History
  • No items yet
midpage
Triton Consulting Inc., Formerly Known as Triton Consulting LLC v. Simon Vandyk, Laura Vandyk, Touchstone District Services, LLC, Coleen Culpepper, Michael Willett and Calep Estes
01-22-00183-CV
Tex. App.
Oct 10, 2024
Read the full case

Background

  • Triton Consulting, a communications consultant for Texas special districts, employed several individuals who later left to form a competing company, Touchstone District Services, LLC.
  • In 2018, Triton sued these former employees and the new company for breach of contract, misappropriation, and related claims; the parties settled during trial, dictating all settlement terms into the court record.
  • The settlement agreement required a $200,000 payment to Triton, restrictions on solicitation and use of confidential information, non-disparagement, mutual releases, and was to be kept confidential; the court rendered judgment based on the settlement.
  • After the settlement, Triton alleged the defendants breached the agreement by not making payments, soliciting clients, disparaging Triton, and misusing confidential information.
  • Triton filed a new lawsuit for breach of the settlement agreement; the trial court granted summary judgment for defendants, holding there was no enforceable contract.
  • On appeal, the First District Court of Appeals reversed and remanded, finding the oral settlement, as read into the record, constituted an enforceable agreement even though never reduced to writing.

Issues

Issue Plaintiff's Argument (Triton) Defendant's Argument (VanDyk et al.) Held
Was the oral settlement agreement enforceable? Full terms were dictated in court; binding Not enforceable—no formal writing executed Enforceable as dictated into court record
Was failure to execute a written contract fatal? Writing not condition precedent; essential terms dictated in court Writing was a condition precedent to contract formation Writing not essential; agreement binding
Was breach of contract action a collateral attack? Not a collateral attack—seeking damages for post-settlement breaches Suit on contract improperly attacks final judgment Not a collateral attack; contract action proper
Did Triton have evidence to support breach of contract? Provided evidence of breach and damages No evidence for breach, performance, or damages Triton provided more than scintilla of evidence

Key Cases Cited

  • Stewart Title Guar. Co. v. Aiello, 941 S.W.2d 68 (Tex. 1997) (agreed judgments are interpreted as contracts)
  • USAA Tex. Lloyds Co. v. Menchaca, 545 S.W.3d 479 (Tex. 2018) (elements of breach of contract under Texas law)
  • Valence Operating Co. v. Dorsett, 164 S.W.3d 656 (Tex. 2005) (summary judgment standard of review in Texas)
  • Ford Motor Co. v. Ridgway, 135 S.W.3d 598 (Tex. 2004) (procedure for analyzing traditional and no-evidence summary judgment)
  • City of Keller v. Wilson, 168 S.W.3d 802 (Tex. 2005) (evidence standards in summary judgment review)
  • King Ranch v. Chapman, 118 S.W.3d 742 (Tex. 2003) (definition of “more than a scintilla” of evidence)
Read the full case

Case Details

Case Name: Triton Consulting Inc., Formerly Known as Triton Consulting LLC v. Simon Vandyk, Laura Vandyk, Touchstone District Services, LLC, Coleen Culpepper, Michael Willett and Calep Estes
Court Name: Court of Appeals of Texas
Date Published: Oct 10, 2024
Docket Number: 01-22-00183-CV
Court Abbreviation: Tex. App.