Terra Land Services, Inc. v. McIntyre, 572 S.W.3d 424

Terra Land Services (owned by Samantha Smith and formerly Jim Tom Bell) and McVesting (Jerry McIntyre) formed a partnership to hold mineral interests; dispute arose over ownership and control leading to litigation beginning in 2012.
Discovery and special-master proceedings revealed unresolved accounting issues, uncertain membership/operating agreement, and disputed cash/assets (~$337,225.55) to be divided.
In October–November 2017, counsel for the parties exchanged rapid emails, texts, and drafts; defense counsel (Leigh) and Terra’s counsel (Scholl) communicated an agreed buyout of $215,000 and a mutual release, and told the court the case was settled.
Smith and Bell (Terra principals) repeatedly told their counsel they would not sign a settlement without updated financial statements and never signed any general outline or settlement agreement.
McVesting moved to enforce settlement; the circuit court granted enforcement, concluding counsel had reached a full and final settlement. Terra sought a new trial and appealed.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether a valid, enforceable settlement contract existed	Terra: no meeting of the minds; material terms (financials, buyout) unresolved; principals did not authorize settlement	McVesting: parties (through counsel) agreed on all material terms ($215K, mutual releases); counsel had authority to bind clients	Court of Appeals: Reversed — no binding settlement because principals did not authorize and there was no meeting of the minds on essential terms
Whether attorney Scholl had actual or apparent authority to bind Terra	Terra: Scholl lacked specific authority; principals expressly refused to approve/sign	McVesting: counsel-level communications indicated settlement and apparent authority	Court: Scholl lacked actual authority and could not bind Terra without client authorization; enforcement was erroneous
Whether objective indicators (communications) suffice to show mutual agreement	Terra: communications show at most an "agreement to agree" and unresolved discovery needs	McVesting: text/email confirmations and court representations show final agreement	Court: objective evidence of agreement was insufficient given undisputed client refusals and lack of authorization
Whether remand or enforcement was appropriate remedy	Terra: request to reverse and remand; seek further proceedings	McVesting: insistence on enforcement of settlement as final disposition	Court: Reversed and remanded for further proceedings (settlement enforcement vacated)

DaimlerChrysler Corp. v. Smelser, 375 Ark. 216, 289 S.W.3d 466 (2008) (elements of contract and standard for meeting of the minds; factual findings reviewed for clear error)
Williams v. Davis, 9 Ark. App. 323, 659 S.W.2d 514 (1983) (settlements are favored but must contain essential contract elements)
Mack v. Scott, 230 Ark. 510, 323 S.W.2d 929 (1959) (authority of an agent must be shown by positive proof or circumstances allowing inference)
Dixie Ins. Co. v. Joe Works Chevrolet, Inc., 298 Ark. 106, 766 S.W.2d 4 (1989) (an agent’s assertion alone cannot prove agency or scope of authority)
Turner Furnishing Goods Co. v. Snyder, 201 Ark. 699, 146 S.W.2d 913 (1941) (attorney cannot compromise a client’s cause without permission)
Veasey v. Joshlin, 257 Ark. 422, 516 S.W.2d 596 (1974) (attorney lacks implied authority to settle absent specific client authorization)
Walker v. Stephens, 3 Ark. App. 205, 626 S.W.2d 200 (1981) (scope of an agent’s actual or apparent authority is a factual question)
McKenzie v. Boorhem, 117 F. Supp. 433 (1954) (federal decision cited for principle that attorney must have specific authority to compromise)