 	they 	"earn their 	30% 	reversionary 	interest 	in
the 	identified 	three components 	upon 	Payout 	of 	a 	single 	Earning 	Well: 	'effective 	as
of Payout 	for 	such 	Earning 	Well.'" 	Resp. 	at 	6. 	Those 	three 	components 	of 	Plaintiffs'
back-in 	interest 	are: 	(1) 	the 	Earning 	Well, 	(2) 	the 	Earned 	Acreage 	for 	such 	Earning
Well, 	and 	(3) 	any 	other 	Wells 	drilled 	on 	the 	Earned 	Acreage. 	Id. 	The 	parties 	also
agree 	that 	the 	Agreement 	expressly 	defines 	"Payout" 	in 	Section 	8.4. 	Payout:
shall 	occur 	as 	to 	the 	Initial 	Test 	Well 	and 	any 	other 	Earning 	Well 	at
7:00 	a.m. 	on 	the 	first 	day 	following 	the 	day 	on 	which 	Farmee 	recovers
out 	of 	its 	share 	of 	production 	from such 	Earning 	Well 	(and 	any 	other
well 	located 	on 	the 	lands 	covered 	by 	the 	Earned 	Acreage 	for 	such
Earning 	Well), 	after 	deduction 	of 	all 	royalties 	. 	. 	, 	production 	or
severance 	taxes, 	and 	any 	other 	burden 	or 	tax 	measured 	by 	or 	payable
out 	of production, 	an 	amount 	equal 	to 	the 	sum 	of 	(i) 	the 	aggregate 	costs
and 	expenses 	incurred 	by 	Farmee 	relating 	to 	the 	drilling 	. 	. 	such 	well
or 	wells 	to 	first 	sales, 	. 	, 	(ii) 	any 	gathering 	or 	processing 	costs...
and 	(iii) 	any 	other 	costs attributable 	to 	the 	interest 	of Farmee 	related 	to
the 	operation 	of 	such 	well(s) 	during 	such 	payout 	period.
Agreement 	§ 	8.4.
Plaintiffs 	argue 	that 	Payout 	is 	"well 	by 	well"-that 	Payout 	would 	first 	occur
as 	to 	an 	Earning 	Well 	and 	then 	could 	later 	occur 	as 	to 	a 	nearby non-earning 	well 	on
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the 	same 	Earned 	Acreage. 	Their 	interpretation 	defies 	the 	Contracts' 	plain 	terms,
which 	repeatedly 	state 	that 	Payout 	occurs 	as 	to 	an 	"Earning 	Well." 	Agreement 	§ 	8.3
(reversionary 	back-in 	is 	effective 	"as 	of 	Payout 	for 	such 	Earning 	Well"); 	id. 	§ 	8.4
(Payout 	shall 	occur 	as 	to 	the 	Initial 	Test 	Well 	"and 	any 	other 	Earning 	Well");
Assignment 	at 	23 	(specifying 	the 	30% 	interest 	is "effective 	as 	of 	Payout 	for 	such
Earning 	Well"). 	And 	an 	Earning 	Well 	is 	expressly 	distinguished 	from 	other
lowercase 	"wells" 	on 	the 	Earning 	Well's 	acreage. 	Any 	well 	"shall 	be 	declared 	an
'Earning 	Well' 	at 	such 	time 	as 	said 	well 	has 	been 	drilled 	to 	the" 	specified 	depth.
Agreement 	§ 	5. 	Upon 	drilling 	of 	an 	Earning 	Well, 	Defendants 	may 	earn 	"Earned
Acreage 	as 	to 	each 	Earning 	Well." 	Id. 	§ 	1. 	But 	"a 	well 	drilled 	on 	acreage 	that 	has
already 	been 	earned 	shall 	not 	be an 	Earning 	Well." 	Id. 	§ 	5 	(emphasis 	added). 	Any
later-drilled 	well 	on 	Earned 	Acreage 	is 	not 	an 	Earning 	Well 	and 	cannot 	trigger
Payout 	under 	the 	Contracts.
Plaintiffs 	point 	to 	the 	Agreement's 	recitals, 	which 	use 	the 	term 	"well 	by
well." 	Agreement 	at 	A. 	But 	a 	contract's 	recitals 	do 	not 	control 	the 	operative 	clauses
of 	a 	contract unless 	those 	clauses 	are 	ambiguous. 	Kartsotis 	v. 	Bloch, 	503 	S.W.3d
506, 	518 	(Tex. 	App. 	Dallas 	2016, 	pet. 	denied); 	Savering 	v. 	City 	ofMansfield, 	505
§.W.3d 	33, 	42 	n.5 	(Tex. 	App.-Fort 	Worth 	2016, 	pet. 	denied). 	Regardless, 	the 	recital
cited 	by 	Plaintiffs 	is 	one 	that 	describes 	amendments 	to 	a 	previous 	farmout
agreement, 	altering 	a 	prior 	reversionary 	back-in 	interest 	from 	a 	"project 	payout" 	to
a 	"well 	by 	well 	payout. 	Agreement 	at 	A. 	The 	recital 	does 	not 	seek 	to 	define 	the
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method 	or 	scope 	for 	defining 	how 	payout 	for 	a 	"Earning 	Well 	by Earning 	Well"
calculation 	should 	occur. 	Sections 	8.3 	and 	8.4 	of the 	Agreement 	serve 	that 	purpose,
and 	they 	define 	the 	method 	and 	scope 	unambiguously. 	The 	court's analysis 	must
hinge 	on 	the 	defined 	term 	Payout," 	as 	that 	process 	is 	detailed 	in 	the 	contract, 	rather
than 	on 	an 	undefined, 	shorthand 	phrase 	referenced 	in 	a 	recital.
The 	Contracts' 	Payout 	structure 	confirms 	that 	a 	nonearning 	well 	cannot
trigger 	Payout, 	given 	the 	three 	components 	Plaintiffs 	gain 	from 	each 	Payout. 	If
Plaintiffs 	were 	to 	receive 	a 	30% 	interest 	in 	(i) 	the 	Earning 	Well, 	(ii) 	Earning 	Acreage
for 	the 	Earning 	Well, 	and 	(iii) 	any 	other 	wells 	on 	that 	Acreage every 	time 	any
"Earning 	Well" 	and 	again 	every 	time 	"any 	other 	well" 	reaches 	a 	payout, 	Plaintiffs
would 	accumulate 	30% 	of 	the 	same 	wells 	and 	acreage 	multiple 	times 	over. 	Instead,
Payout 	can 	expressly 	occur 	only 	as 	to 	each 	Earning 	Well, 	which 	then 	grants 	Plaintiffs
their 	30% 	interest 	in 	all 	three 	components 	relating 	to 	that 	Earning 	Well 	and 	that
back-in 	interest 	will 	only 	revert 	to 	Plaintiffs 	a 	single 	time 	as 	to 	each 	Earning Well.
Because 	Payout 	must 	be 	calculated 	on 	an 	"Earning 	Well 	by Earning 	Well" 	basis,
Payout 	occurs 	at 	7:00 	a.m. 	following 	the 	day 	Defendants 	recover 	their 	contractually
specified 	costs 	relating 	to 	the 	Earning 	Well 	and 	its 	corresponding 	Earned 	Acreage-
including 	those 	costs 	as 	to 	other 	nonearning wells 	on 	the 	Earned 	Acreage 	precisely
as 	the 	Agreement's 	Section 	8.4 	says. 	That 	clause's 	reference 	to 	the 	aggregate 	costs
of the 	singular 	"well" 	or 	plural 	"wells" 	confirms 	what 	the 	remaining 	text 	describes:
costs 	are 	cumulative 	between 	all 	wells, 	while 	Payout 	will 	be 	a 	singular 	event 	as 	to
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only 	"the 	Earning 	Well."
F. 	The 	contractual 	terms 	are 	conclusive 	without 	resort 	to 	extrinsic 	evidence.
Defendants 	move 	to 	strike 	Plaintiffs' 	evidence 	that 	is 	extrinsic 	to 	the
Contracts.
"Unambiguous 	contracts 	must 	be 	enforced 	as 	written 	without 	considering
extrinsic 	evidence 	bearing 	on 	the 	parties' 	subjective 	intent." 	Devon 	Energy 	Prod.
Co., 	L.P. 	v. 	Sheppard, 	668 	S.W.3d 	332, 	343 	(Tex. 	2023). 	However, 	"when
contractual 	text 	alone 	is 	inconclusive, 	courts 	may 	consider 	the 	facts 	and
circumstances 	surrounding 	the 	contract, 	including 	the 	commercial 	or 	other 	setting
in 	which 	the 	contract 	was 	negotiated 	and 	other 	objectively 	determinable 	factors 	that
give 	context 	to 	the 	parties' 	transaction." Endeavor 	Energy 	Res., 	L.P. 	v. 	Energen 	Res.
Corp., 	615 	S.W.3d 	144, 	148 	(Tex. 	2020) 	(internal 	brackets 	and 	quotations 	omitted).
While Plaintiffs' 	arguments 	largely 	focus 	on 	overcoming 	hearsay 	objections,
the 	deficiency 	in 	their 	exhibits 	is 	more 	fundamental. 	Plaintiffs 	urge 	the 	court 	to
consider 	how 	the 	Defendants 	interpreted 	and 	performed 	on 	the 	Contracts, 	and 	they
concede 	their 	evidence 	reveals 	"the 	parties' 	course 	of performance 	after 	execution."
Of 	course, 	"courts 	can't 	consider 	course-of-performance 	evidence 	to 	interpret 	an
unambiguous 	contract." 	Equinor 	Energy 	LP 	v. 	Lindale 	Pipeline, 	LLC, 	No. 	24-0425,
2026 	WL 	705761, 	at 	*4 	(Tex. 	Mar. 	13, 	2026).
Plaintiffs 	themselves 	describe 	their 	exhibits 	as 	"[p]Jost-execution 	evidence"
which 	could 	not 	possibly 	supply 	"context" 	for 	past circumstances 	that 	would 	have
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q35
existed 	during 	a 	2009 	transaction. 	Further, 	"[b]ecause 	objective 	intent 	controls 	the
inquiry, 	only 	circumstantial 	evidence 	that 	is 	objective 	in 	nature 	may 	be 	consulted."
URL, 	Inc. 	v. 	Kleberg 	Cnty., 	543 	S.W.3d 	755, 	768 	(Tex. 	2018). 	Witnesses' 	statements
attempting 	to 	interpret 	the 	meaning 	of a 	contract 	are 	not 	objectively 	determinable"
circumstances 	surrounding 	the 	contract's 	execution. 	Even 	ifthe 	witness 	is 	proven 	to
have 	been 	an 	original party 	to 	the 	contract, 	an 	opinion 	as 	to 	the 	contract's 	meaning
is 	nothing 	more 	than 	subjective 	evidence 	that 	Texas 	courts 	are 	prohibited 	from
considering 	in 	this 	context. 	See 	id.; 	Devon 	Energy, 	668 	S.W.3d 	at 	343.
All 	parties 	agree 	their 	contractual 	text 	is 	unambiguous. 	As 	to 	the 	discrete
issues 	before 	the 	court 	at 	this 	stage 	of 	partial 	summary 	judgment, 	the 	court
concludes 	that 	the 	Contracts' 	terms 	are 	conclusive 	and 	unambiguous, 	such 	that 	it
need 	not resort 	to 	extrinsic 	evidence 	to 	construe 	them. 	By 	separate 	order, 	the 	court
sustains 	Defendants' 	objections 	to 	Exhibits 	D 	through 	K 	of Plaintiffs' 	response.
As 	described 	above, 	the 	court 	does 	not 	reach 	the issue 	of whether 	any 	specific
alleged 	acts 	or 	omissions 	by 	Defendants 	were 	within 	the 	scope 	of 	the 	special
limitation 	on 	the 	Leases. 	The 	court 	overrules 	Defendants' 	objections 	to 	paragraphs
8-10 	of 	Steven 	Howard's 	declaration, 	which 	were 	submitted 	in 	an 	attempt 	to 	raise
fact 	issues 	as 	to 	Defendants' satisfaction 	of their 	contractual 	obligations 	in 	properly
declaring their 	earned 	assets, 	rather 	than 	to 	provide 	extrinsic 	evidence 	to 	alter 	the
court's 	contractual 	construction.
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CONCLUSION AND 	ORDER
Having 	considered 	Defendants' 	Motion 	for 	Partial 	Summary 	Judgment 	and
all 	arguments 	of 	counsel, 	the 	Court 	partially 	GRANTS 	the 	Motion 	as 	follows 	and
holds 	that 	the 	parties' 	Contracts 	are 	unambiguous 	with 	respect 	to 	the 	issues
adjudicated 	in 	this 	Order, 	holding 	as 	a 	matter 	of law 	that:
(1) 	the 	Contracts 	conveyed to 	Defendants 	a 	vested 	fee 	simple 	determinable 	in
the 	Leases 	as 	described 	in 	this 	Opinion;
(2) 	no 	partial 	termination 	or 	corresponding 	reversion 	of 	Defendants' 	interest
can 	occur 	until 	cessation 	of continuous 	drilling 	operations 	by 	Defendants;
(3) the 	Contracts' 	earned-acreage 	provisions 	operate 	as 	special 	limitations 	on
Defendants' 	property 	interest; 	and
(4) 	Plaintiffs' 	30% 	reversionary 	back-in 	interest is 	triggered 	at 	Payout, 	which
occurs 	upon 	and 	is 	calculated 	based 	on 	cost 	recovery 	for 	each 	Earning 	Well
under 	the 	process 	described 	in 	the 	Agreement, 	which 	aggregates 	all
specified 	costs 	on 	the 	corresponding 	Earned 	Acreage; 	Payout 	cannot 	occur
independently 	as 	to 	a 	nonearning 	well.
In 	any 	remaining 	respect 	other 	than 	as 	expressly 	granted 	in 	this 	Order,
Defendants' 	Motion 	is 	DENIED.
SO 	ORDERED.
RS 	SHARP
bag 	kegSTACY 	RGGE:
Judge 	of the 	Texas 	Business 	Court,
Fourth 	Division
SIGNED 	ON: 	March 	27, 	2026
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