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Oil & Gas Contracts: Structuring Indemnification and Additional Insured Provisions

Navigating Anti-Indemnity Statutes and Negotiating Risk Allocation Today’s faculty features:

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TUESDAY, DECEMBER 2, 2014

Presenting a live 90-minute webinar with interactive Q&A John H. Denton, Senior Vice President, Marsh USA, New York Harold J. Flanagan, Attorney, Flanagan Partners, New Orleans

• C. Brannon Robertson, Partner, King & Spalding, Houston

Marcus R. Tucker , Partner, Royston Rayzor, Houston

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Oil & Gas Contracts: Structuring Indemnification and Additional Insured Provisions Risk sk Al Allocati cation

• n Terms

s and d Ch Choice ce of L f Law

December 2, 2014 Haro rold ld J. Flanag agan an FLANAGA

GAN PARTNERS LLP

LLP

Risk Allocation Terms

6

 Terms such as “indemnity” and “arising from” are

used casually

 But there are important differences among risk

allocation terms

 Using the wrong term creates risk  Learn the vocabulary and the nuance of each term

7

 Common risk shifting terms:

• Indemnify
• Release
• Hold harmless
• Defend

 Scope terms:

• “For”
• “Arising from”
• “Related to”

8

“For” “Arising from” “Related to”

Narrow Broad

9

 Broad reciprocal – includes contractors and

subcontractors

 Narrow – each party responsible for its own employees

and property

 Variations – modified reciprocal; fault-based reciprocal;

hybrid

 Fault-based or “at law” – not really risk allocation  Type I, II, III – based on the degree of fault to be

considered

10

Pass through indemnity Carve-outs “Catastrophic” or “special” events

11

Know the terms Use the right term to meet the common

intent

“Chalk talk” or whiteboard the provision Will it work the way you expect?

12

Choice of Law

13

 Basic considerations  Restatement approach  OCSLA  Maritime  Special issues

14

 Selection of applicable law should not be made

mechanically, i.e., the law of the parent company’s headquarters

 Serious consideration must be given to the effect of the

chosen state’s law:

• anti-indemnity acts
• implied warranty law
• the location of the majority of work or contacts
• whether that selection of law will be enforceable under state law

 Applicable law can easily mean success or failure

15

 Parties are generally free to insert a choice of law provision in a

contract, however choice of law provisions are not absolute

 Most states follow the Restatement (Second) of Conflicts of Law  Restatement 187:

• 1. The law of the chosen state will be applied if the parties could have

inserted a specific and valid provision in the contract (instead of selecting a certain state’s law)

16

 If there is a conflict between the chosen law and the

forum, the chosen law will be upheld unless:

1.

Lack of substantial relationship, or

2.

Contrary to a fundamental public policy of a state which has a materially greater interest

17

 State with most signification relationship to the parties and the transaction using

Section 188 factors

 State with most significant relationship to the issue has a “materially greater

interest” than chosen state

 If state with most significant relationship does not have a materially greater interest

than the chosen state:

• choice of law provision is upheld

 If state with the most significant relationship has materially greater interest:

• court decides whether law of chosen state would be contrary to a “fundamental

policy” of state with most significant relationship

18



OCSLA “situs”

• Focus-of-the-contract test
• Where most of the work is to be performed
• Location of underlying tort unimportant



Federal maritime law does not apply



State law not inconsistent with federal law



Super choice of law clause State law applies as surrogate federal law if each of the following is satisfied:

19

 Consider:

• Geographic proximity
• Federal agency determinations
• Extension of traditional boundaries
• Prior court decisions

 Do not consider:

• Evidence of the parties’ intent

20

Must be a link between the contract services and

the operation of a vessel

• Contractor need not provide a vessel
• Involvement of a vessel is not determinative

21

 Personal Injury

• Davis & Sons

Part 1 – historical treatment Part 2

1.

What does the specific work order in effect at the time of the injury provide?

2.

What work did the crew assigned under the work order actually do?

3.

Was the crew assigned to work aboard a vessel in navigable waters?

22

4.

To what extent did the work being done relate to the mission of that vessel?

5.

What was the principal work of the injured worker?

6.

What work was the injured worker actually doing at the time of the injury?



Property Damage

• Principal obligation of the contract?

23

 Lewis, Theriot, Dupre, Dupont – contract to provide drilling services

aboard a special purpose vessel is maritime

 Corbitt, Campbell, Demette – contract to provide casing services

aboard a vessel provided by another party is maritime

 Lefler – contract to provide catering services on a fixed platform and

cleaning services on a vessel adjacent to the platform is maritime where claim arises out of latter obligation

 Hoda - torquing down BOP stacks from jack-up drilling rig used as a

work platform

24

 Thurmond – contract to provide wireline services on fixed

structures using a transportation barge is non-maritime

 Laredo – contract to construct a stationary platform is non-

maritime

 Union Texas Petroleum – contract to construct an offshore

pipeline is non-maritime

 Alleman – contract to provide helicopter services is non-

maritime

25

 Product liability claim  Damage caused when defective crane dropped platform module

in GOM

 All parties assume maritime law applies  Fifth Circuit concludes there is OCSLA jurisdiction  Maritime law held not to apply – not related to maritime

commerce

26

Maritime Choice of Law Clause

 OCSLA – unenforceable  Non-OCSLA – depends

State Choice of Law Clause

 Maritime – enforceable  OCSLA – unenforceable  State – apply conflicts of laws rules

27

 Multi-state; wet and dry operations

• Alternate provisions?

 New Mexico

• No relief
• Plan for indemnity not to work
• Forum

 Wyoming - Seems to allow application of Texas law  Louisiana – Cannot contract out of LOIA

28

Belt and suspenders approach

• Savings/severability clause
• Alternative provisions
• Specify that the law chosen is the “substantive

law of the state, exclusive of its conflicts of law principals.”

29

Identify the potentially applicable

law

Apply law for all circumstances Have a back-up plan

30

“Everybody has a plan until they get punched in the face.”

• Mike Tyson

31

Harold J. Flanagan FLA

LANAGAN NAGAN PARTNE TNERS LLP

LLP 504/569-0062 hflanagan@flanaganpartners.com

http://flanaganpartners.com/harold_flanagan.html

32

OILFIELD ANTI-INDEMNITY ACTS

Brannon Robertson 713.751.3248 brobertson@kslaw.com December 2014

ANTI-INDEMNITY ACTS

• A restriction on the freedom to contract
• Acts limit agreements that require indemnity for a party’s
• wn negligence
• Four states: Texas, Louisiana, New Mexico, and Wyoming
• Rationale: perceived disparity in bargaining power

34

TEXAS

• Tex. Civ. Prac. & Rem. Code § 127.001 et seq.
• Applies to personal injury or property damage
• Extends past the well-head to collateral services

35

TEXAS

• Only applies to certain oil & gas contracts and scenarios:

― By statute, does not apply to pipelines, radioactive

injuries, pollution property damage, reservoir damage, wild well control, and other specific events

― Courts tend to require a close relationship to an

actual well

36

TEXAS

• Can insure around the restriction
• Both a mutual indemnity cap and a unilateral indemnity

cap ($500,000)

• Ken Petroleum Corp v. Questor Drilling Corp., 24 S.W.3d

344, 346 (Tex. 2000)

37

TEXAS

• Additional insureds and subrogation waiver

― Getty Oil Co. v. Ins. Co. of N. Am., 845 S.W.2d 794

(Tex. 1992)

― Certain Underwriters at Lloyd's London v. Oryx Energy

Co., 142 F.3d 255 (5th Cir. 1998)

― Tesoro Petro. Corp. v. Nabors Drilling USA, Inc., 106

S.W.3d 118 (Tex. App.—Houston [1st Dist.] 2002)

38

LOUISIANA

• La. R.S. 9:2780
• No application to property damage
• Two-part test for scope. Transcon Gas Pipe Line Corp. v.
• Transp. Ins. Co., 953 F.2d 985, 991 (5th Cir. 1992)

― Lanclos v. Crown DBL Inc., 08-813 (La. App. 3 Cir.

12/10/08) 1 So.3d 685, 688-89

39

LOUISIANA

― Verdin v. Ensco Offshore Co., 104 F. Supp. 2d 682,

688-90 (W.D. La. 2000), aff’d, 255 F.3d 246 (5th Cir. 2001)

40

LOUISIANA

• Invalidates additional insureds and subrogation waivers.

Babineaux v. McBroom Rig Bldg. Serv., Inc., 806 F.2d 1282, 1284 (5th Cir. 1987).

• Exception: Marcel v. Placid Oil Co., 11 F.3d 563, 569-70

(5th Cir. 1994).

41

NEW MEXICO

• N.M. Stat. Ann. § 56-7-2
• Statute does not limit the types of damages covered by the

act

• Limited in that it applies to production activities at the

well-head. Holduin v. Fulco Oil Servs., LLC, 245 P.3d 42, 47-48 (N.M. App. 2010)

• Statute prohibits waiver of subrogation rights

42

WYOMING

• Wyo. Stat. Ann. § 30-1-131 et seq.
• Property and bodily injury
• Restricted to work closely related to well drilling

― Reliance Ins. Co. v. Chevron U.S.A. Inc., 713 P.2d 766,

770 (Wyo. 1986)

― Union Pac. Res. Co. v. Dolenc, 86 P.3d 1287, 1293

(Wyo. 2004)

43

WYOMING

• Statute does not directly address additional insureds or

waivers of subrogation

44

DRAFTING CONSIDERATIONS

• Choice of law may not be enforceable

― Pina v Gruy Petroleum Mgmt. Co., 139 P.3d 1029

(N.M. App. 2006)

― Roberts v. Energy Dev. Corp., 235 F.3d 935 (5th Cir.

2000)

• Express and conspicuous. Dresser Indus. Inc. v. Page

Petroleum Inc., 853 S.W.2d 505 (Tex. 1993)

• Role of Construction Anti-Indemnity Acts

45

Oil & Gas Contracts: Structuring Indemnification and Additional Insured Provisions

DECEMBER 2, 2014

John Denton Excess Casualty Claims Leader and Counsel to Excess Casualty Practice (212) 948-2036 John.denton@marsh.com New York, NY

• Additional Insured Status and Endorsements
• Interplay Between Additional Insured Status and Anti-Indemnity Statutes

MARSH

47

December 2, 2014

“Insured Contract” v. Additional Insured

1. “Insured Contract” Coverage – Coverage for Indemnitee’ s obligation to indemnify the Indemnitor 2. Additional Insured Provisions in Contracts – Indemnitor’s agreement to add indemnitee as an additional insured (AI) 3. Additional Insured Provisions in Policies – Provisions in insurance policy adding indemnitee as an insured and setting forth the scope of coverage For party seeking to transfer risk (indemnitee), having both forms of risk transfer – indemnification and additional insured coverage – in a contract is preferable to one or the other. For party providing indemnification and AI coverage, it is important to limit the scope of indemnity as well as the indemnitee’s status as an AI.

MARSH

48

“Insured Contract” Coverage

“Insured Contract” Coverage – Coverage for Indemnitee’ s obligation to indemnify the Indemnitor – Coverage no broader than indemnification obligation – Coverage provided if an “Insured Contract”

• Coverage grant may provide coverage for “Bodily Injury or

Property Damage … assumed by the Insured under an Insured Contract.”

• Coverage may be evidenced by an exception to contractual

liability exclusion: “This exclusion does not apply to: …Liability … assumed in an ‘Insured Contract….’”

• Definition of “Insured Contract:” “That part of any other contract
• r agreement pertaining to your business … under which you

assume the tort liability of another party….”

• Defense costs may be deemed damages and not supplementary

payments

December 2, 2014

MARSH

49

Additional Insured Provisions in Contracts

– Define (1) scope of coverage provided & (2) limit of liability – Potential benefits to indemnitee of AI coverage:

• Scope of coverage may be broader than indemnification
• Anti-indemnity statutes may not apply.
• Interpreted broadly unlike indemnification provisions.
• Defense Costs may not erode the limits

– Potential downsides of AI coverage

• Potential loss to indemnitee of right to select defense counsel
• For indemnitor, the indemnitee’s right to coverage may be broader than

intended.

• Coverage may not extend to employee of indemnitor
• Deductibles/Self insured retentions
• Other insurance clause/subrogation

Insurance Provisions in Contracts

December 2, 2014

MARSH

50

Additional Insured Provisions in Policies

Additional Insured Provisions in Policies – If intent is to limit indemnitee’s right to coverage (by scope or amount), policy provision or endorsement should specifically say that – AI rights may be enforced even if contractual indemnity not applicable. – Types of Endorsements:

• General (class of indemnitees) v. Specific (specific indemnitee

scheduled)

• 2013 ISO additional insured endorsements limit additional insured’s

coverage

• Manuscript endorsements

– Certificates of Insurance – Maybe insufficient to confer AI status – Oral promises to add a vendor as an additional insured may not be effective – Failure to procure AI coverage exposes indemnitor to breach of contract claim

December 2, 2014

MARSH

51

Additional Insured Provisions and Anti-indemnity Statutes

• Additional insured provisions may be enforced where indemnification provisions would not

– Example: Claredon America Ins. Co. v. Prime Group Realty Services, Inc., 907 N.E.2d 6 (Ill. App.Ct. 2009) – Court upheld additional insured provision that required that a party to be an additional insured for its sole negligence notwithstanding Illinois statute prohibiting an agreement to indemnify another for the indemnitee’s negligence. – Wyoming Anti-Indemnity Statute applicable to any well for oil, gas, or water, or mine for any mineral, does not invalidate an agreement to provide additional insured coverage for the additional insured’s negligence. Thunder Basin Coal Co., LLC v. Zurich American Ins. Co., 943 F.Supp.2d 1010 (E.D. Mo. 2013)

• Some states have extended prohibitions of anti-indemnity statutes to additional insured

provisions by either statute or case law. –

• Tex. Ins. Ann. §151.104 (Vernon 2013) (Invalidates additional insured provisions that

requires coverage the scope of which is prohibited by the Texas anti-indemnity statute) (Does not apply to Oilfield Anti-Indemnity Act) – Louisiana Oilfield Indemnity Act (La.Rev.Stat. § 9:2780) precludes additional insured coverage for losses caused by the negligence of the additional insured. – Peeples v. City of Detroit, 297 N.W. 2d 839 (Mich. Ct. App. 1980) (Anti-indemnity prohibits enforcement of contractual provision requiring an indemnitor to procure insurance for the indemnitee’s negligence)

• 2013 ISO Additional Insured Endorsements

December 2, 2014

John Denton Excess Casualty Claims Leader and Counsel to Excess Casualty Practice (212) 948-2036 John.denton@marsh.com New York, NY

Marcus R. Tucker Royston, Rayzor, Vickery & Williams, L.L.P. 711 Louisiana, Suite 500 Houston, Texas 77002 (713) 224-8380

53

 Company A hires Company B to perform

services

 Company A requires Company B to provide

additional insured coverage to Company A in all of Company B’s insurance policies

 Company A agrees to contractually indemnify

Company B for certain risks

 When the loss occurs is the scope of recovery

determined by the indemnity agreement, the insurance policy or both working together?

54

ROYSTON RAYZOR

• Est. 1892

 Deepwater Horizon incident results in largest oil

spill in history

 BP and Transocean entered into a Drilling

Contract that allocates risks

 Under the Drilling Contract, Transocean asserts

BP as well owner and operator, owes Transocean contractual indemnity for damage caused by sub-surface originating pollution

 Well owners assume greater risk for pollution

55

ROYSTON RAYZOR

• Est. 1892

 Article 24.1: Contractor Responsibility

[Transocean] shall assume full responsibility for and shall protect, release, defend, Indemnify and hold [BP] and its joint owners harmless from and against any loss, damage, expense, claim, fine, penalty, demand, or liability for for pollu

• llution

tion or

• r conta

contamina mination ion, including control and removal thereof, ori rigin ginatin ating on

• n or
• r abov

above th the surfac surface

• f
• f the

the la land nd or

• r wa

wate ter, from spills, leaks, or discharges of fuels, lubricants, motor oils, pipe dope, paints, solvents, ballast, air emissions, bilge sludge, garbage, or any

• ther liquid or solid whatsoever in possession and

control of [Transocean] and without regard to negligence

• f any party or parties. . . .

56

ROYSTON RAYZOR

• Est. 1892

 Article 24.2: Company Responsibility

[BP] shall assume full responsibility for an shall protect, release, defend, indemnify, and hold [Transocean] harmless from and against an any loss, damage, expense, claim, fine, penalty, demand, or lia iabil bility for

• r pollu
• llution

tion or contamination, including control and removal thereof, arising out of or connected with operations under this contract hereunder and no not as assu sumed by by [Tr [Tran anso socean cean] in in Ar Articl ticle 24 24.1 abo bove ve, without regard for negligence of any party or parties….

57

ROYSTON RAYZOR

• Est. 1892

58

ROYSTON RAYZOR

• Est. 1892

 Custom and Practice in the Oil and Industry for

Operator and Service Contractors to allocate pollution risk in this manner

 However, BP seeks to obtain additional insured

coverage pursuant to an additional insured

• bligation in the Drilling Contract for the

pollution loss

59

ROYSTON RAYZOR

• Est. 1892

 AI Provision in the Drilling Contract Provides:

[BP], its subsidiaries and affiliated companies, co-

• wners, and joint venturers, if any, and their employees,
• fficers, and agents shall be named as additional

insureds in each of [Transocean’s] policies, except Workers’ Compensation for for li liabi abili liti ties assum sumed ed by by [Tran anso soce cean an] under the terms of

• f this Contra

ract.

60

ROYSTON RAYZOR

• Est. 1892

 Would allow an operator as an additional insured

to fund its pollution liabilities with the contractor’s insurance even if the parties expressly extended the additional insured

• bligation in a manner to prevent such a result

61

ROYSTON RAYZOR

• Est. 1892

 Transocean’s Policy Defines the term “Insured” in

relevant part as follows:

• c. any person or entity to whom the “Insured” is

is ob

• bli

lige ged by by any any ora ral or

• r wri

writte tten “Insured Contract” (including contracts which are in agreement but have not been formally concluded in writing) entered into before any relevant “Occurrence”, to provide insurance such as is afforded by this Policy;

62

ROYSTON RAYZOR

• Est. 1892

 Definition of “Insured Contract” states as follows:

The words “Insured Contract”, whenever used in this Policy, shall mean any ny wri writte ten or

• r oral
• ral contra

contract ct or agreement entered into by the “Insured” (including contracts which are in agreement but have not been formally concluded in writing) and pertaining to business un unde der whi which th the “Insured” assum ssumes the the to tort li liabi abili lity ty of

• f

an anot

• ther

her par party to pay for “Bodily Injury”, “Property Damage”, “Personal Injury” or “Advertising Injury” to a “Third Party” or organization. Tort Liability means a liability that would be imposed by law in the absence of any contract or agreement.

63

ROYSTON RAYZOR

• Est. 1892

 Transocean points to another relevant policy

provision, which provides as follows:

ADDITION ITIONAL AL INSURE RED/W D/WAIV AIVER ER OF SUBROGATI ATION Underwriters agree whe where re requir quired by by wri writt tten cont contra ract, ct, bi bid or

• r work
• rk ord
• rder

er, additional insureds are automatically included hereunder, and/or waiver(s) of subrogation are provided as may be required by contract.

64

ROYSTON RAYZOR

• Est. 1892

 In essence BP says ignore the risk allocation in the Drilling

Contract and look only to the policy

 BP argues that without considering the actual risk at issue, BP

is an “insured”, because Transocean is “obliged” to “assume the tort liability of another party” with respect to other risks

 Transocean argues BP is not an “insured” with respect to

pollution risks, because Transocean is not “obliged” to “assume the tort liability” of BP with respect to pollution risks

 Transocean says BP ignores Endorsement No. 1 requiring

additional insured coverage “where required by written contract”

65

ROYSTON RAYZOR

• Est. 1892

 BP relies on a Texas Supreme Court opinion, the Atofina

decision, to contend that the last clause of the AI Provision in the Drilling Contract should be ignored: “…for liabili lities ties assum umed d by [Transoce nsocean an] under r the terms of this Cont ntra ract.”

 Transocean says the Atofina decision did not involve the

issue of whether a clause in a drilling or service contract’s AI provision can determine whether the drilling or service contractor has an additional insured obligation for a particular risk

66

ROYSTON RAYZOR

• Est. 1892

 Transocean wins  Additional Insured provision in policy and

additional insured provision in Drilling Contract work together to limit BP’s additional insured coverage to the extent of contractual indemnity owed

 Contractual indemnity not owed for pollution;

therefore, no additional insured coverage

• wed

67

ROYSTON RAYZOR

• Est. 1892

 Transocean’s win reversed and rendered in favor of BP by

5th Circuit

 5th Circuit concludes that Atofina and its own decision in

Aubris say look at the Transocean Policies, not the additional insured Provision in conjunction with the contractual indemnity provisions in the Contract

 The definitions of “Insured” and “Insured Contract” in

Transocean Policy do not contain any limitation on additional insured coverage nor incorporate any limits from the underlying Drilling Contract when the contractual indemnity and additional insurance provisions in the drilling contract are separate and independent

68

ROYSTON RAYZOR

• Est. 1892

 Fifth Circuit held that the language of the policy

alone determines AI coverage as long as the additional insured and indemnity provisions in the Drilling Contract are separate and independent

 Transocean

argues additional insured and indemnity provisions in the Drilling Contract are not separate and independent: they are tied together by the “for liabilities assumed by Contractor under the terms of this Agreement” language

69

ROYSTON RAYZOR

• Est. 1892

 Whether Evanston Ins. Co. v. ATOFINA Petrochems.,

Inc., 256 S.W.3d 660 (Tex. 2008), compels a finding that BP is covered for the damages at issue, because the language

• f

the umbrella policies alone determines the extent of BP’s coverage as an additional insured if, and so long as, the additional insured and indemnity provisions of the Drilling Contract are “separate and independent”?

 Whether the doctrine of contra proferentem applies

to the interpretation of the insurance coverage provision of the Drilling Contract under the ATOFINA case, 256 S.W.3d at 668, given the facts of this case?

70

ROYSTON RAYZOR

• Est. 1892

 5th Circuit relied on the rule in part that, if an

insurance coverage provision is susceptible to more than one reasonable interpretation, the court must interpret that provision in favor of the insured, so long as that interpretation is reasonable.

 Some courts have recognized a sophisticated insured

exception to this rule when the insured shares bargaining position to change the policy terms

 Texas Supreme Court will decide whether that

exception exists under Texas law

71

ROYSTON RAYZOR

• Est. 1892

 Contracting parties and their insurers need to

make sure that additional insured endorsements incorporate the limitations contractual indemnity provisions place on additional insured obligations in their contracts.

72

ROYSTON RAYZOR

• Est. 1892



• A. Section II – Who Is an Insured is amended to include as an additional

insured the person(s) or organization(s) showing in the Schedule…



However:



• 1. The insurance afforded to such additional insured only applies to the

extent permitted by law; and



• 2. If covera

rage ge provided ed to the additiona ional l insured ured is requir ired ed by a contra tract ct or agreemen ement, t, the insu sura rance nce afforded ed to such ch additiona ional l insured ured will ll not be broader than n that which ch you are required ired by the contra ract ct or agreemen eement t to provide de for such h additiona ional l insu sure red. d.



• B. With respect to the insurance afforded to these additional insureds,

the following is added to Section III—Limits of Insurance:



If coverage age provided ed to the additiona ional insured ured is require ired d by a contract act

• r agreem

ement, ent, the most we will l pay on behalf lf of the additiona ional l insured ured is the amoun unt of insur urance: ce:



• 1. Required

ired by the contract act or agreement; ement; or



• 2. Available under the applicable Limits of Insurance shown in the

Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations.

73

ROYSTON RAYZOR

• Est. 1892

 If Party A or B desires contractual indemnity

limitations in contract to limit additional insured obligations must make sure the language in additional insured endorsement accomplishes that result

 Put Anti-BP/Transocean provisions in

contract

 But there are many other additional insured

endorsements waiting to cause problems and they must be avoided too

74

ROYSTON RAYZOR

• Est. 1892

 Operator (Endeavor) and affiliated company (Exxcel) hire

contractor (Basic) to provide workover services

 Exxcell enters into MSA with Basic  MSA requires Basic to name Endeavor and Exxcel as additional

insureds for $1 Million in primary CGL coverage and $4 Million in excess coverage on a primary basis

 2 Basic employees get hurt at well site and sue Endeavor and

Exxcel

 Demand Basic’s full $50 Million limits  Endeavor and Exxcel argue don’t look to MSA to determine scope

• f coverage like BP

 Basic policies have same definition of “Insured” and “Insured

Contract” as Transocean’s policies

 District Court said look at the MSA’s limitations on scope of

coverage i.e., limits of $1 M and $4 million required in MSA

 On appeal to 5th Circuit

75

ROYSTON RAYZOR

• Est. 1892

76

ROYSTON RAYZOR

• Est. 1892

77

ROYSTON RAYZOR

• Est. 1892

78

ROYSTON RAYZOR

• Est. 1892

79

ROYSTON RAYZOR

• Est. 1892

Stay Tuned

Houst ston Office Pennzoil Place 711 Louisiana St., Suite 500 (713) 224-8380 Galvest ston

• n Office

The Hunter Building 306 22nd St, Suite 301 Galveston, Texas 77550 (409) 763-1623

80

Corpus s Christi Office Frost Bank Plaza 802 N. Carancahua, Suite 1300 Corpus Christi, Texas 78401 (361) 884-8808 Rio Grande Valley Office 55 Cove Circle Brownsville, Texas 78521 (956) 542-4377 San Antonio

• Office

University of Phoenix Building 8200 I.H. 10 West, Suite 610 San Antonio, Texas 78230 (210) 524-9696

ROYSTON RAYZOR

• Est. 1892