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NON-PRECEDENTIAL DECISION - SEE SUPERIOR COURT I.O.P. 65.37
MELVIN ROHE, JR., JOYCE A. ROHE, : IN THE SUPERIOR COURT OF
SUSAN SWINGLE AND REBEKAH J. : PENNSYLVANIA
HALBFOERSTER, :
:
Appellees :
:
v. :
:
D. REESE MEEHAN, TRUSTEE, JOHN :
MEEHAN, ANN MEEHAN, KERRY MEEHAN, :
ESTATE OF BARBARA J. MEEHAN AND :
ALL UNKNOWN PERSONS CLAIMING BY :
THROUGH OR UNDER D. REESE :
MEEHAN, TRUSTEE :
:
:
APPEAL OF: ESTATE OF :
BARBARA J. MEEHAN : No. 344 MDA 2016
Appeal from the Order Entered January 25, 2016
In the Court of Common Pleas of Sullivan County
Civil Division at No.: 2014-CV-00084
BEFORE: STABILE, J., DUBOW, J., and PLATT, J.*
MEMORANDUM BY DUBOW, J.: FILED NOVEMBER 21, 2016
Appellant, the Estate of Barbara J. Meehan, appeals from the January
25, 2016 Order entered in the Sullivan County Court of Common Pleas
declaring that a disputed Assignment was unambiguous and did not grant a
perpetual one-half royalty interest in oil and gas leases concerning 62 acres
*
Retired Senior Judge Assigned to the Superior Court.
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located in Forks Township, Pennsylvania. We affirm on the basis of the trial
court’s January 25, 2016 Opinion.
On October 31, 1949, the Rohes1 executed an Oil and Gas Lease with
H.R. Hirzel (“Hirzel”) for a primary term of 10 years regarding 62 acres of
land located in Forks Township, Pennsylvania. On February 1, 1954, the
Rohes executed an Assignment to “D. Reese Meehan, Trustee” (“Meehan”)
for a one-half interest regarding the same 62 acres. The Assignment stated
as follows:
ASSIGNMENT
LAWRENCE ROHE ET AL
TO
D. REESE MEEHAN, TRUSTEE
INTEREST IN OIL & GAS LEASE
ASSIGNMENT.
KNOW ALL MEN BY THESE PRESENTS, That we, Lawrence
Rohe Alverta Rohe; Elizabeth S. Rohe and Melvin Rohe; Donald
Rohe, parties of the first and ASSIGNORS in consideration of
THREE HUNDRED TEN ($310.00) DOLLARS, in hand paid by D.
Reese Meehan, Trustee, the receipt whereof is hereby
acknowledged, do hereby transfer, assign and set over unto D.
Reese Meehan, Trustee an undivided one-half interest in certain
Oil and Gas Lease or Leases made by me with “H.” R. Hirzel, and
recorded in Sullivan County, Penna. in Deed Book Vol. 62 page
247 Said land being in the Township of Forks County of Sullivan
and State of Pennsylvania, bounded and adjoined as follows:
Covering 62 acres of land more or less.
1
Lawrence Rohe, Alverta Crouse Rohe, Melvin E. Rohe, Betty Sherman, and
Donald R. Rohe, referred to collectively as “the Rohes.”
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This Assignment being subject to any former leases given
by me for the same property, with the following exception:
That in the event, such lease should be terminated by
Lessee before the expiration of the full term, which is sometimes
known as the “Primary Term”, this assignment shall remain in
full force and effect. The consideration herein mentioned being
in full for all rentals due against this portion of said lease for the
full term as set forth in the original lease. Notwithstanding, that
the original Lessee or Lessees may terminate their lease before
the term has expired, this portion so assigned shall by the full
consideration set forth therein, remain in full force and effect for
the remaining time of said term.
It is further understood and agreed that if this property
should be re-leased by the Lessor, Lessee or Assignee of this
lease, or any other person or persons, then this assignment shall
run with the new lease without any farther remuneration.
This Assignment to be binding upon the heirs, executors,
administrators and assigns of both parties hereto.
WITNESS our hands and seals this first day of February
1954.
Lawrence Rohe
Alverta Rohe
Donald R. Rohe
Melvin E. Rohe
Elizabeth S. Rohe
Assignment, 2/1/54, R.R. at 42a.
On April 14, 1950, The California Company obtained Hirzel’s rights
under the 1949 Oil and Gas Lease pursuant to an Assignment. On
September 29, 1955, The California Company “cancel[led], release[d],
quitclaim[ed], relinquish[ed,] and surrender[ed]” its rights under several
leases, including the 1949 Oil and Gas Lease between Hirzel and the Rohes.
Surrender of Leases, dated 9/29/55, at 1.
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Subsequently, the Rohes and Appellees executed several2 Oil and Gas
Leases for the same 62 acres, including with Chesapeake Appalachia, LLC
(“Chesapeake”). Chesapeake began withholding one-half of the Rohes’
royalty payment pursuant to the 1954 Assignment to Meehan, amounting to
$13,126.14 as of May 21, 2015.
On December 5, 2014, Appellees filed the instant quiet
title/declaratory judgment action seeking a ruling that the 1954 Assignment
to Meehan did not constitute a permanent conveyance of the one-half
interest in royalty payments under all leases related to the 62 acres.
Rather, Appellees argued that Meehan’s Assignment rights ended with The
California Company’s surrender of rights in 1950 because the Assignment
included limiting language regarding the duration and the scope of
subsequent leases.
Appellant, through Answers, New Matters, and Counterclaims, asserted
that the language included in the Assignment conveyed a permanent one-
half interest in the royalty payments under any subsequent lease in
perpetuity.
After submitting the case on briefs by agreement of all parties, the
trial court issued an Opinion on January 25, 2016. The trial court concluded
that the unambiguous language of the 1954 Assignment “clearly did not
2
We need not describe the entire title history and each conveyance of the
62 acres, and parcels thereof, as those facts are not relevant to the issue
before us.
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intend for a perpetual grant of a one-half royalty interest.” Trial Court
Opinion, 1/25/16, at 5.
On February 24, 2016, Appellant filed a timely Notice of Appeal. 3 Both
Appellant and the trial court complied with Pa.R.A.P. 1925.
Appellant presents the following issue for our review:
The trial court erred in finding that the language of the 1954
Meehan Assignment is unambiguous and does not apply to any
and all future oil and gas leases.
Appellant’s Brief at 3.
“Our standard of review in a declaratory judgment action is limited to
determining whether the trial court clearly abused its discretion or
committed an error of law.” Peters v. Nat’l Interstate Ins. Co., 108 A.3d
38, 42 (Pa. Super. 2014). “We may not substitute our judgment for that of
the trial court if the court’s determination is supported by the evidence.” Id.
We will ordinarily construe an assignment in accordance with the rules
of construction governing contracts. Employers Ins. of Wausau v. Dep’t
of Transp., 865 A.2d 825, 831 (Pa. 2005). Under the law of assignment,
the assignee succeeds to no greater rights than those possessed by the
assignor. Id. at 830.
The interpretation of any contract is a question of law and this
Court’s scope of review is plenary. Moreover, we need not defer
to the conclusions of the trial court and are free to draw our own
inferences. In interpreting a contract, the ultimate goal is to
3
Ann Meehan also timely appealed. Her appeal is docketed at 353 MDA
2016.
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ascertain and give effect to the intent of the parties as
reasonably manifested by the language of their written
agreement. … This Court must construe the contract only as
written and may not modify the plain meaning under the guise of
interpretation.
Southwestern Energy Prod. Co. v. Forest Resources, LLC, 83 A.3d 177,
187 (Pa. Super. 2013) (citation omitted). “When construing agreements
involving clear and unambiguous terms, this Court need only examine the
writing itself to give effect to the parties’ understanding.” Id.
Appellant avers that: (1) “The trial court improperly considered and
gave weight to the language of the title block of the recorded Assignment[,]”
Appellant’s Brief at 11; (2) “The trial court failed to give effect to the
construction of the 1954 Meehan Assignment and the clauses contained
therein[,]” Appellant’s Brief at 12-16; and (3) “The trial court failed to
consider that if more than one reasonable interpretation of the 1954 Meehan
Assignment exists, it is necessary for a finder of fact to consider relevant
extrinsic evidence[.]” Appellant’s Brief at 17-18.
Appellant’s arguments fail to consider the complete clause as whole.
Rather, Appellant takes certain words and phrases out of context. The trial
court’s Opinion properly considered all of the language of the assignment
provision.
We conclude that the trial court’s determination is supported by the
evidence and that the trial court did not abuse its discretion or commit an
error of law. We affirm on the basis of the trial court’s Opinion. See Trial
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Court Opinion at 4-5 (concluding: (1) the assignment “is clear that the
transfer is limited to lease or leases made by the grantors with H.R. Hirzel
and the language is clear that it is a transfer, rather than a grant of
interest[;]” (2) the language referencing the full or primary term “represents
the parties’ intention that the Assignment was to be associated directly with
the ‘Primary Term’ of the existing H.R. Hirzel lease[;] and (3) the provision
regarding new leases was “intended to apply should the Grantees exercise
their right to enter into another lease during the ‘Primary Term’ of the H.R.
Hirzel lease and to apply in a situation in which the ‘Lessor, Lesse[e] or
Assignee of this lease’ enter into subsequent assignment pertaining to the
remaining interests in the H.R. Hirzel lease.”).4
The parties are instructed to attach a copy of the trial court’s January
25, 2016 Opinion to all future filings.
Order affirmed.
4
Insofar as Appellant argues that “the parties should be given an
opportunity to present extrinsic evidence to demonstrate the intent of the
language used[,]” Appellant’s Brief at 17, we agree with the trial court’s
conclusion that the assignment is unambiguous and such extrinsic evidence
is not permitted. See Wert v. Manorcare of Carlisle PA, LLC, 124 A.3d
1248, 1259 (Pa. 2015) (holding “[p]arol evidence is only admissible to
resolve ambiguities, though ambiguities may be latent and created by
extrinsic or collateral circumstances. An ambiguity is present if the contract
may reasonably be construed in more than one way.” (citation omitted)).
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Judgment Entered.
Joseph D. Seletyn, Esq.
Prothonotary
Date: 11/21/2016
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Circulated 10/31/2016 02:14 PM