Vinson Minerals, Ltd. v. XTO Energy, Inc.

TERRIE LIVINGSTON, Chief Justice,

concurring.

I respectfully concur with the majority opinion and write separately only to make some distinctions regarding the rule 408 admissibility question raised by the Vin-sons’ May 12, 2006 “demand” letter and the sufficiency of their “election of forfeiture.” See Tex.R. Evid. 408.

Texas Rule of Evidence 408 mandates exclusion of evidence of settlement offers unless offered for some reason other than to establish liability. Id. Additionally, the burden is on the objecting party to show that the evidence was not offered for some other reason or purpose allowed by rule 408. See In re Univar USA, Inc., 311 S.W.3d 175, 182 (Tex.App.-Beaumont 2010, orig. proceeding). And courts have recognized the admission of some portions of settlement agreements if relevant for proof of some other element than liability. Id.

Because the letter was written in response to XTO’s request to provide such a “settlement demand,” the Vinson demand letter must be read in context with that preceding request. Basically, XTO asks, “What will it take to settle all the various other/remaining claims [other than the accounting/royalty issues] asserted in the Vinsons’ latest pleading?” In other words, XTO’s letter implies that it believes they have basically resolved the accounting/royalty issues. And apparently, the May 12, 2006 Vinson letter acknowledges this: “[T]his issue should be resolved.” However, that belief is clearly contingent upon XTO’s performance in accordance with the representations it had made to the Vinsons regarding the accounting/royalty issues. Furthermore, the Vinsons follow this statement with a clear demand for “all undisputed payments due under the Wise County leases.” As the Vinsons point out, XTO admits that it has calculated and is ready to pay undisputed amounts, amounts that necessarily can only be fully determined by XTO. Thus, I believe that this *361portion of the May 12, 2006 letter is a demand for payment of undisputed amounts, not evidence of a settlement offer, and that the trial court abused its discretion in excluding this portion of the Vinsons’ response under rule 408. This portion of the letter was admissible because it was offered for “another purpose than validity of the claim.” Tex.R. Evid. 408.

As to the forfeiture issue, we are to construe oil and gas leases disfavoring forfeiture. See Coastal Oil & Gas Corp. v. Roberts, 28 S.W.3d 759, 763 (Tex.App.-Corpus Christi 2000, pet. dism’d by agr.). If a lease states how to give notice of demand or forfeiture, such notice must comport with the lease. Id. at 764.

Here, the remaining question is whether this portion of the letter is a sufficient demand and whether it made clear that failure to perform within a certain time would result in the Vinsons exercising their forfeiture rights. I would agree with the majority as to the insufficiency of the forfeiture. The accounting/royalty demand portion gave no notice of a time limit within which to perform, which the lease states can be no less than sixty days with prior written notice. Furthermore, and more importantly, the last paragraph of the letter, which would have also had to have been admitted, includes the value of the entire “case” and is an offer to settle “all claims.” Again, there is no notice or mention of the possibility of forfeiture. And as XTO points out, the last paragraph refutes the claim of forfeiture because the Vinsons offered to settle all aspects of the case for a sum certain. Thus, I believe, and would conclude, that the letter, although admissible in part, provided insufficient notice of what performance was required and when and insufficient notice that the failure to timely perform would result in the exercise of the election to forfeit the leases.

Because my analysis would result in the same affirmance of the trial court’s granting of XTO’s motion for summary judgment, I join in the judgment of the court and concur only to set forth these distinctions.