Robert v. Buck and Queen Isabella Development Joint Venture v. G. J. Palmer, Jr., 381 S.W.3d 525

The Queen Isabella Development Joint Venture was created by Buck, Palmer, and 1629 Service to build a marina and yacht club in Port Isabel, Texas, with Buck and Palmer each owning 20% and 1629 owning 60%.
After a settlement reduced the venture’s debt to $600,000 and transferred 1629’s interest to Palmer, giving him an 80% stake; the property value later was estimated at about $4 million.
In 1997, Palmer sued Buck for breach of an oral agreement, Buck denied the contract’s existence, and Buck sought a declaration of his ownership and the venture’s current value.
Palmer moved for summary judgment on dissolution and limitations, arguing Buck’s 1995 statements to dissolve showed no interest in remaining in the venture; Buck countered that he never intended to relinquish his interest and that evidence showed otherwise.
The trial court denied Buck’s motions; the court of appeals affirmed, holding Buck’s 1995 communications conclusively evidenced dissolution; the Texas Supreme Court reversed and remanded to consider genuine issues of material fact and the limited issues of disqualification and limitations.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether a partner’s express intent to dissolve automatically dissolves the partnership	Buck contends the 1995 letter evidences dissolution	Palmer argues dissolution occurred automatically upon Buck’s intent	Not automatic; genuine fact issue on Buck’s dissolution intent
Whether Buck waived the right to disqualify Palmer’s attorney	Buck sought disqualification on conflict grounds	Delay in moving to disqualify amounts to waiver	Waiver established by Buck’s unexplained seven-month delay; appellate on the disqualification ruling affirmed
Whether the case should be remanded for limitations and discovery issues	Buck requested consideration of limitations and discovery	Court should resolve limits and discovery on remand	Remand to address statute of limitations and Buck’s discovery motions

Woodruff v. Bryant, 558 S.W.2d 535 (Tex. Civ. App.—Corpus Christi 1977) (dissolution evidence; express desire to cease involvement considered but not dispositive)
Thomas v. American National Bank, 704 S.W.2d 321 (Tex. 1986) (single conversation as evidence of dissolution; jury issues possible)
Vaughan v. Walther, 875 S.W.2d 690 (Tex. 1994) (delay in motions can constitute waiver of disqualification)