the district court erred in awarding ORX $43,158.50 in attorneys fees. the district court erred in ruling that ORX met its burden of proof to establish that Mr. the district court erred in ruling that the alter-ego theory of the corporate veil piercing applied to Louisiana limited liability companies 3. Washauer personally liable for the debts of MBW 2. the district court erred in ruling that ORX met its burden of proof to hold Mr. The Appellants raise four assignments of error:ġ. The Judgment further provided that "ORX's rights to bring future claims for attorneys' fees and costs relating to the appeal of this case and/or the collection of this Judgment are reserved." The Appellants filed a second motion for suspensive appeal, which was granted on May 14, 2009. Subsequently, the district court granted ORX's motion for attorneys fees and issued a Final Judgment in March of 2009, holding:ġ.) the Appellants liable, in solido, to ORX in the principal amount of $84,220.01 2.) awarding reasonable attorneys' fees in the amount of $43,158.50 3.) awarding prejudgment and post-judgment interest and court costs, and 4.) awarding all other costs related to the collection of MBW's unpaid balance. The Appellants timely filed a motion for suspensive appeal from this judgment. The district court denied the Appellants' motion, and granted summary judgment in favor of ORX. In January of 2009, the case was heard by the district court on cross-motions for summary judgment. As a result, ORX filed suit for breach of contract against both MBW and Mr. MBW's unpaid share of expenses for said project amounted to $84,220.01, for which ORX demanded payment via correspondence, but to no avail. The well proved to be unsuccessful, and was ultimately plugged. Washauer paid the full amount of MBW's share of an ORX cash call invoice of $59,325 with a personal check. Adjustments were made in the plan to drill the Well, including the issuance of a revised AFE, which Mr. 2 in the Clovelly Prospect, ("the Well"), which was the "initial well" called for in the Participation Agreement. In 2006, ORX, as the well Operator, began planning the Allain LeBreton Well No. Additionally, he paid MBW's participation fee with a check drawn from the account of another entity, MBW Properties, LLC Later, ORX submitted an Authorization for Expenditure ("AFE") to MBW for approval, The drilled well was governed by the Participation Agreement, which provided that MBW had a working interest in the Clovelly Prospect whereby MBW would share in 2.5% of the costs incurred, and would gain a proportionate share of the returns, if any, produced by the well. It further provided that the non-operating working interest partners, like MBW, would pay their proportionate share of the costs in exchange for a corresponding working interest ownership share in the Clovelly Prospect. The JOA provided that ORX was to serve as the "Operator" drilling a well within the Clovelly Prospect. Washauer signed these documents in October of 2003 and December of 2004, respectively, on behalf of MBW, in his capacity as a "Managing Member." However, MBW did not come into existence until July of 2005, when its articles of organization were filed with the Louisiana Secretary of State. The partnering parties entered into a Joint Operating Agreement ("JOA") and the Clovelly Prospect Participation Agreement ("Participation Agreement"). Pursuant to this Agreement, ORX purchased certain oil, gas and mineral leases/interests in a tract of land located in Lafourche Parish, known as the "Clovelly Prospect." ORX partnered with other entities, including MBW, to share in the expense and potential profits of the venture to explore and develop the Clovelly Prospect. On January 16, 2003, ORX entered into the "Clovelly Purchase Agreement" with Coastline Oil & Gas, Inc. Washauer operated MBW as his alter ego, and allowing ORX to pierce the veil of an LLC. For the reasons that follow, we affirm the judgment determining that Mr. Washauer are liable in solido to ORX for breach of contract, and awarded ORX attorneys fees. ("MBW") and Mark Washauer, seek review of a judgment of the district court granting a motion for summary judgment in favor of ORX Resources, Inc. Nadeau, Long Law Firm, L.L.P., Baton Rouge, LA, for Defendants/Appellants.Ĭourt composed of Judge CHARLES R. Taylor Darden, Carver Darden Koretzky Tessier Finn Blossman & Areaux, L.L.C., New Orleans, LA, for Plaintiff/Appellee.
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