pjc-oil-and-gas-2022-lib

PJC 305.28

O IL AND G AS I NDUSTRY A GREEMENTS

instructed when the breach question included instructions on gross negligence and willful misconduct. See Reeder , 395 S.W3d 789. Instruction on gross negligence. The appropriate definition of gross negligence is dependent on the definition that existed at the time the contract was executed. See Tex. Civ. Prac. & Rem. Code § 41.001(11); Reeder , 395 S.W.3d at 795–96; Burk Roy alty Co. v. Walls , 616 S.W.2d 911, 920 (Tex. 1981). The statutory definitions of terms in a contract are deemed to be incorporated into the contract at the time of execution if the parties did not otherwise define the terms. Amarillo Oil Co. v. Energy-Agri Prod ucts, Inc. , 794 S.W.2d 20, 22 (Tex. 1990); Smith v. Elliott & Deats , 39 Tex. 201, 212 (1873) (laws that subsist at the time and place of the making of a contract enter into and form a part of it, as if they were expressly referred to or incorporated in its terms). Willful misconduct. At least one Texas court has determined that willful miscon duct is a term of ordinary meaning and readily understood by the average person and, therefore, does not need to be defined. Green Tree Acceptance, Inc. v. Combs , 745 S.W.2d 87, 90 (Tex. App.—San Antonio 1988, writ denied); but see IP Petroleum Co. v. Wevanco Energy, L.L.C. , 116 S.W.3d 888, 898 (Tex. App.—Houston [1st Dist.] 2003, pet. denied) (willful misconduct has been defined in a manner akin to gross neg ligence).

[Chapters 306–311 are reserved for expansion.]

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