Not what you're
looking for? Try an advanced search.
Buy This Entire Record For
Good Will Hunting Club, Inc. v. Range Resources-Appalachia, LLC
United States District Court, Third Circuit
May 24, 2013
GOOD WILL HUNTING CLUB, INC., Plaintiff,
RANGE RESOURCES-APPALACHIA, LLC, Defendant.
ROBERT D. MARIANI, District Judge.
Trial commenced in the above-captioned case on September 10, 2012 and concluded on September 12, 2012. For the reasons set forth below, the Court awards judgment in favor of Defendant.
II. Statement of Facts ("SOF")
A. Joint Statement of Undisputed Facts
1. In early 2006, Loren Bly ("Bly"), an attorney, and Robert Beyer ("Beyer"), a Certified Public Accountant, formed Appalachian Oil and Gas Advisors, LLC ("AOGA") to provide services to landowners seeking to enter into oil and gas leases.
2. In February 2006, Good Will Hunting Club, Inc. ("Good Will") engaged AOGA to negotiate and secure an oil and gas lease.
3. On or about February 12, 2006, Good Will executed a fee agreement with AOGA.
4. Good Will designated its member, Philip DePasqua ("DePasqua") to be the contact person between Good Will and AOGA regarding lease negotiations.
5. In or about late spring 2006, Bly, of AOGA, approached Great Lakes Energy Partners, LLC ("Great Lakes"), a wholly owned subsidiary of Range Resources Corporation, concerning the possibility of entering into oil and gas leases with several property owners in Lycoming County, Pennsylvania, including the property owned by Good Will.
6. AOGA entered into negotiations with Great Lakes in order to obtain an oil and gas lease for Good Will.
7. Between 2004 and 2005, Bly negotiated the terms of oil and gas leases with Great Lakes concerning Larry's Creek Fish and Game Club, LLC ("Larry's Creek") and other properties in Lycoming County, Pennsylvania.
8. No agreements were reached between Bly and Great Lakes concerning any of these properties; however, AOGA utilized the negotiations on those leases as a starting point for negotiation with Great Lakes on behalf of Good Will and other landowners in the late spring of 2006.
9. AOGA primarily communicated with Brad Benjamin ("Benjamin"), a landman for Great Lakes.
10. Benjamin's immediate supervisor was Mark Acree ("Acree"), the Vice-President of Land at Great Lakes.
11. No individual at Good Will communicated directly with Great Lakes regarding the negotiations of the Lease.
12. On May 15, 2006, Bly contacted Good Will stating AOGA had received written confirmation of Great Lakes' acceptance of the lease.
13. On May 30, 2006, Beyer, representing AOGA, presented a final draft of the lease to Good Will for its consideration.
14. Great Lakes and Goodwill entered into an Oil and Gas Lease (the "Lease") dated June 6, 2006 with a five year primary term.
15. The Lease was signed on behalf of Great Lakes by Acree.
16. The Lease was signed on behalf of Good Will by the President of Good Will, Russell Williamson ("Williamson"), and the Secretary/Treasurer of Good Will, Clifford Hinkleman ("Hinkleman").
17. The Lease was signed on behalf of AOGA by Loren L. Bly.
18. In 2007, Great Lakes changed its name to Range Resources-Appalachia, LLC ("Range").
19. After 2008, Range closed the former Great Lakes office in Hartsville, Ohio and moved its corporate operations for Pennsylvania Marcellus Shale leases, including Good Will's Lease, to Range's office in Southpointe, PA.
20. In June 2010, Range staked a drill site for the Goodwill 5H Well (the "Well").
21. In July 2010, Range obtained a right-of-way and easement over a neighboring property, which provided Range additional access to the drill site for the well, and paid the neighbor for such access.
22. On or about July 22, 2010, Range submitted a Notice of Intent for Coverage Under the Erosion and Sediment Control General Permit ("ESCGP-I") to the Pennsylvania Department of Environmental Protection ("DEP").
23. On August 18, 2010, Range completed the filing process for the ESCGP-1 Permit.
24. Range engaged a subcontractor to design a grading and erosion control plan for the Well pad site. The subcontractor prepared the Erosion and Sedimentation Control Plan and Site Restoration Plan Narrative on July 6, 2010, and revised it on August 6, 2010.
25. Range's landman, Jason Sepanski, submitted a Well Site Agreement, Timber Damage Release Agreement, and Damage Release Agreement to Good Will in late July 2010.
26. On August 27, 2010, Range received an Approval of Coverage under its ESCG1 Permit from the DEP related to the Good Will well site.
27. On or about September 2, 2010, Range and Good Will entered into a well location agreement in which Good Will approved well sites, associated production equipment, access roads, and a proposed pipeline for Goodwill Wells 4H, 5H, 6H, 7H, 8H, and 9H.
28. On or about September 2, 2010, Range and Good Will entered into a Damage Release Agreement. Pursuant to this Agreement, Range paid $5, 000.00 to Good Will, which was accepted by Good Will.
29. On September 2, 2010, Range and Good Will entered into a Timber Damage Release Agreement. Pursuant to this Agreement, Range paid $4, 500.00 to Good Will, which Good Will accepted.
30. Range moved the administration of the North-Central Pennsylvania Marcellus Shale leases, including the Lease, from its office in Southpointe, Pennsylvania to Fort Worth, Texas.
31. Once administration of the Lease was transferred to Fort Worth, Linda Slone ("Slone") and others were in charge of the geographical location where the Good Will property is located.
32. Linda Slone's immediate supervisor currently is, and was at the time, Carl Steinle ("Steinle").
33. On October 6, 2010, Range submitted an application for well permit for the Goodwill 5H Well (the "Well") to DEP. In connection with the permit application, Range paid the permit fee.
34. On October 25, 2010, Range filed a Zoning/Development Permit application with the Lewis Township (the "Township") for the well.
35. On October 27, 2010, Range paid a zoning permit application fee to Lycoming County for a number of wells, including the Well.
36. On November 8, 2010, Range's Zoning/Development permit was approved.
37. On November 16, 2010, Range paid the Township for the Zoning/Development Permit Application fee.
38. On November 17, 2010, the DEP issued the Well Permit to Range for the Well.
39. On November 19, 2010, Range obtained an Approval under Rule 18 CFR § 806.22(f) for Consumptive Water Use Related to Natural Gas Well Development from the Susquehanna River Basin Commission, relating to the Well pad site.
40. On December 16, 2010, Good Will conveyed 91% of its interest in the oil, gas and mineral rights to G.W. Gas, Inc. (Good Will and G.W. Gas, Inc. are hereinafter collectively referred to as "Good Will").
41. On February 2, 2011, Range submitted an original well permit application package to DEP for the Goodwill 6H well. On February 23, 2011, Range paid the Commonwealth of Pennsylvania for the drilling permit application fee for the 6H well.
42. On April 4, 2011, Range obtained a Road Bonding permit from the Township.
43. On April 8, 2011, Range obtained the DEP permit to drill the Goodwill 6H well.
44. On April 19, 2011, Range obtained a Road Right of Way and Easement from a neighboring property owner for the purpose of constructing, maintaining, widening, improving and using a road, for which Range paid a negotiated fee.
45. On May 11-12, 2011, Range re-staked the Well site in preparation for construction of the pad.
46. On May 17, 2011, Range entered into a Road Right of Way and Easement and Temporary Workspace agreement with a neighboring property for the purposes of constructing, maintaining, widening, improving, and using a road and paid a negotiated fee for that agreement.
47. On May 18, 2011, Range executed a Designation of Unit, including the Good Will property.
48. This unit provided Good Will the minimum 25% interest required under the Lease.
49. On or about May 25, 2011, Range submitted an Application For An Onlot Sewage Disposal System Permit, which is administered by the Township on behalf of the DEP, relating to the Well pad site and paid the application fee.
50. On May 25, 2011, Good Will's attorney sent a letter to Range asserting that the Lease would expire at the end of primary term in the absence of production in paying quantities.
51. On May 26, 2011, Carl Steinle responded to Good Will's May 25 letter by stating that the Lease could be extended by commencing a well before the end of the primary term and that Range had already conducted numerous activities constituting commencement of a well.
52. On May 26, 2011, Range received a Temporary Permit for the Installation of a Sewage Disposal System from the Township.
53. On May 28, 2011, Range began clearing timber in preparation for construction of road access to the Well site.
54. Beginning on or about May 28, 2011, Range and its contractors constructed roads for access to the Well site.
55. On June 2, 2011, a Water Supply Survey Report was prepared for Range by a subcontractor.
56. Beginning on or about June 5, 2011, Range constructed the pad site for the Well.
57. Prior to June 6, 2011, Range incurred significant costs including applying for, and obtaining, necessary permits, removing timber, and obtaining and constructing road access.
58. As of June 6, 2011, no paying quantities had been produced from the property.
59. As of June 6, 2011, the First Well was not producing in paying quantities and had not been completed.
60. On June 10, 2011, Good Will filed this lawsuit in the Court of Common Pleas of Lycoming County, Pennsylvania seeking a declaration that the Lease had expired by its own terms.
61. On June 11, 2011, Range staked the location of the "cellar".
62. On June 17, 2011, Range removed the lawsuit filed by Good Will to the United States District Court for the Middle District of Pennsylvania, citing diversity of citizenship of the Parties as the jurisdictional basis.
63. On June 19, 2011, Range's contractor constructed a cellar on the pad site for the Well.
64. Between June 6, 2011, and June 23, 2011, Range incurred significant costs relating to its activities, including road construction, entering into access agreements, preparing the site for the arrival ...
Buy This Entire Record For