Cardinale v. R.E. Gas Development LLC

74 A.3d 136, 2013 Pa. Super. 146, 2013 Pa. Super. LEXIS 1149
CourtSuperior Court of Pennsylvania
DecidedJune 19, 2013
StatusPublished
Cited by17 cases

This text of 74 A.3d 136 (Cardinale v. R.E. Gas Development LLC) is published on Counsel Stack Legal Research, covering Superior Court of Pennsylvania primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Cardinale v. R.E. Gas Development LLC, 74 A.3d 136, 2013 Pa. Super. 146, 2013 Pa. Super. LEXIS 1149 (Pa. Ct. App. 2013).

Opinion

OPINION BY

COLVILLE, J.:

This is an appeal from an order granting Appellees’ preliminary objections in the nature of a demurrer and dismissing Appellants’ complaint with prejudice. We reverse the order and remand for further proceedings.

The background underlying this matter can be summarized in the following manner. Lucinda A. Cardinale (“Cardinale”) and Iola Hugney (“Hugney”), on behalf of themselves and all those similarly situated (collectively referred to as “Appellants”), filed a class action complaint against R.E. Gas Development, LLC (“R.E. Gas”) and Rex Energy Corporation (“Rex Energy”) (collectively referred to as “Appellees”). Appellants made the following, relevant averments in their complaint.

R.E. Gas is a subsidiary of Rex Energy. In 2008, R.E. Gas entered into Marcellus Shale gas leases with numerous persons, including Cardinale and Hugney. Under those leases, R.E. Gas committed to pay $2,500.00 per acre to the individual landowners. R.E. Gas, however, has refused to honor the leases by failing to pay the rents due to the landowners.

Appellants’ complaint contains three counts. Their first count is a breach of contract action against R.E. Gas. Under their second count, Appellants present a claim of tortious interference with contract against Rex Energy. Appellants’ last count alleges that Appellees engaged in a civil conspiracy.

Appellees filed preliminary objections to the complaint. Their objections span twenty-seven pages and consist of eighty-four numbered paragraphs. After Appellants filed their response to the objections, the trial court entered the following order.

Now, this 9th day of May, 2012, following argument on [Appellees’] Preliminary Objections to Class Action Complaint and receipt and review of the parties’ briefs and applicable case law, it is the ORDER of this [c]ourt as follows:
1. As to [Appellees’] Demurrer to the Complaint in its entirety this [c]ourt agrees that as a matter of law [Appel-lees] did not accept [Appellants’] offer to enter into binding gas leases.
2. As such, no contracts were formed between [Appellants] and R.E. Gas.
3. Accordingly, it is the ORDER of this [c]ourt that [Appellants’] Demurrer be and is hereby GRANTED. [Appellants’] Complaint is hereby DISMISSED in its entirety, with prejudice; and
4. In support of its dismissal the [c]ourt hereby adopts the legal reasoning and conclusions as set forth in paragraphs 8 through SS of [Appel-lees’] Preliminary Objections to Class Action Complaint filed on January 25, 2012.

Trial Court Order, 05/10/12 (emphasis added).

In paragraphs eight through fifty-five of their preliminary objections, Appellees presented the following arguments in support of their request for a demurrer to Appellants’ complaint.

According to Appellees, the parties never entered into a binding lease/contract. In support of this position, Appellees noted that, in addition to signing the “Oil and Gas Leases,” Appellants signed “Orders for Payment.” Appellees highlighted the [139]*139following language from the “Orders for Payment:”

Lessee[, ie., R.E. Gas,] shall, subject to its inspection, approval of the surface, geology and title, make payment to Lessor[, ie., Appellants] as indicated herein by check within 60 days of Lessee’s receipt of this Order For Payment and the executed Oil and Gas Lease associated herewith.

Complaint, 10/25/11, Exhibit A, at unnumbered page 8 (emphasis added). Appellees also pointed out that the “Orders for Payment” state, “This Order for Payment expires one year from date of issuance, unless paid sooner, terminated or replaced by Lessee.” Id.

The thrust of Appellees’ argument was as follows:

... R.E. Gas did not make offers to [Appellants] to enter into contracts that include the Bonus Payments because the Orders for Payment: (i) gave R.E. Gas an unlimited right to terminate the Orders of Payment and, therefore, decide later the nature and extent of its performance, and (ii) required a further manifestation of assent by R.E. Gas. As a result, the provision of the Proposed Leases and the Orders for Payment was merely an invitation to bargain on the part of R.E. Gas. Then [Appellants], by signing and returning the Proposed Leases and Orders for Payment, made offers to R.E. Gas to enter into the Proposed Leases and Orders for Payment under the terms and conditions contained in those documents. However, R.E. Gas explicitly rejected [Appellants’] offers in Rejection Letters. As a result, because R.E. Gas rejected [Appellants’] offers, no contracts that include Bonus Payments were ever formed. Therefore, the [c]ourt should ... dismiss Count I of the Complaint as legally insufficient.

Id. at ¶¶ 48-51 (citations omitted). In paragraphs fifty-two through fifty-five of their preliminary objections, Appellees argued that, because no contracts were ever formed by Appellants and R.E. Gas, counts two and three of the complaint also are legally insufficient and should be dismissed.

Appellants timely filed a notice of appeal from the court’s order granting Appellees’ preliminary objections.

When reviewing a trial court’s order sustaining preliminary objections in the nature of a demurrer and dismissing a suit, our scope of review is plenary.
When reviewing an order granting preliminary objections in the nature of a demurrer, an appellate court applies the same standard employed by the trial court: all material facts set forth in the complaint as well as all inferences reasonably deducible therefrom are admitted as true for the purposes of review. The question presented by the demurrer is whether, on the facts averred, the law says with certainty that no recovery is possible.
WTiere affirmance of the trial court’s order sustaining preliminary objections would result in the dismissal of an action, we may do so only when the case is clear and free from doubt. To be clear and free from doubt that dismissal is appropriate, it must appear with certainty that the law would not permit recovery by the plaintiff upon the facts averred. Any doubt should be resolved by a refusal to sustain the objections. We review the trial court’s decision for an abuse of discretion or an error of law.

DeMary v. Latrobe Printing and Pub. Co., 762 A.2d 758, 761 (Pa.Super.2000) (citations and quotation marks omitted) (emphasis in original).

[140]*140By relying on the arguments Appellees provided in paragraphs eight through fifty-five of their preliminary objections, the trial court appears to have been persuaded that a demurrer was appropriate because the parties never entered into binding contracts/leases. Thus, although Appellants present this Court with multiple issues, the controlling question in this case is whether, considering the facts averred in Appellants’ complaint, the law says with certainty that no recovery is possible because the parties never entered into contracts/leases.

The following law is instructive. Before a contract can be found, all of the essential elements of the contract must exist.

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Cite This Page — Counsel Stack

Bluebook (online)
74 A.3d 136, 2013 Pa. Super. 146, 2013 Pa. Super. LEXIS 1149, Counsel Stack Legal Research, https://law.counselstack.com/opinion/cardinale-v-re-gas-development-llc-pasuperct-2013.