Summit Industrial Construction LLC v. Utica East Ohio Midstream, LLC.
01-15-00300-CV
| Tex. App. | Aug 3, 2015Background
- Project in Ohio where Summit performed under contract with UEOM; dispute concerns forum and damages for delays during construction.
- Ohio Revised Code §4113.62(D)(2) governs construction disputes in Ohio; Texas public policy aligns with forum in the project’s location.
- UEOM filed a Texas declaratory judgment action and sought an anti-suit injunction to halt Summit’s Ohio action; Summit appeals.
- Change Order No. 5 paid delay damages and extended the schedule; Summit asserts direct damages outside the Article 17.j. waiver, not merely consequential damages.
- Summit’s principal place of business is Alpharetta, Georgia; Summit’s Texas office is a satellite; project work occurred in Ohio; no forum-selection clause exists in the Contract but Ohio law is incorporated by operation of law.
- The Court should apply Ohio law and Ohio forum for the dispute, and dissolve the Texas injunction that seeks to override that framework.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Forum forum-selection breach | Summit argues UEOM violated the contract’s implied forum by seeking Texas relief | UEOM contends no Texas forum is mandated by contract; Texas forum safeguards are valid | In favor of Summit; injunction dissolved; UEOM breached implied forum/Ohio forum preferred |
| Public policy and comity | Summit asserts Texas public policy supports contract enforcement and adherence to Ohio forum | UEOM argues Texas public policy should prevail to enforce contract as written | Texas forum injunction contrary to comity; Ohio forum should govern |
| Irreparable harm and likelihood of success | No irreparable harm shown if Ohio forum applies; damages and claims proceed there | Anti-suit injunction necessary to prevent irreparable harm from Ohio-law litigation | Injunction abused; insufficient showing of irreparable injury |
| Chapter 271 and cross-state law | Ohio law should be considered; Chapter 271 allows other states’ laws when appropriate | Chapter 271 precludes considering other states’ laws | Chapter 271 does not prohibit considering sister-state law; Ohio law applicable |
Key Cases Cited
- Golden Rule Ins. Co. v. Harper, 925 S.W.2d 649 (Tex. 1996) (comity and public policy limit anti-suit injunctions)
- Rouse v. Tex. Capital Bank, N.A., 394 S.W.3d 1 (Tex. App.—Dallas 2011) (comity; parallel proceedings; forum-selection implications)
- Triton Energy Ltd. v. American Int’l Specialty Lines Ins. Co., 52 S.W.3d 337 (Tex. App.—Dallas 2001) (forum-selection clause and second-filed action issues)
- Gannon v. Payne, 706 S.W.2d 304 (Tex. 1986) (threat to jurisdiction in anti-suit injunction context)
- Abor v. Black, 695 S.W.2d 564 (Tex. 1985) (dismissal of declaratory judgment when suit deprives real plaintiff of choice of forum)