148 F.2d 586 | 5th Cir. | 1945
Brought as a class suit by plaintiffs against defendants, claimed to be joint adventurers with them, the suit was to establish their claims to, and obtain the fruits of, described oil properties of the joint
The defenses were: (1) res judicata, that all matters in controversy in the suit had been adjudicated against plaintiffs in a prior suit;
The controversy between plaintiffs and Stone-Leigh Oil & Gas Co. having been severed, the cause came on for trial as to all the other defendants before the court without a jury, and was fully tried on all the issues on evidence
Plaintiffs are here insisting that the judgment was wrong throughout. As to the defense and finding of res judicata, they admit that in the state court suit they did attack the deed from Stone-Leigh to Cox, under which defendants hold, and the title of defendants under that instrument. They claim, however, that in this suit they are not attacking the deed to Cox, and defendants’ titles under it, they are recognizing them, but- are claiming the right to hold defendants as joint adventurers and trustees of those interests for their benefit and to compel them as joint adventurers and trustees to account to plaintiffs. As to the defense and finding that defendants are not joint adventurers with the plaintiffs, defendants insist that the undisputed evidence establishes and demands a finding, that they are. As to the claim of, and payment to Pace, they insist that his rigid to the payment was not established.
We are in no doubt that the district judge was right. Plaintiffs’ claim that they are, or ever were joint adventurers with defendants is wholly without substance. As we pointed out im Porter v. Cooke, 5 Cir., 127 F.2d 853, 857,
In addition to complaining of the judgment against them as to defendants holding leases free of plaintiffs’ claim, appellants complain that the effect of the judgment was to deprive them also of their right to receive from those obligated to pay it to them, amounts due them under the oil payment reserved in the deed to Cox. They insist that even if the judgment is affirmed as to all of the other defendants, it should be reversed as to the defendants, American Liberty Oil Co., Wofford Cain and Benson Drilling Company, so as to permit them to have an accounting.
We cannot agree that the effect of the affirmance would he, as appellant fears. The district judge, in his findings and orders in the case, made it clear that none of the defendants were contesting or disputing the right of plaintiffs to receive all moneys due them under, the Cox deed, and that nothing in the judgment did affect that right. In deference, however, to appellants’ expressed apprehensions, the affirmance of the judgment will he without prejudice to these rights. Without prejudice therefore to appellants’ rights to demand and receive sums due them under the
Norris v. Cox, Tex.Civ.App., 131 S.W.2d 1028.
It showed that Gulf Producing Co., which had earlier acquired oil and gas leases on a large body of land in Victoria County, Texas, on September 30, 1982, assigned about 21 of such leases, aggregating more than 4000 acres, to one Albert Stone, Stone to develop or have the property developed, Gulf reserving an interest of 25 percent to be accounted to it as net profits after deducting named expenses. Having organized Stone-Leigh Oil & Gas Co. for the purpose of developing them, Stone assigned the leases to it. Thereafter Stone-Leigh sold to numerous persons small rights in respect of such leases issuing ro them certificates to evidence those rights. These certificates reserved to Stone-Leigh the fullest powers, including the power to sell and dispose of the interests in all or part of the leases assigned and to use all or any part of the assignee’s interest in the proceeds to pay assignee’s proportion of expenses assignor may incur.
Prior to March 8, 1934, Stone-Leigh drill'd two wells on the leases, neither of them producing in paying quantities. It was in the course of this drilling that Stone-Leigh incurred the debt to Pace. Also prior to March, 1934, Stone-Leigh had sold certain undivided interests free of reservation of any kind to various persons, including 31 percent to Camp who in turn conveyed his interest, 28 percent (3 percent having been returned to Stone-Leigh) for cash and an oil payment of $195,580.
Becoming financially involved and unable to proceed with the development of the lease, Stone-Leigh, on March 8, 3934, conveyed 18 of the 21 leases, three having expired, to Rupert Cox, reserving an oil payment of $480,280 payable out of production and allocated on an acreage basis to all of the leases except 101% acres of the Terrell lease, 50.38 acres of the Otto Kastner lease, 68.32 acres of the Nick Moeller and wife loase, 337.-4 acres of the J. Zimmer lease, and 40.92 acres of the C. J. Keuhl lease.
Afterwards Cox acquired the Plummer 28% undivided interest, assigning- in payment the NE% of the 1.17/1 acres of the Zimmer lease and 307% acres of the Terrell lease; the Camp oil payment in exchange for an assignment of the 8E% of the Zimmer lease; 50 acres of the Dietzol lease; and 60 acres of the Moeller lease and the Gulf overriding 25 percent net profit in exchange for certain leases; and thereafter the Gulf reconveyed the leases retaining certain oil payments.
All of the leases have long since expired, except certain of them exempted from the oil payment and certain of the non-exempt leases. Out of the production from the non-exempt leases, Cain has been paid and the operators claim to have tendered the balance into the state court in an interpleader suit.
On November 5, 1935, the plaintiffs filed suit in the District Court of Yictoria County, seeking to recover the title and possession of all the leases in question, to set aside the March 9, 1934, assignment from Stone-Leigh to Cox, and to recover a part of the oil and gas produced from all of the leases. A lengthy trial was had, resulting in a judgment completely sustaining the validity of the deed from Stone-Leigh to Cox and of the titles of those holding under Cox, ■and denying plaintiffs any relief as against them, but recognizing in plaintiffs the right to receive from the leases subjected in the deed to oil payments their portion of the oil payments reserved in'the deed to Cox. This judgment was affirmed in the C. C. A., Norris v. Cox, Tex.Civ.App., 131 S.W.2d 1028, and a writ of error was refused.
“ * * * whatever in law a joint adventurer, this case law hybrid of recent origin and undetermined connotation may be, and however difficult to distinguish in particular cases between joint adventures and partnerships, some courts having gone so far as to say that they are subject to the same rules and principles, it is as fundamental to the existence of a joint adventure as it is to the existence of a partnership, that there be a contract between the parties that they are or are to be joint adventurers. As in partnerships, whatever the case as to outsiders, as between the members the relationship of joint adventurers is a matter of intent and arises only where they intend and agree to associate themselves as such.”
Tait v. Western Maryland, 289 U.S. 620, 53 S.Ct. 706, 77 L.Ed. 1405; Fagin v. Quinn, 5 Cir., 24 F.2d 42 (certiorari denied 277 U.S. 606, 48 S.Ct. 602, 72 L.Ed. 1012); Williams v. Tooke, 5 Cir., 108 F.2d 758; Southern Pac. R. Co. v. U. S., 308 U.S. 1, 18 S.Ct. 18, 42 L.Ed. 355; Eastern States Pet. Co. v. Gilliland Refg. Co., Tex.Civ.App., 151 S.W.2d 933; Rio Bravo Oil Co. v. Hebert, 130 Tex. 1, 106 S.W.2d 242; Gann v. Putnam, Tex.Civ.App., 159 S.W.2d 931; Guettel v. United States, 8 Cir., 95 F.2d 229, 118 A.L.R. 1060.