Fire Protection Service, Incorporated v. Survitec Survival Products, Incorporated, 649 S.W.3d 197

In the 1990s Fire Protection Service, Inc. (FPS) became an authorized dealer and servicer of Survitec Survival Products, Inc.’s life rafts under an oral, at‑will dealer agreement permitting either party to terminate at any time for any reason.
The Texas Legislature enacted the Fair Practices of Equipment Manufacturers, Distributors, Wholesalers, and Dealers Act (Chapter 57) in 2011, which, among other things, prohibits suppliers from terminating dealer agreements without "good cause." The Act took effect September 1, 2011 and applies to preexisting continuing dealer agreements.
Nearly six years after the Act became effective, Survitec terminated the relationship without providing a reason. FPS sued under the Act alleging wrongful termination and seeking damages and fees.
At trial Survitec moved for judgment on partial findings arguing that applying the Act to the parties’ preexisting at‑will agreement violated the Texas Constitution’s ban on retroactive laws; the district court agreed and entered judgment for Survitec.
FPS appealed and the Fifth Circuit certified the question to the Texas Supreme Court: whether application of the Act to the parties’ agreement violates article I, section 16’s prohibition on retroactive laws.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether applying the 2011 Fair Practices Act to a preexisting, continuing at‑will dealer agreement violates the Texas Constitution's prohibition on retroactive laws	FPS: Application is constitutional because Survitec had no reasonable, settled expectation of perpetual at‑will status and had notice/grace period to avoid the Act’s effects	Survitec: The Act retroactively eliminated its contractual right to terminate at will and it lacked adequate notice to protect that right	Court: No. Application is not unconstitutionally retroactive — Survitec had no settled expectation of perpetual at‑will status and had a constitutionally adequate grace period to order its affairs or recontract
Whether Survitec should have litigated under the contracts clause (impairment of contracts) instead of the retroactivity clause	FPS: Survitec forfeited by relying on retroactivity clause; the contracts clause was the proper vehicle	Survitec: Retroactivity clause challenge is proper; clauses overlap	Court: Did not decide; resolved certified question under retroactivity clause and expressed no opinion on contracts‑clause implications

Landgraf v. USI Film Prods., 511 U.S. 244 (1994) (presumption against retroactive legislation; assess legal effect under law in force when conduct occurred)
Kaiser Aluminum & Chemical Corp. v. Bonjorno, 494 U.S. 827 (1990) (principle that conduct is ordinarily assessed under the law when it occurred)
Robinson v. Crown Cork & Seal Co., 335 S.W.3d 126 (Tex. 2010) (framework for Texas retroactivity analysis emphasizing settled expectations and public interest)
In re A.V., 113 S.W.3d 355 (Tex. 2003) (statute not retroactive where it did not upset reasonable settled expectations)
City of Tyler v. Likes, 962 S.W.2d 489 (Tex. 1997) (use of grace period between enactment and effective date in retroactivity analysis)
Union Carbide Corp. v. Synatzske, 438 S.W.3d 39 (Tex. 2014) (post‑enactment grace period allows suits under prior law and weighs against retroactivity)
Halbert v. San Saba Springs Land & Live‑Stock Ass'n, 34 S.W. 639 (Tex. 1896) (constitutional purpose of delayed effective dates: notice and opportunity to adjust affairs)
Hathaway v. General Mills, Inc., 711 S.W.2d 227 (Tex. 1986) (continued performance after notice constitutes acceptance of changed contract terms)
Missouri, K. & T. Ry. Co. of Texas v. State, 100 S.W. 766 (Tex. 1907) (short compliance window for penal statute raised due‑process concerns; distinguished from retroactivity notice issues)