Lone Star NGL Product Services LLC, (In Its Own Capacity and as Assignee) v. EagleClaw Midstream Ventures LLC and CR Permian Processing, LLC

• Court: Court of Appeals of Texas
• Decided: January 6, 2025
• Docket: 15-25-00003-CV
• Status: Published

Opinion

ACCEPTED 15-25-00003-CV FIFTEENTH COURT OF APPEALS AUSTIN, TEXAS 1/6/2025 4:50 PM No. _____________________ CHRISTOPHER A. PRINE CLERK FILED IN IN THE COURT OF APPEALS 15th COURT OF APPEALS FOR THE FIFTEENTH DISTRICT OF TEXAS AUSTIN, TEXAS AUSTIN, TEXAS 1/6/2025 4:50:17 PM CHRISTOPHER A. PRINE Clerk LONE STAR NGL PRODUCT SERVICES, LLC (in its own capacity and as assignee), Plaintiff/Joint Petitioner,

v. EAGLECLAW MIDSTREAM VENTURES LLC AND CR PERMIAN PROCESSING, LLC, Defendants/Joint Petitioners.

Petition for Permissive Interlocutory Appeal from the Texas Business Court, 11th Division Trial Court No. 24-BC11A-0004

JOINT PETITION FOR PERMISSIVE INTERLOCUTORY APPEAL

NORTON ROSE FULBRIGHT BECK REDDEN LLP Andrew Price Fields Alexander State Bar No. 24002791 State Bar No. 00783528 andrew.price@nortonrosefulbright.com falexander@beckredden.com Rafe A. Schaefer Thomas E. Ganucheau Abraham Chang Mary Kate Raffetto Timothy Shinn Parth S. Gejji 1550 Lamar St. Suite 2000 Garrett S. Brawley Houston, Texas 77010 Cassie Maneen (713) 651-5151 1221 McKinney St., Suite 4500 Houston, Texas 77010-2010 ALEXANDER DUBOSE & JEFFERSON (713) 951-3700 William J. Boyce State Bar No. 02760100 ATTORNEYS FOR DEFENDANTS/ bboyce@adjtlaw.com JOINT PETITIONERS 1844 Harvard St. Houston, Texas 77008 (713) 523-2358

ATTORNEYS FOR PLAINTIFF/ JOINT PETITIONER IDENTITY OF PARTIES AND COUNSEL

Plaintiff/Joint Petitioner: Lone Star NGL Product Services LLC, which is now known as Energy Transfer GC NGL Product Services LLC 1 in its own capacity and as assignee of Energy Transfer GC NGL Marketing LLC, Energy Transfer GC NGL Fractionators LLC, Energy Transfer GC NGL Pipelines LP, Energy Transfer Mont Belvieu NGL Pipelines LLC, Energy Transfer Mont Belvieu NGLs LP, and Energy Transfer GC NGLs LLC

Counsel for Plaintiff/ Andrew Price Joint Petitioner: Rafe A. Schaefer Abraham Chang Timothy Shinn NORTON ROSE FULBRIGHT US LLP 1550 Lamar St. Suite 2000 Houston, Texas 77010-3095 (713) 651-5151

William J. Boyce ALEXANDER DUBOSE & JEFFERSON 1844 Harvard St. Houston, Texas 77008 (713) 523-2358

1 Although Lone Star is now known as Energy Transfer GC NGL Product Services LLC, it is referred to as “Lone Star” throughout this pleading.

i Defendants/ EagleClaw Midstream Ventures LLC and Joint Petitioners: CR Permian Processing, LLC

Counsel for Defendants/ Fields Alexander Joint Petitioners: Thomas E. Ganucheau Mary Kate Raffetto Parth S. Gejji Garrett S. Brawley Cassie Maneen BECK REDDEN LLP 1221 McKinney, Suite 4500 Houston, Texas 77010-2010 (713) 951-3700

Trial Court: Hon. Sofia Adrogué Texas Business Court, 11th Division 301 Fannin Street Houston, Texas 77002 Phone: (713) 274-1067

ii TABLE OF CONTENTS

Page

Identity of Parties and Counsel .................................................................................. i

Table of Contents ..................................................................................................... iii

Index of Authorities ................................................................................................. iv

Information Required By Tex. R. App. P. 28.3(e)(1) and 25.1(d) ......................... vi

Issue Presented ........................................................................................................ vii

Introduction ................................................................................................................1

Statement of Facts ......................................................................................................3

Argument....................................................................................................................6

I. The issue presents a controlling question of law as to which there are substantial grounds for difference of opinion. ................................ 7

II. A permissive interlocutory appeal would materially advance the ultimate termination of the litigation................................................... 11

Prayer for Relief .......................................................................................................14

Certificate of Compliance ........................................................................................16

iii INDEX OF AUTHORITIES

CASES PAGE(S)

Able Supply Co. v. Moye, 898 S.W.2d 766 (Tex. 1995) ................................................................................ 7

Bland Indep. Sch. Dist. v. Blue, 34 S.W.3d 547 (Tex. 2000)................................................................................... 9

Gulf Coast Asphalt Co. v. Lloyd, 457 S.W.3d 539 (Tex. App.—Houston [14th Dist.] 2015, no pet.) ...........8, 9, 10

Indus. Specialists, LLC v. Blanchard Ref. Co. LLC, 652 S.W.3d 11 (Tex. 2022)................................................................................... 6

Prystash v. State, 3 S.W.3d 522 (Tex. Crim. App. 1999) ................................................................. 9

Sabre Travel Int’l, Ltd. v. Deutsche Lufthansa AG, 567 S.W.3d 725 (Tex. 2019) ..........................................................................7, 11

State Bar of Tex. v. Gomez, 891 S.W.2d 243 (Tex. 1994) ................................................................................ 8

Tema Oil and Gas Co. v. ETC Field Services, LLC, 2024 WL 4796433 (Tex. Bus. Ct.) ..................................................................... 10

Winans v. Berry, 2024 WL 4796435 (Tex. Bus. Ct.) ..................................................................... 10

Workers’ Comp. Sols. v. Tex. Health, L.L.C., No. 05-15-01504-CV, 2016 WL 945571 (Tex. App.—Dallas Mar. 14, 2016, no pet.).......................................................................................... 8

iv STATUTES

Tex. Civ. Prac. & Rem. Code § 51.014(d)...........................................................6, 11

Tex. Gov’t Code §§ 25A.001–020.................................................................................................... 3 § 25A.004 ..........................................................................................................3, 4 § 25A.004(d)(2) .................................................................................................... 4 § 25A.006 .............................................................................................................. 1

OTHER AUTHORITIES

Cause No. 15-24-00122-CV, Energy Transfer LP, et al. v. Culberson Midstream LLC, et al., in the Fifteenth Court of Appeals .................................. 10

Cause No. 15-24-00130-CV, In re Energy Transfer LP and ETC Texas Pipeline, Ltd., in the Fifteenth Court of Appeals................................................ 10

House Comm. on Civil Practices, Bill Analysis Tex. H.B. 978, 77th Leg., R.S. (2001)........................................................................................... 8

Senate Comm. on State Affs., Engrossed Bill Analysis, Tex. H.B. 274, 82d Leg., R.S. (2011) .......................................................................................... 11

16 Charles Alan Wright, Arthur Miller & Edward H. Cooper, FED. PRAC. & PROC. § 3930 (3rd ed. 2012) ......................................................8, 9

v INFORMATION REQUIRED BY TEX. R. APP. P. 28.3(e)(1) and 25.1(d)

As required by Tex. R. App. P. 28.3(e)(1), Joint Petitioners provide the

following information in keeping with Tex. R. App. P. 25.1(d):

1. Trial court, style, and case number:

• Business Court of Texas, Eleventh Division

• Lone Star NGL Product Services LLC v. EagleClaw Midstream Ventures, LLC, et al.

• Cause No. 24-BC11A-0004

2. Joint Petitioners wish to appeal the remand order signed on December

20, 2024. It is attached as Tab A. The Joint Petitioners include all parties:

• Joint Petitioner Lone Star NGL Product Services LLC (“Lone Star”), plaintiff below.

• Joint Petitioners EagleClaw Midstream Ventures LLC and CR Permian Processing, LLC (collectively, “Defendants”), defendants below.

3. This appeal is to the Fifteenth Court of Appeals.

4. This joint petition is filed by all parties.

5. This petition is filed under Tex. Civ. Prac. & Rem. Code § 51.014(d).

The appeal will be accelerated and is not a parental termination or child protection

case.

vi ISSUE PRESENTED

This case presents the following issue, which the Trial Judge identified in the

remand order as meeting the standard for an immediate permissive appeal under

§ 51.014(d):

1. Whether a civil action that was commenced before September 1, 2024, may be removed to Business Court where the parties entered into a subsequent agreement expressly consenting to the jurisdiction of the Business Court. Tab A at 17.

vii INTRODUCTION

Since House Bill 19 was passed in 2023, many litigants, including Joint

Petitioners, have attempted to access the Business Court and unlock its promised

efficiencies by invoking the statute’s removal provision. See Tex. Gov’t Code

§ 25A.006. Immediate appellate review is warranted here because the remand order

at issue forecloses that access.

After Joint Petitioners entered into an agreement on September 13, 2024, to

adjudicate their disputes in the Business Court and filed their Notice of Removal on

September 17, 2024, the Trial Judge requested briefing and held a hearing on

whether this case may be removed. Given that this lawsuit was pending on

September 1, 2024, the Trial Judge expressed concern at the hearing that removal

may not be allowed; the December 20, 2024 remand order holds that removal is not

available under these circumstances.

Joint Petitioners submit that removal is expressly allowed under the statute’s

unambiguous language. The Trial Judge disagreed. Recognizing that this question

presents a controlling question of law as to which there is a substantial ground for

difference of opinion, the remand order authorizes an interlocutory appeal.

This removal issue arises against the backdrop of the Business Court’s launch

in 2024—and with that launch, the emergence of threshold legal questions requiring

prompt answers so that the new rules of the road for this new court are clear to all.

1 The Trial Judge emphasized the immediate need for this Court to provide clarity on

the removal issue. As the Trial Judge explained during the hearing:

. . . there’s no doubt that it would allow for there to be precedent on something that I do think needs to, at some point, be determined. . . . [A]s you can imagine, we’re one court. And so the goal is we are one court and a new court. And the goal is just to ensure, as we are scrutinizing everything, as we’re trying to create horizontal res judicata. I’m excited we are commencing that effort now.

Tab H at 47.

This case is precisely the type of dispute for which the Business Court was

created. It is a hotly-contested, high-dollar, complex dispute where the parties have

not agreed on very much. But the parties do agree that this case belongs in the

Business Court. They also agree with the Trial Judge’s pronouncements regarding

the need for immediate appellate guidance on obtaining access to the Business Court

and its promised efficiencies. To that end, Joint Petitioners respectfully request that

the Court grant this petition for a permissive interlocutory appeal so that the Court

may issue critical guidance on this threshold removal issue. 2

2 Joint Petitioners recognize that the posture of this case—an agreed request for a permissive interlocutory appeal—is unusual. While the parties agree on the ultimate outcome of the jurisdictional issue presented by this appeal, the parties have differing views on the correct reasoning. Accordingly, if the Court grants permission to appeal, Joint Petitioners wish to file simultaneous but separate merits briefing and respectfully request the Court issue a briefing schedule that permits each party to file its own brief without any response or reply briefs.

2 STATEMENT OF FACTS

On May 20, 2021, Lone Star filed a lawsuit against Defendants in Harris

County. The case landed in the 61st Judicial District Court and was assigned cause

number 2021-30388. Lone Star asserted claims related to two natural gas purchase

agreements that involve an obligation to sell Y-Grade, which is a term used to

describe the natural gas liquids that result from processing natural gas. Defendants

filed an answer and asserted various defenses.

The parties have spent the last few years engaged in discovery efforts. In the

meantime, on June 9, 2023, the Legislature passed House Bill 19, which created the

Business Court, later codified at Chapter 25A of the Texas Government Code.

See Tex. Gov’t Code §§ 25A.001–020. Section 25A.004 of the statute sets out the

jurisdiction of the Business Court. Id. § 25A.004. Of note here, section

25A.004(d)(2) provides in relevant part:

(d) The business court has civil jurisdiction concurrent with district courts in the following actions in which the amount in controversy exceeds $10 million, excluding interest, statutory damages, exemplary damages, penalties, attorney’s fees, and court costs:

...

(2) an action that arises out of a contract or commercial transaction in which the parties to the contract or transaction agreed in the contract or a subsequent agreement that the business court has jurisdiction of the action . . . .

3 Id. § 25A.004(d)(2) (emphasis added).

On September 13, 2024, Lone Star and Defendants entered into a “subsequent

agreement” as expressly authorized by the statute. Tab B (the “Subsequent

Agreement”). The Subsequent Agreement does a few key things.

First, it provides that the parties “agree that the Current Lawsuit . . . is within

the jurisdiction of the Texas Business Court, as established by Chapter 25A of the

Texas Government Code.” Id. at 2. Second, it expressly states that the Subsequent

Agreement “is meant to satisfy the requirements of Section 25A.004 of the Texas

Government Code as a ‘subsequent agreement that the business court has

jurisdiction over the action.’” Id. Third, it makes clear that the purpose of the

agreement “is to allow the Current Lawsuit to become removable to the Texas

Business Court.” Id. Finally, it includes several other provisions—such as a tolling

agreement, discovery considerations, and a provision that allows the lawsuit to be

non-suited without prejudice and refiled in the Business Court—that were all

designed to effectuate a clean, efficient removal of the case to the Business Court

and to protect the parties’ interests if the case was remanded. Id. at 2–7.

The Joint Petitioners filed the Subsequent Agreement with the 61st Judicial

District Court and the Eleventh Division of the Business Court (the “Trial Judge”)

on September 17, 2024. They filed a Joint Notice of Removal that same day. Tab C.

4 A little over a week later, on September 26, 2024, the Trial Judge ordered the

parties to submit briefing regarding the propriety of removal and jurisdiction.

Tab D. The parties submitted their Joint Brief in Support of Removal to Business

Court on October 16, 2024. Tab E. The Trial Judge then invited further briefing on

the issues, specifically the effect of Section 8 of House Bill 19 and the impact of that

Section’s language: “civil actions commenced on or after September 1, 2024.”

Tab F. Lone Star submitted its Additional Brief in Support of Removal to Business

Court on November 4, 2024. Tab G. The court held a hearing on November 12,

2024. Tab H.

On December 20, 2024, the Trial Judge issued the Order. Tab A. The Trial

Judge held that “parties to a ‘civil action[] commenced’ before September 1, 2024

may not waive Section 8’s ‘effective date’ provision in order to establish subject-

matter jurisdiction in the Business Court under Section 25A.004.” Id. at 14. As a

result, the Trial Judge concluded that “[t]he Parties have failed to establish that the

Court has subject-matter jurisdiction over this case” and that it was “required to

remand this case to the district court.” Id. at 16.

However, the Trial Judge granted the parties’ request for a permissive

interlocutory appeal:

Given that the Texas Business Court is in its nascent stages, the Court certifies the permissive interlocutory appeal to provide the Fifteenth Court of Appeals an opportunity to scrutinize this seminal issue, give

5 guidance to the Business Court, and set clear precedent concerning the removal of actions which were pending prior to September 1, 2024.

Id. at 18. It also stayed its remand order “pending the resolution of the Parties’

permissive interlocutory appeal” “to the extent that the Court has the authority to do

so.” Id.

ARGUMENT

A party may take an interlocutory appeal under Tex. Civ. Prac. & Rem. Code

§ 51.014(d) if: (1) “the order to be appealed involves a controlling question of law

as to which there is a substantial ground for difference of opinion” and (2) “an

immediate appeal from the order may materially advance the ultimate termination

of the litigation.” Tex. Civ. Prac. & Rem. Code § 51.014(d); see also Indus.

Specialists, LLC v. Blanchard Ref. Co. LLC, 652 S.W.3d 11, 14 (Tex. 2022). Both

of those elements are met here.

While the determination is discretionary, the Supreme Court has encouraged

the courts of appeals to accept permissive appeals when it would be efficient to do

so:

. . . while courts of appeals have discretion to deny acceptance of permissive interlocutory appeals, the Legislature in its enactment of section 51.014(d) and (f) has recognized the benefit of appellate courts accepting such appeals when the threshold for an exception to the final judgment rule is met. When courts of appeals accept such permissive appeals, parties and the courts can be spared the inevitable inefficiencies of the final judgment rule in favor of early, efficient resolution of controlling, uncertain issues of law that are important to the outcome of the litigation.

6 Sabre Travel Int’l, Ltd. v. Deutsche Lufthansa AG, 567 S.W.3d 725, 732 (Tex. 2019)

(internal citations and quotations omitted).

This guidance is especially apt here. Given the parties’ multi-year efforts in

litigating the dispute, allowing the parties to swiftly complete discovery and proceed

to trial is important. See Able Supply Co. v. Moye, 898 S.W.2d 766, 773 (Tex. 1995)

(“Both the plaintiffs and the defendants are entitled to full, fair discovery within a

reasonable period of time, and to have their cases decided on the merits.”). Further,

as proceedings in the Business Court begin across the state, attorneys and judges are

operating without precedent on key jurisdictional issues. This case easily meets the

statutory requirements for a permissive appeal, and thus the Court should take the

opportunity to provide “certainty to litigants around the state.” See Tab A at 17.

I. The issue presents a controlling question of law as to which there are substantial grounds for difference of opinion.

The first prong of the permissive appeal test is satisfied. The Order identifies

the following controlling question of law and grants permission to appeal the ruling:

The Court grants the request because the legal issue considered by this Court—whether “a civil action that was commenced before September 1, 2024 [may] be removed to Business Court where the parties entered into a subsequent agreement expressly consenting to the jurisdiction of the Business Court”—is a controlling question of law as to which there is substantial ground for difference of opinion.

Id.

7 This issue presents a controlling question of law. A question qualifies as

controlling if it is “pivotal” or if it “deeply affects the ongoing process of litigation.”

Workers’ Comp. Sols. v. Tex. Health, L.L.C., No. 05-15-01504-CV, 2016 WL

945571, at *1 (Tex. App.—Dallas Mar. 14, 2016, no pet.); Gulf Coast Asphalt Co.

v. Lloyd, 457 S.W.3d 539, 543–44 (Tex. App.—Houston [14th Dist.] 2015, no pet.);

see also House Comm. on Civil Practices, Bill Analysis Tex. H.B. 978, 77th Leg.,

R.S. (2001) (“pivotal in a case”).

An issue also presents a controlling question of law if the viability of a claim

rests on its determination. Id. “There is no doubt that a question is ‘controlling’ if

its incorrect disposition would require reversal of a final judgment, either for further

proceedings or for a dismissal that might have been ordered without the ensuing

district-court proceedings.” 16 Charles Alan Wright, Arthur Miller & Edward H.

Cooper, FED. PRAC. & PROC. § 3930 at 496 (3rd ed. 2012).

The question presented here meets this requirement. A question of subject

matter jurisdiction is certainly “pivotal” and would “deeply affect[] the ongoing

process of litigation.” See State Bar of Tex. v. Gomez, 891 S.W.2d 243, 245 (Tex.

1994) (“As a general proposition, before a court may address the merits of any case,

the court must have jurisdiction over the party or the property subject to the suit,

jurisdiction over the subject matter, jurisdiction to enter the particular judgment, and

capacity to act as a court.”).

8 Subject matter jurisdiction is “essential to a court’s power to decide a case.”

Bland Indep. Sch. Dist. v. Blue, 34 S.W.3d 547, 554 (Tex. 2000). As the Trial Judge

noted in the Order, subject matter jurisdiction is a “bedrock” requirement. Tab A at

16. “[A]ny judgment rendered by a court without subject-matter jurisdiction would

be void.” Id. The question thus impacts the viability of a claim—an “incorrect

disposition” could “require reversal.” See Wright & Miller, § 3930 at 496.

Accordingly, this appeal presents a controlling question of law.

However, the parties dispute the Trial Judge’s determination that the effective

date of a statute constitutes a non-waivable issue of subject matter jurisdiction.

See Prystash v. State, 3 S.W.3d 522, 531 (Tex. Crim. App. 1999) (rejecting the

argument that a statute’s effective date is an “absolute,” “nonwaivable” or

“nonforfeitable” requirement based on both parties’ invitation that the trial court

ignore the statute’s effective date).

In addition, there are substantial grounds for difference of opinion on the

issue. “Substantial grounds for disagreement exist when the question presented to

the court is novel or difficult, when controlling circuit law is doubtful, when

controlling circuit law is in disagreement with other courts of appeals, and where

there simply is little authority upon which the district court can rely.” Gulf Coast

Asphalt Co., 457 S.W.3d at 543–44 (emphasis added).

9 Such is the case here. Because the Business Court has only been operational

for a few months, there is, quite literally, no precedent from this Court for the Trial

Judge and other judges in the Business Court to use for guidance. In fact, the hearing

the Trial Judge conducted in this case was the first in-person hearing—on any

issue—the Trial Judge had ever conducted. Tab H at 3. The issue is thus a “novel”

one with “little authority upon which the district court can rely.” Gulf Coast Asphalt

Co., 457 S.W.3d at 543–44.

The Trial Judge held that substantial grounds for difference of opinion are

present. See Tab A at 17 and n.53. As the Trial Judge explained in the Order, “a

meaningful number of Business Court litigants believe that pre-September 1, 2024

cases may be removed. A significant proportion of the cases removed to the

Business Court to date were on file in the district courts prior to September 1, 2024.”

Id.; see also Tema Oil and Gas Co. v. ETC Field Services, LLC, 2024 WL 4796433,

at *2–7 (Tex. Bus. Ct.); Winans v. Berry, 2024 WL 4796435, at *1 (Tex. Bus. Ct.).

This Court currently has at least one other case before it that addresses a

similar issue. See Cause No. 15-24-00130-CV, In re Energy Transfer LP and ETC

Texas Pipeline, Ltd., in the Fifteenth Court of Appeals (mandamus); see also Cause

No. 15-24-00122-CV, Energy Transfer LP, et al. v. Culberson Midstream LLC, et

al., in the Fifteenth Court of Appeals (related appeal). The Court called for a

response in the matter on December 16, 2024.

10 But this case presents a slightly different course of events, as it will permit the

Court to address whether the consent of all parties changes the analysis, especially

when the parties expressly agree to application of a statute, regardless of the statutory

effective date of a law. Put simply, this is a new court grappling with a new statute

and this case addresses new facts. Because there is no authority to consult, there is

“a substantial ground for difference of opinion.” See Tex. Civ. Prac. & Rem. Code

§ 51.014(d).

II. A permissive interlocutory appeal would materially advance the ultimate termination of the litigation.

The second requirement for a permissive appeal is also easily met, as a

determination on this issue would permit the parties to reach a more efficient

resolution of this matter.

As the Supreme Court explained, the purpose of the permissive appeal statute

is to promote “early, efficient resolution of controlling, uncertain issues of law.”

Sabre Travel, 567 S.W.3d at 732. The statute is designed to make “the civil justice

system more accessible, more efficient, and less costly to all Texans while reducing

the overall costs of the civil justice system to taxpayers.” Id. (citing Senate Comm.

on State Affs., Engrossed Bill Analysis, Tex. H.B. 274, 82d Leg., R.S. (2011)).

Permitting the parties to appeal this issue now will materially advance the

conclusion of this litigation in two ways.

11 First, it may lead to a significantly more efficient conclusion of this matter. If

the Court accepts the appeal and agrees with the Joint Petitioners, it will prevent the

parties from having to nonsuit and refile this matter. If this case is remanded to the

61st Judicial District Court, the Subsequent Agreement will require the parties to

nonsuit and refile in the Business Court. Tab B at 2. This will only serve to delay

the conclusion of this litigation. Moreover, nonsuiting and refiling in the business

Court will create several areas of potential disagreement between the parties that

may require judicial determination. For example, the following difficulties may

arise if the parties are forced to dismiss and refile:

• How will the “status quo of litigation” in the current lawsuit be “preserved” in the refiled action, as required by the Subsequent Agreement? Tab B at 2, 4.

• How will the parties preserve the “ability to seek appellate and/or mandamus review of any orders issued in the Current Lawsuit” in the refiled action as required by the Subsequent Agreement, without relitigating every issue that has arisen over the four years this litigation has been pending? Id. at 4.

• Will the refiled action, as a 2025 case, be given priority related to a potential trial setting over other pending cases?

In addition, the parties have multiple pending discovery motions that would

need to be refiled, rebriefed, and reset. See Tab H at 43, 52. There are also several

ancillary discovery matters pending in multiple jurisdictions that may be affected.

See Tab E at 6.

12 For example, Lone Star and non-party ISQ Global Infrastructure Fund II L.P.

c/o I Squared Capital Advisors (US) LLC ("ISquared") are currently embroiled in a

discovery dispute related to a subpoena issued by the 61st Judicial District Court.

See Tab E, Exhibit 2. Former Harris County District Court Judge Daryl Moore has

been appointed as a special discovery master to resolve the dispute. Tab E, Exhibit

3. A motion to compel before Judge Moore has been filed. Tab E, Exhibit 4.

In another example, an ancillary matter was opened in New York to enforce a

subpoena issued by the 61st Judicial District Court to Blackstone Energy Partners II

L.P. An ancillary matter was also opened in Florida state court to domesticate a

subpoena issued to non-party Joseph Payne, who is a former member of Defendants’

parent company’s board of directors. Tab E, Exhibits 5-6.

Second, as the Trial Judge noted in the Opinion and Order, “a permissive

interlocutory appeal ‘advance[s] the ultimate termination of this litigation by giving

both parties, all parties, certainty as to the jurisdictional issues, whether we’re

confronting them following a remand and a nonsuit and a refiling or following a

permissive appeal.’” Tab A at 17. It will also “give certainty to litigants around the

state.” Id. This is especially important given the efforts of attorneys and judges

across Texas to work together to navigate House Bill 19. In this spirit of cooperation,

Joint Petitioners respectfully urge the Court to grant this petition for a permissive

13 appeal, as it will not only materially advance the termination of this litigation, but

that of lawsuits throughout the state.

Further, the Joint Petitioners wish to file simultaneous but separate merits

briefing without any response or reply briefs. Accordingly, this permissive appeal

can be quickly and efficiently resolved in this Court, as well, without the need for a

lengthy briefing process. The Joint Petitioners, therefore, respectfully request this

Court grant this petition for permissive appeal and issue a briefing schedule that

permits each party to simultaneously file its own brief without any response or reply

briefs.

PRAYER FOR RELIEF

The Court should (1) grant this petition, (2) deem a notice of appeal to have

been filed on the date of the Court’s order, per Tex. R. App. P. 28.3(k), and (3) fix a

due date for the filing of the record and issue a briefing schedule with one universal

deadline for merits briefs by both parties.

14 Respectfully submitted,

NORTON ROSE FULBRIGHT BECK REDDEN LLP

By: /s/ Andrew Price (by permission) By: /s/ Fields Alexander Andrew Price Fields Alexander State Bar No. 24002791 State Bar No. 00783528 andrew.price@nortonrosefulbright.com falexander@beckredden.com Rafe A. Schaefer Thomas E. Ganucheau State Bar No. 24077700 State Bar No. 00784104 rafe.schaefer@nortonrosefulbright.com tganucheau@beckredden.com Abraham Chang Mary Kate Raffetto State Bar No. 24102827 State Bar No. 24098296 abraham.chang@nortonrosefulbright.com mkraffetto@beckredden.com Timothy Shinn Parth S. Gejji State Bar No. 24125409 State Bar No. 24087575 timothy.shinn@nortonrosefulbright.com pgejji@beckredden.com 1500 Lamar Ave. Suite 2000 Garrett S. Brawley Houston, TX 77010 State Bar No. 24095812 (713) 651-5151 gbrawley@beckredden.com Cassie Maneen ALEXANDER DUBOSE & JEFFERSON State Bar No. 24120989 William J. Boyce cmaneen@beckredden.com State Bar No. 02760100 1221 McKinney St., Suite 4500 bboyce@adjtlaw.com Houston, Texas 77010-2010 1844 Harvard St. (713) 951-3700 Houston, Texas 77008 (713) 951-3720 – Fax (713) 523-2358 ATTORNEYS FOR DEFENDANTS/ ATTORNEYS FOR PLAINTIFF/ JOINT PETITIONERS JOINT PETITIONER

15 CERTIFICATE OF COMPLIANCE

1. This brief complies with the type-volume limitation of Tex. R. App. P. 9.4(i)(2)(D) because it contains 3,398 (not to exceed 4,500) words, excluding the parts of the brief exempted by Tex. R. App. P. 9.4(i)(1).

2. This brief complies with the typeface requirements of Tex. R. App. P. 9.4(e) because it has been prepared in a proportionally spaced typeface using Microsoft Word 2016 in 14 point Times New Roman font.

Dated: January 6, 2025

/s/ Parth S. Gejji Parth S. Gejji

16 No. _____________________

IN THE COURT OF APPEALS FOR THE FIFTEENTH DISTRICT OF TEXAS AUSTIN, TEXAS

LONE STAR NGL PRODUCT SERVICES, LLC (in its own capacity and as assignee), Plaintiff/Joint Petitioners,

v. EAGLECLAW MIDSTREAM VENTURES LLC AND CR PERMIAN PROCESSING, LLC, Defendants/Joint Petitioners.

Petition for Permissive Interlocutory Appeal from the Texas Business Court, 11th Division Trial Court No. 24-BC11A-0004

APPENDIX

TAB

A Opinion and Order of December 20, 2024

B Subsequent Agreement between Parties (signed on September 13, 2024)

C Joint Notice of Removal to Business Court (filed on September 17, 2024)

D Order of September 26, 2024

E Joint Brief in Support of Removal (filed on October 16, 2024)

F Email from Business Court of October 18, 2024

G Lone Star’s Additional Brief in Support of Removal to Business Court (filed on November 4, 2024)

H Hearing Transcript of November 12, 2024 Hearing Tab A 2024 Tex. Bus. 8

Note: The syllabus was created by court staff and is provided for the convenience of the reader. It is not part of the Court’s opinion, does not constitute the Court’s official description or statement, and should not be relied upon as legal authority.

THE BUSINESS COURT OF TEXAS ELEVENTH DIVISION

Lone Star NGL Product Services LLC, § § Plaintiff, § v. § Cause No. 24-BC11A-0004 § EagleClaw Midstream Ventures, LLC § and CR Permian Processing, LLC, § Defendant. §

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This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to “civil actions commenced on or after September 1, 2024.” Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court’s remand order is stayed pending the resolution of the Parties’ permissive interlocutory appeal. 2024 Tex. Bus. 8

Lone Star NGL Product Services LLC, § § Plaintiff, § v. § Cause No. 24-BC11A-0004 § EagleClaw Midstream Ventures, LLC § and CR Permian Processing, LLC, § Defendant. §

═══════════════════════════════════════ OPINION AND ORDER ═══════════════════════════════════════

I. INTRODUCTION

¶1 Before the Court is (1) the Joint Notice of Removal by Plaintiff Lone Star

NGL Product Services LLC (“Lone Star”), Defendant EagleClaw Midstream Ventures,

LLC, and Defendant CR Permian Processing, LLC (collectively herein, the “Parties”) filed

September 17, 2024; (2) the Parties’ Joint Brief in Support of Removal to Business Court

filed October 16, 2024 (“Joint Brief”); and (3) Lone Star’s Additional Brief in Support of

Removal to Business Court filed November 4, 2024 (“Lone Star Brief”). The Court held a

hearing on this matter on November 12, 2024. Having considered the Parties’ arguments

and the relevant law, and subject to the Court’s stay of this Order, the Court ORDERS that

1 this suit be remanded to the district court and certifies the controlling question of law

discussed herein for permissive interlocutory appeal under Texas Civil Practice & Remedies

Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court

STAYS the remand order contained herein pending the resolution of the Parties’ permissive

interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(e).

II. PROCEDURAL BACKGROUND

¶2 Pending first for years in the 61st Judicial District Court of Harris County,

this lawsuit involves past and ongoing compliance with two natural gas purchase

agreements that prescribe daily obligations to sell Y-Grade expiring in 2026. 1 According

to the Parties, Lone Star has paid more than $100 million for Y-Grade sold by Defendants

under the subject agreements. Lone Star will continue to be invoiced for Y-Grade delivered

by Defendants through the remaining life of the agreements. 2 Since Lone Star filed its

original petition on May 20, 2021, the Parties have engaged in robust litigation of the

underlying substance of this “multi-hundred-million-dollar dispute,” 3 and Defendants

1 Joint Brief at 2. 2 Id. at 9. 3 See Transcript of Record at 13, Lone Star NGL Product Services LLC v. Eagle Claw Midstream Ventures, LLC, No. 24-BC11A-0004 (Tex. Bus. Ct. Nov. 12, 2024) (hereinafter, “Transcript of Record”) (quotation regarding the amount in controversy). Per the Parties’ Joint Brief, there were no fewer than five discovery motions pending at the time of removal, and a discovery master has been appointed to manage disputes regarding certain third-party discovery. Id. at 5–6 n. 2. Following removal, the Parties have continued engaging vehemently over issues relating to apex depositions and discovery sought in out-of-state litigation.

2 have incurred over $3 million in attorneys’ fees. 4 When this Court first opened for business

on September 1, 2024, 5 this case was 1,200 days old. 6

¶3 On September 13, 2024, the Parties entered into a Rule 11 Agreement

(defined by the Parties as the “Subsequent Agreement”) making “clear that authority,

jurisdiction, and venue exists in the Texas Business Court.” 7 Pertinent portions of the

seven-page Rule 11 Agreement 8 are set forth below:

The Parties agree that the Current Lawsuit, including all claims and causes of action asserted as of the Effective Date of this Agreement, is within the jurisdiction of the Texas Business Court, as established by Chapter 25A of the Texas Government Code. The Parties also agree that they are subject to personal jurisdiction in the Texas Business Court.

The Parties acknowledge that this Agreement is meant to satisfy the requirements of Section 25A.004 of the Texas Government Code as a “subsequent agreement that the business court has jurisdiction over the action.” ... The Parties intend that this Agreement—executed after September 1, 2024— is to allow the Current Lawsuit to be removable to the Texas Business Court.

4 Defs.’ Mot. for Protection and Mot. to Quash Dep. of Joseph Payne Under the Apex Dep. Doctrine at 5 n. 9 (filed in this Court on November 29, 2024, following removal). 5 See Tex. H.B. 19, § 5, 88th Leg., R.S. (2023) (“Except as otherwise provided by this Act, the business court is created September 1, 2024.”). 6 In the Spring of 2021, the Bill that created this Court and its jurisdiction—House Bill 19 (herein, “H.B. 19” or “the Bill”)—had not yet been filed in the Texas House of Representatives. Tex. H.B. 19, 88th Leg., R.S. (2023) “Bill Stages,” TEXAS LEGISLATURE ONLINE, https://capitol.texas.gov/BillLookup/BillStages.aspx?LegSess=88R&Bill=HB19 (last visited Dec. 2, 2024) (H.B. 19 was filed in the House of Representatives on February 28, 2023, and was signed by Governor Greg Abbott on June 9, 2023); see Jack Buckley DiSorbo, A Primer on the Texas Business Court, 76 BAYLOR L. REV. 360, 384–87 (2024) (discussing the passage of H.B. 19 and S.B. 1045 in the 2023 legislative session). When Governor Abbott signed H.B. 19 into law on June 9, 2023, the Bill included a limiting provision, Section 8, which states: “The changes in law made by this Act apply to civil actions commenced on or after September 1, 2024.” Tex. H.B. 19 at § 8. 7 Joint Brief at 3. 8 “[T]he parties entered into a September 13th agreement. It is a seven-page-long agreement choosing this Court’s forum, choosing this Court as venue, waiving personal jurisdiction challenges, and giving this Court all of the jurisdictional trappings that the parties are allowed to give the Court.” Transcript of Record at 11.

3 In the event it is determined that the Texas Business Court does not have the authority to hear the Current Lawsuit, the Parties also intend this provision to allow the Current Lawsuit to be non-suited without prejudice and refiled in the Business Court as the Business Court Lawsuit. 9 ... “Primary Intent”: The Parties intend this Agreement to be interpreted to afford the broadest possible reservation of the Parties’ rights to assert any claims, causes of action, and/or defenses in the Business Court that were or could have been asserted in the Current Lawsuit as of the Effective Date.

“Secondary Intent”: The Parties also intend for this Agreement to be interpreted consistent with ensuring the Business Court has jurisdiction over the Current Lawsuit. 10

As the Parties elucidate, “the Subsequent Agreement was not merely an agreement to

remove the case to Business Court. Instead[,] the Subsequent Agreement reflects a

negotiated, holistic agreement between the Parties that the dispute will be adjudicated by

the Business Court.” 11 The Parties succinctly express their intentions and requisite

methodology at the outset of their Joint Brief:

The Subsequent Agreement also contemplates nonsuiting this dispute and re- filing an identical lawsuit in the Business Court if the Court remands the case to the 61st Judicial District Court. Per the Parties’ agreement, this dispute will be heard by the Business Court. But remanding the three and a half year old case now creates unnecessary hurdles that would otherwise be avoided if this removed lawsuit is permitted to proceed. 12

9 Joint Brief at Exhibit 1 (II. Agreement to Jurisdiction of the Texas Business Court). 10 Id. at Exhibit 1 (XI. Intent of Agreement). 11 Joint Brief at 3 (emphasis added). 12 Id. at 2, n. 1. Scrutiny of the Parties’ Rule 11 Agreement and its contingencies reveals an appreciation of the potential ramifications of utilizing the newly created Chapter 25A removal procedures in a pre-September 1, 2024 action. Of note, significant legal commentary, albeit neither authoritative nor dispositive, existed on this subject prior to September 1, 2024. See MEETING OF THE TEX. SUP. CT. ADVISORY COMM., 35552:4–15 (Oct. 13, 2023) (transcript available at https://www.txcourts.gov/media/1457501/23-10-13-scac- transcript.pdf) (last visited Dec. 3, 2024) (Supreme Court Advisory Committee discussing that existing cases would have to be nonsuited and re-filed to be subject to the Court’s jurisdiction); Lonny Hoffman, Editor’s Comments, 106 THE ADVOCATE 3 (Spring 2024) (“Our ambition with this volume was to anticipate the most pressing questions and to tentatively suggest some answers.”) (emphasis added); Senator Bryan Hughes & Trey Cox, Trailblazing for Tomorrow: The Texas Business Court’s Progressive Revamp of the State Judicial System, 106 THE ADVOCATE 18, 19 (Spring 2024) (“Further, existing matters will not suddenly be thrust into a tumultuous mass removal, as HB 19 stipulates the TBC will apply only to those civil actions commenced on

4 ¶4 On September 17, 2024, the Parties filed their Joint Notice of Removal to the

Business Court. The pleaded basis for the Business Court’s jurisdiction over the suit was

Section 25A.004(d) of the Texas Government Code, which states:

(d) The business court has civil jurisdiction concurrent with district courts in the following actions in which the amount in controversy exceeds $10 million, excluding interest, statutory damages, exemplary damages, penalties, attorney’s fees, and court costs:

(1) an action arising out of a qualified transaction;13

(2) an action that arises out of a contract or commercial transaction in which the parties to the contract or transaction agreed in the contract or a subsequent agreement that the business court has jurisdiction of the action, except an action that arises out of an insurance contract; . . . .

TEX. GOV’T CODE § 25A.004(d)(1)–(2) (emphasis added). In their Notice of Removal, the

Parties ascribe outsize meaning to the timing of their Rule 11 Agreement, stating

“[c]rucially, that ‘subsequent agreement’ was entered into on September 12, 2024—after

the Business Court began operating on September 1, 2024.” 14

¶5 By its order of September 26, 2024, the Court directed the Parties to file

briefing concerning the propriety of this suit’s removal to the Texas Business Court and

or after September 1, 2024.”); Bryan O. Blevins, Jr. & Ashlynn Wright, A Business Court, 106 THE ADVOCATE 21, 23 (Spring 2024) (“Presumptively, this provision would not allow a case filed before September 1, 2024, to be removed, nor an action that does not meet the subject[-]matter jurisdiction of the Business Court.”). 13 “‘Qualified transaction’ means a transaction, other than a transaction involving a loan or an advance of money or credit by a bank, credit union, or savings and loan institution, under which a party: (A) pays or receives, or is obligated to pay or is entitled to receive, consideration with an aggregate value of at least $10 million; or (B) lends, advances, borrows, receives, is obligated to lend or advance, or is entitled to borrow or receive money or credit with an aggregate value of at least $10 million.” TEX. GOV’T CODE § 25A.001(14). 14 Joint Notice of Removal at 2 (emphasis in original).

5 regarding the Court’s authority and jurisdiction to hear the suit. On October 16, 2024, the

Parties filed the Joint Brief.

¶6 On October 18, 2024, the Court invited further briefing from the Parties

regarding what effect, if any, Section 8 of [this Court’s enabling legislation,] 15 H.B. 19 16

has on the Court’s authority to hear this case. On November 4, 2024, Lone Star filed the

Lone Star Brief. The Court held a hearing on this matter on November 12, 2024.

III. THE PARTIES’ ARGUMENTS

¶7 In their briefs, the Parties presented a series of arguments in favor of removal,

untempered by the usual adversarial process. The Parties’ jurisdictional arguments are

both rooted in the text of Chapter 25A:

i. Texas Government Code Section 25A.004(d)(2) gave the Parties the right to agree that the Business Court has jurisdiction of the action—or to “create jurisdiction in the Business Court”—notwithstanding any “effective date” 17 provisions included in the Bill. 18

ii. This dispute concerns a qualified transaction under Texas Government Code Section 25A.004(d)(1); and complies with all other statutory requirements for the exercise of jurisdiction. 19

15 See Procedural Background, supra note 6. 16 See Tex. H.B. 19 at § 8 (“The changes in law made by this Act apply to civil actions commenced on or after September 1, 2024”). 17 Of note, the true effective date provision of H.B. 19 is Section 9. See id. at § 9 (“This Act takes effect September 1, 2023.”). 18 See generally Joint Brief at 4–5; Lone Star Brief at 2–5. At the hearing, the Parties argued, “Section 8 as an effective date is not a subject-matter limitation on the Court. As such, it’s a limitation that the parties can agree around.” Transcript of Record at 12. The Parties believe that “[c]onsent cases are fundamentally different than non-consent cases.” Id. at 17. “Section 8 is a safeguard for parties who are already embroiled in litigation and don’t consent to be in business court.” Id. at 31. “It is not a broad all-encompassing effective date that precludes any application of House Bill 19 prior to September 1, 2024, over the parties’ consent.” Id. at 36. “The Subsequent Agreement is entitled to be enforced in this Court, pursuant to Texas’ paramount public policy favoring freedom of contract, as envisioned by the Texas Legislature in House Bill 19.” Lone Star Brief at 5. In essence, according to the Parties, “[w]hen there is consent between the parties—that is between the plaintiffs and the defendants—does jurisdiction exist for cases that were commenced before September 1st, 2024? The answer to that question is irrefutably yes.” Transcript of Record at 17. 19 Joint Brief at 9–11.

6 ¶8 Additionally, the Parties articulated that Section 8 of H.B. 19—which reads

“[t]he changes in law made by this Act apply to civil actions commenced on or after

September 1, 2024”—presents no bar to this Court’s ability to adjudicate this dispute:

i. Section 8 of House Bill 19 does not limit the Business Court’s jurisdiction to post- September 1, 2024 cases, owing to the omission of the word “only” from Section 8. In other words, if the Texas Legislature wanted the Business Court’s jurisdiction to be limited to civil actions commenced on or after September 1, 2024, Section 8 would have read “The changes in law made by this Act apply only to civil actions commenced on or after September 1, 2024.” 20

ii. As Section 8 only applies to “changes in law made by” H.B. 19, Lone Star argues that Sections 1 through 3 of House Bill 19 contain changes in law, but sections 4 through 7 do not. They argue that Section 5, which unambiguously creates the Business Court, 21 also vests the Business Court with “subject[-]matter jurisdiction to adjudicate this dispute.” 22

iii. In the event Section 8 does limit the Court’s jurisdiction, Section 8 can be waived by the Parties. Because the Parties agree to the jurisdiction of the Business Court, they will be estopped from arguing it was wrong for the Court to adjudicate this dispute under the doctrines of waiver and invited error. In making this argument, the Parties affirmatively allege that the effective-date restrictions in Section 8 are not “unwaivable subject-matter jurisdiction barriers.” 23

¶9 Finally, the Parties make an appeal solely based on the alleged potential

consequences of a remand. Because the Parties have agreed to non-suit and refile this case

in the event of a remand, remanding this case will not keep the dispute out of the Business

Court. Purportedly, however, a remand will cause significant difficulties in the discovery

process and increase costs for all Parties. 24

20 Lone Star Brief at 6–9. 21 See Tex. H.B. 19 at § 5 (stating, in its entirety, “Except as otherwise provided by this Act, the business court is created September 1, 2024”). 22 Lone Star Brief at 5–6. 23 Joint Brief at 7–8; Lone Star Brief at 9–10. 24 Joint Brief at 5–7.

7 ¶10 At the November 12, 2024 hearing, the Parties appeared to argue beyond the

briefing. In essence, because (i) portions of the “effective date” provisions of H.B. 19 and

S.B. 1045 (which created the Fifteenth Court of Appeals) are nearly identical; and (ii) the

Fifteenth Court of Appeals has accepted transfers of pre-September 1, 2024 cases, the

Parties argue that no bar to this Court’s exercise of jurisdiction over pre-September 1, 2024

removals exists. 25

¶11 In keeping with their elaborate strategy, the Parties have also sought the

Business Court’s first permissive interlocutory appeal. Specifically, the Parties request

that, in the event the Court finds that it lacks jurisdiction over this case, the Court certify

a permissive interlocutory appeal on the following question: “[C]an a civil action that was

commenced before September 1, 2024 be removed to Business Court where the parties

entered into a subsequent agreement expressly consenting to the jurisdiction of the

Business Court?” 26

IV. LEGAL STANDARD

¶12 For every judicial proceeding, “subject-matter jurisdiction must exist before

we can consider the merits,” and a court must examine its jurisdiction “any time it is in

doubt.” Tex. Propane Gas Ass’n v. City of Houston, 622 S.W.3d 791, 797 (Tex. 2021)

(quoting Pike v. Tex. EMC Mgmt., LLC, 610 S.W.3d 763, 774 (Tex. 2020)); see also Tex.

25 Transcript of Record at 11–12. Beyond the arguments discussed in the body of the opinion, Lone Star also sought to ventilate the effect of “an August 13, 2024 memorandum from the Office of Court Administration to Texas District and County Clerks regarding the ‘Creation of the Business Court, Effective September 1, 2024.’” Lone Star Brief at 9. Lone Star argues that pronouncements from the Office of Court Administration are irrelevant to the Court’s authority to hear the case. Id. The Court does not base this opinion on the OCA memorandum. Cf. Citations to Legal Commentaries, supra note 12 (acknowledging that the Bar’s discussion of Section 8 is neither dispositive nor authoritative). 26 Joint Brief at 11–12.

8 Ass’n of Bus. v. Tex. Air Control Bd., 852 S.W.2d 440, 443–44 (Tex. 1993)

(“Subject[-]matter jurisdiction is never presumed and cannot be waived.”). “Whether a

court has subject[-]matter jurisdiction is a question of law.” Tex. Disposal Sys. Landfill,

Inc. v. Travis Cent. Appraisal Dist., 694 S.W.3d 752, 757 (Tex. 2024).

¶13 A Notice of Removal to Business Court must plead facts to establish the

Business Court’s authority to hear the action. TEX. R. CIV. P. 355(b)(2)(A). 27 If the

Business Court does not have jurisdiction of a removed action, the Business Court shall

remand the action to the court in which the action was originally filed. TEX. GOV’T CODE

§ 25A.006(d); TEX. R. CIV. P. 355(f)(1).

V. ANALYSIS

A. The Parties cannot rely on Chapter 25A to establish the Business Court’s authority to hear this action.

i. Chapter 25A—the most significant “change[] in law” made by H.B. 19—only “appl[ies] to civil actions commenced on or after September 1, 2024.”

¶14 As Lone Star urges in its brief, “Section 8 should be read in harmony with the

remainder of House Bill 19. . . .” 28 The Court concurs. “As with every question of statutory

construction, our duty is to accurately articulate the meaning of the enacted text—here,”

of H.B. 19. 29 Brown v. City of Houston, 660 S.W.3d 749, 752 (Tex. 2023). Indeed, “H.B.

27 The “Rules of Practice in the Business Court” are contained in Part III of the Texas Rules of Civil Procedure. See TEX. R. CIV. P. 352–60. For a discussion of the procedural background of the Rules’ creation, see, for instance, Marcy Hogan Greer & Hon. Emily Miskel, Proposed Rules for the New Texas Business Court, 106 THE ADVOCATE 15 (Spring 2024). 28 Lone Star Brief at 8. 29 In this context, the enrolled version of H.B. 19 is the binding statute enacted by the Texas Legislature. Jorrie v. Charles, No. 24-BC04B-0001, 2024 Tex. Bus. 4, 2024 WL 4796436 at *3 (Tex. Bus. Ct. Nov. 7, 2024) (citing Ass’n of Texas Pro. Educators v. Kirby, 788 S.W.2d 827, 829 (Tex. 1990)). Accordingly, when analyzing the text of Chapter 25A to determine the Court’s authority and jurisdiction to hear the case, the Court must apply Section 8 and presume that the enrolled bill accurately expresses the Texas Legislature’s

9 19’s plain ‘text is the alpha and omega of the interpretive process.’” Energy Transfer LP v.

Culberson Midstream LLC, No. 24-BC01B-0005, 2024 Tex. Bus. 1, 2024 WL 4648110, at

*3 (Tex. Bus. Ct. Oct. 30, 2024) (citing In re Panchakarla, 602 S.W.3d 536, 541 (Tex.

2020); BankDirect Capital Fin., LLC v. Plasma Fab, LLC, 519 S.W.3d 76, 86 (Tex. 2017)).

¶15 “When the text unambiguously answers a question, our inquiry ends.”

Brown, 660 S.W.3d at 752. Long-settled Texas law dictates that “[e]very word of a statute

is presumed to have been used for a purpose, and a cardinal rule of statutory construction

requires that each sentence, clause, phrase and word be give[n] effect if reasonably

possible.” Eddins-Walcher Butane Co. v. Calvert, 298 S.W.2d 93, 96 (Tex. 1957). 30

¶16 When Governor Greg Abbott signed H.B. 19 into law on June 9, 2023, the

enrolled version of the Bill included two sections which are pertinent to this Opinion:

i. Section 1, which vests the Court with its jurisdiction, and sets forth the text

of the new Chapter 25A of the Texas Government Code,31 and

ii. Section 8, which states: “The changes in law made by this Act apply to civil

actions commenced on or after September 1, 2024.” 32

¶17 Lone Star argues that Section 8 would only limit the applicability of the

changes in law made by H.B. 19 if they were said to apply “only to civil actions commenced

intent. XTO Energy, Inc. v. Houston Pipe Line Co., No. 24-BC11B-0008, 2024 Tex. Bus. 6 at ¶ 10 (Tex. Bus. Ct. Nov. 26, 2024); see TEX. GOV’T CODE § 311.029 (under the Code Construction Act, “the language of the enrolled bill version controls” over any subsequent printing of the statute). 30 See Lone Star Brief at 8. 31 Tex. H.B. 19 at § 1 (emphasis added); see TEX. GOV’T CODE § 25A.004 (entitled “Jurisdiction and Powers”). As noted above, Lone Star admits that Section 1 of H.B. 19 constitutes a change in law. See Parties’ Arguments, supra ¶ 8.ii; Lone Star Brief at 5–6. 32 Tex. H.B. 19 at § 8.

10 on or after September 1, 2024.” 33 This is not a novel argument. To date, no division of the

Business Court has accepted this interpretation of Section 8. 34 No effort has been made to

distinguish this iteration of the “only” argument. Thus, no reason exists for the Court to

differ from its brethren. On its face, Section 8 unambiguously limits the applicability of

any “change in law” made by H.B. 19 to “civil actions commenced on or after September

1, 2024.” 35

¶18 The introduction of Section 1 [and the functional preamble to the text of

Chapter 25A] reads: “Subtitle A, Title 2, Government Code, is amended by adding Chapter

25A to read as follows: . . . .” 36 Putting aside its auxiliary purposes, the plain thrust of

Section 1 and Chapter 25A is to change Texas Law to create the legal framework for the

Business Court and vest it with its jurisdiction. 37 By a simple page count, the text of Chapter

33 See Lone Star Brief at 6–9. 34 Energy Transfer, 2024 WL 4648110, at *3 (rejecting “only” argument, relying on the Negative Implication Canon); Synergy Global Outsourcing, LLC v. Hinduja Global Solutions, Inc., No. 24-BC01B-0007, 2024 Tex. Bus. 2 at 9–11 (Tex. Bus. Ct. Oct. 31, 2024) (identical analysis); Tema Oil and Gas Co. v. Etc Field Services, LLC, No. 24-BC08B-0001, 2024 Tex. Bus. 3, 2024 WL 4796433, at *4 (Tex. Bus. Ct. Nov. 6, 2024) (“[T]here was no need for the legislature to insert ‘only’ or other limiting clarifying phrases in the applicability clause to expressly indicate that the new law did not apply retroactively to non-existing pending cases. It would have been superfluous for the legislature to have done so.”); Winans v. Berry, No. 24-BC04A- 0002, 2024 Tex. Bus. 5, 2024 WL 4796435, at *2 (Tex. Bus. Ct. Nov. 7, 2024) (relying on the reasoning from Tema Oil to dispose of this argument); XTO Energy, 2024 Tex. Bus. 6 at ¶¶ 11–14 (“[T]his reading violates at least three canons of construction.”). 35 See id.; Tema Oil, 2024 WL 4796433, at *3 (“Section 8 is unambiguous and clear on its face. . . . In plain and common terms, Section 8, when construed in harmony with the other provisions of H.B. 19, expresses the legislative intent that cases filed before September 1, 2024, cannot be removed to the Business Court.”). 36 Tex. H.B. 19 at § 1 (emphasis added). 37 See id.; TEX. GOV’T CODE § 25A.002–05. Albeit solely for the purpose of context herein, Justice Evan A. Young has characterized the establishment of the Business Court in H.B. 19 [and the Fifteenth Court of Appeals in S.B. 1045] as “the most substantial modification of the judicial system of our state since 1891.” Keenan Willard, Texas Business Court [J]udges [S]worn in at Fort Worth Ceremony, NBC DFW (September 19, 2024, 10:26 PM), https://www.nbcdfw.com/news/local/first-texas-business-court-judges-sworn- in/3650590/?os=qtft_2&ref=app (last visited Dec. 7, 2024) (emphasis added); see also DiSorbo, supra note 6, at 360 (referencing the creation of the Business Court as “[t]he most sweeping change to the state judiciary since the early 2000s tort reform.”) (emphasis added).

11 25A occupies twenty-two of the twenty-seven pages of the enrolled version of H.B. 19. 38

Certainly, Chapter 25A is the most significant “change[] in law” in H.B. 19, both in terms

of volume and substance. 39

¶19 Because the present lawsuit commenced 40 long before September 1, 2024,

the Court holds that the Parties may not rely on the provisions of Chapter 25A to justify

subject-matter jurisdiction in the Business Court, regardless of how innovative their

arguments may be. Therefore, the Court need not address any of the Parties’ arguments

concerning the interpretation of Texas Government Code Section 25A.004(d). This

conclusion is consistent with the consensus view of Section 8 in the Business Court. 41

ii. The Parties may not rely on the doctrines of waiver, estoppel, or invited error to create subject-matter jurisdiction in the Business Court.

¶20 In the alternative, the Parties argue that “[t]he fact that a statutory ‘effective

date’ exists in a bill does not mean that that date cannot be waived.” 42 The Parties wish for

38 This portion of the analysis refers to the enrolled version of the Bill which is posted to the Texas Legislature’s website. Tex. H.B. 19, 88th Leg., R.S. (2023) “Text,” TEXAS LEGISLATURE ONLINE, https://capitol.texas.gov/BillLookup/Text.aspx?LegSess=88R&Bill=HB19 (last visited Dec. 3, 2024). 39 See Jorrie, 2024 WL 4796436 at *2 (“The Act’s most substantial change in the law is the addition of Chapter 25A, which includes the provisions permitting removal to the Business Court.”); Energy Transfer, 2024 WL 4648110, at *3 (“Since chapter 25A in its entirety is a change in Texas law, it follows that § 25A.006’s removal provisions also change Texas law.”); Tema Oil, 2024 WL 4796433, at *4 (“Because Chapter 25A in its entirety is a change of law, it follows logically that Section 25A.006’s removal provisions are changes in law, too.”); Winans, 2024 WL 4796435, at *2 (“This argument ignores the plain language of the enabling legislation, which expressly states the changes in this law, i.e. Chapter 25A and its removal procedure, apply to cases commenced on or after September 1, 2024.”); XTO Energy, 2024 Tex. Bus. 6 at ¶ 13 (“Thus, the Act’s express statement that its changes in law apply to ‘cases commenced on or after September 1, 2024’ necessarily implies a reverse inference: that the change in law—removal, in this instance—does not apply to cases that were on file before that date.”). 40 The Parties do not contest that the commencement date for this action was prior to September 1, 2024. For a discussion of the meaning of “commenced” in the context of H.B. 19, see Tema Oil, 2024 WL 4796433, at *3; Jorrie, 2024 WL 4796436 at *2. 41 See generally authorities cited, supra note 39. 42 Lone Star Brief at 10, n. 3.

12 the Court to condone a waiver, or invitation of error concerning the “effective date”

provision of Section 8, and thereby maintain jurisdiction over this case:

The parties have entered into the Subsequent Agreement, jointly requesting that the Court adjudicate this dispute. [H.B. 19’s] effective date is not “absolute,” “nonforfeitable,” or “nonwaivable.” To the contrary, the parties jointly and expressly invite the Court to adjudicate this dispute. 43

¶21 To justify this argument, the Parties cite Prystash v. State, 3 S.W.3d 522

(Tex. Crim. App. 1999), which overruled Powell v. State, 897 S.W.2d 307, 317 (Tex. Crim.

App. 1994), by employing the doctrine of “invited error.” The Prystash court held that

since a criminal defendant had requested a certain jury instruction, he was estopped from

complaining about its defectiveness on appeal. Prystash, 3 S.W.3d at 529–32. While there

are clear and binding authorities addressing waiver, estoppel, and invited error surrounding

a civil court’s subject-matter jurisdiction,44 the Parties focus on Prystash because the

portion of the relevant statute which the criminal defendant waived was its “effective date”

provision. 45

¶22 At the hearing on this matter, the Parties stated, “The Prystash case is very

clear that an effective date in a statute is not an unwaivable . . . always appealable subject-

matter issue.” 46 Indeed, “[s]ubject-matter jurisdiction is an issue that may be raised for the

43 Joint Brief at 8. 44 See, e.g., authorities cited, infra ¶ 22. 45 See Prystash, 3 S.W.3d at 529–32. At the hearing, the Parties posited, “if in Prystash[,] a party can tell a Court to apply a statute outside of its effective date, and that is enforceable in the capital murder context, it is certainly enforceable in the context where you have two publicly traded companies in a multiple-hundred- million-dollar dispute entering into a seven-page long agreement that they want this case to be adjudicated by this Court.” Transcript of Record at 13. Nevertheless, the law remains clear that the factual context of an attempted waiver remains irrelevant if the waiver is alleged to confer subject-matter jurisdiction. See authorities cited, infra ¶ 22. 46 Id. at 12 (emphasis added).

13 first time on appeal; [and] it may not be waived by the parties.” Tex. Ass’n of Bus., 852

S.W.2d at 445; Dubai Petroleum Co. v. Kazi, 12 S.W.3d 71, 75 (Tex. 2000) (“[S]ubject-

matter jurisdiction is a power that exists by operation of law only, and cannot be conferred

upon any court by consent or waiver.”) (internal quotations omitted); PNS Stores, Inc. v.

Rivera, 379 S.W.3d 267, 272 (Tex. 2012) (explaining that a judgment is void when a court

lacks subject-matter jurisdiction). Likewise, the doctrine of invited error cannot serve as

the basis for subject-matter jurisdiction where it otherwise does not exist. Interest of A.F.,

653 S.W.3d 730, 745 (Tex. App.—Fort Worth 2019, no pet.) (citing In re Crawford & Co.,

458 S.W.3d 920, 928 n. 7 (Tex. 2015)). Thus, the success or failure of the Parties’ waiver

and invited error arguments turns on the Court’s determination of whether Section 8 of

H.B. 19 is a jurisdictional provision in this context.

¶23 The Court finds that Section 8 of H.B. 19 unambiguously operates as a

jurisdictional provision when applied to Texas Government Code Section 25A.004

(entitled “Jurisdiction and Powers”). 47 Therefore, the Court holds that parties to a “civil

action[] commenced” before September 1, 2024 may not waive Section 8’s “effective date”

provision in order to establish subject-matter jurisdiction in the Business Court under

Section 25A.004.

47 See Jorrie, 2024 WL 4796436, at *3 (“The court concludes that Section 8 is jurisdictional.”); ANALYSIS, supra at Section A.i (“Chapter 25A—the most significant ‘change[] in law’ made by H.B. 19—only ‘appl[ies] to civil actions commenced on or after September 1, 2024.’”).

14 iii. Because the text of S.B. 1045 explicitly provides for the transfer of pre-September 1, 2024 appeals, the Parties’ analysis of its effective date provision does not withstand scrutiny.

¶24 At the hearing, the Parties added an argument that Section 8 is not a

jurisdictional limitation on this Court by comparing it to S.B. 1045, which created the

Fifteenth Court of Appeals:

Senate Bill 1045, Section 1.1[5], has an almost identical effective date provision that says the changes in law made by this act, Senate Bill No. 1045, apply to appeals perfected on or after September 1st, 2024. And as this Court knows, when that court began to exist on September 1st, 2024, all of the existing appeals that were within that court’s jurisdiction, were transferred to that court. And that court had subject-matter jurisdiction to adjudicate those appeals and has been adjudicating those appeals and the constitutionality of that court has been upheld by the Texas Supreme Court. And so Section 8 as an effective date is not a subject-matter limitation on the Court. 48

¶25 The Court recognizes that Section 1.15(a) of S.B. 1045 states as follows:

“The changes in law made by this Act apply to appeals perfected on or after September 1,

2024.” 49 However, brief scrutiny of Section 1.15 reveals a section (b), which was neither

discussed by the Parties at oral argument nor mirrored in H.B. 19’s Section 8:

(b) On September 1, 2024, all cases pending in other courts of appeal that were filed on or after September 1, 2023, and of which the Court of Appeals for the Fifteenth Court of Appeals District has exclusive intermediate appellate jurisdiction are transferred to the Court of Appeals for the Fifteenth Court of Appeals District. 50

48 Transcript of Record at 11–12. 49 Tex. S.B. 1045, § 1.15(a), 88th Leg., R.S. (2023). 50 Id. at § 1.15(b).

15 Evidently, Section 1.15(b)—and not Section 1.15(a)—governs the transfer of pre-

September 1, 2024 appeals. No equivalent language appears in H.B. 19’s Section 8. Thus,

the Court does not find this argument persuasive.

iv. The Parties’ arguments regarding judicial efficiency and the consequences of remand do not affect the Court’s lack of subject-matter jurisdiction.

¶26 As noted above, the Parties argue that because they have already agreed to

non-suit and refile in the Business Court, it would be sensible and efficient for the Court to

simply maintain jurisdiction of the case. 51 Of course, a policy of preferring efficient

processes cannot supersede the bedrock requirement of subject-matter jurisdiction. To the

contrary, because any judgment rendered by a court without subject-matter jurisdiction

would be void, 52 the dedication of any further Court resources to this matter (prior to non-

suit and refiling) would be, at a minimum, a misallocation.

VI. CONCLUSION

¶27 The Parties have failed to establish that the Court has subject-matter

jurisdiction over this case. See TEX. R. CIV. P. 355(b)(2)(A). As a result, the Court is

required to remand this case to the district court. See TEX. GOV’T CODE § 25A.006(d) (“If

the business court does not have jurisdiction of the [removed] action, the business court

shall remand the action to the court in which the action was originally filed.”) (emphasis

added). Therefore, subject to the Court’s stay issued in Paragraph 30 below, it is

51 Joint Brief at 5–7 (Argument Section I.B, entitled “Remanding This Case Will [N]ot Keep This Dispute [O]ut of Texas Business Court.”). According to the Parties, a remand would cause difficulties with live motions and discovery. Id. 52 See ANALYSIS, supra ¶ 22.

16 ORDERED that the Business Court Clerk shall remand this cause to the 61st Judicial

District Court of Harris County, Texas.

¶28 In addition, the Court grants the Parties’ request for a permissive

interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). The

Court grants the request because the legal issue considered by this Court—whether “a civil

action that was commenced before September 1, 2024 [may] be removed to Business Court

where the parties entered into a subsequent agreement expressly consenting to the

jurisdiction of the Business Court”—is a controlling question of law as to which there is

substantial ground for difference of opinion. 53 Additionally, a determination by the Court

of Appeals of the legal issue here would materially advance the ultimate termination of this

litigation. 54 On this matter, the Court echoes the Parties’ argument—a permissive

interlocutory appeal “advance[s] the ultimate termination of this litigation by giving both

parties, all parties, certainty as to the jurisdictional issues before [the Court], whether

we’re confronting them following a remand and a nonsuit and a refiling or following a

permissive appeal. . . .[N]ot only will it give certainty to litigants around the state, but . . .

it will give . . . certainty to these parties that there’s not some jurisdictional trap that [they]

might be confronted with on appeal.” 55

53 See generally Joint Brief at 11–12 (permissive appeal briefing). It appears that a meaningful number of Business Court litigants believe that pre-September 1, 2024 cases may be removed. A significant proportion of the cases removed to the Business Court to date were on file in the district courts prior to September 1, 2024. 54 Id. 55 Transcript of Record at 40; see also TEX. R. CIV. P. 168 (“The permission . . . must state why an immediate appeal may materially advance the ultimate termination of the litigation.”).

17

Texas Business Court is in its nascent stages, the Court certifies the permissive

interlocutory appeal to provide the Fifteenth Court of Appeals an opportunity to scrutinize

this seminal issue, give guidance to the Business Court, and set clear precedent concerning

the removal of actions which were pending prior to September 1, 2024.

STAYS the remand order contained herein pending the resolution of the Parties' permissive

interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(e).

SO ORDERED.

DATED: December 20, 2024

18 Tab B A NORTON ROSE FULBRIGHT September 12, 2024 Norton Rose Fulbright US LLP 1550 Lamar Street, Suite 2000 Houston, Texas 77010-4106 United States of America Fields Alexander Tom Ganucheau Direct line +1 713 651 5452 Garrett Brawley timothy.shinn@nortonrosefulbright.com Cassie Maneen Counsel for EagleClaw Midstream Ventures, LLC Tel +1 713 651 5151 Fax +1 713 651 5246 and CR Permian Processing, LLC via email

Re: Lone Star NGL Product Services, LLC (in its individual capacity and as assignee) v. EagleClaw Midstream Ventures LLC and CR Permian Processing LLC, No. 2021-30388 in the 61st Judicial District of Harris County; Rule 11 Agreement Regarding Nonsuit of Current Lawsuit, Tolling of Claims, and Re-filing of Claims and Causes of Action in the Texas Business Court

Counsel,

The purpose of this correspondence is to memorialize the Parties’ agreement regarding the removal and/or re-filing of claims and causes of action currently pending in Lone Star NGL Product Services, LLC (in its individual capacity and as assignee) v. EagleClaw Midstream Ventures LLC and CR Permian Processing LLC, No. 2021-30388 in the 61st Judicial District of Harris County in a new proceeding before the Eleventh Division of the Texas Business Court.

I. Definitions.

• The “Agreement” or “Rule 11 Agreement” means this agreement, in its entirety. • “Lone Star” or “Plaintiff” means Lone Star NGL Product Services, LLC. • “ECMV” means EagleClaw Midstream Ventures, LLC. • “CR” means CR Permian Processing, LLC. • “Defendants” or “EagleClaw” refers to ECMV and CR, collectively, each a “Defendant.” • “Party” and “Parties” means Lone Star, ECMV, and CR, individually and collectively, respectively. • “Current Lawsuit” means Lone Star NGL Product Services, LLC (in its individual capacity and as assignee) v. EagleClaw Midstream Ventures LLC and CR Permian Processing LLC, No. 2021-30388 in the 61st Judicial District of Harris County. • “Business Court” means the Texas Business Court. Norton Rose Fulbright US LLP is a limited liability partnership registered under the laws of Texas.

Norton Rose Fulbright US LLP, Norton Rose Fulbright LLP, Norton Rose Fulbright Australia, Norton Rose Fulbright Canada LLP and Norton Rose Fulbright South Africa Inc are separate legal entities and all of them are members of Norton Rose Fulbright Verein, a Swiss verein. Norton Rose Fulbright Verein helps coordinate the activities of the members but does not itself provide legal services to clients. Details of each entity, with certain regulatory information, are available at nortonrosefulbright.com. September 12, 2024 Page 2

• “Business Court Lawsuit” means the removal of the Current Lawsuit or the filing of a new lawsuit by Lone Star in the Eleventh Division of the Texas Business Court asserting the claims and causes of action currently asserted in the Current Lawsuit. • The “Effective Date” of this Agreement is the date this Agreement is signed by all Parties. • “Tolling Provisions” refers to the provisions set forth in Section III of this Rule 11 Agreement. • “Business Court Remand or Dissolution Tolling Provision” refers to the provisions set forth in Section IX of this Rule 11 Agreement. • “ISquared” means ISQ Global Infrastructure Fund II L.P. c/o I Squared Capital Advisors (US) LLC. II. Agreement to Jurisdiction of the Texas Business Court.

The Parties agree that the Current Lawsuit, including all claims and causes of action asserted as of the Effective Date of this Agreement, is within the jurisdiction of the Texas Business Court, as established by Chapter 25A of the Texas Government Code. The Parties also agree that they are subject to personal jurisdiction in the Texas Business Court.

The Parties acknowledge that this Agreement is meant to satisfy the requirements of Section 25A.004 of the Texas Government Code as a “subsequent agreement that the business court has jurisdiction over the action.”

The Parties waive any challenge to the jurisdiction of the Texas Business Court to hear and adjudicate the claims and causes of action asserted in the Current Lawsuit that are to be asserted in the Business Court Lawsuit.

The Parties intend that this Agreement—executed after September 1, 2024—is to allow the Current Lawsuit to become removable to the Texas Business Court.

In the event it is determined that the Texas Business Court does not have the authority to hear the Current Lawsuit, the Parties also intend this provision to allow the Current Lawsuit to be non- suited without prejudice and refiled in the Business Court as the Business Court Lawsuit.

III. Tolling.

The Parties expressly agree any and all applicable relation back doctrines shall apply as if the Business Court Lawsuit had first been filed on May 20, 2021, to the same extent as in the Current Lawsuit. The Parties acknowledge and agree that this Tolling Provision is intended to preserve the status quo, as of the Effective Date, of the claims and defenses available to the Parties, including claims and defenses timely asserted. Nothing in this Tolling Provision is intended to enlarge or shrink the claims and defenses available to the Parties as of the Effective Date or to prevent any Party from amending their current pleadings to add claims or defenses. September 12, 2024 Page 3

Without limitation of the foregoing, the Parties further acknowledge and agree that this Tolling Provision does not toll, affect, extend, or revive any statutes of limitations that expired prior to the Effective Date. Within five (5) business days of the Effective Date, the Parties agrees to jointly file a Notice of Removal of the Current Lawsuit to the Eleventh Division of the Business Court. In the event it is determined that the Business Court does not have the authority to hear the Current Lawsuit, Lone Star shall execute and file, within five (5) business days of a full and final determination that the Texas Business Court lacks authority to hear the Current Lawsuit, a notice of nonsuit dismissing all claims and causes of action against Defendants, without prejudice in the Business Court Lawsuit. Lone Star will then promptly file a new petition in the Business Court, asserting the claims and causes of action currently asserted in the Current Lawsuit. The statute of limitations for all claims and defenses asserted in the Current Lawsuit will be tolled up to forty- five (45) days during the intervening period between the potential nonsuit and refiling contemplated herein. Performance of this Agreement, including the contemplated nonsuit or dismissal of the Current Lawsuit shall not give rise to any argument in the Business Court Lawsuit that the claims, defenses, or causes of action currently asserted or that could currently be asserted in the Current Lawsuit is or are untimely in the Business Court Lawsuit unless those claims, defenses, or causes of action would have been barred by any potential statute of limitations if the Current Lawsuit was not removed and/or non-suited and re-filed in the Texas Business Court. Nothing contained in this Agreement shall be construed as an admission by any Party hereto of any liability or of the availability or merits of any claim, cause of action, or defense, asserted or unasserted, of any Party. This Tolling Provision is predicated and founded upon mutual promises, the effect of which is to provide legal and sufficient consideration to support this Tolling Provision. IV. Statute of Limitations Challenges Waived.

Defendants agree that the removal of the Current Lawsuit or the filing of a new lawsuit by Lone Star in the Eleventh Division of the Texas Business Court asserting the claims and causes of action currently asserted in the Current Lawsuit will not be used by Defendants to raise challenges or objections on the basis of a statute of limitations to any claims or causes of action that Lone Star asserts in the Business Court Lawsuit if the challenge or objection on the basis of a statute of limitations could not have been successfully asserted if the Current Lawsuit was not removed and/or non-suited and re-filed in the Texas Business Court. For avoidance of doubt, Defendants do not waive any statute of limitations defense that could have been asserted in the Current Lawsuit as of the Effective Date. V. Deemed Date of Filing of the Business Court Lawsuit.

The Parties agree that for any and all purposes including statute of limitations, other than determining jurisdiction of the Business Court, in the event Lone Star files the Business Court Lawsuit, the claims and causes of action asserted in the Business Court Lawsuit that were brought September 12, 2024 Page 4

in the Current Lawsuit shall be deemed by the Parties to have been filed on the date they were brought by Lone Star in the Current Lawsuit. VI. Preservation of Status Quo.

The Parties agree that the status quo of litigation in the Current Lawsuit is to be preserved in the Business Court Lawsuit through this Agreement.

The Parties therefore agree to not refile or seek reconsideration of any motions(s) disposed of in the Current Lawsuit as of the Effective Date, except to the extent they could have done so in the 61st Judicial District. The Parties acknowledge they intend for the Business Court to give the same level of deference to all orders issued in the Current Lawsuit that would have been given by the 61st Judicial District Court.

The Parties agree to abide by the August 30, 2024 order in the Current Lawsuit compelling the depositions of Todd Carpenter, Jamie Welch, Anne Psencik, Jason Nguyen, Ross Hutton, Blake Bixler, Kris Kindrick, Trevor Howard, and a Corporate Representative of EagleClaw Midstream Ventures, LLC subject to the Parties’ agreement that the dates for the depositions of all deponents outlined in that order except for Anne Psencik and Todd Carpenter shall be extended to October 31, 2024. The Parties also agree to abide by the September 13, 2023 order in the Current Lawsuit compelling the deposition of Andrew Ray to occur within seven days of the deposition of Todd Carpenter. Notwithstanding the preceding, the Parties specifically reserve the right to seek appellate review and/or mandamus relief related to any orders entered by the 61st Judicial District Court and specifically agree the Fifteenth Court of Appeals will have appellate and mandamus jurisdiction during the Business Court Lawsuit related to orders entered by the 61st Judicial District Court. In the event Lone Star ultimately files the Business Court Lawsuit pursuant to this agreement, the Parties will work together in good faith to take all necessary steps to preserve the status quo of the litigation, including preserving the Parties’ ability to seek appellate and/or mandamus review of any orders issued in the Current Lawsuit.

Notwithstanding the preceding paragraphs, nothing in this Rule 11 Agreement shall be construed as a waiver of the right of any Party to file motions seeking relief not previously requested in the Current Lawsuit, even if such motions relate to, or incorporate, arguments previously raised in the Current Lawsuit. For the avoidance of doubt, the Parties do not intend to waive any potential requests for summary judgment or any appellate rights.

VII. Trial Date and Docket Control Order.

The Parties agree to jointly file a request for a docket control order in the Business Court Lawsuit with the following deadlines: 1 • Pleadings Deadline – November 16, 2024

1 The Parties agree through this agreement to suspend all current pleading-, discovery-, and expert-related deadlines in the Current Lawsuit until the Business Court Lawsuit enters a docket control order. September 12, 2024 Page 5

• Affirmative Expert Designation Deadline – January 17, 2025 • Defensive Expert Designation Deadline – February 17, 2025 • Rebuttal Expert Designation Deadline – February 24, 2025 • Close of Discovery: March 3, 2025 • Motion Filing Deadline (Experts and Dispositive) – March 3, 2025 • Document Supplementation: o October 7, 2024 – Refresh volume, damages and invoice data through August 31, 2024 o December 9, 2024 – Refresh volume, damages and invoice data through October 31, 2024 o February 14, 2025 – Refresh volume, damages and invoice data through December 31, 2024 • Trial Date – April 21, 2025

If the Texas Business Court orders a trial setting on a different date or a docket control order that differs from the one jointly requested by the Parties, the Parties agree to abide by the docket control order entered by the Texas Business Court. The Parties also agree to work together cooperatively and in good faith to develop a workable schedule around the docket control order entered by the Texas Business Court.

VIII. Discovery and Document Production.

All documents produced by the Parties in the Current Lawsuit shall be deemed to have been produced in the Business Court Lawsuit. All depositions taken in the Current Lawsuit shall be deemed to have been taken in the Business Court Lawsuit.

The Parties agree to abide by the terms of the July 1, 2022 Joint Stipulated Confidentiality Order entered in the Current Lawsuit for a period of forty-five (45) days after nonsuit and to jointly seek entry of an identical Confidentiality Order in the Business Court Lawsuit within forty-five (45) days of removal.

The Parties agree to work together cooperatively and in good faith to secure agreement from non- parties who have produced documents in the Current Lawsuit to deem those productions as having been re-produced in the Business Court Lawsuit.

The Parties will not oppose the re-production, or deemed production, of non-party materials in the Current Lawsuit into the Business Court Lawsuit.

Productions by non-parties are deemed to have occurred in the Business Court Lawsuit on the date they occurred in the Current Lawsuit. September 12, 2024 Page 6

To the extent motion practice is required to secure re-production of non-party materials which were produced as of the Effective Date of this Agreement, the Parties agree that said motions will be unopposed, regardless of the venue where such motions are filed.

The Parties agree to work together cooperatively and in good faith to secure agreement with ISquared that the May 9, 2024 Agreement between Lone Star and ISquared, which relates to the production of documents and deposition testimony in the Current Lawsuit, remains in effect for the production of documents and deposition testimony in the Business Court Lawsuit.

IX. Business Court Remand or Dissolution Tolling.

In the event the Business Court determines that it lacks jurisdiction to hear and adjudicate the claims and causes of action asserted in the Business Court Lawsuit, or in the event the Business Court remands the case to the Judicial District Courts of the State of Texas, or in the event it is determined the Business Court must be dissolved or suspended, this Business Court Remand or Dissolution Tolling Provision immediately goes into effect. In the event the Business Court Remand or Dissolution Tolling Provision is triggered, the following shall occur: For a 45-day period beginning on the date the Business Court Remand or Dissolution Tolling Provision is triggered, the Parties agree that all applicable state and federal statutes of limitations that might apply to any claims or causes of action Lone Star has asserted against Defendants in the Business Court Lawsuit shall be suspended and tolled. Performance of this Agreement, including the contemplated nonsuit or dismissal of the Current Lawsuit, the dismissal or remand of the Business Court Lawsuit, or the dissolution or suspension of the Business Court shall not give rise to any argument in the subsequently-filed lawsuit that the claims, defenses, or causes of action currently asserted or that could currently be asserted in the Current Lawsuit are untimely in the subsequently-filed lawsuit, unless those claims, defenses, or causes of action would have been barred by any potential statute of limitations if the Current Lawsuit was not removed and/or non- suited and re-filed in the Texas Business Court. Without limitation of the foregoing, the Parties further acknowledge and agree that this provision does not toll, affect, extend, or revive any statutes of limitations that expired prior to the Effective Date. Nothing contained in this Business Court Remand or Dissolution Tolling Provision shall be construed as an admission by any party hereto of any liability or of the availability or merits of any claim, cause of action, or defense, asserted or unasserted, of any Party. This Business Court Remand or Dissolution Tolling Provision is predicated and founded upon mutual promises, the effect of which is to provide legal and sufficient consideration to support this Business Court Remand or Dissolution Tolling Provision. September 12, 2024 Page 7

X. Filing of This Rule 11 Agreement.

The Parties authorize the filing of this Rule 11 Agreement in both the Current Lawsuit and in the Business Court Lawsuit. This Rule 11 Agreement is enforceable against the Parties in either proceeding.

XI. [ntent of Agreement.

"Primary Intent": The Parties intend this Agreement to be interpreted to afford the broadest possible reservation of the Parties' rights to assert any claims, causes of action, and/or defenses in the Business Court that were or could have been asserted in the Current Lawsuit as of the Effective Date.

' econdary Intent'': The Parties also intend for this Agreement to be interpreted consistent with ensuring the Business Court has jurisdiction over the Current Lawsuit.

To the extent any provisions of this Agreement are determined to be ambiguous, inconsistent, or in conflict, the Parties intend the Agreement to be harmonized and interpreted consistently with both the Primary Intent and Secondary Intent. To the extent any provision of this Agreement cannot be interpreted with both the Primary Intent and Secondary Intent, the Parties intend for the Primary Intent to govern and for this Agreement to be interpreted to ensure that any claims, causes of action, and/or defenses that could have been asserted in the Current Lawsuit as of the Effective Date are preserved as if the Current Lawsuit had never been removed and/or re-filed in the Business Court in the first place.

1bwtf?v~ Garrett S. Brawley Andrew Price Counsel for Defendants Counsel for Plaintiff

Date: September 12, 2024 Date: ~-f ;/2t Tab C E-filed in the Office of the Clerk for the Business Court of Texas 9/17/2024 10:43 AM Accepted by: Beverly Crumley 24-BC11A-0004 Case Number: 24-BC11A-0004 NO. _____________________

LONE STAR NGL PRODUCT SERVICES § IN THE BUSINESS COURT LLC (in its own capacity and as assignee) , § § Plaintiff, § § ELEVENTH BUSINESS COURT v. § DIVISION § EAGLECLAW MIDSTREAM § VENTURES, LLC AND CR PERMIAN § PROCESSING, LLC, § § § Defendants. § HARRIS COUNTY, TEXAS

JOINT NOTICE OF REMOVAL TO BUSINESS COURT

Plaintiff Lone Star NGL Product Services LLC and Defendants EagleClaw Midstream

Ventures, LLC and CR Permian Processing, LLC (collectively, the “Parties”) jointly file this

Notice of Removal to Business Court (the “Notice”) and hereby remove this action to the Eleventh

Business Court Division of the Business Court of Texas.

I. Jurisdiction and Authority

The business court has authority and jurisdiction over this case. TEX. R. CIV.

P. 355(b)(2)(A). Pursuant to the Texas Government Code:

The business court has civil jurisdiction concurrent with district courts in the following actions in which the amount in controversy exceeds $10 million, excluding interest, statutory damages, exemplary damages, penalties, attorney's fees, and court costs:

(1) an action arising out of a qualified transaction;

(2) an action that arises out of a contract or commercial transaction in which the parties to the contract or transaction agreed in the contract or a subsequent agreement that the business court has jurisdiction of the action, except an action that arises out of an insurance contract; . . . .

TEX. GOV’T CODE § 25A.004(d).

Copy from re:SearchTX A. The Amount in Controversy Exceeds $10 Million.

Plaintiff alleges damages which exceed $10 million. Plaintiff’s 2d Amend. Pet., p. 3.

(alleging “hundreds of millions of dollars in damages to [Plaintiff].”).

B. The Dispute Arises Out of a Qualified Transaction.

The dispute arises out of a “Qualified Transaction” as that term is used in Section 25A of

the Texas Government Code because the dispute involves transactions under which Plaintiff is

obligated to pay, and Defendants are entitled to receive, consideration with an aggregate value of

at least $10 million. TEX. GOV’T CODE § 25A.001(14).

C. The Parties Entered into a Subsequent Agreement That the Business Court Has Jurisdiction Over the Action.

On September 12, 2024, the Parties entered into a Rule 11 Agreement to establish the

business court’s authority based on a “subsequent agreement that the business court has

jurisdiction of the action.” TEX. GOV’T CODE § 25A.004(d)(2); Rule 11 Agreement, filed

September 17, 2024 herein.

Crucially, that “subsequent agreement” was entered into on September 12, 2024—after the

Business Court began operating on September 1, 2024.

In the Rule 11 Agreement the parties agreed and acknowledged:

The Parties agree that the Current Lawsuit, including all claims and causes of action asserted as of the Effective Date of this Agreement, is within the jurisdiction of the Texas Business Court, as established by Chapter 25A of the Texas Government Code. The Parties also agree that they are subject to personal jurisdiction in the Texas Business Court.

The Parties acknowledge that this Agreement is meant to satisfy the requirements of Section 25A.004 of the Texas Government Code as a “subsequent agreement that the business court has jurisdiction over the action.”

The Parties waive any challenge to the jurisdiction of the Texas Business Court to hear and adjudicate the claims and causes of action asserted in the Current Lawsuit that are to be asserted in the Business Court Lawsuit.

Copy from re:SearchTX The Parties intend that this Agreement—executed after September 1, 2024—is to allow the Current Lawsuit to become removable to the Texas Business Court.

The business court therefore has authority and jurisdiction over this case pursuant to

Section 25A.004(d) of the Texas Government Code.

II. Venue

Venue is proper in the Eleventh Business Court Division. TEX. R. CIV. P. 355(b)(2)(B);

TEX. GOV’T CODE § 25A.003(m). Because the 61st District Court of Harris County, Texas, had

jurisdiction of this case, the Eleventh Business Court Division, with jurisdiction over Harris

County, is a proper venue for removal. Compare Plaintiff’s 2d Amend. Pet. ¶¶ 7–8 (citing TEX.

CIV. PRAC. & REM. CODE §§ 15.004, 15.020, and 15.035) (alleging that Harris County is the

contractually-chosen place of venue and alleging that having properly joined multiple claims

arising from the same transaction, occurrence, or series of occurrences where one or more causes

of action are governed by a mandatory venue provision, venue is proper in Harris County), with

TEX. GOV’T CODE § 25A.006(a) (providing that “[v]enue may be established as provided by law

or, if a written contract specifies a county as venue for the action, as provided by the contract.”).

III. Timeliness

All parties jointly provide notice of removal. TEX. R. CIV. P. 355(b)(1). Accordingly,

removal is timely. TEX. R. CIV. P. 355(c)(1) (providing that “[a] party may file a notice of removal

reflecting the agreement of all parties at any time during the pendency of the action.”).

Further, removal is timely and the Business Court has authority to hear the case because

the Rule 11 Agreement was not entered into until after the Business Court began operating, which

makes it a “subsequent agreement that the business court has jurisdiction of the action.” TEX.

GOV’T CODE § 25A.004(d)(2).

Copy from re:SearchTX IV. Appendix

Appended to this Notice are all of the filings made in the 61st Judicial District Court of

Harris County, Texas, as required by the Texas Rules of Civil Procedure. TEX. R. CIV. P.

355(b)(3).

V. Conclusion

The parties hereby remove this case from the 61st Judicial District Court of Harris County,

Texas to the Eleventh Business Court Division of the Business Court of Texas.

Copy from re:SearchTX Dated: September 17, 2024 Respectfully submitted,

/s/ Andrew Price /s/ Fields Alexander Andrew Price Thomas E. Ganucheau State Bar No. 24002791 State Bar No. 00784104 andrew.price@nortonrosefulbright.com tganucheau@beckredden.com Rafe A. Schaefer Fields Alexander State Bar No. 24077700 State Bar No. 00783528 rafe.schaefer@nortonrosefulbright.com falexander@beckredden.com Abraham Chang Mary Kate Raffetto State Bar No. 24102827 State Bar No. 24098296 abraham.chang@nortonrosefulbright.com mkraffetto@beckredden.com Timothy Shinn Garrett S. Brawley State Bar No. 24125409 State Bar No. 24095812 timothy.shinn@nortonrosefulbright.com gbrawley@beckredden.com Fulbright Tower Cassie Maneen 1550 Lamar, Suite 2000 State Bar No. 24120989 Houston, Texas 77010 cmaneen@beckredden.com Telephone: (713) 651-5151 1221 McKinney St., Suite 4500 Facsimile: (713) 651-5246 Houston, Texas 77010 Telephone: (713) 951-3700 Facsimile: (713) 951-3720

Attorneys for Plaintiff Lone Star NGL Product Attorneys for Defendants EagleClaw Services LLC Midstream Ventures, LLC and CR Permian Processing, LLC

CERTIFICATE OF SERVICE I hereby certify that I caused a true and correct copy of the foregoing instrument to be served electronically, in accordance with the Texas Rules of Civil Procedure, on September 17, 2024, on all counsel of record.

/s/ Andrew Price Andrew Price

Copy from re:SearchTX Automated Certificate of eService This automated certificate of service was created by the efiling system. The filer served this document via email generated by the efiling system on the date and to the persons listed below. The rules governing certificates of service have not changed. Filers must still provide a certificate of service that complies with all applicable rules.

Angelina Martinez on behalf of Rafe Schaefer Bar No. 24077700 angelina.martinez@nortonrosefulbright.com Envelope ID: 92106691 Filing Code Description: Notice of Removal to Business Court Filing Description: Joint Notice of Removal to Business Court - Notice Only Status as of 9/17/2024 10:49 AM CST

Case Contacts

Name BarNumber Email TimestampSubmitted Status

Angelina Martinez angelina.martinez@nortonrosefulbright.com 9/17/2024 10:43:20 AM SENT

Andrew Price andrew.price@nortonrosefulbright.com 9/17/2024 10:43:20 AM SENT

Abraham Chang abraham.chang@nortonrosefulbright.com 9/17/2024 10:43:20 AM SENT

Cindy Hickman cindy.hickman@nortonrosefulbright.com 9/17/2024 10:43:20 AM SENT

Rafe AronSchaefer rafe.schaefer@nortonrosefulbright.com 9/17/2024 10:43:20 AM SENT

Timothy Shinn timothy.shinn@nortonrosefulbright.com 9/17/2024 10:43:20 AM SENT

Thomas Ganucheau 784104 tganucheau@beckredden.com 9/17/2024 10:43:20 AM SENT

Fields Alexander 783528 falexander@beckredden.com 9/17/2024 10:43:20 AM SENT

Garrett Brawley 24095812 gbrawley@beckredden.com 9/17/2024 10:43:20 AM SENT

Copy from re:SearchTX E-filed in the Office of the Clerk for the Business Court of Texas NO. - - - - - - - - - 9/17/2024 10:43 AM Accepted by: Beverly Crumley LONE STAR NGL PRODUCT SERVICES § IN THECase BUSINESS Number: COURT 24-BC11A-0004 LLC (in its own capacity and as assignee) , § § Plaintiff, § § ELEVENTH BUSINESS COURT V. § DIVISION § EAGLECLAW MIDSTREAM § VENTURES , LLC AND CR PERMIAN § PROCESSING, LLC, § § § Defendants. § HARRIS COUNTY, TEXAS

INDEX OF APPENDIX OF COURT DOCKET

DATE DOCUMENT

5/20/2021 Plaintiff Lone Star NGL Product Services LLC's Original Petition 5/25/2021 Affidavit of Service - CR Permian 6/22/2021 Defendants' Original Answer 6/29/2021 DOCKET CONTROL ORDER 10/ 15/2021 Joint Motion for Entry of Agreed Protective Order 10/ 15/2021 Proposed Joint Stipulated Confidentiality Order 10/20/2021 Order Approving Stipulation Signed 10/20/2021 Order Signed Confidential Agreement 10/20/2021 Proposed Joint Stipulated Confidentiality Order 10/20/2021 Joint Motion for Entry of Agreed Protective Order; 1/24/2022 Defendants' Motion for Partial Summary Judgment 1/24/2022 Proposed Order 1/25/2022 Notice Oflntent To Serve Subpoena Duces Tecum On Non-Party Targa 1/27/2022 Notice of Submission 1/27/2022 Lone Star Motion to Compel Production of Documents 1/27/2022 Proposed Order 1/27/2022 Notice of Submission 1/27/2022 Lone Star Motion to Compel Depositions Of Dona Peter And Anne Psencik

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Copy from re:SearchTX DATE DOCUMENT

1/27/2022 Proposed Order 1/28/2022 Notice of Withdrawal of Defendants' Motion for Partial Summary Judgment Defendants' Motion for Partial Summary Judgment as to Scope of Audit 1/31/2022 Provisions 1/31/2022 Proposed Order Defendants Notice of Submission Regarding Motion for Partial Summary 2/2/2022 Judgment as to Scope of Audit Provisions Defendants' Opposition to Plaintiffs Motion to Compel Production of Documents 2/4/2022 and Motion to Compel Depositions of Donna Peters and Anne Psencik, and Motion for Protection from Discovery 2/4/2022 Proposed Order 2/7/2022 Statement of Service 2/7/2022 Letter to Judge re Pending Motions Lone Star's Reply in Support of Motion to Compel Production of Documents and 2/7/2022 Objection to Eagleclaw 's Untimely Objection and Motion for Protection Defendant's Notice of Submission Regarding Motion for Protection, and Motion 2/10/2022 to Quash, the Subpoena Duces Tecum Served on Targa Defendant' Motion for Protection, and Motion to Quash, the Subpoena Duces 2/10/2022 Tecum Served on Targa; 2/10/2022 Proposed Order Plaintiff Lone Star NGL Product Services LLC's Verified Emergency Motion to 2/10/2022 Continue EagleClaw's MPSJ Submission Setting 2/10/2022 Verification 2/10/2022 Proposed Order 2/11/2022 Notice of Hearing Defendants' Response to Lone Star's Verified Emergency Motion to Continue Eagleclaw's MPSJ Submission Setting and Defendants' Response to Lone Star's 2/11/2022 Verified Emergency Motion to Continue Defendants' Motion for Protection and Motion to Quash Targa Subpoena Submission Setting 2/ 11/2022 Letter re Emergency Motions for Continuance Plaintiff Lone Star NGL Product Services LLC's Verified Emergency Motion to 2/11/2022 Continue Defendants' Motion for Protection and Motion to Quash Targa Subpoena Submission Setting 2/11/2022 Verification 2/ 11/2022 Proposed Order

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2/ 15/2022 Letter to Judge 2/21 /2022 Notice of Hearing (PROC 4.6.22) 2/24/2022 Notice of Hearing 3/ 18/2022 Defendants' First Amended Original Answer Defendants' Surreply to Lone Star's Reply in Support of Motion to Compel 4/ 1/2022 Production of Documents 4/ 1/2022 Plaintiff Lone Star NGL Product Service LLC's Amended Petition 4/ 12/2022 Notice of Hearing 5/6/2022 Order Resetting Trial 5/9/2022 ORDER RESETTING TRIAL Notice of Passing on Hearing on Motions to Compel Production of Documents 5/ 10/2022 and Depositions 5/ 18/2022 Unopposed Motion to Withdraw as Counsel 5/ 18/2022 Proposed Order 5/ 19/2022 Order Granting Withdrawal of Attorney Signed 5/31 /2022 Emergency Letter Regarding a Request to Rule on Pending Motion 5/31 /2022 Joint Motion to Amend Docket Control Order 6/ 1/2022 Letter Responding To Emergency Letter For Deposition Dates 6/3/2022 Return of Service 6/8/2022 Corrected Notice of Hearing on Motion to Compel Depositions 6/8/2022 Notice of Hearing 6/ 14/2022 Subpoena for Production of Documents "The State of Texas" 6/22/2022 Notice of Passing Hearing on Motion to Compel Depositions 7/ 1/2022 Joint Motion to Amend Docket Control Order; 7/ 1/2022 Amended Docket Control Order; 7/ 1/2022 Joint Motion to Amend the Joint Stipulated Confidentiality Order 7/ 1/2022 Proposed Joint Stipulated Confidentiality Order 7/6/2022 Order Approving Stipulation Signed 7/6/2022 Order Signed Confidential Agreement 7/6/2022 DOCKET CONTROL/PRETRIAL ORDER SIGNED 10/27/2022 Notice of Hearing

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10/27/2022 Lone Star's Motion to Compel Production of Documents Notice of Intent to Serve Subpoena Duces Tecum on Non-Party BCP Raptor II, 11/18/2022 LLC 11/18/2022 Notice oflntent to Serve Subpoena Duces tecum on Non-Party BCP Raptor, LLC 12/20/2022 Docket Control Order Signed Proposed Order 12/27/2022 Lone Star's Amended Motion to Compel Production of Documents; 12/27/2022 Joint Motion to Amend Docket Control Order 12/29/2022 Proposed Order on Unopposed Motion for Sealing Documents Lone Star NGL Production Services LLC's Unopposed Motion for Temporary 12/29/2022 Sealing Order; 12/29/2022 Proposed Order 12/30/2022 DOCKET CONTROL/PRETRIAL ORDER SIGNED Defendants' Opposition to Plaintiffs Amended Motion to Compel Production of 1/5/2023 Documents 1/5/2023 Proposed Order 1/5/2023 Order Sealing Document( s) Signed 1/6/2023 Lone Star's Amended Motion to Compel Production of Documents Appendix A Defendants' Opposition to Plaintiffs Appendixes to its Amended Motion to 1/10/2023 Compel Production of Documents 1/11/2023 Notice of Hearing 1/11/2023 Certificate of Conference on Motion to Compel 2/9/2023 Lone Star's Amended Motion to Compel Production of Documents - Appendix A 2/9/2023 Lone Star's Second Amended Motion to Compel Production of Documents 2/13/2023 Signed Court Scheduling Order 2/13/2023 Amended Certificate of Conference on Motion to Compel Defendants' Supplemental Opposition to Plaintiffs' Second Amended Motion to 2/14/2023 Compel Production of Documents 2/16/2023 Order Signed Denying Motion to Compel Production Proposed Order Denying Lone Star NGL Product Services, LLC's Second 2/16/2023 Amended Motion to Compel Production of Documents Proposed Order Granting Plaintiff Lone Star's Second Amended Motion to 2/16/2023 Compel Production of Documents

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Notice of Intent To Serve Subpoena Duces Tecum On Non-Party Enterprise 3/30/2023 Products Partners LP Notice Of Intent To Serve Subpoena Duces Tecum On Non-Party Altus 3/30/2023 Midstream Company Lone Star NGL Production Services LLC's Motion Issuance of Letter Rogatory 4/4/2023 for Production for Documents by Blackstone Energy Partners II L.P. Pursuant to Subpoena Duces Tecum 4/4/2023 Proposed Letter Rogatory Lone Star NGL Product Services LLC's Motion for Issuance of Letter Rogatory 4/5/2023 for the Production of Documents by ISQ Global Infrastructure Fund II L.P. Pursuant to a Subpoena Duces Tecum; 4/5/2023 Proposed Letter Rogatory Notice oflntent to Serve Subpoena Duces Tecum on Non-Party Kinetik Holdings 4/10/2023 Inc. Notice Of Intent To Serve Subpoena Duces Tecum On Non-Party Apache 4/10/2023 Corporation 4/10/2023 LETTER ROGATORY ISSUED 4/10/2023 Defendants' Preliminary Response To Motions For Letters Rogatory 4/10/2023 Proposed Order 4/11/2023 LETTER ROGATORY ISSUED 4/12/2023 Return of Service - Enterprise Products Partners LP 4/12/2023 Return of Service - Altus Midstream Company 4/24/2023 Affidavit of Service - Kinetick Holdings 4/24/2023 Return of Service - Apache Corporation ("Apache") 4/25/2023 Notice oflntent to Serve Subpoena Duces Tecum on Non-Party Breviloba, LLC 5/2/2023 Rule 11 Agreement 5/2/2023 Joint Motion to Amend Docket Control Order; 5/2/2023 Proposed Second Amended Scheduling and Docket Control Order 5/3/2023 DOCKET CONTROL/PRETRIAL ORDER SIGNED 8/28/2023 Notice of Submission (QUDE 9.11.2023) Eagleclaw Midstream Ventures, LLC and CR Permian Processing, LLC's ("Defendant")Motion to Quash the Deposition Notices of Steve Stellato, Jason 8/28/2023 Nguyen, a Corporate Representative of EagleClaw Midstream Ventures, LLC, Frank Bassetti, Tyler Milam, Todd Carpenter and Teresa Morey

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8/28/2023 Proposed Order 8/30/2023 Lone Star's Motion to Quash Notice of Deposition of Andrew Ray 8/30/2023 Proposed Order 9/1/2023 Notice of Submission (CDEP 9.11.2023) Lone Star's Motion to Compel Deposition of Todd Carpenter, Steve Stellato, 9/1/2023 Jason Nguyen, a Corporate Representative of Eagleclaw Midstream Ventures, LLC, Tyler Milam and Teresa Morey 9/1/2023 Proposed Order 9/1/2023 Lone Star NGL Product Services LLC's Motion for Temporary Sealing Order 9/1/2023 Proposed Order 9/1/2023 Notice of Submission (CPRO 9.11.2023) Lone Star's Motion to Compel Production of Documents Responsive to Lone Star's Sixth Set of Requests for Production and Deposition of Jaime Welch and 9/1/2023 Motion for Leave to Conduct Additional Hours of Deposition and For Limited Additional Deposition of Anne Psencik 9/1/2023 Proposed Order Amended Certificate of Conference on Motion to Compel Deposition of Todd 9/6/2023 Carpenter, Steve Stellato, Jason Nguyen, A Corporate Representative of Eagleclaw Midstream Ventures, LLC, Tyler Milam, and Teresa Morey Amended Certificate of Conference on Motion to Compel Production of Documents Responsive to Lone Star's Sixth Set of Requests for Production and 9/6/2023 Deposition of Jamie Welch and Motion for Leave to Conduct Additional Hours of Deposition and for Limited Additional Deposition of Anne Psencik Defendants' Response Opposing Plaintiffs Motion to Compel Production Of Documents And The Deposition Of Jamie Welch And Motion For Leave To 9/7/2023 Conduct Additional Hours Of Deposition And For The Limited Additional Deposition Of Anne Psencik 9/7/2023 Proposed Order Defendants' (1) Response To Lone Star's Motion To Compel Depositions; (2) 9/7/2023 Motion For Protection For The Deposition Of Steve Stellato; And (3) Motion To Compel The Deposition Of Andrew Ray; 9/7/2023 Proposed Order Proposed Order Granting Plaintiff Lone Star's Motion To Compel Production of Documents Responsive to Lone Star's Sixth Set Of Requests For Production And 9/7/2023 Deposition Of Jaime Welch And Motion For Leave To Conduct Additional Hours Of Deposition And For Limited Additional Deposition of Anne Psencik

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9/7/2023 Proposed Order Granting Motion To Compel Deposition Second Amended Certificate Of Conference On Motion To Compel Deposition 9/7/2023 Of Todd Carpenter, Steve Stellato, Jason Nguyen, A Corporate Representative Of Eagleclaw Midstream Ventures, LLC, Tyler Milam, And Teresa Morey 9/8/2023 Notice of Submission (CPRO- 9.18.23) Lone Star's Motion to Compel Production of Documents from Non-Party Apache 9/8/2023 Corporation 9/8/2023 Proposed Order 9/8/2023 Notice of Submission- (ENTO- 9.18 .23) 9/11/2023 Letter to Judge Phillips Lone Star's Reply In Support oflts Motion To Compel Production of Documents Responsive To Lone Star's Sixth Set of Requests For Production And Deposition 9/11/2023 of Jaime Welch And Motion For Leave To Conduct Additional Hours of Deposition and For Limited Additional Reply In Support Of Lone Star's Motion to Compel Deposition of Todd 9/11/2023 Carpenter, Steve Stellato, Jason Nguyen, A Corporate Representative Of Eagleclaw Midstream Ventures, LLC, Tyler Milam, And Teresa Morey Amended Certificate of Conference on Motion to Compel Production of 9/13/2023 Documents from Non-party Apache Corporation 9/13/2024 Order Signed Denying Motion to Compel Production 9/13/2024 Order Signed Compelling Deposition Appearance, In Part Order Signed Compelling Deposition Appearance, in part Order Signed Granting 9/13/2024 Protection Reply in Support of Lone Star's Motion to Compel Production of Documents from 9/14/2024 Non-Party Apache Corporation 9/14/2023 Non-Party Apache's Response to Motion to Compel Production of Documents 9/14/2023 Proposed Order 9/21 /2023 Order Granting Objection to Production Request Signed 9/21 /2023 Order Signed Denying Motion to Compel Production 10/16/2023 Reporter's Certification Deposition of Elias Sanchez September 19, 2023 11/10/2023 Reporter's Certification Deposition of Liza Moehar Taken October 11 , 2023 11/17/2023 Plaintiff Lone Star NGL Product Services LLC's Second Amended Petition Reporter's Certification Oral and Videotaped Deposition of Jason J. Bush, 12/1/2023 October 25 ,2023

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12/ 1/2023 Reporter's Certification Deposition of Mark McKee, September 26, 2023 1/ 16/2024 Defendants' Rule 91a Motion to Dismiss 1/ 17/2024 Notice of Hearing (DISM 2.29.2024) 2/9/2024 Joint Motion to Amend Docket Control Order 2/9/2024 Proposed Third Amended Scheduling and Docket Control Order 2/ 13/2024 Court Scheduling Order Signed 2/21 /2024 Notice of Hearing (DISM- 3.28 .24) 02/26024 DCA Generic Letter 2/27/2024 DCA Generic Letter 3/21 /2024 Lone Star NGL Product Services LLC's Motion for Temporary Sealing Order 3/21 /2024 Proposed Order Plaintiff Lone Star NGL Product Services LLC's Response to Defendants' Rule 3/21 /2024 91aMotion Proposed Order Denying Defendants Eagleclaw Midstream Ventures, LLC And 3/21 /2024 CR Permian Processing, LLC's rule 91a Motion to Dismiss Plaintiff Lone Star NGL Product Services LLC's TRCP 69 Supplement To 3/21 /2024 Second Amended Petition 3/22/2024 Notice of Submission (SELD 4.1.24) 3/25/2024 Notice Related to Defendants' Rule 91a Motion to Dismiss 3/25/2024 Proposed Order 3/26/2024 Reply in Support of Defendants' Rule 91 a Motion to Dismiss 3/28/2024 Order Signed Denying Motion to Dismiss 4/ 1/2024 Order Sealing Document( s) Signed 4/ 1/2024 Order Signed Setting Hearing 4/ 11/2024 Public Notice on Motion to Seal 4/ 11/2024 Unopposed Motion for Permanent Sealing 4/ 11/2024 Proposed Order 4/30/2024 Notice By Posting 5/2/2024 Order Sealing Document( s) Signed Plaintiff Lone Star NGL Product Services LLC's Response to Defendants' Rule 5/ 10/2024 91 aMotion - Unredacted

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Plaintiff Lone Star NGL Product Services LLC's TRCP 69 Supplement to Second 5/10/2024 Amended Petition 6/5/2024 Notice of Change of Address 7/31/2024 Notice of Hearing (AREF 9.19.2024) Plaintiff Lone Star NGL Product Services LLC's Application to Appoint 7/31/2024 Discovery Referee for Disputes with Nonparty I Squared Capital Advisors (US), LLC 8/1/2024 Rule 11 Agreement 8/9/2024 Reporter's Certification Deposition of Donna Peters, November 3, 2022 8/9/2024 Reporter's Certification Deposition of Anne Psencik, November 1, 2022 8/9/2024 Reporter's Certification Deposition of Teresa Suffel, October 27, 2023 8/9/2024 Reporter's Certification Deposition of Tyler Milam, October 27, 2023 Defendant's Motion to Quash the Deposition Notices of Jason Nguyen, Todd Carpenter, Anne Psencik, Blake Bixler, Ross Hutton, Trevor Howard, Kris 8/14/2024 Kindrick, Jamie Welch, and a Corporate Representative ofEagleclaw Midstream Ventures, LLC 8/14/2024 Proposed Order Notice of Hearing on Defendants' Motion to Quash the Deposition Notices of Jason Nguyen, Todd Carpenter, Anne Psencik, Blake Bixler, Ross Hutton, Trevor 8/15/2024 Howard, Kris Kindrick, Jamie Welch, and a Corporate Representative of Eagleclaw Midstream Ventures, LLC Lone Star's Motion to Compel Deposition of Todd Carpenter, Jamie Welch, Anne Psencik, Jason Nguyen, Ross Hutton, Blake Bixler, Kris Kindrick, Trevor 8/15/2024 Howard, and a Corporate Representative ofEagleclaw Midstream Ventures, LLC and Motion to Show Cause; 8/15/2024 Proposed Order 8/15/2024 Notice of Submission (STPL 8.26.2024) 8/15/2024 Notice of Submission (CDEP 8.26.2024) 8/15/2024 Notice of Submission (SELD 8.26.2024) 8/15/2024 Lone Star NGL Product Services LLC's Motion for Temporary Sealing Order; 8/15/2024 Proposed Order 8/15/2024 Lone Star's Motion to Strike Defendants' Motion to Quash 8/15/2024 Proposed Order Proposed Order ofNonsuit and Dismissal of Claims Assigned by Energy Transfer 8/16/2024 Geismer Olefins LLC and Energy Transfer Hattiesburg NGLS LLC

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Notice of Nonsuit of Claims Assigned by Energy Transfer Geismer Olefins LLC 8/16/2024 and Enernv Transfer Hattiesburg NGLS LLC 8/19/2024 Partial Dismissal on Plaintiffs Motion Defendants' Motion to Quash the Depositions of JP Munfa, David Foley, Jesse 8/20/2024 Krynak and Laura Sugg; 8/20/2024 Proposed Order Notice of Hearing on Defendants' Motion to Quash the Depositions of JP Munfa, 8/21 /2024 David Folev, Jesse Krvnak, and Laura Srnrn: (QUDE 11.14.2024) Notice of Hearing on Defendants' Motion to Compel Assignor-Affiliate Related 8/21 /2024 Fraud and Damages Documents and Motion for Continuance (COTH/TRCO 11.14.2024) Defendants' Motion to Compel Assignor-Affiliate Related Fraud and Damages 8/21 /2024 Documents and Motion for Continuance; 8/21 /2024 Proposed Order 8/22/2024 Lone Star NGL Product Services LLC's Motion for Temporary Sealing Order 8/22/2024 Proposed Order 8/22/2024 Notice of Submission (SELD 9.2.2024) 8/22/2024 Notice of Submission (STPL 9.2.2024) 8/22/2024 Notice of Submission (CDEP 9.2.2024) 8/22/2024 Notice of Submission (SELD 9.2.2024) 8/22/2024 Notice of Submission (CPRO 9.2 .2024) 8/22/2024 Lone Star NGL Product Services LLC's Motion for Temporary Sealing Order 8/22/2024 Proposed Order Lone Star's Motion to Strike Defendants' Motion to Quash the Depositions of JP 8/22/2024 Munfa, David Foley, Jesse Krynak, and Laura Sugg; 8/22/2024 Proposed Order Lone Star's Motion to Compel Depositions of Laura Sugg, David Foley, JP 8/22/2024 Munfa, and Jesse Krvnak 8/22/2024 Proposed Order Lone Star's Motion to Compel Responses to Requests for Production 139 and 141 , 8/22/2024 Seeking Eagleclaw's Communications with Third-Parties !squared and Blackstone - Redacted 8/22/2024 Proposed Order

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Amended Certificate of Conference on Motion to Strike Defendants' Motion to 8/22/2024 Quash Amended Certificate Of Conference On Motion To Compel Deposition Of Todd Carpenter, Jamie Welch, Anne Psencik, Jason Nguyen, Ross Hutton, Blake 8/22/2024 Bixler, Kris Kindrick, Trevor Howard, And A Corporate Representative Of Eagleclaw MidstreamVentures, LLC and Motion to Show Cause Defendants' Response Opposing Lone Star's Motion to Compel Depositions of Todd Carpenter, Jamie Welch, Anne Psencik, Jason Nguyen, Ross Hutton, Blake 8/22/2024 Bixler, Kris Kindrick, Trevor Howard, and a Corporate Representative of Eagleclaw MidstreamVentures, LLC; 8/22/2024 Proposed Order Defendants' Response to Lone Star's Motion to Strike Defendants' Motion to 8/22/2024 Quash; 8/22/2024 Proposed Order 8/22/2024 Notice of Submission (LTRO- 9.2.24) Lone Star NGL Product Services LLC's Unopposed Motion for Issuance of Letter 8/22/2024 Rogatory for Issuance of a Subpoena Duces Tecum to Joseph Payne; 8/22/2024 Proposed Letter Rogatory Reply in Support of Lone Star's Motion to Compel Depositions of Todd Carpenter, Jamie Welch, Anne Psencik, Jason Nguyen, Ross Hutton, Blake 8/23/2024 Bixler, Kris Kindrick, Trevor Howard, and a Corporate Representative of Eagleclaw Midstream Venture, LLC and Motion to Show Cause 8/23/2024 Lone Star's Reply in Support of Motion to Strike Defendants' Motion to Quash 8/26/2024 Letter to the Court re-Supplemental Certificate of Conferences Defendants ' Sur-Reply Opposing Lone Star' s Motion To Compel Depositions Of Todd Carpenter, Jamie Welch, Anne Psencik, Jason Nguyen, Ross Hutton, Blake 8/26/2024 Bixler, KrisKindrick, Trevor Howard, And A Corporate Representative Of Eagleclaw MidstreamVentures, LL 8/27/2024 Order Sealing Document( s) Signed 8/27/2024 Order Signed Setting Hearing 8/27/2024 Joint Motion for Temporary Sealing Order 8/27/2024 Proposed Order 8/28/2024 Signed Order Granting Motion to Dismiss Defendants' Response to Lone Star's Motion to Strike Defendants' Motion to 8/29/2024 Quash the Depositions of JP Munfa, David Foley, Jesse Krynak, and Laura Srnrn: 8/29/2024 Proposed Order

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Defendants' Response Opposing Lone Star's Motion to Compel Reponses to 8/29/2024 Requests for Production 139 and 141 , Seeking Eagleclaw's Communications with Third-Parties !squared and Blackstone 8/29/2024 Proposed Order 8/29/2024 Notice of Submission - Motion for Protection and Motion to Quash Defendants' Response to Lone Star's Motion to Compel Depositions of Laura 8/29/2024 Srnrn:, David Foley, JP Munfa, and Jesse Krvnak 8/29/2024 Proposed Order Defendants' Motion for Protection and Motion to Quash Deposition of Non- 8/29/2024 Employee Board Members Under the Apex Deposition Doctrine 8/29/2024 Proposed Order 8/29/2024 Amended Certificate of Conference on Motion for Issuance of Letter Rogatory Amended Certificate of Conference on Motion to Strike Defendants' Motion to 8/29/2024 Quash Amended Certificate of Conference on Motion to Compel Deposition of Laura 8/29/2024 Sugg, David Foley, JP Munfa, and Jesse Krvnak Amended Certificate of Conference on Motion to Compel Responses to Request 8/29/2024 for Production 139 and 141 8/30/2024 Notice of Submission - Motion to Seal 8/30/2024 Lone Star NGL Product Services LLC's Motion for Temporary Sealing Order 8/30/2024 Proposed Order Lone Star's Reply in Support of Motion to Compel Responses to Requests for 8/30/2024 Production 139 and 141 , Seeking Eagleclaw's Communications with Third- Parties !squared and Blackstone 8/30/2024 Lone Star's Reply in Support of Motion to Strike Defendants' Motion to Quash Lone Star's Reply in Support of Motion to Compel Depositions of Laura Sugg, 8/30/2024 David Foley, JP Munfa, and Jesse Krynak 8/30/2024 Order Signed Denying Motion to Strike Pleading 8/30/2024 Order Signed Compelling Deposition Appearance 9/3/2024 Order Sealing Document(s) Signed 9/3/2024 Order Sealing Document( s) Signed 9/3/2024 Letter Rogatory Issued

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Defendants' Sur-Reply Opposing Lone Star's Motion to Compel to Compel 9/3/2024 Responses to Requests for Production 139 and 141 , Seeking Eagleclaw's Communications with Third-Parties !squared and Blackstone Defendants' Sur-Reply to Lone Star's Motion to Compel Depositions of Laura 9/3/2024 Sugg, David Foley, JP Munfa and Jesse Krynak 9/5/2024 Order Granting Objection to Production Request 9/5/2024 Order Signed Denying Motion to Compel Production Lone Star's Response to EagleClaw's Motion for Protection and Motion to Quash 9/5/2024 Under the Apex Doctrine Amended Certificate of Conference on Motion for Protection and Motion to 9/5/2024 Quash Depositions of Non-Employee Board Members Under the Apex Deposition Doctrine 9/9/2024 Order Signed Sealing Documents Defendant's Reply in Support of Motion for Protection and Motion to Quash 9/9/2024 Depositions of Non-Employee Board Members Under the Apex Doctrine 9/16/2024 Rule 11 Agreement

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Copy from re:SearchTX Tab D Filed in the Office of the Clerk Beverly Crumley for the Business Court of Texas ENTERED September 26, 2024 ..:,.., ( fl( I, - I ,.~

Lone Star NGL Product Services LLC, § Plaintift § § v. § Cause No. 24-BCllA-0004 EagleClaw Midstream Ventures, LLC § and CR Permian Processing, LLC, § § Defendants.

ORDER

Before the Court is the Joint Notice of Removal filed by Plaintiff Lone Star NGL

Product Services LLC and Defendants EagleClaw Midstream Ventures, LLC and CR

Permian Processing, LLC (collectively the "Parties") on September 17, 2024. The Parties

removed this case from the 61 st Judicial District Court of Harris County under Texas

Government Code Chapter 25A.

Consistent with Texas Government Code 25A.006 and Texas Rule of Civil

Procedure 355, the Court ORDERS that the Parties file briefing on or before October 17,

2024, containing argument and authorities regarding the propriety of this suit's removal

to the Texas Business Court and regarding this Court's authority and jurisdiction to hear

the suit. At their option, each side may file a separate brief, or the Parties may file a joint

1 brief. Absent leave of Court, any brief filed shall contain no more than 7,500 words. A

hearing will be set following the Court's receipt of the Parties' brief(s).

ue , . usiness Court, Eleventh Division DATED: September 26, 2024

2 Tab E E-filed in the Office of the Clerk for the Business Court of Texas 10/16/2024 4:48 PM Accepted by: Beverly Crumley Case Number: 24-BC11A-0004 NO. 24-BCllA-0004

LONE STAR NGL PRODUCT SERVICES § IN THE BUSINESS COURT LLC (in its own capacity and as assignee), § § Plaintiff, § § ELEVENTH BUSINESS COURT V. § DIVISION § EAGLECLAW MIDSTREAM § VENTURES, LLC AND CR PERMIAN § PROCESSING, LLC, § § § Defendants. § HARRIS COUNTY, TEXAS

JOINT BRIEF IN SUPPORT OF REMOVAL TO BUSINESS COURT

Pursuant to the Court's September 26 Order requesting briefing regarding the propriety of

this suit's removal to the Texas Business Court and the Court' s authority to hear the suit, Plaintiff

Lone Star NGL Product Services LLC ("Lone Star") and Defendants EagleClaw Midstream

Ventures, LLC and CR Permian Processing, LLC (together, "Defendants") jointly file this Brief

in Support of Removal to Business Court.

INTRODUCTION

The Texas Government Code confers jurisdiction and authority to the Business Court

concurrent with Texas district courts over disputes in which the amount in controversy exceeds

$10 million which "arise[] out of a contract or commercial transaction in which the parties to the

contract or transaction agree[] in the contract or a subsequent agreement that the business court

has jurisdiction of the action." TEX. Gov'T CODE § 25A.004(d)(2) (emphasis added). Here, the

Parties entered into an Agreement on September 13, 2024, expressly consenting to the authority

203102792 -1- and jurisdiction of the Business Court to hear this dispute. 1 That agreement is a "subsequent

agreement" that the Business Court has jurisdiction and authority over this dispute within the

meaning of§ 25A.004(d)(2) (the "Subsequent Agreement").

And because the Subsequent Agreement was entered by the Parties after the Business

Court began accepting cases on September 1, 2024, removal of the dispute is proper under the

statute.

All other jurisdictional requirements are met by this case. The amount in controversy

exceeds $10 million, no carveouts apply to the case, venue is proper, and the parties' notice of

removal was properly filed in the Business Court and in the 61 st Judicial District Court of Harris

County, Texas.

FACTUAL BACKGROUND

I. Lone Star Sues Defendants in the 61st Judicial District Court of Harris County.

On May 20, 2021, Lone Star filed an original petition in the District Courts of Harris

County. Lone Star's Original Petition, Removal Appendix Vol. 1, BC_APPX_0000l. The lawsuit

was assigned to the 61st Judicial District Court under Cause No. 2021-30388.

The lawsuit involves two natural gas purchase agreements that involve daily obligations to

sell Y-Grade. The agreements do not expire until 2026, and the lawsuit involves both past and

ongoing compliance with the agreements.

1 The Subsequent Agreement also contemplates nonsuiting this dispute and re-filing an identical lawsuit in

the Business Court if the Court remands the case to the 61 st Judicial District Court. Per the Parties' agreement, this dispute will be heard by the Business Court. But remanding the three and a half year old case now creates unnecessary hurdles that would otherwise be avoided if this removed lawsuit is permitted to proceed.

203102792 -2- II. The Parties Enter Into a Subsequent Agreement That the Dispute Will Be Heard in Texas Business Court.

On September 13, 2024, the Parties entered into a "subsequent agreement," as that phrase

is used in Section 25A.004(d) of the Texas Government Code. The Subsequent Agreement makes

clear that authority, jurisdiction, and venue exists in the Texas Business Court. The Subsequent

Agreement was filed in this Court, as well as the 61 st Judicial District Court on September 17,

2024. The Subsequent Agreement is attached hereto as Exhibit 1.

Pursuant to the Subsequent Agreement:

• The Parties agreed that the lawsuit is within the jurisdiction of the Business Court;

• The Parties agreed to personal jurisdiction in the Business Court; and

• The Parties expressly acknowledged the Subsequent Agreement was intended to satisfy the requirements of Section 25A. 004( d) of the Texas Government Code as a "subsequent agreement that the business court has jurisdiction over the action. "

Exhibit 1, Subsequent Agreement, p. 2. But the Subsequent Agreement was not merely an agreement to remove the case to

Business Court. Id. Instead the Subsequent Agreement reflects a negotiated, holistic agreement

between the Parties that the dispute will be adjudicated by the Business Court.

The Parties opted to remove the dispute as the first measure because removal, as authorized

by the Texas Legislature, preserves the status quo of the dispute, which has been pending for

several years and involves document discovery, depositions, and third-party discovery. Id. , p. 4.

On September 17, 2024 the Parties jointly filed a Notice of Removal in the 61 st Judicial

District Court and in this Court in satisfaction of the procedural requirements to remove the dispute

to the Business Court.

203102792 -3- ARGUMENT

I. The Subsequent Agreement Creates Business Court Jurisdiction and Authority to Adjudicate This Dispute.

A. The Subsequent Agreement Properly Confers Jurisdiction on the Business Court in Accordance With Chapter 25A of the Texas Government Code.

The Texas Government Code confers jurisdiction to the Business Court over actions that

involve an amount in controversy that exceeds $10 million when the parties have entered "a

subsequent agreement that the business court has jurisdiction of the action." TEX. Gov'T. CODE

§ 25A.004(d)(2) (emphasis added). Here, on September 13, 2024, the Parties entered into a

Subsequent Agreement that established the Business Court's authority to adjudicate the dispute.

The Subsequent Agreement specifically states, "[T]his Agreement is meant to satisfy the

requirements of Section 25A.004 of the Texas Government Code as a 'subsequent agreement that

the business court has jurisdiction over this action."' Exhibit 1, Subsequent Agreement, p. 2. This

is the exact language used in Section 25A.004 of the Texas Government Code. Compare id.,

with TEX. Gov'T. CODE § 25A. 004(d) ("The business court has civil jurisdiction concurrent with

district courts in the following actions[:] an action that arises out of a contract or commercial

transaction in which the parties to the contract or transaction agreed in the contract or a subsequent

agreement that the business court has jurisdiction of the action .... ") (emphasis added).

To further ensure the Business Court would have jurisdiction over the dispute, the parties

expressly consented to personal jurisdiction in the Business Court, and waived any challenge to

the Business Court to "hear and adjudicate the claims and causes of action" asserted in the lawsuit.

Exhibit 1, Subsequent Agreement, p. 2.

The Parties further express a desire for jurisdiction in the Business Court, consistent with

Chapter 25A, by agreeing that the intent of the Subsequent Agreement-"executed after

203102792 -4- September 1, 2024-"is to allow the Current Lawsuit to become removable to the Texas Business

Court. " Id. ( emphasis added).

Because the Parties entered into a subsequent agreement that unambiguously affirms the

jurisdiction of the Business Court over this dispute, consistent with Chapter 25A of the Texas

Government Code, the Business Court possesses such jurisdiction.

B. Remanding This Case Will not Keep This Dispute out of Texas Business Court

Pursuant to the Subsequent Agreement, the Parties have agreed to have their dispute

adjudicated by the Business Court. Thus, the Subsequent Agreement goes beyond mere agreement

to file a joint notice of removal. Instead, the Subsequent Agreement is structured to ensure that

the Parties will take all necessary steps to ensure this dispute is heard by the Business Court.

For example, if the Court determines that it lacks jurisdiction and authority over the

presently removed dispute, the Subsequent Agreement requires that Lone Star nonsuit the case

before the 61st Judicial District Court and re-file its petition in the Business Court so that the

dispute may be adjudicated here. Exhibit 1, Subsequent Agreement, p. 3. A new lawsuit filed

after September 1, 2024 would certainly fall within the authority and jurisdiction of the Texas

Business Court. See TEX. Gov'T CODE§ 25A.006(a).

But while an order remanding the case would result in the case being back in Business

Court in a matter of days, it could also cause numerous procedural and discovery-related issues.

This dispute has been pending since 2021. There are numerous motions currently pending in this

dispute 2 and depositions scheduled to occur throughout October and November.

2 The following motions are currently pending in this lawsuit: • Defendants' Motion to Quash the Depositions of JP Munfa, David Foley, Jesse Krynak, and Laura Sugg, filed August 20, 2024, Removal Appendix Vol. 13, BC_APPX_06379.

203102792 -5- There are also proceedings involving non-party discovery pending across the country. For

example, there is an outstanding dispute between Lone Star and non-party ISQ Global

Infrastructure Fund II L.P. c/o I Squared Capital Advisors (US) LLC 's ("!Squared") regarding

ISquared's response to a subpoena authorized by the 61st Judicial District Court. In efforts to

resolve that dispute, Lone Star and !Squared entered into an agreement for the appointment of a

discovery master to resolve these concerns. Exhibit 2, Agreement Regarding Lone Star NGL

Product Services, LLC Subpoena to !Squared Capital Advisors (US), LLC. Former Harris County

District Court Judge Daryl Moore was appointed by Lone Star and !Squared as discovery referee

under that agreement. Exhibit 3, A. Price email, dated August 19, 2024. A motion to compel is

currently pending before Judge Moore. Exhibit 4, R. Schaefer email, dated October 2, 2024.

A different third-party subpoena was issued by Lone Star to Blackstone Energy Partners II

L.P. ("Blackstone") in New York. Blackstone produced numerous documents in response to that

subpoena, all of which contained confidentiality designations pursuant to the protective order

issued in this case.

As another example, the 61 st Judicial District Court recently issued a letter rogatory to a

Florida court for the domestication of a subpoena to a former board member of Defendants' parent

• Defendants' Motion to Compel Assignor-Affiliate Related Fraud and Damages Documents and Motion for Continuance, filed August 21, 2024, Removal Appendix Vol. 13, BC_APPX_006409. • Lone Star's Motion to Compel the Depositions of Laura Sugg, David Foley, JP Munfa, and Jesse Krynak, filed August 22, 2024, Removal Appendix Vol. 13, BC_APPX_006546. • Lone Star's Motion to Strike Defendants' Motion to Quash the Depositions of JP Munfa, David Foley, Jesse Krynak, and Laura Sugg, filed August 22, 2024, Removal Appendix Vol. 13, BC- APPX- 006519. • Defendants' Motion for Protection and Motion to Quash Deposition of Non-Employee Board Members under Apex Deposition Doctrine, filed August 29, 2024, Removal Appendix Vol. 15, BC- APPX- 007607.

203102792 -6- corporation, Joseph Payne. Exhibit 5, Letter Rogatory. That subpoena has been domesticated by

a Florida court and service is being effectuated. Exhibit 6, Subpoena to Joseph Payne.

Given the pending matters in dispute in this case, efficiency is also promoted by the Court's

retention of the matter, as directly contemp lated by the parties' Subsequent Agreement.

C. The "Effective Date" of the Texas Business Court Statute Does Not Create Subject Matter Jurisdiction Issues.

To the extent there is any concern that the "effective date" of Chapter 25A of the Texas

Government Code creates a subject matter jurisdiction issue in this Court, the parties respectfully

suggest no such issue exists.

The fact that a statutory "effective date" exists in a bill does not mean that that date cannot

be waived. See Prystash v. State, 3 S.W.3d 522 (Tex. Crim. App. 1999); Powell v. State, 897

S.W.2d 307, 317 (Tex. Crim. App. 1994), overruled by Prystash, 3 S.W.3d 522; see also Hirad v.

State, 14 S.W.3d 351, 352 (Tex. App.-Houston [14th Dist.] 2000, pet. ref'd) (discussing

Pystash's overruling of Powell).

At issue in Powell was the question of whether a statute's "effective date" could be waived.

In Powell, the plurality held that a statute's "effective date" was "absolute," "nonforfeitable" and

"nonwaivable." Powell, 897 S.W.2d at 317. Five years later, Prystash overruled Powell, holding

that a party cannot "complain of an action he requested" and relying on the doctrine of invited

error to reject Powell. 3 S. W.3d at 531 ("Just as the law of entrapment estops the State from

making an offense of conduct that it induced, the law of invited error estops a party from making

an appellate error of an action it induced.").

In a petition refused opinion, the Fourteenth Court of Appeals relied on Prystash to hold

that Powell's "effective date" holding had been rejected, because it "ignored the crucial distinction

between rules of waiver and invited error." Hirad, 14 S.W.3d at 352.

203102792 -7- So too, here. The parties have entered into the Subsequent Agreement, jointly requesting

that the Court adjudicate this dispute. The statute's effective date is not "absolute,"

"nonforfeitable," or "nonwaivable." To the contrary, the parties jointly and expressly invite the

Court to adjudicate this dispute.

In other words, the effective-date provisions found in Section 8 of House Bill 19 are not

matters of subject-matter jurisdiction that cannot be waived; they are simply statutory conditions

to the exercise of jurisdiction that can be waived by consent of the parties.

This legal proposition is proven by the fact that the Business Court is created and exists

apart from the statutory conditions to the exercise of jurisdiction. Section 5 of House Bill 19

creates the Business Court: "Except as otherwise provided by this Act, the business court is created

September 1, 2024." See Act of May 25, 2023, 88th Leg., R.S., ch. 380, § 5 (H.B. 19). That

section grants the Business Court subject-matter jurisdiction. By contrast, Section 8 provides an

effective date for "changes in law made by this Act." Id. § 5. Those "changes in law" are found

in Sections 1 through 3 of the Act, which amend various parts of the Government Code. Id. §§ 1-

3. But the creation of the Business Court is found in Section 5 of the Act, which means the

Business Court is created independent of the referenced "changes in law" that became effective

only on September 1, 2024. Id. § 8.

In short, because the Business Court is created by Section 5 and is not subject to Section 8,

the effective-date restrictions in Section 8 are not unwaivable subject-matter jurisdiction barriers

but statutory conditions to the exercise of jurisdiction that can be waived by consent of the parties. 3

3 This case does not raise any question regarding the propriety ofremoval in cases where there is no consent to removal. The Court need not consider whether removal is proper when a party opposes removal on the ground that the statutory conditions to the exercise of jurisdiction are not satisfied and insists on their enforcement; that question is not before the Court.

203102792 -8- II. The Business Court Also Has Jurisdiction and Authority Because This Dispute Involves a Qualified Transaction.

Chapter 25A of the Texas Government Code confers jurisdiction to the Business Court for

disputes involving "Qualified Transactions." TEX. Gov'T CODE § 25A.004(d)(l). The Code

defines a Qualified Transaction as a transaction where a party pays or receives consideration with

an aggregate value of at least $10 million. TEX. Gov'T. CODE§ 25A.001(14)(A).

Pursuant to the natural gas purchase agreements at issue in this dispute, Lone Star pays

Defendants on monthly invoices for Y-Grade purchased in Reeves County. These monthly

payments regularly exceed $10 million. As just one example, for the month of October 2023 , Lone

Star was invoiced over $19 million for Y-Grade sold by Defendant EagleClaw Midstream

Ventures, LLC and over $16 million for Y-Grade sold by Defendant CR Permian Processing, LLC.

Exhibits 7 and 8, Invoices.

Over the life of the natural gas purchase agreements, Lone Star has paid more than $100

million for Y-Grade sold by Defendants. And Lone Star will continue to be invoiced for Y-Grade

delivered by Defendants through the remaining life of the agreements.

Therefore, the agreements involve the payment of consideration in excess of $10 million.

Accordingly, this lawsuit arises out of a Qualified Transaction as defined in Chapter 25A of the

Texas Government Code. TEX. Gov'T. CODE§ 25A.001(14)(A). Therefore, the Texas Business

Court possesses jurisdiction to hear this dispute.

III. Removal Complies With all Other Statutory Requirements.

A. The Amount in Controversy Exceeds $10 Million.

Jurisdiction in the Business Court under Chapter 25A.004(d) requires the amount in

controversy to exceed $10 million. TEX. Gov'T CODE§ 25A.004(d). Lone Star alleges damages

in excess of $10 million. Plaintiffs 2nd Amd. Pet., p. 3, Removal Appendix Vol. 6,

203102792 - 9- BC_APPX_005148 (alleging "hundreds of millions of dollars in damages to Lone Star").

Accordingly, the requirement that the dispute involve an amount in controversy that exceeds $10

million is satisfied. See TEX. Gov'T CODE§ 25A.004(d).

B. Exercise of Jurisdiction and Authority Over This Dispute Does Not Implicate any of the Carveouts in the Texas Government Code.

The Texas Government Code provides several carveouts to the authority and jurisdiction

of the Business Court to hear certain disputes. See TEX. Gov'T CODE§ 25A.004(g)-(h). None of

those carveouts apply here.

C. Venue Is Proper.

Venue is proper in the Eleventh Business Court Division. TEX. R. CIV. P. 355(b)(2)(B);

TEX. Gov'T CODE§ 25A.003(m). Because the 61st District Court of Harris County, Texas had

jurisdiction of this case, the Eleventh Business Court Division (with jurisdiction over Harris

County) is a proper venue. Compare Plaintiffs 2d Amend. Pet. ,r,r 7-8 (citing TEX. CIV. PRAC. &

REM. CODE §§ 15.004, 15.020, and 15.035) (Removal Appendix Vol. 6, BC_APPX_005149)

(alleging that Harris County is the contractually-chosen place of venue and alleging that having

properly joined multiple claims arising from the same transaction, occurrence, or series of

occurrences where one or more causes of action are governed by a mandatory venue provision,

venue is proper in Harris County), with TEX. Gov'T CODE§ 25A.006(a) (providing that "[v]enue

may be established as provided by law or, if a written contract specifies a county as venue for the

action, as provided by the contract.").

203102792 -10- D. Proper Notice of Removal Was Filed in the 61st Judicial District Court and in the Business Court.

The Texas Rules of Civil Procedure requires the filing of a notice of removal in both the

court from which removal is sought and the Business Court. TEX. R. Civ. P. 355(a). The parties'

notice ofremoval complied with Rule 355(a)'s requirements.

IV. In the Alternative, This Court Should Certify a Permissive Interlocutory Appeal to the Fifteenth Circuit Court of Appeals.

In the event this Court believes that it lacks jurisdiction over this case, the parties request

the Court certify a permissive interlocutory appeal regarding whether the Subsequent Agreement

establishes jurisdiction in this Court.

Under Section 51.014( d) of the Civil Practice and Remedies Code, this Court may certify

a permissive interlocutory appeal from any order if the order involves a controlling question of

law as to which there is substantial grounds for difference of opinion. TEX. Crv. PRAC. & REM.

CODE § 51.014(d). If the Court is inclined to remand this case for lack of jurisdiction, the Parties

respectfully request the Court also grant certification for permissive interlocutory appeal to the

Fifteenth Court of Appeals and request that the Court stay its order remanding the case until the

conclusion of any appellate proceedings related to the permissive interlocutory appeal.

Pursuant to Texas Rule of Civil Procedure 168, if the Court is inclined to remand this case,

the parties respectfully suggest that the Court should certify the following question for appeal: can

a civil action that was commenced before September 1, 2024 be removed to Business Court where

the parties entered into a subsequent agreement expressly consenting to the jurisdiction of the

Business Court?

Moreover, pursuant to Rule 168, the order should state that an immediate appeal may

materially advance the ultimate termination of the litigation because if this case is remanded to the

61st District Court of Harris County, Texas, the Parties will be obligated to follow their Subsequent

203102792 -11- Agreement and nonsuit and re-file this lawsuit in Business Court, thereby creating additional

procedural hurdles.

CONCLUSION

The Parties request the Court find removal of this lawsuit to Business Court proper, and

that the Business Court possesses the authority and jurisdiction to hear this dispute.

203102792 -12- Dated: October 16, 2024 Respectfully submitted,

Isl Andrew Price Isl Fields Alexander Andrew Price Fields Alexander State Bar No. 24002791 State Bar No. 00783528 andrew. price@nortonrosefulbright. corn falexander@beckredden. corn Rafe A. Schaefer Thomas E. Ganucheau State Bar No. 24077700 State Bar No. 00784104 rafe. schaefer@nortonrosefulbright.com tganucheau@beckredden.com Abraham Chang Mary Kate Raffetto State Bar No. 24102827 State Bar No. 24098296 abraharn. chang@nortonrosefulbrigh t. com mkraffetto@beckredden. corn Timothy Shinn Garrett S. Brawley State Bar No. 24125409 State Bar No. 24095812 timothy. shinn@nortonrosefulbrigh t. com gbrawley@beckredden.com Fulbright Tower Cassie Maneen 1550 Lamar, Suite 2000 State Bar No. 24120989 Houston, Texas 77010 cmaneen@beckredden.com Telephone: (713) 651-5151 1221 McKinney St., Suite 4500 Facsimile: (713) 651-5246 Houston, Texas 77010 Telephone: (713) 951-3700 Facsimile: (713) 951-3720

Attorneys for Plaintiff Lone Star NGL Product Attorneys for Defendants EagleClaw Services LLC Midstream Ventures, LLC and CR Permian Processing, LLC

CERTIFICATE OF SERVICE I hereby certify that I caused a true and correct copy of the foregoing instrument to be served electronically, in accordance with the Texas Rules of Civil Procedure, on October 16, 2024, on all counsel of record.

Isl Andrew Price Andrew Price

203102792 -13- Automated Certificate of eService This automated certificate of service was created by the efiling system. The filer served this document via email generated by the efiling system on the date and to the persons listed below. The rules governing certificates of service have not changed. Filers must still provide a certificate of service that complies with all applicable rules.

Angelina Martinez on behalf of Rafe Schaefer Bar No. 24077700 angelina.martinez@nortonrosefulbright.com Envelope ID: 93246822 Filing Code Description: No Fee Documents Filing Description: Joint Brief in Support of Removal to Business Court Status as of 10/17/2024 8:08 AM CST

Cindy Hickman cindy.hickman@nortonrosefulbright.com 10/16/2024 4:48:12 PM SENT

Rafe AronSchaefer rafe.schaefer@nortonrosefulbright.com 10/16/2024 4:48:12 PM SENT

Andrew Price andrew.price@nortonrosefulbright.com 10/16/2024 4:48:12 PM SENT

Thomas Ganucheau 784104 tganucheau@beckredden.com 10/16/2024 4:48:12 PM SENT

Fields Alexander 783528 falexander@beckredden.com 10/16/2024 4:48:12 PM SENT

Abraham Chang abraham.chang@nortonrosefulbright.com 10/16/2024 4:48:12 PM SENT

Garrett Brawley 24095812 gbrawley@beckredden.com 10/16/2024 4:48:12 PM SENT

Angelina Martinez angelina.martinez@nortonrosefulbright.com 10/16/2024 4:48:12 PM SENT

Timothy Shinn timothy.shinn@nortonrosefulbright.com 10/16/2024 4:48:12 PM SENT

Ta'chelle Jones Tachelle.jones@nortonrosefulbright.com 10/16/2024 4:48:12 PM SENT E-filed in the Office of the Clerk for the Business Court of Texas 10/16/2024 4:48 PM Accepted by: Beverly Crumley Case Number: 24-BC11A-0004

EXHIBIT 1 A NORTON ROSE FULBRIGHT September 12, 2024 Norton Rose Fulbright US LLP 1550 Lamar Street, Suite 2000 Houston, Texas 77010-4106 United States of America Fields Alexander Tom Ganucheau Direct line +1 713 651 5452 Garrett Brawley timothy.shinn@nortonrosefulbright.com Cassie Maneen Counsel for EagleClaw Midstream Ventures, LLC Tel +1 713 651 5151 Fax +1 713 651 5246 and CR Permian Processing, LLC via email

Re: Lone Star NGL Product Services, LLC (in its individual capacity and as assignee) v. EagleClaw Midstream Ventures LLC and CR Permian Processing LLC, No. 2021-30388 in the 61st Judicial District of Harris County; Rule 11 Agreement Regarding Nonsuit of Current Lawsuit, Tolling of Claims, and Re-filing of Claims and Causes of Action in the Texas Business Court

The purpose of this correspondence is to memorialize the Parties’ agreement regarding the removal and/or re-filing of claims and causes of action currently pending in Lone Star NGL Product Services, LLC (in its individual capacity and as assignee) v. EagleClaw Midstream Ventures LLC and CR Permian Processing LLC, No. 2021-30388 in the 61st Judicial District of Harris County in a new proceeding before the Eleventh Division of the Texas Business Court.

• The “Agreement” or “Rule 11 Agreement” means this agreement, in its entirety. • “Lone Star” or “Plaintiff” means Lone Star NGL Product Services, LLC. • “ECMV” means EagleClaw Midstream Ventures, LLC. • “CR” means CR Permian Processing, LLC. • “Defendants” or “EagleClaw” refers to ECMV and CR, collectively, each a “Defendant.” • “Party” and “Parties” means Lone Star, ECMV, and CR, individually and collectively, respectively. • “Current Lawsuit” means Lone Star NGL Product Services, LLC (in its individual capacity and as assignee) v. EagleClaw Midstream Ventures LLC and CR Permian Processing LLC, No. 2021-30388 in the 61st Judicial District of Harris County. • “Business Court” means the Texas Business Court. Norton Rose Fulbright US LLP is a limited liability partnership registered under the laws of Texas.

Norton Rose Fulbright US LLP, Norton Rose Fulbright LLP, Norton Rose Fulbright Australia, Norton Rose Fulbright Canada LLP and Norton Rose Fulbright South Africa Inc are separate legal entities and all of them are members of Norton Rose Fulbright Verein, a Swiss verein. Norton Rose Fulbright Verein helps coordinate the activities of the members but does not itself provide legal services to clients. Details of each entity, with certain regulatory information, are available at nortonrosefulbright.com. September 12, 2024 Page 2

• “Business Court Lawsuit” means the removal of the Current Lawsuit or the filing of a new lawsuit by Lone Star in the Eleventh Division of the Texas Business Court asserting the claims and causes of action currently asserted in the Current Lawsuit. • The “Effective Date” of this Agreement is the date this Agreement is signed by all Parties. • “Tolling Provisions” refers to the provisions set forth in Section III of this Rule 11 Agreement. • “Business Court Remand or Dissolution Tolling Provision” refers to the provisions set forth in Section IX of this Rule 11 Agreement. • “ISquared” means ISQ Global Infrastructure Fund II L.P. c/o I Squared Capital Advisors (US) LLC. II. Agreement to Jurisdiction of the Texas Business Court.

The Parties agree that the Current Lawsuit, including all claims and causes of action asserted as of the Effective Date of this Agreement, is within the jurisdiction of the Texas Business Court, as established by Chapter 25A of the Texas Government Code. The Parties also agree that they are subject to personal jurisdiction in the Texas Business Court.

The Parties acknowledge that this Agreement is meant to satisfy the requirements of Section 25A.004 of the Texas Government Code as a “subsequent agreement that the business court has jurisdiction over the action.”

The Parties waive any challenge to the jurisdiction of the Texas Business Court to hear and adjudicate the claims and causes of action asserted in the Current Lawsuit that are to be asserted in the Business Court Lawsuit.

The Parties intend that this Agreement—executed after September 1, 2024—is to allow the Current Lawsuit to become removable to the Texas Business Court.

In the event it is determined that the Texas Business Court does not have the authority to hear the Current Lawsuit, the Parties also intend this provision to allow the Current Lawsuit to be non- suited without prejudice and refiled in the Business Court as the Business Court Lawsuit.

The Parties expressly agree any and all applicable relation back doctrines shall apply as if the Business Court Lawsuit had first been filed on May 20, 2021, to the same extent as in the Current Lawsuit. The Parties acknowledge and agree that this Tolling Provision is intended to preserve the status quo, as of the Effective Date, of the claims and defenses available to the Parties, including claims and defenses timely asserted. Nothing in this Tolling Provision is intended to enlarge or shrink the claims and defenses available to the Parties as of the Effective Date or to prevent any Party from amending their current pleadings to add claims or defenses. September 12, 2024 Page 3

Without limitation of the foregoing, the Parties further acknowledge and agree that this Tolling Provision does not toll, affect, extend, or revive any statutes of limitations that expired prior to the Effective Date. Within five (5) business days of the Effective Date, the Parties agrees to jointly file a Notice of Removal of the Current Lawsuit to the Eleventh Division of the Business Court. In the event it is determined that the Business Court does not have the authority to hear the Current Lawsuit, Lone Star shall execute and file, within five (5) business days of a full and final determination that the Texas Business Court lacks authority to hear the Current Lawsuit, a notice of nonsuit dismissing all claims and causes of action against Defendants, without prejudice in the Business Court Lawsuit. Lone Star will then promptly file a new petition in the Business Court, asserting the claims and causes of action currently asserted in the Current Lawsuit. The statute of limitations for all claims and defenses asserted in the Current Lawsuit will be tolled up to forty- five (45) days during the intervening period between the potential nonsuit and refiling contemplated herein. Performance of this Agreement, including the contemplated nonsuit or dismissal of the Current Lawsuit shall not give rise to any argument in the Business Court Lawsuit that the claims, defenses, or causes of action currently asserted or that could currently be asserted in the Current Lawsuit is or are untimely in the Business Court Lawsuit unless those claims, defenses, or causes of action would have been barred by any potential statute of limitations if the Current Lawsuit was not removed and/or non-suited and re-filed in the Texas Business Court. Nothing contained in this Agreement shall be construed as an admission by any Party hereto of any liability or of the availability or merits of any claim, cause of action, or defense, asserted or unasserted, of any Party. This Tolling Provision is predicated and founded upon mutual promises, the effect of which is to provide legal and sufficient consideration to support this Tolling Provision. IV. Statute of Limitations Challenges Waived.

Defendants agree that the removal of the Current Lawsuit or the filing of a new lawsuit by Lone Star in the Eleventh Division of the Texas Business Court asserting the claims and causes of action currently asserted in the Current Lawsuit will not be used by Defendants to raise challenges or objections on the basis of a statute of limitations to any claims or causes of action that Lone Star asserts in the Business Court Lawsuit if the challenge or objection on the basis of a statute of limitations could not have been successfully asserted if the Current Lawsuit was not removed and/or non-suited and re-filed in the Texas Business Court. For avoidance of doubt, Defendants do not waive any statute of limitations defense that could have been asserted in the Current Lawsuit as of the Effective Date. V. Deemed Date of Filing of the Business Court Lawsuit.

The Parties agree that for any and all purposes including statute of limitations, other than determining jurisdiction of the Business Court, in the event Lone Star files the Business Court Lawsuit, the claims and causes of action asserted in the Business Court Lawsuit that were brought September 12, 2024 Page 4

in the Current Lawsuit shall be deemed by the Parties to have been filed on the date they were brought by Lone Star in the Current Lawsuit. VI. Preservation of Status Quo.

The Parties agree that the status quo of litigation in the Current Lawsuit is to be preserved in the Business Court Lawsuit through this Agreement.

The Parties therefore agree to not refile or seek reconsideration of any motions(s) disposed of in the Current Lawsuit as of the Effective Date, except to the extent they could have done so in the 61st Judicial District. The Parties acknowledge they intend for the Business Court to give the same level of deference to all orders issued in the Current Lawsuit that would have been given by the 61st Judicial District Court.

The Parties agree to abide by the August 30, 2024 order in the Current Lawsuit compelling the depositions of Todd Carpenter, Jamie Welch, Anne Psencik, Jason Nguyen, Ross Hutton, Blake Bixler, Kris Kindrick, Trevor Howard, and a Corporate Representative of EagleClaw Midstream Ventures, LLC subject to the Parties’ agreement that the dates for the depositions of all deponents outlined in that order except for Anne Psencik and Todd Carpenter shall be extended to October 31, 2024. The Parties also agree to abide by the September 13, 2023 order in the Current Lawsuit compelling the deposition of Andrew Ray to occur within seven days of the deposition of Todd Carpenter. Notwithstanding the preceding, the Parties specifically reserve the right to seek appellate review and/or mandamus relief related to any orders entered by the 61st Judicial District Court and specifically agree the Fifteenth Court of Appeals will have appellate and mandamus jurisdiction during the Business Court Lawsuit related to orders entered by the 61st Judicial District Court. In the event Lone Star ultimately files the Business Court Lawsuit pursuant to this agreement, the Parties will work together in good faith to take all necessary steps to preserve the status quo of the litigation, including preserving the Parties’ ability to seek appellate and/or mandamus review of any orders issued in the Current Lawsuit.

Notwithstanding the preceding paragraphs, nothing in this Rule 11 Agreement shall be construed as a waiver of the right of any Party to file motions seeking relief not previously requested in the Current Lawsuit, even if such motions relate to, or incorporate, arguments previously raised in the Current Lawsuit. For the avoidance of doubt, the Parties do not intend to waive any potential requests for summary judgment or any appellate rights.

The Parties agree to jointly file a request for a docket control order in the Business Court Lawsuit with the following deadlines: 1 • Pleadings Deadline – November 16, 2024

1 The Parties agree through this agreement to suspend all current pleading-, discovery-, and expert-related deadlines in the Current Lawsuit until the Business Court Lawsuit enters a docket control order. September 12, 2024 Page 5

• Affirmative Expert Designation Deadline – January 17, 2025 • Defensive Expert Designation Deadline – February 17, 2025 • Rebuttal Expert Designation Deadline – February 24, 2025 • Close of Discovery: March 3, 2025 • Motion Filing Deadline (Experts and Dispositive) – March 3, 2025 • Document Supplementation: o October 7, 2024 – Refresh volume, damages and invoice data through August 31, 2024 o December 9, 2024 – Refresh volume, damages and invoice data through October 31, 2024 o February 14, 2025 – Refresh volume, damages and invoice data through December 31, 2024 • Trial Date – April 21, 2025

If the Texas Business Court orders a trial setting on a different date or a docket control order that differs from the one jointly requested by the Parties, the Parties agree to abide by the docket control order entered by the Texas Business Court. The Parties also agree to work together cooperatively and in good faith to develop a workable schedule around the docket control order entered by the Texas Business Court.

All documents produced by the Parties in the Current Lawsuit shall be deemed to have been produced in the Business Court Lawsuit. All depositions taken in the Current Lawsuit shall be deemed to have been taken in the Business Court Lawsuit.

The Parties agree to abide by the terms of the July 1, 2022 Joint Stipulated Confidentiality Order entered in the Current Lawsuit for a period of forty-five (45) days after nonsuit and to jointly seek entry of an identical Confidentiality Order in the Business Court Lawsuit within forty-five (45) days of removal.

The Parties agree to work together cooperatively and in good faith to secure agreement from non- parties who have produced documents in the Current Lawsuit to deem those productions as having been re-produced in the Business Court Lawsuit.

The Parties will not oppose the re-production, or deemed production, of non-party materials in the Current Lawsuit into the Business Court Lawsuit.

Productions by non-parties are deemed to have occurred in the Business Court Lawsuit on the date they occurred in the Current Lawsuit. September 12, 2024 Page 6

To the extent motion practice is required to secure re-production of non-party materials which were produced as of the Effective Date of this Agreement, the Parties agree that said motions will be unopposed, regardless of the venue where such motions are filed.

The Parties agree to work together cooperatively and in good faith to secure agreement with ISquared that the May 9, 2024 Agreement between Lone Star and ISquared, which relates to the production of documents and deposition testimony in the Current Lawsuit, remains in effect for the production of documents and deposition testimony in the Business Court Lawsuit.

In the event the Business Court determines that it lacks jurisdiction to hear and adjudicate the claims and causes of action asserted in the Business Court Lawsuit, or in the event the Business Court remands the case to the Judicial District Courts of the State of Texas, or in the event it is determined the Business Court must be dissolved or suspended, this Business Court Remand or Dissolution Tolling Provision immediately goes into effect. In the event the Business Court Remand or Dissolution Tolling Provision is triggered, the following shall occur: For a 45-day period beginning on the date the Business Court Remand or Dissolution Tolling Provision is triggered, the Parties agree that all applicable state and federal statutes of limitations that might apply to any claims or causes of action Lone Star has asserted against Defendants in the Business Court Lawsuit shall be suspended and tolled. Performance of this Agreement, including the contemplated nonsuit or dismissal of the Current Lawsuit, the dismissal or remand of the Business Court Lawsuit, or the dissolution or suspension of the Business Court shall not give rise to any argument in the subsequently-filed lawsuit that the claims, defenses, or causes of action currently asserted or that could currently be asserted in the Current Lawsuit are untimely in the subsequently-filed lawsuit, unless those claims, defenses, or causes of action would have been barred by any potential statute of limitations if the Current Lawsuit was not removed and/or non- suited and re-filed in the Texas Business Court. Without limitation of the foregoing, the Parties further acknowledge and agree that this provision does not toll, affect, extend, or revive any statutes of limitations that expired prior to the Effective Date. Nothing contained in this Business Court Remand or Dissolution Tolling Provision shall be construed as an admission by any party hereto of any liability or of the availability or merits of any claim, cause of action, or defense, asserted or unasserted, of any Party. This Business Court Remand or Dissolution Tolling Provision is predicated and founded upon mutual promises, the effect of which is to provide legal and sufficient consideration to support this Business Court Remand or Dissolution Tolling Provision. September 12, 2024 Page 7

The Parties authorize the filing of this Rule 11 Agreement in both the Current Lawsuit and in the Business Court Lawsuit. This Rule 11 Agreement is enforceable against the Parties in either proceeding.

"Primary Intent": The Parties intend this Agreement to be interpreted to afford the broadest possible reservation of the Parties' rights to assert any claims, causes of action, and/or defenses in the Business Court that were or could have been asserted in the Current Lawsuit as of the Effective Date.

' econdary Intent'': The Parties also intend for this Agreement to be interpreted consistent with ensuring the Business Court has jurisdiction over the Current Lawsuit.

To the extent any provisions of this Agreement are determined to be ambiguous, inconsistent, or in conflict, the Parties intend the Agreement to be harmonized and interpreted consistently with both the Primary Intent and Secondary Intent. To the extent any provision of this Agreement cannot be interpreted with both the Primary Intent and Secondary Intent, the Parties intend for the Primary Intent to govern and for this Agreement to be interpreted to ensure that any claims, causes of action, and/or defenses that could have been asserted in the Current Lawsuit as of the Effective Date are preserved as if the Current Lawsuit had never been removed and/or re-filed in the Business Court in the first place.

1bwtf?v~ Garrett S. Brawley Andrew Price Counsel for Defendants Counsel for Plaintiff

Date: September 12, 2024 Date: ~-f ;/2t E-filed in the Office of the Clerk for the Business Court of Texas 10/16/2024 4:48 PM Accepted by: Beverly Crumley Case Number: 24-BC11A-0004

EXHIBIT 2 AGREEMENT REGARDING LONE STAR NGL PRODUCT SERVICES, LLC SUBPOENA TO ISQUARED CAPITAL ADVISORS (US), LLC

RECITALS

Lone Star NGL Product Services, LLC (“Lone Star”) is the plaintiff and EagleClaw

Midstream Ventures, LLC (“ECMV”) and CR Permian Processing, LLC (“Caprock”)

(collectively, “EagleClaw”) are the defendants in Lone Star NGL Product Services, LLC v.

EagleClaw Midstream Ventures, LLC and CR Permian Processing, Case No. 2021-30388 (61st

Judicial District Court of Harris County, Texas) (the “Texas Action”).

On April 10, 2023, the Honorable Judge Fredericka Phillips, of the 61st Judicial District in

Harris County, Texas (the “Texas Court”) signed a letter rogatory at the request of Lone Star.

Under the letter rogatory, the Texas Court requested the Eleventh Judicial Circuit in and for Miami-

Dade County, Florida issue a non-party discovery subpoena to ISQ Global Infrastructure Fund II

L.P. c/o I Squared Capital Advisors (US) LLC (“ISquared”).

On April 19, 2023, the Clerk of Court for the Eleventh Judicial Circuit (the “Florida Court”)

domesticated the subpoena (the “Subpoena”), assigning it Case No: 2023-25-AF-01 (the “Florida

Action”). Thereafter, the Subpoena was served.

ISquared objected to the Subpoena and did not produce documents at that time. On

September 12, 2023, Lone Star filed a Motion to Overrule Objections and Compel Production of

Documents (the “Motion to Compel”) from ISquared.

On November 30, 2023, the Florida Court heard Lone Star’s Motion to Compel and on

January 11, 2024, the Florida Court entered an order overruling ISquared’s objections (other than

as to scope), and compelling production of documents from ISquared. ISquared did not produce

documents at that time.

201244840 -1- The Florida Court held another hearing on January 18, 2024, and on January 29, 2024,

entered an order narrowing the time period for the searches requested by Lone Star and compelling

ISquared to run certain search terms and produce non-privileged responsive documents on or

before February 2, 2024 from the files of one identified custodian’s files and one custodian to be

identified.

On February 1, ISquared informed Lone Star that it would not produce documents on or

before February 2, 2024, based on ISquared’s belief that the volume of data captured by the as-

ordered searches through the two custodians’ files (after deduplication) was too large.

ISquared did not produce any documents on February 2, 2024. On February 8, 2024, the

Florida Court entered a show cause order requiring ISquared to provide evidence as to why it

should not be held in contempt. On February 9, 2024, ISquared moved for rehearing of the Court’s

January 29, 2024 order. On February 16, 2024, ISquared made an initial production of documents

to Lone Star.

On February 23, 2024, the Court held a hearing on Lone Star’s contempt suggestion.

Counsel for ISquared raised the rehearing motion, to which the Court stated that ISquared’s

rehearing motion was not set for hearing. At the conclusion of the February 23, 2024 hearing, the

Court orally denied ISquared’s motion for rehearing and found ISquared in contempt of court.

On March 13, 2024, the Florida Court entered a written order denying ISquared’s motion

for rehearing, and ordered ISquared to produce non-privileged documents that hit ordered search

terms on or before March 1, 2024. Separately, the Court granted ISquared’s request for an

extension of time, giving it until March 15, 2024, to complete its production.

On March 8, 2024, and March 15, 2024, ISquared made two supplemental productions of

documents, totaling approximately 9,000 produced documents.

201244840 -2- Following ISquared’s March 15, 2024, production, ISquared and Lone Star continue to

dispute whether ISquared has complied with the Florida Court’s orders. On April 11, 2024,

ISquared filed a notice of appeal.

The parties intend this “Agreement Regarding Lone Star NGL Product Services, LLC

Subpoena to ISquared Capital Advisors (US), LLC” (the “Agreement”) to resolve their disputes

over the Subpoena.

AGREEMENT

1. Subject to agreement from EagleClaw, Lone Star and ISquared will enter into an

agreement making ISquared party to the protective order in the Texas Action. If EagleClaw does

not consent to making ISquared party to the protective order within seven days of the execution of

this Agreement, the Agreement shall be terminated and no further obligations shall exist herein.

2. Lone Star will have the ability to have two reviewers spend two weeks, with each

week consisting of five consecutive eight-hour business days for the Lone Star reviewers to access

withheld documents at Berger Singerman’s Miami office. The weeks may be—but are not

required to be—consecutive weeks. If, after the first week of review, Lone Star believes in good

faith that it will not be able to complete its review by the end of the second agreed upon week,

Lone Star will have the ability to add up to two additional reviewers for its review during the

second week. The first and second weeks must be scheduled within a five week time period (with

the two weeks preferably being scheduled within a shorter time period) and the review must be

completed within 8 weeks of execution of this Agreement.

3. Lone Star will be given access to unredacted and unmodified versions of the

approximately 38,000 documents returned by the Florida Court’s ordered search terms. Lone Star

will not have the ability to review material that ISquared and/or EagleClaw contends is subject to

201244840 -3- the attorney-client privilege, and any such privileged material will be redacted from the documents

Lone Star is entitled to review.

4. The Lone Star Reviewers will not download, print, screenshot, or photograph the

withheld documents.

5. 48 hours before beginning their review, Lone Star will be provided with an excel

print-out of the metadata of the withheld documents to which Lone Star will be given access, sorted

by control number.

6. Lone Star Reviewers will have the ability to tag documents with the following tags:

(1) “Lone Star Reviewed”, (2) “Disputed.” During the review and prior to leaving Berger

Singerman’s offices each day, Lone Star will be provided daily metrics reflecting the number of

documents tagged “Lone Star Reviewed”, the number of documents marked “Disputed”, and the

control numbers of each of those documents.

7. Lone Star Reviewers will be able to run searches from the home page of the

Relativity database, sort documents by date, and identify any withheld documents that were

previously slipsheeted by Bates number.

8. The Lone Star Reviewers will not have the ability to code the withheld documents

except for two tags noted above and an “Attorney Comments” field.

9. ISquared will meet and confer with Lone Star within two business days following

completion of the first week of review regarding any documents tagged as Disputed. Lone Star

will have access to view the Disputed documents discussed during any such meet and confer.

10. Following completion of the second week of review, ISquared will again meet and

confer with Lone Star within two business days. Lone Star will have access to view the Disputed

documents discussed during any such meet and confer.

201244840 -4- 11. After the Lone Star Reviewers complete their review of the withheld documents

and any related issues are resolved, Lone Star will be entitled to depose one ISquared witness, who

shall be a corporate representative. The parties will agree on a mutually convenient date for the

deposition, which shall in any event take place before close of discovery in the Texas Action.

12. ISquared will provide Lone Star with a business records affidavit from its custodian

of records for any documents it produces in response to the Subpoena.

13. Within 21 days of execution of this Agreement, ISquared will provide a privilege

log reflecting all documents withheld on the basis of privilege and the basis for each assertion of

privilege.

14. ISquared agrees to waive its right to reimbursable costs incurred from the Subpoena

and this Agreement in exchange for Lone Star’s agreement to waive any and all claims for

attorney’s fees and/or costs in the Florida Court, subject to ISquared providing evidence that its

alleged reimbursable costs total $35,000.

15. Within ten days of execution of this Agreement, Lone Star and ISquared will agree

on a referee to decide any disputes between Lone Star and ISquared regarding responsiveness,

privilege assertions by ISquared, disputes or objections raised by ISquared during depositions of

ISquared witnesses, or any other disputes between Lone Star and ISquared arising out of this

Agreement. If ISquared and Lone Star are unable to agree on a referee, the referee will be selected

by Judge Phillips, presiding judge of the Texas Court.

16. Any disputes between Lone Star and ISquared regarding the enforcement of this

Agreement shall be within the jurisdiction of Judge Phillips in the Texas Action.

17. Any disputes between Lone Star and ISquared arising under the Texas protective

order shall be within the jurisdiction of Judge Phillips in the Texas Action.

201244840 -5- 18. Should Lone Star or ISquared fail to comply with a decision of the agreed-upon

referee, the referee’s decision shall be enforceable in the Texas Action.

19. Without waiving its asserted appeal regarding any objections, challenges, or issues

that were previously raised in the Florida Action or any rights with respect to Lone Star’s

deposition of an ISquared witness, ISquared will only argue to the referee whether or not those

materials are responsive to the Subpoena and/or privileged. ISquared will not re-assert or re-argue

to the referee any objections, challenges, or issues that were previously raised other than

responsiveness and/or privilege.

20. This Agreement shall not confer jurisdiction on the referee to determine the

propriety of privilege assertions made by EagleClaw.

21. After the meet and confer following completion of the second week of review,

disputes may be submitted to I agreed-upon referee under this Agreement. The referee shall decide

any disputes regarding whether a document is responsive to the Subpoena and/or any challenges

to ISquared’s privilege assertions made by Lone Star. The parties agree that the referee will also

have the authority to rule on any deposition objections or conduct as between Lone Star and

ISquared. The parties agree that the Texas Court will have authority to rule on any deposition

objections by or deposition conduct of EagleClaw.

22. The cost of the agreed-upon referee shall be split equally between Lone Star and

ISquared.

23. Any hearings with the referee shall be transcribed by a certified court reporter,

which transcription costs shall be borne equally by both parties.

24. Upon completion of each above step of this Agreement, and in the event no further

orders or determinations by Judge Phillips show ISquared has failed to comply with this

201244840 -6- Agreement, Lone Star will agree to file a stipulation to vacate the contempt finding in the Florida

Action. At the same time, ISquared will dismiss its pending appeal of the Florida Action.

25. Upon completion of each step of this Agreement, and in the event no further orders

or determinations by Judge Phillips show ISquared has failed to comply with this Agreement, Lone

Star will agree that ISquared has complied with the Subpoena and will not seek further discovery

from ISquared, with the following exceptions:

a. ISquared will agree to voluntarily present for deposition any ISquared witness listed by EagleClaw as a potential witness in the Texas Action within 14 days of the witness being identified by EagleClaw or at least 7 days prior to trial, whichever occurs first;

b. ISquared will agree to voluntarily present for deposition any ISquared individual identified by EagleClaw as a person with knowledge of relevant facts in the Texas Action within 14 days of the individual being disclosed by EagleClaw;

c. If EagleClaw subpoenas ISquared for documents, this paragraph 24 will be stricken from the Agreement, and will not bar Lone Star from pursuing additional discovery from ISquared; and

d. Lone Star will provide EagleClaw with copies of the materials produced by ISquared in response to the Subpoena. If ISquared separately provides documents to EagleClaw for use in the Texas Action, this paragraph 24 will be stricken from the Agreement, and will not bar Lone Star from pursuing additional discovery from ISquared.

26. This Agreement is not intended to make ISquared a Plaintiff, Defendant, third-party

Plaintiff, or third-party Defendant in the Texas Action.

201244840 -7- Signatures:

Date: 5/9/2024

Justin B. Elegant Counsel for ISquared

Date: 5/10/2024

Rafe A. Schaefer Counsel for Lone Star

201244840 -8- E-filed in the Office of the Clerk for the Business Court of Texas 10/16/2024 4:48 PM Accepted by: Beverly Crumley Case Number: 24-BC11A-0004

EXHIBIT 3 From: Andrew Price Sent: Monday, August 19, 2024 5:00 PM To: dmoore@azalaw.com Cc: Rafe A. Schaefer; Timothy Shinn; Abraham Chang; Ta'Chelle Jones; Christopher P. DeNicola; JElegant; tdewey@dpklaw.com Subject: Lone Star NGL Product Services, LLC v. EagleClaw Midstream Ventures, LLC and CR Permian Processing, LLC, No. 2021-30388 Attachments: AGREEMENT REGARDING LONE STAR NGL PRODUCT SERVICES SUBP(201244840 (004).pdf (executed by ISQ).pdf

Judge Moore,

I represent Lone Star NGL Product Services, LLC (“Lone Star”) in a matter pending before the 61st Judicial District Court of Harris County. Lone Star NGL Product Services, LLC v. EagleClaw Midstream Ventures, LLC and CR Premian Processing, LLC, No. 2021‐30388.

Lone Star issued a third‐party subpoena to I Squared Capital Advisors (US) LLC (“ISquared”), which is headquartered in Miami, Florida. Enforcement proceedings were initiated in the Circuit Court of the 11th Judicial Circuit in and for Miami‐ Dade County, Florida.

In efforts to resolve disagreement between the parties regarding non‐party ISquared’s discovery obligations in connection with the subpoena, Lone Star and ISquared entered in to an Agreement, pursuant to which the parties agreed to appoint a discovery referee “to decide any disputes between Lone Star and ISquared regarding responsiveness, privilege assertions by ISquared, disputes or objections raised by ISquared during depositions of ISquared witnesses, or any other disputes between Lone Star and ISquared arising out of this Agreement.” The Agreement is attached.

Lone Star and ISquared have agreed to seek your engagement as discovery referee under their Agreement.

For the purposes of clearing conflicts:  Lone Star is represented by Andrew Price, Rafe Schaefer, Abraham Chang, and Tim Shinn at Norton Rose Fulbright in Houston.  ISquared is represented by Justin Elegant at Berger Singerman LLP in Miami and Thomas Dewey and Christopher DeNicola at Dewey Pegno & Kramarsky LLP in New York.  Lone Star’s party opponent in the matter proceeding before the 61st Judicial District, EagleClaw, is represented by Beck Redden in Houston. EagleClaw is not a party to the Agreement.

ISquared’s counsel is copied on this correspondence. Please let us know if you are available to serve as discovery referee under this agreement. If so, please let us know if you have a standard engagement form and please provide your rate sheet.

Thank you, Andrew Price

Andrew Price | Co-Head of Commercial Litigation, United States Norton Rose Fulbright US LLP 1301 McKinney, Suite 5100, Houston, Texas 77010-3095, United States Tel +1 713 651 5141 | Fax +1 713 651 5246 andrew.price@nortonrosefulbright.com

1 NORTON ROSE FULBRIGHT Law around the world nortonrosefulbright.com

2 E-filed in the Office of the Clerk for the Business Court of Texas 10/16/2024 4:48 PM Accepted by: Beverly Crumley Case Number: 24-BC11A-0004

EXHIBIT 4 From: Rafe A. Schaefer Sent: Wednesday, October 2, 2024 5:18 PM To: Christopher P. DeNicola; Daryl Moore Cc: Timothy Shinn; Abraham Chang; Ta'Chelle Jones; JElegant; tdewey; Valerie Koinis; Andrew Price Subject: RE: Lone Star - Motion to Compel Documents from ISquared Priv Log

The dates work for Lone Star, too. We are available for the hearing on either 10/28 or 10/29.

Thanks, Rafe

Rafe A. Schaefer | Partner Norton Rose Fulbright US LLP 1550 Lamar St., Suite 2000 Houston, Texas 77010-3095, United States Tel +1 713 651 5255 | Fax +1 713 651 5246 rafe.schaefer@nortonrosefulbright.com

NORTON ROSE FULBRIGHT Law around the world nortonrosefulbright.com

From: Christopher P. DeNicola Sent: Wednesday, October 2, 2024 5:12 PM To: Daryl Moore Cc: Rafe A. Schaefer ; Timothy Shinn ; Abraham Chang ; Ta'Chelle Jones ; JElegant ; tdewey ; Valerie Koinis ; Andrew Price Subject: Re: Lone Star - Motion to Compel Documents from ISquared Priv Log

Thank you, the below dates work for I Squared.

Sincerely, Chris

Sent from my iPhone

On 2 Oct 2024, at 5:33 PM, Daryl Moore wrote:

Afternoon: 1 Are the parties okay with:

10/21 – Response 10/25 – Reply, if any 10/28 or 10/29 – Hearing.

Thanks,

HON. DARYL L. MOORE Partner 7136004995 | 800.856.8153 1221 McKinney, Suite 2500 Houston, Texas 77010 vCard AZALAW.COM

The information contained in this message is privileged, confidential and intended only for the use of the addressee. If the reader of this message is not the intended recipient or agent responsible for delivering the message to the intended recipient, you are hereby notified that any dissemination, distribution or copying of the message is strictly prohibited. If you have received this message in error, please immediately notify the sender by return e-mail and return the original message to the sender at the above e-mail address. Thank you.

From: Christopher P. DeNicola Sent: Wednesday, October 2, 2024 1:29 PM To: Rafe A. Schaefer ; Daryl Moore Cc: Timothy Shinn ; Abraham Chang ; Ta'Chelle Jones ; JElegant ; Thomas E.L. Dewey ; Valerie Koinis ; Andrew Price Subject: RE: Lone Star - Motion to Compel Documents from ISquared Priv Log

I Squared respectfully requests 20 days to respond to the below motion, so that I Squared’s response will be due October 21. Please let us know if that is acceptable.

Christopher P. DeNicola Dewey Pegno & Kramarsky LLP 777 Third Avenue New York, New York 10017 (212) 943-9000 2 (212) 943-4325 (facsimile) cdenicola@dpklaw.com From: Rafe A. Schaefer Sent: Tuesday, October 1, 2024 4:53 PM To: dmoore Cc: Timothy Shinn ; Abraham Chang ; Ta'Chelle Jones ; JElegant ; Thomas E.L. Dewey ; Valerie Koinis ; Christopher P. DeNicola ; Andrew Price Subject: Lone Star - Motion to Compel Documents from ISquared Priv Log

Lone Star files the attached Motion to Compel Production of Improperly Withheld Non-Privileged Documents from ISquared. Here is a link to access and download the referenced exhibits.

Please let us know available dates to have this motion heard.

Thank you, Rafe Schaefer

Rafe A. Schaefer | Partner Norton Rose Fulbright US LLP 1550 Lamar St., Suite 2000 Houston, Texas 77010-3095, United States Tel +1 713 651 5255 | Fax +1 713 651 5246 rafe.schaefer@nortonrosefulbright.com

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4 E-filed in the Office of the Clerk for the Business Court of Texas 10/16/2024 4:48 PM Accepted by: Beverly Crumley Case Number: 24-BC11A-0004

EXHIBIT 5 8/22/2024 9:12:44 AM Marilyn Burgess - District Clerk Harris County Envelope No: 91195998 By: JACKSON, MONICA J Filed: 8/22/2024 9:12:44 AM Pgs-2 NO. 2021-30388 LTROX

Lone Star NGL Product Services LLC (in its § IN THE DISTRICT COURT OF individual capacity and as assignee), § § Plaintiff, § § § V. § § HARRIS COUNTY, TEXAS EagleClaw Midstream Ventures, LLC and § CR Permian Processing, LLC, § § Defendants. § 6I5t JUDICIAL DISTRICT

LETTERROGATORY

TO: THE ELEVENTH CIVIL CIRCUIT COURT OR AN APPROPRIATE COURT OF THE STATE OF FLORIDA HAYING JURISDICTION OVER ENTITIES HEADQUARTERED IN, AND PERSONS RESIDING IN OR ABOUT CORAL GABLES, FL:

In connection with above captioned action pending before the 61 st Judicial District Court

of Harris County, Texas, No. 2021-30388 (the "Action"), this Court requests that you cause

discovery of certain documents to be taken from the following entity, which, upon information

and belief, is within your jurisdiction:

Joseph Payne 3601 N Prospect Dr. Coral Gables, FL 33133-6811

This Court has determined that there is a sufficient basis for the subpoena duces tecum

(attached hereto as Exhibit 1) to be issued because the individual subject of the subpoena duces

tecum possesses personal knowledge and documents concerning information that is directly

relevant to issues involved in the Action. Therefore, this Court has caused the attached subpoena

duces tecum to Joseph Payne to be issued in connection with the Action. This Court, therefore, respectfully requests that you, in furtherance of justice, by the

proper and usual process of your Court, cause Joseph Payne to produce documents described in

the subpoena duces tecum for inspection and copying at the offices of Rennert Vogel Mandler &

Rodriguez, P.A., 100 SE 2nd Street, 29th Floor, Miami, FL 33131 or at such other location as

agreed upon by the parties.

This Court, further, respectfully requests that you, in furtherance of justice, by the proper

and usual process of your Court, cause Joseph Payne to appear and provide oral deposition

testimony at the offices of Rennert Vogel Mandler & Rodriguez, P.A., 100 SE 2nd Street, 29 th

Floor, Miami, FL 33131 or at such other location as agreed upon by the parties on October 21,

2024 or at such other time as agreed upon by the parties.

Any costs incurred by you in complying with this request will be reimbursed and/or

advanced by Plaintiff Lone Star NGL Product Services LLC.

Signed this - - - - - day of - - - - - - - - 2024.

Signed: 9/3/2024 ?~~ , • ~ HON. FREDERICKA PHILLIPS E-filed in the Office of the Clerk for the Business Court of Texas 10/16/2024 4:48 PM Accepted by: Beverly Crumley Case Number: 24-BC11A-0004

EXHIBIT 6 IN THE CIRCUIT COURT OF THE 11TH mDICIAL CIRCUIT IN AND FOR MIAMI- DADE COUNTY, FLORIDA

Lone Star Product Services LLC, CASE NO . J O o-Y - JS' - -A·F cJ I Plaintiff, Pending in the: vs. DISTRICT COURT OF HARRIS COUNTY TEXAS EagleClaw Midstream Ventures, LLC and CR Permian Processing, LLC, 61 ST JUDICIAL DISTRICT

Defendants. No. 2021-30388 - - - - - -- -- - - - - -I SUBPOENA DUCES TECUM Subpoena To Produce Documents or Things

THE STATE OF FLORIDA

To: Joseph Payne, 3601 N Prospect Dr., Coral Gables, FL 33133-6811

YOU ARE COMMANDED, at the instance of Lone Star NGL Product Services LLC ("Lone Star"), in Lone Star NGL Product Services LLC v. EagleClaw Midr;tream Ventures, LLC and CR Permian Processing, LLC, No. 2021-30388, pending before the 6!51 Judicial District Comi of Hards County to produce and permit inspection and copying of the following tangible things in your possession, custody, or control:

See Exhibit A attached hereto and incorporated herein by reference.

You are commanded to produce the documents as set forth in Exhibit A within twenty (20) days of service, or at some other time agreed upon by Lone Star and You, at the offices of Rennert Vogel Mandler & Rodriguez, P.A. , 100 SE 2nd Street, 29th Floor, Miami, FL 33131.

Unless otherwise excused from this subpoena by this attorney or the Eleventh Judicial Circuit Cami in and for Miami-Dade County, Florida, you shall respond to this subpoena as directed.

FAILURE TO OBEY THIS SUBPOENA MAY BE TREATED AS A CONTEMPT OF COURT. TEXAS RULE OF CIVIL PROCEDURE 176.S(a) PROVIDES AS FOLLOWS:

Failure by any person without adequate excuse to obey a subpoena served upon that person may be deemed a contempt of the court from which the subpoena is issued or a district court in the county in which the subpoena is served, and may be punished by fine or confinement, or both.

\ Date of issuance: September 5, 2024

SUBPOENA ISSUED BY:

RENNERT VOGEL MANDLER & RODRIGUEZ, P.A. Miami Tower 100 S.E. Second Street, Suite 2900 Miami, Florida 33131 Telephone (305) 577-4177 Primary Service Emails: servicedanielmaland@rvmrlaw.com serviceshaycohen@rvmrlaw.com

By: Isl Daniel S. Maland Daniel S. Maland Florida Bar No. 114932

WANFERNANDEZBARQUIN Clerk of e Court and Comptrolle SJ ll ~16 s 0 :l 2024 By: - 1 - - - - - - - - + ' -----=-"'-'\'----¥'-- )vWcf EXHIBIT A DEFINITIONS:

I. "You" means Joseph Payne. 2. "!Squared" means ISQ Global Infrastructure Fund II L.P. and any of its parents, affiliates (including I Squared Capital Advisors (US) LLC), representatives, attorneys, agents, employees, consultants, business partners, and any other person acting or authorized to act on its behalf. 3. "ECMV" means EagleClaw Midstream Ventures, LLC, including all of EagleClaw Midstream Ventures, LLC's parents, affiliates, representatives, attorneys, agents, employees, consultants, business partners, and any other person acting or authorized to act on its behalf. 4. "Caprock" means CR Permian Processing, LLC, including all of CR Permian Processing, LLC's parents, affiliates, representatives, attorneys, agents, employees, consultants, business partners, and any other person acting or authorized to act on its behalf. 5, "EagleClaw" means ECMV and Caprock, coJlectively. 6. Kinetik" means "Kineitk Holdings, Inc. including all of Kinetik Holdings, Inc.'s representatives, attorneys, agents, employees, consultants, business partners, and every other person acting or authorized to act on its behalf. 7. "Lone Star" means Lone Star NOL Product Services LLC and any of its parents, affiliates, representatives, attorneys, agents, employees, consultaµts, business pa1tners, and any other person acting or authorized to act on its behalf. 8. "Fake in Kind", "Fake-in-Kind", and "FIK/TIK" are terms that EagleClaw has used in its internal communications, which EagleClaw asserts is defined as: "Take in Kind" rights can occasionally be somewhat restricted for a producer if the midstl'eam provider has a downstream commitment on Y- Grade. The colloquial phrase sometimes used for such a situation is "fake- in-kind." 9. "L.ike for Like Exchange" is a term that EagleClaw has used to refer to an accounting / operational practice whereby it delivers volumes of Y-Grade to a Y-Grade Purchaser at one delivery point while offsetting those volumes of Y-Grade to a separate Y-Grade Purchaser at a different delivery point. EagleC law has further defined "Like for Like Exchange" as follows: A. Well, sometimes -- if Pecos Bend -- since Pecos Bend 4 is a plant that we can utilize to send volumes to Targa, but there's not a physical connection you can send the volumes down a line, send them to Lone Star, and then use, really, kind of, just like-for-like volumes from Toyah, and those can go to Targa. Q. So you're -- you're basically offsetting volumes produced at Pecos Bend 4 with the NG Ls corning out of East Toyah under the ECMV agreement, and then sending the East Toyah volumes to Targa.

- 3- A. Uhm, I mean, it's really just a like-for-like volume exchange. I mean, the -- the way the system is set up and everything, that there's no outlet to Targa from the Pecos Bend site, and so any barrels are just really exchanged like-for-like. l 0. "Jumper" refers to refers to that pipeline that connects the Pecos Bend Facility to the pipeline connecting the Pecos Bend Facili ty to a pipeline discharging Y-Grade from the East Toyah Facility to Lone Star. 11 . "Pecos Bend Facility" refers to the rich gas processing facility in Reeves County, Texas known as "Pecos Bend" owned by Caprock. 12. "East Toyah Facility" refers to the· rich gas processing facility in Reeves County, Texas known as the "East Toyah" owned by ECMV. 13. The "Caprock Agreement" means the Natural Gas Liquids Purchase Agreement by and between Lone Star NGL Product Services LLC and Caprock Permian Holdings LLC, effective as ofMay 1, 2016, including any amendments or modifications thereto.

14. The "ECMV Agreement" means the Amended and Restated Natural Gas Liquids Purchase Agreement by and between Lone Star NGL Product Services LLC and EagleClaw Midstream Ventures, LLC, effective as of October I, 2016, including any amendments or modifications thereto.

15 . The "Agreements" mean the Caprock Agreement and the ECMV Agreement.

16. "Targa" means Targa Resources Corp., Targa Resources GP, LLC, Targa Grand Prix Pipeline LLC, or any of those entities' parent entities, subsidiary entities, or affiliated entities.

17. "Pinnacle" means Pinnacle TransPecos Processing, LLC including that entity's parent entities, subsidiary entities, or affiliated entities.

18. The "Targa ECMV Agreement" means the Raw Product Purchase Agreement by and between EagJeClaw Midstream Ventures, LLC and Targa Liquids Marketing and Trade LLC effective as of September 6, 2017, including any amendments or modifications thereto and including any side letters or side agreements modifying or affecting the same.

19. The "Targa Pinnacle Agreement" means the Raw Product Purchase Agreement by and between Pinnacle TransPecos Processing, LLC and Targa Liquids Marketing and Trade LLC effective as of November 1, 2017, including any amendments or modifications thereto and including any side letters or side agreements modifying or affecting the same.

20. The "Targa Agreements" mean the Targa ECMV Agreement and the Targa Pinnacle Agreement. 21. The "Lone Star Audit" refers to any attempts Lone Star undertook to exercise its audit ri ghts under the Caprock Agreement or the ECMV Agreement, including any correspondence between the parties regarding the same and any actual auditing that occurred.

-4 - 22. The "Targa Audit" refers to the attempts that Targa unde1took to exercise its audit rights under the Targa Agreement and/or the Targa Pinnacle Agreement, including any correspondence between the parties regarding the same and any actual auditing that occurred.

23. The "Targa Lawsuit" means Cause No 2023-30966. Targa Liquids Marketing and Trade LLC v. Eagle Claw Midstream Ventures LLC, in the 61st Judicial District Court of Harris County, Texas.

24. "Lawsuit" means Cause No. 2021-303 88, Lone Star NGL Product Services LLC v. EagleClaw Midstream Ventures, LLC, et al., in the 61st Judicial District Court of Harris County, Texas. 25. "Document" means each of the following that is in the possession (actual or constructive), custody or control of a party or that can be obtained by a party through the exercise of a superior right to compel production from a third person: handwritten, typewritten, printed, recorded, transcribed, punched, taped, videotaped, photocopied, photostatic, telecopied, filmed, microfilmed or otherwise prepared matter, including without limitation, drafts (however produced or reproduced), papers, book, accounts, drawings, graphs, cha1ts, photographs, videotapes, phone-records, plans, blueprints, computer disks, telexes, telegram s, electronic or videotaped or mechanical recordings, magnetic impulses; e-mails, text messages, instant messages, CDs, DVDs, floppy disks, X- rays and any other data compilation from which information can be obtained or translated into reasonably usable form. Such information should be produced in computer- readable form, if practicable. This definition specifically includes any information stored or existing on computer disks, computer hard drives, or computer networks, including electronic mail or e-mail, regardless of whether such information is or has been maintained in hard copy form. 1n all cases, where originals and/or nonidentical copies are not available, "documents" also means identical copies of orig inal documents and copies of nonidentical copies. This definition also includes all correspondence and communications, which includes any transmission, transfer, disclosure, or exchange of information between two or more persons, whether orally or in writing, including, without limitation, any conversation or discussion face-to-face or by means of letter, note, memorandum, mail, personal delivery, telephone, telegraph, telex, electronic mail, telecopier, cable or some other medium, whether electronic or otherwise, and whether by chance or prearrangement, formal or informal. 26. "Communications" means any Document, correspondence, electronic message, or other form ofrecorded information that is mailed, faxed, emailed, sent via text message, sent via social media, sent via instant message, or otherwise transmitted or communicated in any way between persons or entities. 27. "Relate" or "Relating to" means regarding, relating to, referring to, pertaining to, describing, evidencing, supporting, or discussing the referenced matter. 28. "Any" and/or "all" means any and all. 29. The connectives "and" and "or" shall be construed either disjunctively or conjunctively as necessary to bring within the scope of the request all responses that otherwise might be considered outside its scope. -5 - INSTRUCTIONS I. Unless otherwise specified, the Relevant Time Period for the Subpoena is from January 1, 2019 to present. 2. If You withhold any responsive materials because you claim such materials are protected by a Jegal privilege, please produce a privilege log describing what materials have been withheld in conjunction with Texas Rule of Civil Procedure 193.3. 3. Documents shall be produced as they are kept in the usual course of business, including producing any tabs, labels, or directories of files identifying the Documents. Documents shall be produced in the order in which they appear in Your files, and Documents shall not be shuffled or otherwise rearranged. 4. These requests for production are continuing. Responsive documents that are identified, discovered, generated, or located after the date of the requests or Raptor I's response to the requests shall be produced within a reasonable time after they have been identified, discovered, generated, or located. 5. Counsel for Plaintiff and You shall meet and confer regarding the production format and specifications that will govern Your production of documents and data.

-6 - DOCUMENTS TO PRODUCE:

1. Documents and Communications You reviewed or relied upon in responding to this Subpoena or preparing for the oral deposition required by this Subpoena.

2. Documents and Communications between or among You, !Squared, Kinetik, or EagleClaw relating to Your response to this Subpoena, Lawsuit, or the Targa Lawsuit.

3. Documents and Communications relating to the terms, conditions, and EagleClaw's obligations under the Caprock Agreement and the ECMV Agreement, including volume commitments, dedications, and processing capacity commitments under each agreement.

4. Documents and Communications relating to the terms, conditions, and EagleClaw's obligations under the Targa Agreement and the Targa Pinnacle Agreement, including its volume commitment(s) / minimum volume commitment(s), dedication(s), or processing capacity commitment(s).

5. Documents and Communications mentioning or relating to "Fake in Kind", "Fake-in- Kind", or "FIK/TIK" in connection with Kinetik, EagleClaw, any of EagleClaw's Producers, or any ofEagleClaw's Y-Grade Purchasers.

6. Documents and Communications relating to the diversion of volumes of Y-Grade for minimum volume commitment coverage or volume dedication coverage related to the Targa Agreement, Targa Pinnacle Agreement, or the Agreements.

7. Documents and Communications mentioning or relating to any "Like for Like Exchange" authorized, approved, or otherwise utilized by EagleClaw.

8. Documents and Communications relating to approval, construction, or use of the Jumper.

9. Documents and Communications related to the Lone Star Audit or the Targa Audit.

-7 - IN THE CIRCUIT COURT OF THE 11n1 JUDICIAL CIRCUIT IN AND FOR MIAMI- DADE COUNTY, FLORIDA

Lone Star Product Services LLC, CASENO. ~Od-~ . . JS,f}f cJ \ Plaintiff, Pending in the: vs. DISTRICT COURT OF HARRIS COUNTY TEXAS EagleClaw Midstream Ventures, LLC and CR Permian Processing, LLC, 61 ST JUDICIAL DISTRICT

Defendants. No. 2021-30388 - - - - - - - - - - - - - -I SUBPOENA DUCES TECUM Subpoena To Produce Documents or Things

To: Joseph Payne, 3601 N Prospect Dr., Coral Gables, FL 33133-6811

YOU ARE COMMANDED, at the instance of Lone Star NGL Product Services LLC ("Lone Star"), in Lone Star NGL Product Services LLC v. EagleClaw Midstream Ventures, LLC and CR Permian Processing, LLC, No. 2021-30388, pending before the 6!51 Judicial District Court of Harris County to produce and permit inspection and copying of the following tangible things in your possession, custody, or control:

See Exhibit A attached hereto and incorporated herein by reference.

You are commanded to produce the documents as set forth in Exhibit A within twenty (20) days of service, or at some other time agreed upon by Lone Star and You, at the offices of Rennert Vogel Mandler & Rodriguez, P.A., 100 SE 2nd Street, 29th Floor, Miami, FL 33131.

Unless otherwise excused from this subpoena by this attorney or the Eleventh Judicial Circuit Court in and for Miami-Dade County, Florida, you shall respond to this subpoena as directed.

FAILURE TO OBEY THIS SUBPOENA MAY BE TREATED AS A CONTEMPT OF COURT. TEXAS RULE OF CIVIL PROCEDURE 176.S(a) PROVIDES AS FOLLOWS:

Failure by any person without adequate excuse to obey a subpoena served upon that person may be deemed a contempt of the comt from which the subpoena is issued or a district comt in the county in which the subpoena is served, and may be punished by fine or confinement, or both. Date of issuance: September 5, 2024

RENNERT VOGEL MANDLER & RODRIGUEZ, P.A. Miami Tower 100 S.E. Second Street, Suite 2900 Miami, Florida 33131 Telephone (305) 577-4177 Primary Service Emails: servicedanielmaland@rvmrlaw.com serviceshaycohen@rvmrlaw.com

By: Isl Daniel S. Maland Daniel S. Maland Florida Bar No. 114932

JUANFERNANDEZBARQUIN Clerk of the Comt and Comptroller

Si1adroko Flowers SEP O5 2024 By: _ _ _ _ _ _ _ _ __ Deputy Clerk EXIDBIT A DEFINITIONS:

1. "You" means Joseph Payne. 2. " fSquared" means ISQ Global Infrastructure Fund 11 L.P. and any of its parents, affiliates (including I Sq uared Capital Advisors (US) LLC), representatives, attorneys, agents, employees, consultants, business partners, and any other person acting or authorized to act on its behalf. 3. "ECMV" means EagleClaw Midstream Ventures, LLC, including all of EagleClaw Midstream Ventures, LLC's parents, affi liates, representatives, attorneys, agents, employees, consultants, business partners, and any other person acting or authorized to act on its behalf. 4. "Caprock" means CR Permian Processing, LLC, including all of CR Permian Processing, LLC's parents, affiliates, representatives, attorneys, agents, employees, consultants, business partners, and any other person acting or authorized to act on its behalf. 5. "EagleC law" means ECMV and Caprock, collectively. 6. Kinetik" means " Kineitk Ho ldings, Inc. including all of Kinetik Holdings, Inc. 's representatives, attorneys, agents, employees, consultants, business partners, and every other person acting or authorized to act on its behalf. 7. "Lone Star" means Lone Star NOL Product Services LLC and any of its parents, affiliates, representatives, attorneys, agents, employees, consultants, business partners, and any other person acting or authorized to act on its behalf. 8. "Fake in Kind", "Fake-in-Kind", and "FIKffIK" are terms that EagleClaw has used in its internal communications, which EagleClaw asserts is defined as: "Take in Kind" rights can occasionally be somewhat restricted for a producer if the midstream provider has a downstream commitment on Y- Grade. The colloquial phrase sometimes used for such a situation is "fake- in-kind." 9. "Like for Like Exchange" is a term that EagleClaw has used to refer to an accounting / operational practice whereby it delivers volumes of Y-Grade to a Y-Grade Purchaser at one delivery point while offsetting those volumes of Y-Grade to a separate Y-Grade Purchaser at a different delivery point. EagleClaw has further defined "Like for Like Exchange" as follows: A. Well, sometimes -- if Pecos Bend -- since Pecos Bend 4 is a plant that we can utilize to send volumes to Targa, but there's not a physical connection you can send the volumes down a line, send them to Lone Star, and then use, really, kind of, just like-for-like volumes from Toyah, and those can go to Targa. Q. So you're -- you're basically offsetting volumes produced at Pecos Bend 4 with the NGLs coming out of East Toyah under the ECMV agreement, and then sending the East Toyah volumes to Targa.

-3- A. Uhm, 1 mean, it's really just a like-for-like volume exchange. T mean, the -- the way the system is set up and everything, that there's no outlet to Targa from the Pecos Bend site, and so any barrels are just really exchanged like-for-like. 10. ''Jumper" refers to refers to that pipeline that connects the Pecos Bend Facility to the pipeline connecting the Pecos Bend Facility to a pipeline discharging Y-Grade from the East Toyah Facility to Lone Star. 11. " Pecos Bend Facility" refers to the rich gas processing facility in Reeves County, Texas known as "Pecos Bend" owned by Caprock. 12. "East Toyah Facility" refers to the rich gas processing facility in Reeves County, Texas known as the "East Toyah" owned by ECMV. 13. The "Caprock Agreement" means the Natural Gas Liquids Purchase Agreement by and between Lone Star NGL Product Services LLC and Caprock Permian Holdings LLC, effective as of May 1, 2016, including any amendments or modifications thereto.

l 4. The "ECMV Agreement" means the Amended and Restated Natural Gas Liquids Purchase Agreement by and between Lone Star NOL Product Services LLC and EagleClaw Midstream Ventures, LLC, effective as of October I, 2016, including any amendments or modifications thereto.

15. The "Agreements" mean the Caprock Agreement and the ECMV Agreement.

16. "Targa" means Targa Resources Corp., Targa Resources GP, LLC, Targa Grand Prix Pipeline LLC, or any of those entities' parent entities, subsidiary entities, or affiliated entities.

17. "Pinnacle" means Pinnacle TransPecos Processing, LLC including that entity's parent entities, subsidiary entities, or affiliated entities.

18. The "Targa ECMV Agreement'' means the Raw Product Purchase Agreement by and between EagleClaw Midstream Ventures, LLC and Targa Liquids Marketing and Trade LLC effective as of September 6, 2017, including any amendments or modifications thereto and including any side letters or side agreements modifying or affecting the same.

19. The "Targa Pinnacle Agreement" means the Raw Product Purchase Agreement by and between Pinnacle TransPecos Processing, LLC and Targa Liquids Marketing and Trade LLC effective as ofNovember 1, 2017, including any amendments or modifications thereto and including any side letters or side agreements modifying or affecting the same.

20. The "Targa Agreements" mean the Targa ECMV Agreement and the Targa Pinnacle Agreement. 21. The "Lone Star Audit" refers to any attempts Lone Star undertook to exercise its audit rights under the Caprock Agreement or the ECMY Agreement, including any correspondence between the parties regarding the same and any actual auditing that occurred.

-4 - 22. The "Targa Audit" refers to the attempts that Targa undertook to exercise its a udit rights under the Targa Agreement and/or the Targa Pinnacle Agreement, inc luding any correspondence between the parties regarding the same and any actual auditing that occurred.

23 . The "Targa Lawsuit" means Cause No 2023-30966. Targa Liquids Marketing and Trade LLC v. Eagle C law Midstream Ventures LLC, in the 61st Judicial District Court of Harris County, Texas.

24. "Lawsuit" means Cause No. 2021-30388, Lone Star NGL Product Services LLC v. EagleC/aw Midstream Ventures, LLC, et al., in the 61st Judicia l District Court of Harris County, Texas. 25. "Document" means each of the following that is in the possession (actual or constructive), custody or control of a party or that can be obtained by a party through the exercise of a superior right to compel production from a third person: handwritten, typewritten, printed, recorded, transcribed, punched, taped, videotaped, photocopied, photostatic, telecopied, filmed, microfi lmed or otherwise prepared matter, including without limitation, drafts (however produced or reproduced), papers, book, accounts, drawings, graphs, cha1ts, photographs, videotapes, phono-records, plans, blueprints, computer disks, telexes, telegrams, electronic or v ideotaped or mechanical recordings, magnetic impulses; e-mails, text messages, instant messages, CDs, DVDs, floppy di sks, X-rays and any other data compilation from which information can be obtained or translated into reasonably usable form . Such information should be produced in computer- readable form, if practicable. This definition specifically includes any information stored or existing on computer disks, computer hard drives, or computer networks, including electronic mai l or e-mail, regardless of whether such information is or has been maintained in hard copy form. ln all cases, where orig inals and/or nonidentical copies are not available, " documents" also means identical copies of orig inal documents and copies of nonide ntica l copies. This definition a lso includes all correspondence and communications, which includes any transmission, transfer, disclosure, or exchange of information between two or more persons, whether orally or in writing, includ ing, w ithout limitation, any conversation or discussion face-to-face or by means of letter, note, memorandum, mai l, personal delivery, telephone, telegraph, telex, electronic mail, telecopier, cable or some other medium, whether e lectronic or otherwise, and whether by chance or prearrangement, formal or informal. 26. "Communications" means any Document, corresponde nce, electronic message, or other form ofrecorded information that is mailed, faxed, emailed, sent via text message, sent via socia l media, sent via instant message, or otherwise transmitted or communicated in any way between persons or entities. 27. "Relate" or " Re lating to" means regarding, relating to, referring to, pertaining to, describing, evidencing, supporting, or discussing the referenced matter. 28. " Any" and/or "all" means any and all. 29. The connectives "and" and "or" shall be construed either disjunctively or conjunctively as necessary to bring within the scope of the request a ll responses that otherwise might be considered outside its scope.

- 5- INSTRUCTIONS l. Unless otherwise specified, the Relevant T ime Period for the Subpoena is from January 1, 2019 to present. 2. If You withhold any responsive materials because you c la im such materials are protected by a legal privi lege, please produce a priv ilege log describing what materials have been withheld in conjunction with Texas Rule of Civil Procedure 193.3. 3. Documents sha ll be produced as they are kept in the usual course of business, including producing any tabs, labels, or directories of files identifyi ng the Documents. Documents shall be produced in the order in which they appear in Your files, a nd Documents shall not be shuffled or otherwise rearranged. 4. These requests for production are continuing. Responsive documents that are identified, discovered, generated, or located after the date of the requests or Raptor T's response to the requests shall be produced within a reasonable time after they have been identified, discovered, generated, or located. 5. Counsel for Plaintiff and You shall meet and confer regarding the production format and specifications that will govern Your production of documents and data.

1. Documents and Communications You reviewed or relied upon in responding to this Subpoena or preparing for the oral deposition required by this Subpoena.

2. Documents and Communications between or among You, lSquared, Kinetik, or EagleClaw relating to Your response to this Subpoena, Lawsuit, or the Targa Lawsuit.

3. Documents and Com munications relating to the terms, conditions, and EagleClaw's obligations under the Caprock Agreement and the ECMV Agreement, including volume commitments, dedications, and processing capacity commitments under each agreement.

4. Documents and Communications relating to the terms, cond itions, and EagleClaw's obligations under the Targa Agreement and the Targa Pinnacle Agreement, including its volume commitment(s) / minimum volume commitment(s), dedication(s), or processing capacity commitment(s).

5. Documents and Communications mentioning or relating to ''Fake in Kind", "Fake-in- Kind", or "FIKffIK" in connection with Kinetik, EagleClaw, any of EagleClaw's Producers, or any of EagleClaw's Y-Grade Purchasers.

6. Documents and Communications relating to the diversion of volumes of Y-Grade for minimum volume commitment coverage or volume dedication coverage related to the Targa Agreement, Targa Pinnacle Agreement, or the Agreements.

7. Documents and Communications mentioning or relating to any "Like for Like Exchange" authorized, approved, or otherwise utilized by EagleClaw.

8. Documents and Communications relating to approval, construction, or use of the Jumper.

9. Documents and Communications related to the Lone Star Audit or the Targa Audit.

-7- 8/22/2024 9:12:44 AM Marilyn Burgess - District Clerk Harris County Envelope No: 91195998 By: JACKSON, MONICA J Filed: 8/22/2024 9:12:44 AM Pgs-2 NO. 2021-30388 LTROX

Lone Star NGL Product Services LLC (in its § IN THE DISTRICT COURT OF individual capacity and as assignee), § § Plaintiff, § § § V. § § HARRIS COUNTY, TEXAS EagleClaw Midstream Ventures, LLC and § CR Permian Processing, LLC, § § Defendants. § 6151 JUDICIAL DISTRICT

LETTER ROGATORY

TO: THE ELEVENTH CIVIL CIRCUIT COURT OR AN APPROPRIATE COURT OF THE STATE OF FLORIDA HAVING JURISDICTION OVER ENTITIES HEADQUARTERED IN, AND PERSONS RESIDING IN OR ABOUT CORAL GABLES, FL:

In connection with above captioned action pending before the 6I51 Judicial District Court

of Harris County, Texas, No. 2021-30388 (the "Action"), this Court requests that you cause

discove1y of certain documents to be taken from the following entity, which, upon information

Joseph Payne 3601 N Prospect Dr. Coral Gables, FL 33133-681 1

This Court has determined that there is a sufficient basis for the subpoena duces tecum

(attached hereto as Exhibit 1) to be issued because the individual subject of the subpoena duces

tecum possesses personal knowledge and documents concerning information that is directly

relevant to issues involved in the Action. Therefore, this Court has caused the attached subpoena

duces tecum to Joseph Payne to be issued in connection with the Action. This Court, therefore, respectfully requests that you, in furtherance of justice, by the

proper and usual process of your Court, cause Joseph Payne to produce documents described in

the subpoena duces tecum for inspection and copying at the offices of Rennert Vogel Mandler &

Rodriguez, P.A., JOO SE 2nd Street, 291.h Floor, Miami, FL 33131 or at such other location as

This Comi, further, respectfully requests that you, in furtherance of justice, by the proper

and usual process of your Court, cause Joseph Payne to appear and provide oral deposition

testimony at the offices of Rennert Vogel Mandler & Rodriguez, P.A. , 100 SE 21m Street, 29 th

Floor, Miami, FL 33131 or at such other location as agreed upon by the parties on October 21,

Any costs incurred by you in complying with this request will be reimbursed and/or

Signed this _ _ _ _ _ day of _ _ _ _ _ _ _ _ 2024.

Signed: 9/3/2024 ?~~ ~ , • HON. FREDERICKA PHILLIPS EXHIBIT 1 THE STATE OF TEXAS SUBPOENA DUCES TECUM Subpoena To Produce Documents Or Things

TO: Joseph Payne, 3601 N Prospect Dr. Coral Gab les, FL 33133 -6811

YOU ARE COMMANDED, at the instance of Lone Star NGL Product Services LLC ("Lone Star"), in Lone Star NGL Product Services LLC v. EagleClaw Midstream Ventures, LLC and CR Permian Processing, LLC, No. 2021 -30388, pending before the 6l5t Judicial D istrict Court of Harris County to produce and permit inspection and copying of the following tangible things in your possession, custody, or control and to appear and provide oral deposition testimony:

See Exhibit A attached hereto and incorporated herein by reference.

You are commanded to attend and give oral testimony at a deposition in this case at the offices of Rennert Vogel Mandler & Rodriguez, P.A., 100 SE 2nd Street, 29th Floor, Miami, FL 33131 on October 21, 2024 or at such other time and place agreed upon by you and Lone Star.

You are commanded to produce the documents as set fo1th in Exhibit A within twenty (20) days of service, or at some other time agreed upon by Lone Star and You, at the offices of Rennert Vogel Mandler & Rodriguez, P.A., 100 SE 2 nd Street, 29 th Floor, Miami, FL 33131.

Unless otherwise excused from this subpoena by this attorney or the district court in the county in which this subpoena is served, you shall respond to this subpoena as directed.

FAILURE TO OBEY THIS SUBPOENA MAY BE TREATED AS A CONTEMPT OF COURT. TEXAS RULE OF CIVIL PROCEDURE 176.S(a) PROVIDES AS FOLLOWS:

Failure by any person without adequate excuse to obey a subpoena served upon that person may be deemed a contempt of the court from which the subpoena is issued or a district court in the county in which the subpoena is served, and may be punished by fine or confinement, or both.

This subpoena is issued at the request of Lone Star, whose attorney of record is Rafe Schaefer of Norton Rose Fulbright.

- 1- Date oflssuance: August 22, 2024 SUBPOENA ISSUED BY: ls/Rafe A. Schaefer Rafe A. Schaefer State Bar No. 24077700 rafe.schaefer@no1tonrosefulbright.com Fulbright Tower 130 I McKinney, Suite 5100 Houston, TX 770 I 0-3095 Telephone: (713) 651-5255 Facsimile: (713) 651-5246

-2- EXHIBIT A DEFINITIONS:

I. "You" means Joseph Payne. 2. " ISquared" means ISQ Global lnfrastructure Fund TT L.P. and any of its parents, affi liates (including I Squared Capital Advisors (US) LLC), representatives, attorneys, agents, employees, consultants, business partners, and any other person acting or authorized to act on its behalf. 3. "ECMV" means EagleClaw Midstream Ventures, LLC, including all of EagleClaw Midstream Ventures, LLC's parents, affiliates, representatives, attorneys, agents, employees, consultants, business pa1tners, and any other person acting or authorized to act on its behalf. 4. "Caprock" means CR Permian Processing, LLC, including all of CR Permian Processing, LLC's parents, affiliates, representatives, attorneys, agents, employees, consultants, bus iness paitners, and any other person acting or authorized to act on its behalf. 5. "EagleC law" means ECMV and Caprock, collectively. 6. Kinetik" means "Kineitk Holdings, Inc. including all of Kinetik Holdings, lnc.'s representatives, attorneys, agents, employees, consultants, business partners, a nd every other person acting or authorized to act on its behalf. 7. "Lone Star" means Lone Star NGL Product Services LLC and any of its parents, affiliates, representatives, attorneys, agents, employees, consultants, business pa1tners, and any other person acting or authorized to act on its behalf. 8. "Fake in Kind", "Fake-in-Kind", and " FIKffIK" are terms that EagleClaw has used in its internal communications, which EagleClaw asserts is defined as: "Take in Kind" rights can occasionally be somewhat restricted for a producer if the midstream provider has a downstream commitment on Y- Grade. The colloquial phrase sometimes used for such a situation is "fake- in-kind." 9. " Like for Like Exchange" is a term that EagleClaw has used to refer to an accounting / operational practice whereby it delivers volumes of Y-Grade to a Y-Grade Purchaser at one delivery point while offsetting those volumes of Y-Grade to a separate Y-Grade Purchaser at a different delivery point. EagleClaw has further defined " Like for Like Exchange" as follows: A. Well, sometimes -- if Pecos Bend -- s ince Pecos Bend 4 is a plant that we can utilize to send volumes to Targa, but there's not a physical connection you can send the volumes down a line, send them to Lone Star, and then use, really, kind of, just like-for-like volumes from Toyah, and those can go to Targa. Q. So you're -- you're basically offsetting volumes produced at Pecos Bend 4 with the NGLs com ing out of East Toyah under the ECMV agreement, and then sending the East Toyah volumes to Targa.

- 3- A. Uhm, T mean, it's really just a like-for-like volume exchange. l mean, the -- the way the system is set up and everything, that there's no outlet to Targa from the Pecos Bend site, and so any barrels are just really exchanged like-for-like. I 0. "Jumper" refers to refers to that pipeline that connects the Pecos Bend Facility to the pipeline connecting the Pecos Bend Facility to a pipeline discharging Y-Grade from the East Toyah Facility to Lone Star. l l. "Pecos Bend Facility" refers to the rich gas processing facility in Reeves County, Texas known as "Pecos Bend" owned by Caprock. l2. "East Toyah Facility" refers to the rich gas processing facility in Reeves County, Texas known as the "East Toyah" owned by ECMV. 13. The "Caprock Agreement" means the Natural Gas Liquids Purchase Agreement by and between Lone Star NGL Product Services LLC and Caprock Permian Holdings LLC, effective as of May 1, 2016, including any amendments or modifications thereto.

14. The "ECMV Agreement" means the Amended and Restated Natural Gas Liquids Purchase Agreement by and between Lone Star NGL Product Services LLC and EagleClaw Midstream Ventures, LLC, effective as of October 1, 2016, including any amendments or modifications thereto.

15. The "Agreements" mean the Caprock Agreement and the ECMV Agreement.

16. "Targa" means Targa Resources Corp., Targa Resources GP, LLC, Targa Grand Prix Pipeline LLC, or any of those entities' parent entities, subsidiary entities, or affiliated entities.

17. "Pinnacle" means Pinnacle TransPecos Processing, LLC including that entity's parent entities, subsidiary entities, or affiliated entities.

18. The "Targa ECMV Agreement" means the Raw Product Purchase Agreement by and between EagleClaw Midstream Ventures, LLC and Targa Liquids Marketing and Trade LLC effective as of September 6, 2017, including any amendments or modifications thereto and including any side letters or side agreements modifying or affecting the same.

19. The "Targa Pinnacle Agreement" means the Raw Product Purchase Agreement by and between Pinnacle TransPecos Processing, LLC and Targa Liquids Marketing and Trade LLC effective as of November 1, 2017, including any amendments or modifications thereto and including any side letters or side agreements modifying or affecting the same.

20. The "Targa Agreements" mean the Targa ECMV Agreement and the Targa Pinnacle Agreement. 21. The "Lone Star Audit" refers to any attempts Lone Star undertook to exercise its audit rights under the Caprock Agreement or the ECMV Agreement, including any correspondence between the parties regarding the same and any actual auditing that occurred .

-4- 22. The "Targa Audit" refers to the attempts that Targa undertook to exercise its audit rights under the Targa Agreement and/or the Targa Pinnacle Agreement, including any correspondence between the parties regarding the same and any actual auditing that occurred.

23. The "Targa Lawsuit" means Cause No 2023-30966. Targa Liquids Marketing and Trade LLC v. Eagle Claw Midstream Ventures LLC, in the 61st Judicial District Court of Harris County, Texas.

24. "Lawsuit" means Cause No. 202 1-30388, Lone Star NGL Product Services LLC v. EagleC/aw Midstream Ventures, LLC, et al., in the 61st Judicial District Court of Harris County, Texas. 25. "Document" means each of the following that is in the possession (actual or constructive), custody or control of a party or that can be obtained by a party through the exercise of a superior right to compel production from a third person: handwritten, typewritten, printed, recorded, transcribed, punched, taped, videotaped, photocopied, photostatic, telecopied, filmed, microfilmed or otherwise prepared matter, including without limitation, drafts (however produced or reproduced), papers, book, accounts, drawings, graphs, charts, photographs, videotapes, phono-records, plans, blueprints, computer disks, telexes, telegrams, electronic or videotaped or mechanical recordings, magnetic impulses; e-mails, text messages, instant messages, CDs, DVDs, floppy disks, X- rays and any other data compilation from which information can be obtained or translated into reasonably usable form. Such information should be produced in computer- readable form, if practicable. This definition specifically includes any information stored or existing on computer disks, computer hard drives, or computer networks, including electronic mail or e-mail, regardless of whether such information is or has been maintained in hard copy form. In all cases, where originals and/or nonidentical copies are not available, "documents" also means identical copies of original documents and copies of nonidentical copies. This definition also includes all correspondence and communications, which includes any transmiss ion, transfer, disclosure, or exchange of information between two or more persons, whether orally or in writing, including, without limitation, any conversation or discussion face-to-face or by means of letter, note, memorandum, mail, personal delivery, telephone, telegraph, telex, electronic mail, telecopier, cable or some other medium, whether electronic or otherwise, and whether by chance or prearrangement, formal or informal. 26. "Communications" means any D ocument, correspondence, electronic message, or other form of recorded information that is mailed, faxed, emailed, sent via text message, sent via social media, sent via instant message, or otherwise transmitted or communicated in any way between persons or entities. 27. "Relate" or "Relating to" means regarding, relating to, referring to, pertaining to, describing, evidencing, supporting, or discussing the referenced matter. 28. "Any" and/or "all" means any and all. 29. The connectives "and" and "or" shall be construed either disjunctively or conjunctively as necessary to bring within the scope of the request all responses that otherwise might be considered outside its scope.

- 5- INSTRUCTIONS l. Unless otherwise specified, the Relevant Time Period for the Subpoena is from January 1, 2019 to present. 2. If You withhold any responsive materials because you claim such materials are protected by a legal privilege, please produce a privilege log describing what materials have been withheld in conjunction with Texas Ru le of Civil Procedure 193.3. 3. Documents shall be produced as they are kept in the usual course of business, including producing any tabs, labels, or directories of files identify ing the Documents. Documents shall be produced in the order in which they appear in Your files, and Documents shall not be shuffled or otherwise rearranged. 4. These requests for production are continuing. Responsive documents that are identified, discovered, generated, or located after the date of the requests or Raptor I's response to the requests shall be produced within a reasonable time after they have been identified, discovered, generated, or located. 5. Counsel for Plaintiff and You shall meet and confer regarding the production format and specifications that will govern Your production of documents and data.

- 6- DOCUMENTS TO PRODUCE:

l. Documents and Communications You reviewed or relied upon in responding to this Subpoena or preparing for the oral deposition required by this Subpoena.

2. Documents and Communications between or among You, !Squared, Kinetik, or EagleClaw relating to Your response to this Subpoena, Lawsuit, or the Targa Lawsuit.

3. Documents and Communications relating to the terms, conditions, and EagleClaw's obligations under the Caprock Agreement and the ECMV Agreement, including volume commitments, dedications, and processing capacity commitments under each agreement.

4. Documents and Communications relating to the terms, conditions, and EagleClaw's obligations under the Targa Agreement and the Targa Pinnacle Agreement, including its volume commitment(s) / minimum volume commitment(s), dedication(s), or processing capacity commitment(s).

5. Documents and Communications mentioning or relating to "Fake in Kind", "Fake-in- Kind", or "FIK/TIK" in connection with Kinetik, EagleC!aw, any of EagleClaw's Producers, or any of EagleClaw' s Y-Grade Purchasers.

6. Documents and Communications relating to the diversion of volumes of Y-Grade for minimum volume commitment coverage or volume dedication coverage related to the Targa Agreement, Targa Pinnacle Agreement, or the Agreements.

7. Documents and Communications mentioning or relating to any "Like for Like Exchange" authorized, approved, or othe1wise uti lized by EagleClaw.

8. Documents and Communications relating to approval, construction, or use of the Jumper.

9. Documents and Communications related to the Lone Star Audit or the Targa Audit.

-7 - E-filed in the Office of the Clerk for the Business Court of Texas 10/16/2024 4:48 PM Accepted by: Beverly Crumley Case Number: 24-BC11A-0004

EXHIBIT 7 Energy Transfer GC NGL Product Services LLC 1300 Main St Houston. TX 77002 ' United States

' Original Commercial Invoice CR Permian Processing, LLC Invoice Number 175994 2700 Post Oak Blvd Ste 300 Invoice Date 11/06/2023 Houston, TX 77056 Due Date 11 /1512023 United States Currency U.S. Dollars Attention: Invoice Department CR Permian Email: dpeters@eagleclawmidstream.com ,nmcinnes@eagleclawmidstream.com,gsolak@eagleclawmidstream.com,jnguyen@eagleclawmidstream.com,aanklam@eagleclawmidstream.com,gasacc,

Payment is due: Due 15th of Month Following Delivery Direct Inquiries To: Invoice Department Energy Transfer GC NGL Pipelines Email address: NGLPipeline@energytransfer.com Description

2023-Oct

CAPROCK

C2-MX C3-MX IC4-MX NC4-MX C5+-MX Totals Quantity (USG)

Index Price Transportation Fee Fractionation Fee Price Amount (USO)

Total : $ (16,097,371 .84)

Due to CR Permian Processing, LLC $ (16,097,371.84)

Page 1 of 1

Confidential EC-LST_0O143441 E-filed in the Office of the Clerk for the Business Court of Texas 10/16/2024 4:48 PM Accepted by: Beverly Crumley Case Number: 24-BC11A-0004

EXHIBIT 8 Energy Transfer GC NGL Product Services LLC 1300 Main St Houston, TX 77002 United States ':;

Original Commercial Invoice EagleClaw Midstream Ventures, LLC Invoice Number 175995 2700 Post Oak Blvd Ste 300 Invoice Date 11/06/2023 Houston, TX 77056 Due Date 11/15/2023 United States Currency U.S. Dollars Attention: Invoice Department Eagleclaw Email: dpeters@eagleclawmidstream.com,nmcinnes@eagleclawmidstream.com ,gsolak@eagleclawmidstream.com,jnguyen@eagleclawmidstream.com,gasaccounting@kinetik.com,nwatson@kineti

Payment is due: Due 15th of Month Following Delivery Direct Inquiries To: Invoice Department Energy Transfer GC NGL Pipelines Email address: NGLPipeline@energytransfer.com Description

PENNTEX

C2-MX C3-MX IC4-MX NC4-MX CS+-MX Totals Quantity (USG) 5,669,286.00

Index Price Transportation Fee Fractionation Fee Price Amount (USD) $ (2,976,883.92)

Page 1 of 2

Confidential EC-LST 00143442 Energy Transfer GC NGL Product Services LLC 1300 Main St Houston, TX 77002 United States ':;

Original Commercial Invoice EagleClaw Midstream Ventures, LLC Invoice Number 175995 2700 Post Oak Blvd Ste 300 Invoice Date 11/06/2023 Houston, TX 77056 Due Date 11/15/2023 United States Currency U.S. Dollars Attention: Invoice Department Eagleclaw Email: dpeters@eagleclawmidstream.com,nmcinnes@eagleclawmidstream.com ,gsolak@eagleclawmidstream.com,jnguyen@eagleclawmidstream.com,gasaccounting@kinetik.com,nwatson@kineti

Payment is due: Due 15th of Month Following Delivery Direct Inquiries To: Invoice Department Energy Transfer GC NGL Pipelines Email address: NGLPipeline@energytransfer.com Description

EAGLE CLAW

C2-MX C3-MX IC4-MX NC4-MX C5+-MX Totals Quantity (USG) 35,532,378.00

Index Price Transportation Fee Fractionation Fee Price Amount (USD) $ (16,037,348.65)

Total: $ (19,014,232.57)

Due to EagleClaw Midstream Ventures, LLC $ (19,014,232.57)

Page 2 of 2

Confidential EC-LST 00143443 Tab F Parth Gejji

From: Foster Baird Sent: Friday, October 18, 2024 4:28 PM To: Andrew Price; Rafe A. Schaefer; Abraham Chang; Timothy Shinn; Tom Ganucheau; Fields Alexander; Mary Kate Raffetto; Garrett Brawley; Cassie Maneen; cindy.hickman@nortonrosefulbright.com; angelina.martinez@nortonrosefulbright.com; tachelle.jones@nortonrosefulbright.com Cc: Kirina McNamara Subject: 24-BC11A-0004, Additional Briefing/Hearing Dates

*** This message came from outside Beck Redden LLP. *** Counsel:

The Court is in receipt of the Joint Brief in Support of Removal to Business Court filed on October 16, 2024. The Court invites further briefing regarding what effect, if any, Sec on 8 of House Bill 19 has on the Court’s authority to hear this case—including, but not limited to, expanding upon the Par es’ current Argument Sec on I-C. Should the par es opt to provide addi onal briefing, please submit the briefing on or before November 4, 2024.

Furthermore, the Court would like to schedule an oral hearing and provides the following op ons for your considera on:

 November 12, 2024: 10:00 a.m. or 1:00 p.m.  November 13, 2024: Any me between 1:00 p.m. and 3:00 p.m.

Kindly reply to all and confirm your availability for one of the proposed me slots at your earliest convenience next week.

Thank you for your prompt a en on to this ma er.

Respec ully,

Foster K. Baird Staff Attorney, Texas Business Court Eleventh Division 301 Fannin Street, Houston, Texas 77002 foster.baird@txcourts.gov

1 Tab G E-filed in the Office of the Clerk for the Business Court of Texas 11/4/2024 5:03 PM Accepted by: Beverly Crumley Case Number: 24-BC11A-0004 NO. 24-BC11A-0004

LONE STAR NGL PRODUCT SERVICES § IN THE BUSINESS COURT LLC (in its own capacity and as assignee), § § Plaintiff, § § ELEVENTH BUSINESS COURT v. § DIVISION § EAGLECLAW MIDSTREAM § VENTURES, LLC AND CR PERMIAN § PROCESSING, LLC, § § § Defendants. § HARRIS COUNTY, TEXAS

LONE STAR NGL PRODUCT SERVICES, LLC’S ADDITIONAL BRIEF IN SUPPORT OF REMOVAL TO BUSINESS COURT

Pursuant to the Court’s October 18, 2024 invitation for additional briefing, Plaintiff Lone

Star NGL Product Services, LLC (“Lone Star”) files this brief in support of removal to the Texas

Business Court.

BACKGROUND

On September 13, 2024, Lone Star and Defendants EagleClaw Midstream Ventures, LLC

and CR Permian Processing, LLC (collectively, “EagleClaw”) entered into an agreement to have

their ongoing business dispute heard by the Texas Business Court. See Subsequent Agreement,

Joint Brief in Support of Removal to Business Court (“Joint Brief”) [Oct. 16, 2024], Exhibit 1. To

effectuate the Subsequent Agreement, Lone Star and EagleClaw jointly removed this suit to the

Texas Business Court on September 17.

On September 26, the Court requested the parties to brief the propriety of removal to Texas

Business Court, and the parties filed a Joint Brief on October 16, 2024. On October 18, 2024, the

Court invited further briefing regarding “what effect, if any, Section 8 of House Bill 19 has on the

203565968 -1- Court’s authority to hear this case—including, but not limited to, expanding upon the Parties’

current Argument Section I-C.”

Section 8 of House Bill 19 presents no bar to this Court’s ability to adjudicate this dispute.

This is so for several reasons.

First, the parties’ post-September 1 Subsequent Agreement provides this Court authority

and jurisdiction to adjudicate the dispute. Second, Section 8’s effective date does not limit the

existence or jurisdiction of the Texas Business Court, which is created by Section 5 of House Bill

19. Third, Section 8 of House Bill 19 does not limit the Business Court’s jurisdiction to post-

September 1, 2024 cases. Fourth, any pronouncement from the Office of Court Administration is

irrelevant, because the Office of Court Administration lacks the ability to affect the Texas Business

Court’s authority or responsibility. Fifth, the parties’ Subsequent Agreement invites this Court to

adjudicate this dispute, and the Court will not err by enforcing the parties’ contractual agreement.

For each reason, the Court has jurisdiction and authority to hear the dispute.

I. The Post-September 1, 2024 Subsequent Agreement Provides This Court Jurisdiction and Authority to Adjudicate the Dispute.

The parties entered into the Subsequent Agreement on September 13, 2024—after the

Business Court began accepting cases. See Act of May 25, 2023, 88th Leg., R.S., ch. 380, § 5

(H.B. No. 19) (“House Bill 19”). The date of the parties’ Subsequent Agreement is important, as

is the fact that House Bill 19 expressly authorized parties to confer jurisdiction on the Business

Court by agreement.

House Bill 19 expressly authorizes litigants to create jurisdiction in the Business Court.

Section 1 of House Bill 19 creates Section 25A.004(d)(2) of the Texas Government Code, which

provides that the “business court has civil jurisdiction concurrent with district courts” to adjudicate

203565968 -2- any action that “arises out of a contract or commercial transaction in which the parties to the

contract or transaction agreed in the contract or a subsequent agreement that the business court

has jurisdiction of the action . . . .” House Bill 19, § 1, amending TEX. GOV. CODE

§ 25A.004(d)(2) (emphasis added).

By expressly allowing parties to confer jurisdiction and authority on the Court by

agreement, the Texas Legislature created a court that is jurisdictionally different from the limited

subject matter jurisdiction scheme for the judicial branch of the federal government created by

Article III of the United States Constitution. Nor does allowing the parties to confer jurisdiction

and authority on this Court by agreement implicate any of the important federalism concerns

implicated by Article III jurisdiction.

“Federal courts are courts of limited jurisdiction, possessing only that power authorized by

Constitution and statute.” Xitronix Corp. v. KLA-Tencor Corp., 916 F.3d 429, 435 (5th Cir. 2019)

(internal quotation marks omitted). For that reason, district courts “have an independent obligation

to determine whether subject-matter jurisdiction exists.” Hertz Corp. v. Friend, 559 U.S. 77, 94

(2010). Accordingly, because a federal court’s jurisdiction springs only “from the nature and

limits of the judicial power of the United States,” a federal court’s jurisdiction is considered

“inflexible and without exception.” Xitronix Corp., 916 F.3d at 435.

But that is not how the Texas Business Court works. House Bill 19 expressly contemplates

the ability of litigants to confer jurisdiction on the Business Court by agreement. House Bill 19,

§ 1, amending TEX. GOV. CODE § 25A.004(d)(2).

Thus, House Bill 19 is not a limited grant of jurisdiction to a statutorily- and

constitutionally-limited court like a federal Article III court. It is instead a recognition of, and

expansion on, Texas’ paramount public policy favoring freedom of contract:

203565968 -3- [C]ompetent parties shall have the utmost liberty of contract, and that their contracts when entered into freely and voluntarily shall be held sacred and shall be enforced by Courts of justice. This paramount public policy mandates that courts are not lightly to interfere with this freedom of contract. Absent compelling reasons, courts must respect and enforce the terms of a contract the parties have freely and voluntarily entered.

Shields Ltd. P’ship v. Bradberry, 526 S.W.3d 471, 481 (Tex. 2017) (quotations and footnotes

omitted); see also Gym-N-I Playgrounds, Inc. v. Snider, 220 S.W.3d 905, 912 (Tex. 2007)

(“[P]ublic policy requires . . . that men of full age and competent understanding shall have the

utmost liberty of contracting, and that their contracts when entered into freely and voluntarily shall

be held sacred and shall be enforced by Courts of justice.”); BMG Direct Mktg., Inc. v. Peake, 178

S.W.3d 763, 767 (Tex. 2005) (“Therefore, you have this paramount public policy to consider—

that you are not lightly to interfere with this freedom of contract.”) (quoting Wood Motor Co. v.

Nebel, 238 S.W.2d 181, 185 (1951)).

House Bill 19 envisions enforcement of Business Court “subsequent agreements” just as

Texas public policy favors enforcing any other contractual agreements. To that end, House Bill

19 anticipates Business Court jurisdiction looks more like the enforcement of a venue-selection

clause, forum-selection provision, or arbitration agreement. See TEX. CIV. PRAC. & REM. CODE

§ 15.020; Kendall Builders, Inc. v. Chesson, 149 S.W.3d 796, 803 (Tex. App.—Austin 2004, pet.

denied) (“Texas courts rigorously enforce valid arbitration agreements . . . .”); Young v. Valt.X

Holdings, Inc., 336 S.W.3d 258, 262 (Tex. App.—Austin 2010, pet. dism’d) (“Under federal and

Texas law, forum-selection clauses are prima facie valid.”).

By empowering parties to confer authority and jurisdiction on the Business Court by

agreement, the Texas Legislature reaffirms the ability of sophisticated parties in Qualified

Transactions to contractually dictate where their disputes are heard. The Texas Legislature

authorized jurisdiction via “subsequent agreement” to allow for instances where, as here, parties

203565968 -4- to an existing contract did not have an agreement to jurisdiction in the Texas Business Court—in

this instance because the contracts predated the creation of the Business Court itself. TEX. GOV.

CODE § 25A.004(d)(2). Thus, by allowing for jurisdiction either in the underlying contract or

through a subsequent agreement, the clear intent of the Legislature is to allow parties to agree to

jurisdiction in the Business Court at any time. Id.

House Bill 19 also reflects the Legislature’s intent to allow parties to agree—–as Lone Star

and EagleClaw did, here—to jurisdiction during the pendency of an action. Id. at § 25A.006(f)

(“A party may file an agreed notice of removal at any time during the pendency of the action.”)

(emphasis added). Thus, the parties’ Subsequent Agreement and agreed removal is expressly

authorized as timely.

Here, the Subsequent Agreement—entered into after the Business Court’s creation—

confers authority and jurisdiction on this Court. The Subsequent Agreement is entitled to be

enforced in this Court, pursuant to Texas’ paramount public policy favoring freedom of contract,

as envisioned by the Texas Legislature in House Bill 19.

II. Section 8’s Effective Date Does Not Limit the Existence or Jurisdiction of the Texas Business Court, Which Is Created by Section 5 of House Bill 19.

Section 8 of House Bill 19 provides that the “changes in law made by this Act apply to

civil actions commenced on or after September 1, 2024.” House Bill 19, § 8. But House Bill 19

is an act made up of nine sections and not every section creates “changes in law.” Accordingly,

Section 8 of House Bill 19 has limited reach.

Section 1 amends “Subtitle A, Title 2, Government Code” by “adding Chapter 25A,”

Section 2 amends “Sections 659.012(a) and (e)” of the Government Code, and Section 3 amends

“Section 837.001(a), Government Code . . . .” House Bill 19, §§ 1–3. Section 4–7 by contrast, do

not change any statute or law. And, crucially, Section 5 is the provision that expressly creates the

203565968 -5- Business Court. See id. § 5 (“Except as otherwise provided by this Act, the business court is

created September 1, 2024.”).

Accordingly, regardless of any changes in law made in Sections 1–3 of House Bill 19,

Section 5 provides for the unfettered existence of the Texas Business Court, starting on September

1, 2024. Section 5’s creation of the Texas Business Court necessarily also vests the Court with

subject matter jurisdiction—especially given that the Business Court’s jurisdiction can be

conferred by the parties themselves through their contractual agreements.

Simply put, only certain sections of House Bill 19 are limited by Section 8. The creation

of the Business Court—contained in Section 5—is in no way limited by Section 8. Therefore,

Section 5 of House Bill 19 provides this Court subject matter jurisdiction to adjudicate this dispute,

where the parties determined in their Subsequent Agreement to confer authority and jurisdiction

on the Business Court.

III. Section 8 of House Bill 19 Does Not Limit the Business Court’s Jurisdiction to Post- September 1, 2024 Cases.

In addition to its limited reach within House Bill 19 itself, Section 8 also departs from clear

and unambiguous language used in other acts to limit enforcement of a statutory change to be only

prospective in nature.

Section 8 of House Bill 19 is short. The entirety of Section 8 is a single sentence stating,

“The changes in law made by this Act apply to civil actions commenced on or after September 1,

2024.” House Bill 19, § 8. Section 8 contains no discussion of what law applies to cases already

pending on September 1, 2024. Nor does Section 8 contain any limiting language that states

Section 8 only applies to post-September 1, 2024 actions. These are crucial and intentional

omissions.

203565968 -6- Indeed, comparing Section 8 of House Bill 19 against other similar acts shows that Section

8’s timing limitation is a significantly narrower proscription than that included when the Texas

Legislature intends statutes to apply only prospectively. For example, House Bill 19 was passed

by the 88th Legislature on June 9, 2023. Just three days later, the 88th Legislature passed House

Bill 4381, which amended Chapter 52 of the Civil Practice & Remedies Code. See Act of May

17, 2023, 88th Leg., R.S., ch. 763, § 2 (H.B. 4381).

House Bill 4381 contains additional language making clear that it applies only

prospectively:

House Bill 19, Section 8 Act of May 17, 2023, 88th Leg., R.S., ch. 763, § 2 (H.B. 4381) The changes in law made by this Act apply to The change in law made by this Act applies civil actions commenced on or after September only to a civil action commenced on or after 1, 2024. the effective date of this Act. IA civil action commenced before the effective date of this Act is governed by the law in effect immediately before the effective date of this Act, and that law is continued in effect for that purpose.I

As another example, when Section 38.001 of the Civil Practice & Remedies Code was

amended in 2021, the 87th Texas Legislature used additional language to reflect that the

amendment was enforceable only on a prospective basis:

House Bill 19, Section 8 2021 Tex. Sess. Law Serv. Ch. 665, (H.B. 1578, § 2)) The changes in law made by this Act apply to The change in law made by this Act applies civil actions commenced on or after September only to an award of attorney’s fees in an action 1, 2024. commenced on or after the effective date of this Act. IAn award of attorney's fees in an action commenced before the effective date of this Act is governed by the law applicable to the award immediately before the effective date of this Act, and that law is continued in effect for that purpose.I

203565968 -7- These distinctions are important. It is long-settled Texas law that “[e]very word of a statute

is presumed to have been used for a purpose, and a cardinal rule of statutory construction requires

that each sentence, clause, phrase and word be give effect if reasonably possible.” Eddins-Walcher

Butane Co. v. Calvert, 298 S.W.2d 93, 96 (Tex. 1957). That means that Section 8 of House Bill

19 cannot be read to mean the same thing as the more expansive provisions in House Bills 4381

and 1578.

Texas courts must “presume the Legislature chose statutory language deliberately and

purposefully . . . .” Hogan v. Zoanni, 627 S.W.3d 163, 169 (Tex. 2021). That presumption extends

to words deliberately omitted, as well. Id. (presuming that the Legislature “likewise excluded

language deliberately and purposefully”); Cameron v. Terrell & Garrett, Inc., 618 S.W.2d 535,

540 (Tex. 1981) (“[W]e believe every word excluded from a statute must also be presumed to

have been excluded for a purpose.”) (emphasis added).

Accordingly, Section 8 of House Bill 19 cannot be interpreted synonymously with other

acts that unambiguously limit their enforceability on a prospective basis. The Texas Legislature

intended to exclude its commonly-used words of limitation from Section 8. That decision must be

given meaning in this Court.1

Section 8 should be read in harmony with the remainder of House Bill 19, which expressly

envisions the ability of the parties themselves to agree to the Business Court’s authority and

1 Lone Star is aware of an opinion of the Business Court of Texas, First Division, regarding construction of Section 8 of House Bill 19 in the context of an opposed removal to Business Court. See Opinion and Order, at * Energy Transfer LP v. Culberson Midstream LLC, No. 24-BC01B-0005 (Tex. Bus. Ct. Oct. 30, 2024). That Court’s analysis of Section 8 of House Bill 19 did not analyze the effect of a post-September 1, 2024 subsequent agreement to Business Court jurisdiction. Nor does that Court’s analysis apply here, where that the parties have agreed to, waived, and invited the Court’s jurisdiction in this dispute. And the October 30, 2024 Opinion and Order did not determine that Section 8 creates a subject matter jurisdiction limitation on the Court’s authority that could not otherwise be waived. Id. Indeed, in the entirety of the twelve page opinion, the words “subject matter jurisdiction” were never used. Id.

203565968 -8- jurisdiction. Here, the parties’ Subsequent Agreement reflects their decision to commit this dispute

to the Business Court’s authority and jurisdiction.

IV. The Office of Court Administration Lacks Authority to Dictate the Texas Business Court’s Authority or Responsibility.

To the extent the Court has considered the August 13, 2024 memorandum from the Office

of Court Administration to Texas District and County Clerks regarding “Creation of the Business

Court of Texas, Effective September 1, 2024,”2 Lone Star respectfully suggests that memorandum

has no bearing on House Bill 19 or the jurisdiction of this Court.

In the memorandum, the Office of Court Administration wrote that removals to Business

Court apply “only to actions filed after 9/1/2024.” But as shown above, that limitation is not found

in House Bill 19. Further, House Bill 19—and Texas Government Code Section 25A.0171(d)—

provide that the “Office of Court Administration of the Texas Judicial System does not have any

authority or responsibility related to the duties of the business court under this chapter.” TEX.

GOV. CODE § 25A.0171(d) (emphasis added). Accordingly, pronouncements from the Office of

Court Administration are irrelevant to this Court’s authority to hear this case.

V. The Parties Have Invited This Court by Subsequent Agreement to Adjudicate This Dispute, and the Court Does Not Err by Abiding the Parties’ Agreement.

In the Subsequent Agreement, the parties contractually agreed to submit this dispute to the

jurisdiction and authority of the Texas Business Court. Further, in the parties’ Joint Brief, the

parties jointly invited this Court to exercise its authority and jurisdiction. The parties’ agreement

is enforceable under House Bill 19, and the parties’ Subsequent Agreement and agreed removal is

2 Available at https://www.txcourts.gov/media/1459014/creation-of-tx-business-court-memo-to-dist-cty- clerks.pdf.

203565968 -9- enforceable under settled Texas law—regardless of the reach of the effective date contained in

Section 8 in House Bill 19.3

Pursuant to its Subsequent Agreement with EagleClaw and House Bill 19, Lone Star looks

forward to adjudicating this dispute in this Court.

3 The fact that a statutory “effective date” exists in a bill does not mean that that date cannot be waived. See Prystash v. State, 3 S.W.3d 522 (Tex. Crim. App. 1999); see also Hirad v. State, 14 S.W.3d 351, 352 (Tex. App. Houston [14th Dist.] 2000, pet. ref’d). Thus, the “effective date” contained in House Bill 19 creates no subject matter jurisdiction hurdle for this Court.

203565968 - 10 - Dated: November 4, 2024 Respectfully submitted,

/s/ Andrew Price Andrew Price State Bar No. 24002791 andrew.price@nortonrosefulbright.com Rafe A. Schaefer State Bar No. 24077700 rafe.schaefer@nortonrosefulbright.com Abraham Chang State Bar No. 24102827 abraham.chang@nortonrosefulbright.com Timothy Shinn State Bar No. 24125409 timothy.shinn@nortonrosefulbright.com Fulbright Tower 1550 Lamar, Suite 2000 Houston, Texas 77010 Telephone: (713) 651-5151 Facsimile: (713) 651-5246

Attorneys for Plaintiff Lone Star NGL Product Services LLC

CERTIFICATE OF SERVICE I hereby certify that I caused a true and correct copy of the foregoing instrument to be served electronically, in accordance with the Texas Rules of Civil Procedure, on November 4, 2024, on all counsel of record.

/s/ Rafe A. Schaefer Rafe A. Schaefer

203565968 - 11 - Automated Certificate of eService This automated certificate of service was created by the efiling system. The filer served this document via email generated by the efiling system on the date and to the persons listed below. The rules governing certificates of service have not changed. Filers must still provide a certificate of service that complies with all applicable rules.

Rafe Schaefer on behalf of Rafe Schaefer Bar No. 24077700 rafe.schaefer@nortonrosefulbright.com Envelope ID: 93915620 Filing Code Description: No Fee Documents Filing Description: Lone Star NGL Product Services, LLC's Additional Brief In Support of Removal to Business Court Status as of 11/5/2024 7:43 AM CST

Cindy Hickman cindy.hickman@nortonrosefulbright.com 11/4/2024 5:03:02 PM SENT

Rafe AronSchaefer rafe.schaefer@nortonrosefulbright.com 11/4/2024 5:03:02 PM SENT

Andrew Price andrew.price@nortonrosefulbright.com 11/4/2024 5:03:02 PM SENT

Thomas Ganucheau 784104 tganucheau@beckredden.com 11/4/2024 5:03:02 PM SENT

Fields Alexander 783528 falexander@beckredden.com 11/4/2024 5:03:02 PM SENT

Abraham Chang abraham.chang@nortonrosefulbright.com 11/4/2024 5:03:02 PM SENT

Garrett Brawley 24095812 gbrawley@beckredden.com 11/4/2024 5:03:02 PM SENT

Angelina Martinez angelina.martinez@nortonrosefulbright.com 11/4/2024 5:03:02 PM SENT

Cassie Maneen cmaneen@beckredden.com 11/4/2024 5:03:02 PM SENT

Timothy Shinn timothy.shinn@nortonrosefulbright.com 11/4/2024 5:03:02 PM SENT

Business Court 11A BCDivision11A@txcourts.gov 11/4/2024 5:03:02 PM SENT

Associated Case Party: Lone Star NGL Product Services LLC (in its own capacity and as assignee)

Ta'chelle Jones Tachelle.jones@nortonrosefulbright.com 11/4/2024 5:03:02 PM SENT Tab H 1

1 OFFICIAL COURT REPORTER'S RECORD TRIAL COURT CAUSE NO. 24-BC11A-0004 2 ______________________________________________________ LONE STAR NGL PRODUCT IN THE STATE OF TEXAS 3 SERVICES, et al., BUSINESS COURT Plaintiffs, HOUSTON DIVISION 4 vs. 5 EAGLECLAW MIDSTREAM 6 VENTURES, LLC., et al., Defendants. 7 ______________________________________________________ HEARING 8 OFFICIAL COURT REPORTER'S TRANSCRIPT OF PROCEEDINGS ______________________________________________________ 9

10 On the 12th day of November, 2024, the

11 following proceedings came on to be heard in the

12 above-entitled and numbered cause before the Honorable

13 Sofia Adrogué, Judge presiding, held in the State of

14 Texas Business Court, Houston Division;

15 Proceedings reported by machine shorthand.

16 Nichole Forrest, RDR, RMR, CRR, CRC 17 Texas CSR #12777 Official Court Reporter 18 State of Texas Business Court crnichole@gmail.com 19

25 2

1 APPEARANCES ______________________________________________________ 2

3 ON BEHALF OF PLAINTIFFS: 4 NORTON ROSE FULBRIGHT 5 Andrew Price, Esq. Rafe Schaefer,Esq. 6 Abraham Chang, Esq. 1550 Lamar Street 7 Suite 2000 Houston, Texas 77010 8 713- 651-5151

9 ______________________ 10

11 ON BEHALF OF DEFENDANTS: 12 BECK REDDEN 13 Fields Alexander, Esq. Parth Gejji, Esq. 14 Garrett Brawley, Esq. 1221 McKinney Street 15 Suite 4500 Houston, Texas 77010 16 713-961-6240

25 3

1 PROCEEDINGS

2 November 12, 2024; 1:03 p.m. ______________________________________________________ 3

4 (The following proceedings held in open court.)

5 * * * 6

7 THE COURT: First of all, good afternoon.

8 Very appreciative and honored to be here. This is not

9 my first hearing for the business court. I had the

10 luxury of conducting the first hearing of all the

11 Texas Business Courts across Texas, but it is the

12 first live one. So a momentous occasion. So we're

13 honored to have you.

14 In a moment, I'll ensure that you-all, for

15 appearance purposes, have the opportunity to present

16 yourself and the firms. But first of all, wanted to

17 just -- for the record, just give a paragraph or two

18 about procedure of -- that we're here and then give

19 everyone ample opportunity.

20 I do commend you on your expertise and

21 your efforts. I know that I've asked a lot of you as

22 we carefully orchestrated, in essence, a briefing

23 record.

24 And given the momentous occasion and what

25 we are potentially doing, I thought that was best. 4

1 Not really just -- not only just for this case, but

2 for just the business courts generally. So I

3 appreciated the gravitas of it, and I appreciate your

4 efforts in return.

5 So the original petition filed in May of

6 2021, and you've got the accompanying 15 volumes of

7 appendixes, more or less, has now reached a pivotal

8 state. It's here before us.

9 As you know, September 13, 2024, the

10 parties reached a Rule 11 Agreement consenting to

11 jurisdiction of the Texas Business Court. Shortly

12 after, on September 16th, you submitted an initial

13 joint brief in support of removal.

14 In response, we issued -- the Court issued

15 on September 26th, requesting, in essence, additional

16 briefing, which you appropriately provided on time,

17 actually a little early, October 16th.

18 Subsequently, on October 18th, I requested

19 additional briefing on Section 8 in the propriety of

20 jurisdiction, which, again, you timely responded on

21 November 4th.

22 As a result, we're now convening on

23 November 12th. And, again, my true gratitude to all

24 the attorneys, the associates, and everyone else that

25 has worked so hard to do this. 5

1 We're moving on today's hearing, which is

2 being convened under Rule 355. The purpose is, of

3 course, to address the actions of the business court.

4 The primary issue for us today is the

5 Court's jurisdiction and the propriety of the removal

6 from the district court to the business court. I've

7 set this hearing sua sponte as I surmise for

8 cognizant. Since my first request for briefing, there

9 has now been several opinions that have been issued.

10 Just given the timing, I'm cognizant that

11 you responded -- you noted at least one in one of the

12 footnotes in your briefing. The reason I'm confident

13 you didn't do the others was just because they came in

14 prompt succession afterwards.

15 Only one other Court has had a hearing and

16 that was held in San Antonio. I wanted the

17 opportunity to have a hearing if counsel wanted it,

18 and you indeed confirmed that you did want the

19 hearing.

20 This is sua sponte to ensure, from my

21 perspective, and the Court's perspective obviously,

22 that the legal questions regarding removal and

23 jurisdiction are addressed fully and fairly.

24 One point of clarification. I am going to

25 ask questions on a litany of things, including 6

1 jurisdiction. That does not necessarily mean that the

2 Court believes that I may have to reach that in order

3 to get to a decision.

4 But for purposes of all the hard work and

5 expense that went with this, we're going to explore

6 all of these subjects.

7 My goal is as follows: I'm going to

8 momentarily ask you to put in your appearances. Not

9 sure how many of you are going to speak. We have

10 time. How much time?

11 I have another hearing. I think it

12 commences at 4:30. I'm not suggesting it will take

13 that long, but I want to make sure and be comfortable

14 that, as you need to be heard, you will be heard.

15 I have a series of questions that I've

16 already prepared, with the great help of Foster, the

17 interns, and, of course, with my efforts that I will

18 ask. And so you're cognizant, there will be questions

19 regarding change in law, creation of jurisdiction,

20 contextual argument, the only argument.

21 I will also ask you, of course, about the

22 permissive appeal questions. We will definitely get

23 to that, including I will ask at the end if there's an

24 interest in providing briefing on that subject, just

25 to ensure that everything gets fully briefed. 7

1 I may have some questions about the

2 Prystash case, the waiver of effective date and also

3 Jorrie, Judge Sharp's opinion in San Antonio. That

4 was recent. And even if you haven't read it, you

5 don't need to have read it to be able to answer the

6 question.

7 Okay. That is it from all my initial at

8 the outset. My preference, for lack of better terms,

9 if counsel will commence with plaintiff, if you'd like

10 to put that in your appearance.

11 And, Nichole, if you can see me, you just

12 need to stop me whenever you need a break. And I do

13 anticipate that after all counsel has spoken, prior to

14 me asking questions, if you haven't asked for a break,

15 I will absolutely break a moment to allow counsel to

16 take a moment, and of course to you as well.

17 THE COURT REPORTER: Thank you, Your

18 Honor.

19 THE COURT: Of course. Keep me posted.

20 Okay. Plaintiff's counsel, would you like

21 to make an appearance?

22 MR. PRICE: For the plaintiff, Your Honor,

23 Andrew Price, Rafe Schaefer, and Abe Chang. We're

24 from Norton Rose Fulbright.

25 MR. GEJJI: Good morning, Your Honor. For 8

1 the defendants, Parth Gejji from Beck Redden. I'm

2 joined by my colleagues, Fields Alexander, Garrett

3 Brawley and Cassie Maneen.

4 THE COURT: Welcome. Thank you very much.

5 How do you wish to proceed?

6 MR. PRICE: Well, Your Honor, I think we'd

7 like to proceed however is best for you. As you know,

8 this is an agreed situation. So we don't want to

9 waste the Court's time.

10 Mr. Shaefer is happy to kind of go point

11 by point through all the briefing. We have in fact

12 read the Jorrie case, as well as all the other cases

13 by your brethren on some of these issues, but we have

14 not coordinated with Beck Redden. So I don't want to

15 be duplicative and have Mr. Shaefer do a bunch of

16 things and then Parth do a bunch of things. So

17 however the Court would like to proceed.

18 THE COURT: Well, thanks. And the great

19 news is, I'm obviously very appreciative of the time,

20 and appreciate, as I stated previously, the gravitas

21 of the situation.

22 So, yes, assume I've read, I've carefully

23 read. However, that does not mean that all the great

24 work in preparation that you've had needs to be

25 wasted. 9

1 So if you each, in essence, whether you

2 want to call it opening remarks, opening statements,

3 I'm completely comfortable and can give you both

4 opportunity to do so. But, yes, assume I've read, but

5 I'm early enough in my stage as a judge that I'm

6 definitely not going to be bored or think that there's

7 too much dialogue.

8 MR. PRICE: Great. Well, then, in that

9 case, you know, I think the Court is right that this

10 presents a different situation than any of the other

11 situations that have been addressed by other Courts.

12 And Mr. Shaefer will kind of go through that, and then

13 our colleagues will supplement, I'm sure.

14 THE COURT: Yeah, I completely concur.

15 And most reminiscent, of course, is the

16 San Antonio one, but that in and of itself didn't

17 entail the true Rule 11. I mean, it was -- we know.

18 But there is a distinction with a difference.

19 So, please.

20 Thank you very much.

21 MR. PRICE: Thank you, Your Honor.

22 THE COURT: Yes.

23 MR. SCHAEFER: I would start by saying, as

24 you mentioned, it is momentous to be here. This is a

25 court that is a new court, has been created by the 10

1 Texas legislature with appointed judges; right? I

2 mean, it is a very different court maybe than Texas

3 has had in the past.

4 The analog I know that comes to a lot of

5 people's minds is Article III Courts, with appointed

6 judges in limited jurisdiction. And there's a lot of

7 law on Article III subject-matter jurisdiction that we

8 all learned in our first years at law school and that

9 I know is filtering through a lot of questions that I

10 presume the Court is going to ask today.

11 The Texas Business Court is not like an

12 Article III court. It is a court where parties can

13 specifically agree to jurisdiction. And parties,

14 sophisticated parties to large disputes, can create

15 subsequent agreements that specifically confer

16 jurisdiction on the business court.

17 Section 25A.004 allows parties the ability

18 to give the Court jurisdiction. In that way, it is a

19 completely unique type of court. Completely separate

20 from the Article III court that we're familiar with

21 thinking about that's limited by the Constitution and

22 important federal rules of concerns.

23 Here, this Court reflects Texas's

24 long-standing public policy designed to encourage,

25 promote and enforce parties' freedom of contract. 11

1 And that's exactly what happened here,

2 Your Honor, as you've noted, is the parties entered

3 into a September 13th agreement. It is a

4 seven-page-long agreement choosing this Court's forum,

5 choosing this Court as venue, waiving personal

6 jurisdiction challenges, and giving this Court all of

7 the jurisdictional trappings that the parties are

8 allowed to give the Court. Exactly, it's Exhibit 1 to

9 our removal brief. The joint removal brief.

10 All of the trappings that parties are

11 allowed to give the Court for jurisdiction under the

12 statute, that's the provision of the statute 25A.004

13 titled Jurisdiction and Powers. It is a separate,

14 wholly separate provision from Section 8.

15 Section 8 is a provision about the

16 effective date of House Bill 19. It is not a grant or

17 limitation of subject-matter jurisdiction for the

18 Court.

19 One thing that I don't think was in our

20 briefing, Your Honor, but that we wanted to note on

21 this effective date issue, at the same time the Texas

22 Business Court was created, the Fifteenth Court of

23 Appeals was also created.

24 Senate Bill 1045, Section 1.14, has an

25 almost identical effective date provision that says 12

1 the changes in law made by this act, Senate Bill No.

2 1045, apply to appeals perfected on or after September

3 1st, 2024.

4 And as this Court knows, when that court

5 began to exist on September 1st, 2024, all of the

6 existing appeals that were within that court's

7 jurisdiction, were transferred to that court. And

8 that court had subject-matter jurisdiction to

9 adjudicate those appeals and has been adjudicating

10 those appeals and the constitutionality of that court

11 has been upheld by the Texas Supreme Court.

12 And so Section 8 as an effective date is

13 not a subject-matter limitation on the Court. As

14 such, it's a limitation that the parties can agree

15 around.

16 And as Prystash shows, Your Honor, it's a

17 limitation that, vis-à-vis the Court, the parties can

18 invite the Court to adjudicate the dispute, estopping

19 them from any later arguments that the Court doesn't

20 have jurisdiction or that it was error for the Court

21 to decide the case.

22 The Prystash case is very clear that an

23 effective date in a statute is not an unwaivable, you

24 know, always appealable subject-matter issue.

25 And I would say -- I've mentioned Texas's 13

1 public policy favoring freedom of contract; right? I

2 think the Texas Supreme Court every term has opinion

3 that says freedom of contract is paramount public

4 policy. You know, something to that effect.

5 Prystash was a capital death penalty case.

6 That is a much, much higher, and, frankly, you know,

7 more important jurisdictional issue than a commercial

8 dispute.

9 And if in Prystash a party can tell a

10 Court to apply a statute outside of its effective

11 date, and that is enforceable in the capital murder

12 context, it is certainly enforceable in the context

13 where you have two publicly traded companies in a

14 multiple-hundred-million-dollar dispute entering into

15 a seven-page long agreement that they want this case

16 to be adjudicated by this Court.

17 The only thing I would add on Jorrie --

18 and I'm sure we will talk more about Jorrie. Jorrie

19 was not an instance where there was a subsequent

20 agreement created after September 1st.

21 Jorrie, a party removed it -- and,

22 frankly, removed it without consent of the other party

23 at the time of removal. And then after the Court

24 asked whether the parties' -- you know, the parties'

25 position, the defendant said, we just want to go to 14

1 trial. If you look at their briefing, it says: We

2 just want to go to trial. Are you willing to set us

3 for trial? We want to go to trial.

4 What they didn't do is invite the Court to

5 exercise jurisdiction over a case like the parties

6 here have. They didn't exercise -- execute a

7 subsequent agreement conferring subject-matter

8 jurisdiction on a Court like the parties here have

9 after September 1st.

10 And so you mentioned Jorrie is the most

11 analogous. And it is, of the five or so remand

12 opinions, it is, but it is not the situation that we

13 have here today.

14 And so with that, obviously, the Court is

15 going to have questions --

16 THE COURT: I appreciate that. Go ahead.

17 MR. SCHAEFER: One other thing on Jorrie.

18 THE COURT: Sure.

19 MR. SCHAEFER: Not all the parties even

20 responded to the Court. You can see that on page 2 of

21 the opinion.

22 The Jorrie-Espada parties removed -- in

23 Jorrie not all parties took a position in front of the

24 Court. The Jorrie-Espada parties removed and

25 defendants filed an advisory stating they didn't 15

1 oppose to the removal, but Cobra Acquisitions -- it

2 doesn't appear Cobra Acquisitions took any position,

3 which is the interpleader/third-party defendant.

4 It's not entirely clear, but it doesn't

5 appear that all parties consented and certainly didn't

6 enter into a subsequent agreement giving the Court

7 jurisdiction.

8 THE COURT: Thank you.

9 And, Nichole, for your edification, it's

10 Jorrie, J-O-R-R-I-E, and it is a Business Court of

11 Texas Fourth Division case, Cause No. 24-BC04B-0001.

12 THE COURT REPORTER: Thank you, Your

13 Honor.

14 THE COURT: Absolutely.

15 Thank you very much for that. And,

16 obviously, I know that Beck Redden will go forward and

17 I will hold my questions until they're done as well.

18 And I appreciate -- I do appreciate very much that

19 there is true distinction. And as you said, the

20 closest in analogy, albeit not exactly as that.

21 The one thing that you stated that you had

22 not previously briefed, it is on Fifteenth Business

23 Court [sic] and the Senate Bill 1045. I am aware.

24 I've now spent tremendous time focused. I know

25 there's a sui generis group of cases that were going 16

1 to be transferred; north of 70 that did. I do think

2 that is a difference inherent that's present here.

3 That said, I've not studied it. I don't

4 know at this juncture that I'm going to need anything

5 about it. But after I hear the rest and ask questions

6 and we take a break, I may decide on that. I

7 appreciate it.

8 Anything else from your perspective?

9 MR. SCHAEFER: Not right now, Your Honor.

10 Thank you.

11 THE COURT: Okay. Thanks.

12 MR. GEJJI: Good morning, Your Honor.

13 THE COURT: Good morning.

14 MR. GEJJI: Parth Gejji on behalf of the

15 defendants.

16 Your Honor, as you rightly pointed out,

17 the parties have a Rule 11 Agreement, and the

18 defendants agree that this lawsuit is within the

19 subject-matter jurisdiction of this Court.

20 And I want to really crystallize the issue

21 in front of you today. Because there are a lot of

22 questions floating around about the subject-matter

23 jurisdiction issues and how expansive it is. But the

24 question before this Court is actually very narrow.

25 And there's no reason for you to issue an 17

1 order that finds jurisdiction in this case and then

2 conflicts with any of the other orders that have been

3 issued, for example, by the First Division Business

4 Court.

5 And that narrow question is: When there

6 is consent between the parties -- that is between the

7 plaintiffs and the defendants -- does jurisdiction

8 exist for cases that were commenced before September

9 1st, 2024?

10 The answer to that question is irrefutably

11 yes. Consent cases are fundamentally different than

12 non-consent cases.

13 And, Your Honor, there are two ways to

14 find jurisdiction in this case. There is the hard way

15 and there is the easy way that was proposed to you in

16 the joint brief. And we prefer the easy way.

17 The hard way would be to engage in an

18 analysis of Section 8 and basically rule against, you

19 know, the First Division and the other divisions, and

20 find that, you know, despite the language of Section

21 8, the case -- you know, cases commenced before

22 September 1st, 2024, are within the ambit of Section

23 8.

24 But the way we have proposed with the

25 plaintiffs in the joint brief sidesteps that question 18

1 entirely, because when there is consent, you can say

2 an effective date provision, such as the one in

3 Section 8, is waivable or forfeitable.

4 And that means that you don't even need to

5 look at Section 8. You can just go and look at

6 Section 5, which creates the business court, and then

7 you can look at the jurisdictional provisions that

8 have been enacted into the government code.

9 And for that proposition, we have cited

10 the Prystash versus State case to you. And, Your

11 Honor, I checked this morning, it's still good law.

12 And it still has controlling effect.

13 And under that case, Section 8 is not an

14 issue when both parties agree that the statutory

15 changes that are being made are effective as to their

16 case. Therefore, we agree with Lone Star, the

17 plaintiff, that Section 8 is not a subject-matter

18 jurisdiction provision. It should be construed simply

19 as a provision that triggers the exercise of the

20 jurisdictional provisions. And that's a very

21 important difference.

22 And so what we rely on, Your Honor -- and

23 this is in the joint brief -- is Section 5, which

24 creates the business court, without reference to

25 Section 8. And then we rely on the subsequent 19

1 business agreement -- subsequent agreement provision

2 and the other provisions that we have cited to you in

3 our joint brief.

4 So, Your Honor, because the question is

5 narrow, I believe that this Court can find

6 jurisdiction and write the order in such a way that

7 there is no conflict that's created by any of the

8 other holdings that have broader questions in

9 non-consent cases.

10 And with that, Your Honor, I'll stop my

11 preprepared remarks and answer any questions that you

12 might have.

13 THE COURT: I appreciate it. Please feel

14 free to sit. I appreciate your time.

15 I have a number of questions. I fear that

16 I'm going to be speaking more than you guys at your

17 own hearing -- gender neutral as to the ladies.

18 But that said, and what I'm going to do is

19 pose some questions. Again, first within the group of

20 changes in law, creation of jurisdiction, contextual

21 argument, the only argument. Let me just pose one

22 question at a time, and either you can each decide to

23 answer or if you feel whomever answers it first

24 suffices, we can go to the next. I appreciate it very

25 much. 20

1 First of all, although I think it was

2 clear, I reread the briefs and the area in which -- on

3 the change of law. And then you basically say there's

4 some paragraphs that do have a change of law and some

5 that don't.

6 In rereading -- and indulge me one

7 second -- it appeared to be that you tried to

8 differentiate which sections created a change of law

9 or not.

10 But one question about this: Does your

11 alleged right to create jurisdiction under Chapter

12 25A, does that qualify for you as a change in the law?

13 MR. GEJJI: Your Honor --

14 THE COURT: Yeah.

15 MR. SCHAEFER: Go ahead.

16 MR. GEJJI: I think I may have an answer

17 to you. And it might be helpful, Your Honor, to look

18 at House Bill 19. I don't know if you have a copy in

19 front of you, but I have copies to provide the Court

20 if you would like.

21 THE COURT: Please approach the bench.

22 MR. GEJJI: May I approach, Your Honor?

23 THE COURT: Yeah, of course.

24 And I have a number of notebooks.

25 Thank you. I appreciate it. 21

1 Go ahead.

2 MR. GEJJI: Your Honor, if you look at

3 House Bill 19, the changes in law are pretty clear,

4 because you can see that they're underlined.

5 And so Section 1 has amendments to Chapter

6 25A. Section 2 has other amendments to other

7 provisions of the government and other codes.

8 But if you'll look at the other sections

9 after Section 1, 2, and 3, and that starts I believe,

10 Your Honor, on page 25 --

11 THE COURT: 25 or 22?

12 MR. GEJJI: I'm looking at the bottom of

13 page 25. There's Section 500 --

14 THE COURT: Oh, yeah. I thought you were

15 starting to discuss the areas that weren't solidly

16 underlined and that commences on 22. But I'm at 25

17 with you.

18 Go ahead.

19 MR. GEJJI: Right. And so, you know,

20 anything that's not underlined is not a quote/unquote

21 change in law that's being referenced in Section 8.

22 These are independent sections. And so the

23 establishment of this Court is happening in Section 5.

24 And necessarily you don't establish a Court without it

25 having inherent subject-matter jurisdiction. 22

1 And so the change in law that's being

2 referenced in Section 8 is actually the underlined

3 parts of the bill that get inserted into the various

4 codes; but it's not Section 5, which establishes this

5 Court.

6 So the effect of that, Your Honor, is a

7 change in law, you know, the Court gets established

8 independently. The change in law is the various kind

9 of jurisdictional triggering provisions. For example,

10 the subsequent agreement provision, other provisions

11 like that. But those changes in law, you know, the

12 effective date can be triggered as to them under the

13 Prystash case, would be our position.

14 THE COURT: And I'm going to go back to

15 that case. I appreciate it.

16 Please feel free to sit down. I

17 appreciate that.

18 What limitations are there on the parties'

19 alleged right to create jurisdiction in the business

20 court?

21 MR. SCHAEFER: I mean, I will answer that.

22 I think the limitations are those

23 limitations set forth in 25.004. You have the set of

24 lawsuits involving internal affairs. You have certain

25 lawsuits involving publicly traded companies. And 23

1 then separately you have the ability of parties -- and

2 this is 25.004(d): To create jurisdiction when a

3 lawsuit arises out of a contract or commercial

4 transaction in which the parties to the contract or

5 transaction agreed in the contract or a subsequent

6 agreement that the business court has jurisdiction of

7 the action, except in insurance cases.

8 And then it has to also involve a

9 qualified transaction and the amount in controversy

10 has to exceed $10 million.

11 THE COURT: No, and I did not -- I'm

12 cognizant of all that.

13 MR. SCHAEFER: Okay.

14 THE COURT: As you can surmise, the

15 impetus for my question was more toward -- more of a

16 policy question.

17 MR. SCHAEFER: Okay. I don't think there

18 is one.

19 THE COURT: Okay.

20 MR. SCHAEFER: The policy is in a -- when

21 you have a qualified transaction and a dispute that

22 exceeds $10 million, the parties -- Texas law presumes

23 that the parties are sophisticated enough to decide

24 whether to agree to jurisdiction in this court at the

25 time of contracting, in a contractual amendment, or in 24

1 a subsequent agreement while a case is pending, like

2 the parties did here.

3 And that's why an agreed removal can be

4 performed at any time. It's not --

5 THE COURT: Even if a case has been

6 pending -- excuse me.

7 Even if a case has been pending since 2021

8 and all the tremendous amount of work that has been

9 done by you, the parties and, of course, the judge in

10 the other matter?

11 MR. SCHAEFER: Yes.

12 THE COURT: No limitation? Okay.

13 Yes.

14 MR. GEJJI: Yes, Your Honor.

15 And we agree with the plaintiff. And,

16 Your Honor, I sense the Court's concern is, you know,

17 parties are not allowed to create subject-matter

18 jurisdiction on their own. The Court has its own duty

19 and authority to think about a subject-matter

20 jurisdiction.

21 But to be very precise and clear, we're

22 not asking you to step outside the bounds of 25A,

23 Chapter 25A, and invite a lawsuit into this court that

24 would not meet the triggers or the jurisdictional

25 provisions of 25A. 25

1 All we're saying is Section 8, which is

2 the effective date provision, is an available

3 provision. And, therefore, we do fall within the

4 jurisdiction. And the limits that you're concerned

5 about have been laid out by the legislature. We're

6 not trying to violate those limits.

7 THE COURT: I'm going to continue. I'm

8 going to go back to the questions within the whole

9 policy question. A couple of other questions.

10 What impact would allowing cases filed

11 before September 1st to be transferred have on the

12 case laws and resource allocation of the business

13 court?

14 Of what you just did, what if others do

15 the same? From your perspective, they're able to do

16 so, contractually do so, and come, even though the

17 courts have spent years doing their work right here in

18 this building?

19 MR. PRICE: Your Honor, I think the fact

20 that we're now two months in and we're -- we're it,

21 we're the only folks that have done it, is probably an

22 indicator that there's not going to be some -- from a

23 policy perspective -- some flood of cases.

24 I mean, the fact of the matter is, I think

25 a lot of times when cases are existing, maybe have the 26

1 history that our case has, parties have differing

2 views about how they are positioned in that given

3 forum, and it makes it difficult to reach a subsequent

4 agreement, like we were able to do.

5 And I think the fact that you haven't seen

6 any more subsequent agreements, like we have done, in

7 two months, I think ought to give the Court comfort

8 that there's not going to be a flood of, you know,

9 hundreds of cases into the business court if our case

10 were allowed to stay.

11 THE COURT: No, and I appreciate that.

12 And you can imagine the impetus for me

13 these questions are really serving as the conduit for

14 other questions that perhaps my brethren are also

15 asking.

16 So I happen to be in part the conduit,

17 because you're fortunate enough -- we're fortunate

18 enough to have this opportunity. And I appreciate

19 your statement.

20 To that end, feel free to sit, stand,

21 whatever is more comfortable for you.

22 One other in that same vein. What

23 safeguards, if any, exist to prevent parties from, in

24 essence, manipulating jurisdiction, if that's one

25 approach to do it, or create a jurisdiction by 27

1 strategically agreeing to transfer cases to the

2 business court mid-litigation?

3 I surmise you appreciate where I'm going.

4 MR. GEJJI: Your Honor, I do.

5 And I'd like to respond both to your

6 efficiency question about work that's been done by

7 prior judges and to this question.

8 First of all, subject-matter jurisdiction

9 should not rise and fall on how efficient, you know,

10 it is for the system. It really should rise and fall

11 on whether the Court has jurisdiction under the

12 statute or whether it does not.

13 And so to take into consideration, for

14 example, you know, the three years of work that may or

15 may not have been done in another court, would not be

16 a proper -- would not have a proper place in a

17 subject-matter jurisdiction inquiry. This really is

18 about your power to hear this case.

19 And then, secondly, as to the safeguards.

20 The safeguards have been denounced by the legislature.

21 And we're not trying to violate those safeguards. For

22 example, there's not a family law dispute where we

23 just enter into a subsequent agreement and now they're

24 in front of the business court. Rather, it falls into

25 the very parameters that the legislature has set out. 28

1 THE COURT: Okay.

2 Yes.

3 MR. SCHAEFER: Your Honor, if I may just

4 add to that as well. We are also in a unique

5 situation where the judge in our case who oversaw our

6 case for three years was not re-elected.

7 And so regardless of what happens, we are

8 going to have a new judge overseeing our case. And so

9 we -- I think the parties are all very appreciative of

10 the time that Judge Phillips put into our case, and

11 our subsequent agreement was intended in no way to

12 diminish from that work and those efforts.

13 But regardless of what happens in January,

14 she is no longer going to be the judge, and there is

15 going to have to be a new judge overseeing the case.

16 And the parties have contractually agreed, consistent

17 with what the legislature authorized parties to do,

18 that you are going to be that judge.

19 THE COURT: I appreciate that. I'm going

20 to continue with my questions.

21 If Section 8 is not meant to limit the

22 applicability of Chapter 25A to civil actions

23 commenced on or after September 1st, then what meaning

24 does it have?

25 MR. PRICE: I'll take a swing at that. 29

1 In the sense that I think that there's an

2 important distinction between the extent to which it

3 might impose some sort of limit and to the extent that

4 it would be deemed jurisdictional. And I think that's

5 going right to the heart of the Prystash case. That's

6 P-R-Y-S-T-A-S-H.

7 So I think that's the answer. It does

8 have meaning, but it doesn't have jurisdictional

9 meaning. I mean, it's an uncodified -- you know, it

10 is an uncodified extrinsic piece of the statute. I

11 mean, I think, you know, with due respect to Judge

12 Sharp in Jorrie, you know, Judge Jorrie [sic]

13 concludes Section 8 is jurisdictional and we disagree

14 with that. And she does her analysis on page 6 of her

15 opinion by talking about the Court acknowledging the

16 Court derives its power from Article V of the

17 Constitution and from statute. And she says

18 specifically from the code's new Chapter 25A.

19 Well, it's undisputed that Section 8 is

20 not in 25A. She doesn't really address that, other

21 than to just go on and say, well, I'm going to read --

22 I'm going to go ahead and read this uncodified

23 extrinsic piece of the bill as a jurisdictional

24 limitation. I think we -- and that's inconsistent

25 with Prystash. 30

1 THE COURT: And I appreciate it. I'm

2 going to get to Prystash. And as you can tell, I've

3 voluminous things on my desk, trying to follow and

4 think and then ask further questions.

5 One question, just query in this instance.

6 So you provided me Section 19, I appreciate that --

7 excuse me -- House Bill 19. I appreciate that.

8 So there is an advocate piece offered by

9 Senator Bryan Hughes, who is the author of House Bill

10 19. And in the short piece titled -- I'm sure you've

11 seen it, but it is Trailblazing for Tomorrow: The

12 Texas Business Court's Progressive Revamp of State

13 Judicial System.

14 There's a quotation that says: Further

15 existing matters will not suddenly be thrust in a

16 tumultuous mass removal, as HB 19 stipulates that TBC

17 will apply only to those civil actions commenced on or

18 after September 1st.

19 So you're nodding. It sounds like you've

20 seen this. I'm sure we all have.

21 So what's your response?

22 MR. SCHAEFER: Well, I think our case, as

23 a juxtaposition to the five opinions, the five removal

24 opinions that have been issued, is exactly in line

25 with that piece and that -- and that concept. 31

1 Section 8 is a safeguard for parties who

2 are already embroiled in litigation and don't consent

3 to be in business court. Don't enter into a

4 subsequent agreement to be in business court.

5 And there has not been a mass removal.

6 There were several removals of cases without consent

7 and without subsequent agreement. And those cases are

8 largely or so far uniformly getting remanded. You

9 then have our case and we are a separate animal. And

10 in our case, you have an agreement of the parties

11 conferring jurisdiction on this Court.

12 And as Mr. Price mentioned, we're the only

13 case that has done that. There is no other case like

14 our case. And you certainly can't point to our case

15 and say our case is an example of chaos or mass

16 removals to business court.

17 THE COURT: Don't disagree with that.

18 I'm going to go to another question.

19 Could 25A.004(d)(2) refer -- I'll say it again --

20 25A.004(d)(2) refer to form selection clauses and the

21 right to amend form selection clauses following the

22 creation of the business court.

23 MR. ALEXANDER: Your Honor, Fields

24 Alexander.

25 The answer is, I think that it could. But 32

1 the clear text indicates that it's not the only thing

2 that it's referring to, because it very clearly

3 addresses both agreements reached in the contract or

4 agreements reached in a subsequent agreement, which is

5 precisely what we have here.

6 So the idea that it could be limited to

7 form selection clauses in the parties' initial

8 agreement is belied by the language of the

9 legislature.

10 THE COURT: I appreciate that. Thank you.

11 I'm now on this limiting language, this

12 only argument. What legislative history or other

13 evidence -- and I read carefully and I did note, I

14 appreciated the charts, but the point of distinction

15 of the others that specifically had the word "only."

16 That said, what legislative history or

17 other evidence exists to support the assertion that

18 the omission of the limiting language from Section 8

19 was indeed intentional and not merely the result of

20 broad legislative drafting, for instance?

21 MR. SCHAEFER: Your Honor, I think we

22 would point to the Texas Supreme Court's

23 pronouncements on how to interpret legislation, and

24 that you can't really read into statutes the idea that

25 they were unintentionally drafted; right? 33

1 So the fact that a statute is drafted one

2 way in one context in the same, you know, 88th

3 legislature, and a similar provision is drafted

4 differently, that has to be given some meaning.

5 Just like if you had, you know, two

6 contract provisions that are slightly differently

7 worded, they can't be interpreted to mean the exact

8 same thing.

9 And so here we would say the Section 8 of

10 House Bill 19 has to be interpreted differently than

11 House Bill 4381 on Section 7 of our supplemental

12 brief, as an example. And what that means, in our

13 view, Your Honor, is Section 8 is kind of a classic

14 effective date. There's nothing more or less or

15 greater about Section 8. It's an effective date for

16 House Bill 19.

17 As an effective date, as we know from

18 Prystash, the parties can invite the Court to act

19 outside of the effective date of the statute. And so

20 that's -- when we're referring to the only argument,

21 that's the point, is if the legislature has intended

22 to make clear that there were no ways for parties to

23 agree around Section 8, they would have included

24 language to that effect.

25 And by excluding the word "only" in the 34

1 first sentence, by excluding the second sentence that

2 they include in numerous other instances, they allow

3 parties in commenced actions to invite the Court to

4 apply 25A in existing cases.

5 THE COURT: Thank you.

6 Yes, yes.

7 MR. GEJJI: If I may add and supplement?

8 THE COURT: Sure.

9 MR. GEJJI: You'll notice that the parties

10 issued -- joined in the joint brief, and then Lone

11 Star filed the additional brief.

12 And I just want to be clear, because I had

13 referred you earlier to the hard way to get to

14 jurisdiction in this case and the easy way. I think

15 what we're grappling with is really kind of the hard

16 way when you're asking questions about, well, what

17 happens with the actions of the word "only"? You

18 know, does that have contextual significance? What

19 does the provision mean?

20 And, indeed, if you go down that path, you

21 could find jurisdiction in this case, but you might

22 create conflicts with some of the other business court

23 divisions.

24 And at least from the defendant's

25 perspective, I think the safer and probably the better 35

1 course is to sidestep this analysis entirely and say

2 whatever Section 8 might mean, we know that an

3 effective date provision can be waived if there is

4 consent between the parties. And this is one of the

5 very few unique cases where there is consent.

6 THE COURT: And I appreciate you saying

7 that. I'm meticulously, and perhaps a little bit

8 slowly, walking through all of my questions. We'll

9 get there. But I appreciate that. I do. Very much.

10 And perhaps from your perspective,

11 spending a little too much time on the limiting

12 language, but I'm going to ask another question around

13 it.

14 Whoever wants to speak -- and let me also

15 say, there's other counsel. At any point, if some of

16 the younger counsel -- always throughout the year from

17 female colleagues, if anyone else wants to take on, I

18 welcome anyone speaking on the subject.

19 How can the lack of limiting language in

20 Section 8 be reconciled with the general legal

21 principles that new laws are presumed to apply

22 prospectively unless explicitly stated otherwise?

23 So how can the lack of limiting language

24 in Section 8 be reconciled with the general legal

25 principles that new laws are presumed to apply 36

1 prospectively unless explicitly stated otherwise?

2 MR. SCHAEFER: Your Honor, from Lone

3 Star's perspective, I don't think our -- our position

4 is not Section 8 doesn't mean anything. Our position

5 is not Section 8 actually means that Chapter 25A

6 applies to all cases, no matter what. That is not

7 what we propose 25 -- Section 8 means.

8 Our emphasis on the lack of limiting

9 language is intended to focus on the fact that if the

10 legislature wants to make clear that even a subsequent

11 agreement of the parties, or even a Prystash-styled

12 agreement and invitation for the Court to adjudicate

13 the dispute is not sufficient, it can write that in

14 the statute.

15 And it knows how to write that in the

16 statute because it has -- it's written similar things,

17 including in the very same legislature like it did in

18 House Bill 4381. It did not include that language in

19 House Bill 19. And so House Bill 19 should not --

20 Section 8 of House Bill 19 should not be read to

21 preclude what the parties have done here. It is not a

22 broad all-encompassing effective date that precludes

23 any application of House Bill 19 prior to September 1,

24 2024, over the parties' consent.

25 THE COURT: Okay. Momentarily, I'm going 37

1 to go to Prystash. Trying to -- I'm looking at this,

2 giving it deep reflection.

3 One question that I had was, in your

4 additional briefing, was there -- was there an attempt

5 to de-emphasize your reliance on that case? Or are

6 you -- I'm trying to appreciate -- and let me say

7 this. I need to give credit where credit is due. I

8 have some great interns and also Foster that were

9 working with me on this, including over the weekend.

10 And that was just a notation we had. And the nerd in

11 me wants to appreciate that. And I appreciated their

12 thoughts on that.

13 Go ahead.

14 MR. SCHAEFER: We absolutely didn't mean

15 to de-emphasize or downplay Prystash.

16 THE COURT: Okay.

17 MR. SCHAEFER: We just didn't want to be

18 repetitive.

19 THE COURT: No, I agree. And let me say

20 this. No, and I appreciate that very much. Because

21 it was -- you had a short section on Section 8, which

22 is what we asked. It was interesting, of course, that

23 it was just two criminal law cases, which, of course,

24 caught our attention. But I appreciate that.

25 So there is, quoting from that case, 38

1 Prystash, at 3 S.W.3d 522 at 531, it says: The

2 question was not whether Powell could waive a right,

3 it was whether he could complain of an action he

4 requested; this is more, and different, from waiver.

5 So one of the questions, as we were

6 contemplating this was, does, from your perspective,

7 Prystash overrule Powell based on the doctrine of

8 invited error?

9 MR. SCHAEFER: Yes.

10 THE COURT: Okay.

11 MR. SCHAEFER: I think if you go to the

12 next page, 532 -- I have a Westlaw -- I don't know if

13 the Court -- It's on page 10 of the Westlaw copy.

14 It says: We should not have permitted

15 Powell to raise as error an action that he procured.

16 Insofar as we did, our decision in Powell v. State is

17 overruled.

18 We think Prystash expressly overrules

19 Powell.

20 THE COURT: Yeah. And the answer is -- I

21 think we have LEXIS. If you have it, I'll also take

22 it. Thank you.

23 May we turn to the permissive appeal

24 questions?

25 I've read your briefing, the original 39

1 brief at 11/12 and then in other parts 5 and 7, et

2 cetera.

3 I'm very much thinking of section -- Texas

4 Civil Practice and Remedies Code 51.014(d).

5 And as you know: On a party's motion or

6 on its own initiative, a trial Court in a civil action

7 may, by written order, permit an appeal for an order

8 that is not otherwise appealable if the order to be

9 appealed involves a controlling question of law with

10 which there is a substantial ground for difference or

11 opinion or an immediate appeal from the order may

12 materially advance the ultimate termination of the

13 litigation.

14 So to that end, I've got three or four

15 questions in permissive appeal. The first one is --

16 and feel free among you, whoever wants to speak. It

17 can be more than one. My brethren were all quite

18 interested in all this.

19 First, how would permissive appeal in this

20 case advance the ultimate termination of this

21 litigation? Cognizant, of course -- and I've read

22 more than once -- your Rule 11. You're coming back

23 here regardless and I'm looking forward to it.

24 The question -- but, in essence, how would

25 a permissive appeal advance the ultimate termination 40

1 of this litigation?

2 MR. ALEXANDER: Your Honor, I think it

3 might advance the ultimate termination of this

4 litigation by giving both parties, all parties,

5 certainty as to the jurisdictional issues before us,

6 whether we're confronting them following a remand and

7 a nonsuit and a refiling or following a permissive

8 appeal.

9 I think not only will it give certainty to

10 litigants around the state, but I think it will give

11 some degree of certainty to these parties that there's

12 not some jurisdictional trap that we might be

13 confronted with on appeal.

14 I'll harken the Court to, in a somewhat

15 analogous vein, diversity jurisdiction, which, as the

16 Court knows, can be raised as a trap to the unwary on

17 appeal. I know, because it's happened to me. Even

18 though neither side briefed it and neither side

19 believes it, it's before the Court of Appeals.

20 So I do think it could be of some benefit

21 to the parties here. And I know it could be of great

22 benefits to litigants around the state.

23 THE COURT: And I appreciate very much.

24 And that is no doubt part of the consideration, just

25 in terms of what we're creating. And I appreciate 41

1 that. And your clients being willing -- or perhaps

2 you're doing so pro bono -- to engage in this

3 endeavor.

4 Part of the criteria within

5 Section 5104(d) is, of course, that there's

6 substantial -- oh, please don't, you don't need to get

7 up -- substantial ground for difference of opinion.

8 So I'm trying in part just the timing is

9 such. Now no one has raised -- no one has yet, of

10 course -- I don't believe the other parties in the

11 other cases approached it just quite in this manner.

12 So I commend you for being inordinately innovative,

13 sophisticated and all other great word choices.

14 As you know, there's at least already two

15 appeals, traditional appeals, for two of the opinions

16 so far and -- yes.

17 MR. PRICE: Well, I was just going to

18 follow along on my friend's comments. Look, I

19 think -- we think we've done it right. I mean, we

20 think that the invited error arguments, Prystash, the

21 arguments made by our colleagues across here, we think

22 we're right and we think we belong here and that the

23 Court ought to keep us here. And let's move forward

24 and try the case.

25 And that the risk that there'll be some 42

1 sua sponte determination later by an appeals court

2 that this Court, you know, kept it incorrectly, I

3 think we're willing to take that risk. I think we're

4 just simply saying, if the Court were to disagree, we

5 would like to be able to perhaps take it up and -- get

6 it fixed and that that would be in everybody's best

7 interest.

8 THE COURT: I appreciate that.

9 And within this vein, there's no doubt --

10 just for a moment -- if they're in again. I'm

11 exploring all conversation, all different -- all

12 different subjects. So I feel that, given the amount

13 of time we all spent to get here, that I've tried to

14 anticipate everything that perhaps I or other

15 colleagues may have.

16 If indeed the decision is to order remand,

17 what I'm trying to determine is, trying to be very

18 mindful of procedural hurdles and the economics.

19 Trying to determine whether to certify the permissive

20 appeal, because I'm trying to determine if really we

21 have the ability to do so.

22 And would the Fifteenth Court believe we

23 fit the criteria; that's one of the things I'm

24 grappling with.

25 Because just wasting additional resources 43

1 from my perspective, we get there. If the decision

2 ends up being that I believe it would be remanded, so

3 we go there, we go in that direction. You know,

4 clearly the Fifteenth Circuit [sic] says it doesn't

5 fit the criteria, as it perhaps may do so for the

6 appeal. Unclear, obviously.

7 MR. PRICE: Your Honor --

8 THE COURT: Yes, go ahead.

9 MR. PRICE: -- I mean, to the extent, I

10 think you used the phrase I think "procedural

11 hurdles." I think -- and this is in our original

12 brief, joint brief, if I recall correctly. There has

13 been a substantial amount of third-party discovery

14 that has been done and that is ongoing. We have a

15 discovery referee.

16 THE COURT: Yeah. And for your

17 edification, yes, you have, in footnote 2 on your

18 joint brief in support, page 5, footnote 2, you go

19 through all of the bullet points, including -- I know

20 there's -- Daryl has been appointed the referee.

21 MR. PRICE: Right.

23 MR. PRICE: And so there are -- I think

24 a -- if the Court is considering the procedural

25 hurdles of a remand -- well, hey, I read in the 44

1 agreement if I remand it, they're just going to

2 nonsuit and refile in business court, then I'll just

3 be back here.

4 I think there is a possibility that that

5 would create some procedural difficulties with regard

6 to these third parties. Because I can't anticipate

7 what they may do that would, in fact, add costs,

8 elongate this case, which has, frankly, been going on

9 quite a long time already.

10 And so I don't think it's frictionless or

11 costless to just think: Well, I'll remand. There'll

12 be a nonsuit. They'll be back in front of me. And

13 it'll all just pick right back up where it is. That's

14 not exactly a 100 percent certainty.

15 THE COURT: No. And to be clear -- I

16 was -- and I appreciate that statement, having spent

17 30 years doing litigation, and the cost associated,

18 nothing is frictionless and everything comes as a

19 serious cost, mostly to our clients. So I completely

20 appreciate that. I appreciate it and duly noted.

21 And, yes, I've read and I'm very aware of

22 the amount of discovery and pending matters.

23 I was also thinking about the Fifteenth,

24 if there's a permissive to the Court of Appeals.

25 Query: Do we really belong there? And I say "we," 45

1 I'm putting ourselves, if we all jointly go there,

2 because you're asking me to do so.

3 And as you can surmise, particularly being

4 the first of these, my goal would be to get it right.

5 And that is, in part, just going through the analysis

6 and what we have. And I'm not -- what I would ask you

7 is not to further waste the coffers of your clients,

8 because I appreciate that as well.

9 Is there -- is there anything that you

10 believe has not been stated so far on the issue of the

11 permissive appealability of this that you think that

12 the Court would need to consider?

14 THE COURT: Yes.

15 MR. GEJJI: -- procedurally, if the Court

16 were inclined to disagree with the parties and find

17 that it doesn't have jurisdiction, I think you

18 would -- and you were inclined to certify appeal to

19 the Fifteenth Court of Appeals, I think there would

20 need to be some kind of stay, either of the remand

21 order or the case, because as I understand it, you

22 know, once you issue the remand order, it's almost

23 instantly effective.

24 And so if that's the direction that the

25 Court is going, I think within -- and, you know, if 46

1 the Court also wants to certify the appeal, there

2 would be need to be some kind of state provision

3 within the order the Court issues.

4 THE COURT: Oh, that's not -- I'm

5 absolutely cognizant of that. That's not what I was

6 referencing. And I understand procedurally that's

7 what we need to do, but I appreciate that.

8 No. What I'm referencing is: Is there

9 anything that you have not yet written on the subject

10 that -- on the permissive appealability, from your

11 perspective? Is it something -- I appreciate that you

12 prefer not to go in that direction. Completely do.

13 But is there -- do you believe that the

14 Fifteenth Circuit Court of Appeals -- it would make

15 sense for it to take it, based on the criteria I

16 identified at the outset of this line of questioning?

17 MR. ALEXANDER: We do, Your Honor. If

18 this Court were to disagree with the arguments the

19 parties are putting before you, we think that a

20 combination of the questions the Court has been

21 getting from -- apparently from the Court's brethren,

22 the Court's request for additional briefing and oral

23 hearing, et cetera, all signify the fact that this is

24 an issue of significance and that it's an issue where,

25 despite the fact that we think clearly under the 47

1 statute we're right, there is grounds for people to

2 argue the other side.

3 So we do think that if the Court were not

4 to agree with us and accept jurisdiction, that this

5 would be a more than appropriate vehicle for

6 permissive appeal.

7 THE COURT: And it's interesting the way

8 you phrased it, because, from my perspective,

9 obviously this is sui generis to other cases that have

10 been ruled on. I appreciate that. But so far, of

11 course, there's been one particular approach, which

12 is, the cases are being removed and are being

13 remanded.

14 But there's no doubt that it would allow

15 for there to be precedent on something that I do think

16 needs to, at some point, be determined. And to be

17 clear, this is just -- as you can imagine, we're one

18 court. And so the goal is we are one court and a new

19 court. And the goal is just to ensure, as we are

20 scrutinizing everything, as we're trying to create

21 horizontal res judicata. I'm excited we are

22 commencing that effort now.

23 Thank you.

24 Nichole, let me ask you, shall we take a

25 quick break? 48

1 THE COURT REPORTER: Sure, Your Honor.

2 (Court in recess.)

3 THE COURT: I surmise I know the answer,

4 because it's not what was provided.

5 But with regard to Prystash, are there any

6 other cases not in the criminal law realm that address

7 this waivability or non-waivability, depending on your

8 perspective?

9 MR. SCHAEFER: Not that we have found,

10 Your Honor. I would, frankly, say in thinking about

11 those cases and whether those cases would exist and

12 trying to find them, in thinking about statutes like,

13 you know, the Civil Practice and Remedies Code 38.001,

14 which is one of the statutes we pointed to with the

15 different effective date language, I guess I would say

16 in a case involving a change to Civil Practice and

17 Remedies Code Section 38.001, could the parties to

18 that case agree to apply the new version of the

19 statute in the ongoing case?

20 Could they say: We both like the new

21 version of the statute more than the old version and

22 we have agreed collectively to apply the new version?

23 Certainly they could. We are no different than that

24 circumstance.

25 And when parties agree to something like 49

1 that, and agree to apply the new version of 38.001 in

2 an ongoing case, regardless of the, you know,

3 effective date in House Bill 1578, that's never going

4 to be an issue that shows up in a Court of Appeals

5 opinion, because it's an issue that the parties have

6 agreed upon. There is no error. There is no waiver

7 issue. There is no subject-matter jurisdiction issue.

8 It's just a procedural waiver or invitation by the

9 parties, which is what we have here.

10 And so I believe that's why the only

11 instances where this is arising is in the criminal

12 context, in this death penalty context, where the

13 Court is going through, you know, 40 points of error,

14 like in Prystash.

15 THE COURT: All right. Thank you.

16 One moment.

17 On the concept of invited error. So

18 you've got Prystash decided on the doctrine of invited

19 error. Is this a suggestion that the Court should

20 intentionally allow the parties to invite error?

21 MR. SCHAEFER: I don't think the Court

22 allows parties to invite error or not. I think the

23 parties make that decision, and we did make that

24 decision in the subsequent agreement and in

25 the removal context. So I don't -- I guess I would 50

1 say it differently.

2 I would say Prystash recognizes the

3 ability of parties to invite error and to then be

4 estopped from arguing anything inconsistent with

5 getting what they asked for; right?

6 The parties here are asking for you to

7 adjudicate this dispute. We will be estopped from

8 arguing that it was wrong for you to adjudicate this

9 dispute. That's what the invited error doctrine,

10 which is a species of estoppel, stands for.

11 THE COURT: I appreciate that.

12 Yes.

13 MR. GEJJI: Your Honor, I would also add

14 that the very fact that the invited error doctrine was

15 applied to the effective date provision should be an

16 indication that the effective date provision is not

17 something, you know, that is so set in stone that it

18 cannot be, you know, either the invited error doctrine

19 cannot be applied to it or waiver cannot be applied to

20 it.

21 And so when you're thinking of this

22 through the subject-matter jurisdiction lens, that

23 should tell you that the effective date provision is

24 not a jurisdictional provision.

25 THE COURT: Indulge me a few minutes. And 51

1 then what I'll do, I'll see if I have any other

2 additional questions. If not, if -- for lack of

3 better terms, if you want to make closing arguments

4 and then a question I have -- I'm not suggesting I

5 need it, but if -- if during the break you discussed

6 whether you think it would be of value of giving

7 additional briefing on the permissibility -- I'm not

8 suggesting I need it, but if you want it, I would want

9 to make a decision if we're going to do it and timing.

10 Not suggesting that it's needed.

11 As you ponder that for a minute, let me go

12 back to my notes.

13 On the permissive appeal, and I know this

14 was addressed but I just -- so I'll ask it a different

15 way.

16 I'm trying to be mindful of the Court's

17 time, not just my time but all the others, and, of

18 course, the Fifteenth.

19 If the parties will be back before the

20 Court, whether short order or however long it takes,

21 if the case is remanded, the question is: What would

22 an appellate opinion on the legal issue have on the

23 party?

24 What effect would it have, if any? Is

25 that, then, just, Mr. Alexander, only just for the 52

1 good of the jurisprudence?

2 MR. ALEXANDER: Well, it is for the good

3 of the jurisprudence, Your Honor.

4 THE COURT: Yes.

5 MR. ALEXANDER: And so, therefore, it's

6 also I think for the good of the business courts.

7 But for the reasons Mr. Price articulated

8 earlier, there are certain inefficiencies or friction

9 points, et cetera, that despite these parties' best

10 intentions, may arise nonetheless with regard to a

11 remand and a situation in which there is no

12 jurisdiction over this dispute, it needs to be

13 refiled.

14 There are a number of ongoing ancillary

15 discovery actions, et cetera, that, to use a

16 colloquial phrase, a lot of sand could be thrown in

17 our gears.

18 THE COURT: Thank you.

19 Would permitting removal via the Rule 11

20 Agreement conflict with a long-standing principle that

21 jurisdiction cannot be created by agreement?

22 I know we're going back to rehashing. You

23 can both speak.

24 MR. PRICE: Well, no. I mean, I just -- I

25 think we're back to -- I think both sides have hit 53

1 this multiple times.

2 I think the only -- one has to believe

3 that the effective date -- and I'll try to add

4 something and say I found it interesting in the

5 various opinions of the business court, that has been

6 referred to, by my count, as an enabling provision --

7 THE COURT: Indulge me one second, because

8 I actually have the opinions in front of me.

9 MR. PRICE: I'm not going to be able to --

10 unfortunately, I'm not going to be able to give you --

11 THE COURT: Oh, no problem. Okay. I was

12 going to say, if you do, then I can truly follow

13 along.

14 MR. PRICE: Unfortunately, I'm not going

15 to be that good -- I'm not going to be able to give

16 you pincites, Your Honor.

17 THE COURT: No, no. That's okay.

18 MR. PRICE: But by my reading of the

19 various opinions, Section 8 has been referred to as an

20 enabling provision, an effective date provision, an

21 applicability clause, and an operative date provision.

22 Now, regardless of what you want to call

23 it, the premise, though, of the question, which I

24 think we've all tried to communicate and disagree

25 with, is the notion that whatever it is, it's somehow 54

1 a limitation on this Court's jurisdiction,

2 subject-matter jurisdiction, which would then put you

3 into the question that you asked, which is, can the

4 parties agree?

5 And so I think -- I start there and say I

6 kind of disagree with the premise of the question

7 because it's not really a subject-matter jurisdiction

8 issue.

9 And then I would just follow along with

10 that and say, and, furthermore, this statute,

11 interestingly enough, expressly says that we can. And

12 that's the subsequent agreement provision.

13 THE COURT: I appreciate also pointing out

14 the various adjectives described in Section 8. We'll

15 have to be very careful.

16 Yes. Go ahead.

17 MR. GEJJI: Your Honor, I agree with what

18 Lone Star's counsel said. I would also add the point

19 that if we start labeling these different sections as

20 jurisdictional, we don't really have a clear endpoint,

21 because nothing within Section 8 says it's a

22 jurisdictional provision.

23 The only jurisdictional provisions are the

24 ones that got inserted into Chapter 25A, and we're

25 clearly within the bounds of those provisions. 55

1 And so to call Section 8 also

2 jurisdictional means that multiple other kinds of

3 sections within the statute could also be labeled

4 jurisdictional.

5 And the Supreme Court has clearly told us

6 that we should be clear about what is jurisdictional

7 and what is just a non-jurisdictional provision that

8 can be waived or forfeited.

9 THE COURT: Okay. I am going to ask a

10 question and not use the word "jurisdiction," so I

11 don't get in trouble.

12 So do the parties contend, do you contend,

13 that a simple agreed notice of removal is required to

14 circumvent Section 8 of HB 19?

15 This will be the last time I discuss it.

16 So do the parties contend that the simple

17 agreed notice of removal is required; that that's all

18 you need to do to just do away with Section 8?

19 MR. SCHAEFER: I don't think so. I think

20 to Mr. Gejji's point, there is a jurisdictional

21 provision in House Bill 19. And it is in Section 1 of

22 House Bill 19, which adds Section 25A.004 to the Texas

23 Government Code, which is titled Jurisdiction and

24 Powers.

25 And the way that the Texas Business Court 56

1 gets jurisdiction under 25A.004, like Mr. Price just

2 said, under subsection D, is the action -- is a

3 qualifying transaction, which ours is. The amount in

4 controversy exceeds $10 million, which ours does. And

5 the parties agree in their contract or a subsequent

6 agreement that the business court has jurisdiction

7 over the dispute.

8 Those three things aren't met simply by

9 saying: I'm filing an agreed notice of removal. You

10 have to have those things. We have those things. And

11 we have those things with a post-September 1, 2024,

12 subsequent agreement. That's how you give

13 jurisdiction to the business court under House Bill 19

14 and Section 25A.

15 THE COURT: I think -- I need a copy -- I

16 have a copy. It's now back in the jury room.

17 Is that underlined in your copy?

18 MR. SCHAEFER: Are you talking about

19 A.004?

20 THE COURT: Yes.

21 MR. SCHAEFER: Yes.

22 THE COURT: Under the whole changed

23 section of law?

24 MR. SCHAEFER: Yes.

25 THE COURT: Thank you. 57

1 Well, I'm most appreciative. If either or

2 all wish to make, for lack of better terms, closing

3 thoughts or remarks on this.

4 MR. GEJJI: Your Honor, nothing further

5 from the defendants if the Court doesn't have any

6 other questions.

7 MR. PRICE: We don't have anything

8 further.

9 THE COURT: I do have one final -- thank

10 you. I do have one final question, which is: Is it

11 of interest to you -- and -- to do any additional

12 briefing on the permissibility of the appeal?

13 MR. PRICE: Not from Lone Star's

14 perspective.

15 THE COURT: Perfect.

16 MR. ALEXANDER: We concur, Your Honor.

17 THE COURT: Perfect. Okay.

18 Well, I'm most appreciative of your time.

19 I very much enjoyed reading the briefs, contemplating

20 all this. And I thank you.

22 (Court adjourned.)

25 58

1 REPORTER'S CERTIFICATE

2 THE STATE OF TEXAS )

3 COUNTY OF HARRIS )

4 I, Nichole Forrest, Official Court

5 Reporter in and for the Texas Business Court, Houston

6 Division, State of Texas, do hereby certify that the

7 above and foregoing contains a true and correct

8 transcription of all portions of evidence and other

9 proceedings requested in writing by counsel for the

10 parties to be included in this volume of the

11 Reporter's Record in the above-styled and numbered

12 cause, all of which occurred in open court or in

13 chambers and were reported by me.

14 I further certify that this Reporter's

15 Record of the proceedings truly and correctly

16 references the exhibits, if any, admitted by the

17 respective parties.

18 WITNESS MY OFFICIAL HAND this 2nd day of

19 December, 2024.

21 /s/Nichole Forrest _______ Nichole Forrest, RDR, RMR, CRR, CRC 22 Texas CSR #12777 Official Court Reporter 23 Texas Business Court

25 59 # 23:23, 23:25, 27:22, 28:18, A 28:20, 33:4, 35:5, 53:24, 55:14 25A.004 [4] - 9:17, 10:12, 54:22, #12777 [2] - 1:17, 57:22 55:1 a [186] - 2:12, 2:14, 2:17, 2:21, 25A.004(d)(2 [2] - 30:19, 30:20 2:22, 3:7, 3:10, 3:17, 3:22, $ 26th [1] - 3:15 4:15, 4:17, 4:25, 5:3, 5:15, 2nd [1] - 57:18 6:12, 6:14, 6:15, 6:16, 7:15, 7:16, 8:5, 8:10, 8:18, 8:24, $10 [3] - 22:10, 22:22, 55:4 8:25, 9:2, 9:4, 9:6, 9:9, 9:12, 3 9:18, 10:3, 10:13, 10:15, 10:16, / 11:13, 11:14, 11:16, 11:23, 3 [2] - 20:9, 37:1 12:5, 12:6, 12:7, 12:9, 12:10, 30 [1] - 43:17 12:13, 12:15, 12:19, 12:21, /s/Nichole [1] - 57:21 355 [1] - 4:2 13:5, 13:6, 13:8, 13:23, 14:6, 38.001 [3] - 47:13, 47:17, 48:1 14:10, 14:25, 15:2, 15:6, 15:17, 1 15:21, 17:17, 17:19, 17:20, 4 18:6, 18:15, 18:22, 19:4, 19:8, 1 [6] - 10:8, 20:5, 20:9, 35:23, 19:12, 19:18, 19:24, 20:20, 54:21, 55:11 20:24, 21:6, 22:2, 22:3, 22:5, 40 [1] - 48:13 22:8, 22:15, 22:20, 22:21, 1.14 [1] - 10:24 4381 [2] - 32:11, 35:18 22:25, 23:1, 23:5, 23:7, 23:19, 10 [1] - 37:13 4:30 [1] - 5:12 23:23, 24:9, 24:22, 24:25, 25:3, 100 [1] - 43:14 4th [1] - 3:21 25:8, 25:25, 26:16, 26:22, 1045 [3] - 10:24, 11:2, 14:23 11 [5] - 3:10, 8:17, 15:17, 38:22, 26:23, 27:4, 27:8, 27:15, 27:25, 51:19 5 28:23, 29:14, 29:15, 29:23, 11/12 [1] - 38:1 30:1, 30:3, 30:5, 30:9, 31:4, 12 [1] - 2:2 32:1, 32:3, 32:13, 34:7, 34:11, 5 [6] - 17:6, 17:23, 20:23, 21:4, 12th [2] - 1:10, 3:23 35:10, 35:11, 35:21, 36:10, 38:1, 42:18 13 [1] - 3:9 36:21, 37:2, 37:12, 38:5, 38:6, 500 [1] - 20:13 13th [1] - 10:3 38:9, 38:10, 38:25, 39:6, 39:7, 51.014(d) [1] - 38:4 39:14, 39:16, 41:10, 42:13, 15 [1] - 3:6 5104(d [1] - 40:5 42:14, 42:24, 42:25, 43:4, 43:9, 1578 [1] - 48:3 522 [1] - 37:1 43:12, 43:14, 43:18, 43:24, 16th [2] - 3:12, 3:17 531 [1] - 37:1 45:19, 46:5, 46:18, 46:24, 18th [1] - 3:18 532 [1] - 37:12 47:16, 48:4, 48:8, 48:19, 49:10, 19 [17] - 10:16, 19:18, 20:3, 49:24, 49:25, 50:4, 50:9, 50:11, 29:6, 29:7, 29:10, 29:16, 32:10, 6 50:14, 51:10, 51:11, 51:14, 32:16, 35:19, 35:20, 35:23, 51:15, 51:16, 51:20, 53:1, 53:7, 54:14, 54:21, 54:22, 55:13 6 [1] - 28:14 53:20, 53:21, 54:7, 54:9, 54:13, 1:03 [1] - 2:2 54:20, 55:2, 55:5, 55:11, 55:15, 1st [9] - 11:3, 11:5, 12:20, 13:9, 55:16, 57:7 16:9, 16:22, 24:11, 27:23, 7 A [1] - 28:6 29:18 A.004 [1] - 55:19 7 [2] - 32:11, 38:1 Abe [1] - 6:23 2 70 [1] - 15:1 ability [4] - 9:17, 22:1, 41:21, 49:3 2 [5] - 13:20, 20:6, 20:9, 42:17, 8 able [7] - 6:5, 24:15, 25:4, 41:5, 42:18 52:9, 52:10, 52:15 2021 [2] - 3:6, 23:7 about [22] - 2:18, 5:21, 6:1, 8 [38] - 3:19, 10:14, 10:15, 2024 [10] - 1:10, 2:2, 3:9, 11:3, 9:21, 10:15, 12:18, 15:5, 15:22, 11:12, 16:18, 16:21, 16:23, 19:10, 23:19, 24:5, 25:2, 26:6, 11:5, 16:9, 16:22, 35:24, 55:11, 17:3, 17:5, 17:13, 17:17, 17:25, 26:18, 28:15, 32:15, 33:16, 57:19 20:21, 21:2, 24:1, 27:21, 28:13, 43:23, 47:10, 47:12, 54:6, 22 [2] - 20:11, 20:16 28:19, 30:1, 31:18, 32:9, 32:13, 55:18 24-BC04B-0001 [1] - 14:11 32:15, 32:23, 34:2, 34:20, 24-BC11A-0004 [1] - 1:1 above [3] - 1:12, 57:7, 57:11 34:24, 35:4, 35:5, 35:7, 35:20, 25 [5] - 20:10, 20:11, 20:13, above-entitled [1] - 1:12 36:21, 52:19, 53:14, 53:21, 20:16, 35:7 above-styled [1] - 57:11 54:1, 54:14, 54:18 25.004 [1] - 21:23 absolutely [4] - 6:15, 14:14, 88th [1] - 32:2 25.004(d [1] - 22:2 36:14, 45:5 25A [12] - 19:12, 20:6, 23:22, accept [1] - 46:4 60 accompanying [1] - 3:6 ahead [8] - 13:16, 19:15, 20:1, analysis [4] - 16:18, 28:14, acknowledging [1] - 28:15 20:18, 28:22, 36:13, 42:8, 34:1, 44:5 Acquisitions [2] - 14:1, 14:2 53:16 ancillary [1] - 51:14 across [2] - 2:11, 40:21 al [1] - 1:3 and [326] - 1:12, 2:8, 2:16, 2:18, act [2] - 11:1, 32:18 albeit [1] - 14:20 2:20, 2:24, 3:3, 3:6, 3:23, 3:24, action [5] - 22:7, 37:3, 37:15, Alexander [3] - 7:2, 30:24, 4:5, 4:15, 4:18, 4:21, 4:22, 38:6, 55:2 50:25 4:23, 5:4, 5:13, 5:17, 5:18, 6:2, actions [6] - 4:3, 27:22, 29:17, ALEXANDER [6] - 30:23, 39:2, 6:4, 6:11, 6:12, 6:16, 6:23, 7:3, 33:3, 33:17, 51:15 45:17, 51:2, 51:5, 56:16 7:15, 7:16, 7:18, 7:20, 8:3, actually [5] - 3:17, 15:24, 21:2, all [49] - 2:7, 2:10, 2:14, 2:16, 8:12, 8:15, 8:16, 9:6, 9:8, 9:13, 35:5, 52:8 3:23, 5:4, 5:6, 6:7, 6:13, 7:11, 9:21, 9:25, 10:1, 10:6, 10:13, add [7] - 12:17, 27:4, 33:7, 43:7, 7:12, 7:23, 9:8, 10:6, 10:10, 11:4, 11:7, 11:9, 11:10, 11:12, 49:13, 52:3, 53:18 11:5, 13:19, 13:23, 14:5, 19:1, 11:16, 11:25, 12:6, 12:9, 12:11, additional [9] - 3:15, 3:19, 22:12, 23:8, 24:1, 26:8, 27:9, 12:18, 12:21, 12:23, 13:10, 33:11, 36:4, 41:25, 45:22, 50:2, 29:20, 34:8, 35:6, 35:22, 38:17, 13:11, 13:14, 13:24, 14:5, 14:9, 50:7, 56:11 38:18, 39:4, 40:13, 41:11, 14:10, 14:15, 14:16, 14:18, address [3] - 4:3, 28:20, 47:6 41:13, 42:19, 43:13, 44:1, 14:19, 14:23, 15:5, 15:6, 15:17, addressed [3] - 4:23, 8:11, 45:23, 48:15, 50:17, 52:24, 15:20, 15:23, 15:25, 16:1, 16:5, 50:14 54:17, 56:2, 56:20, 57:8, 57:12 16:7, 16:13, 16:15, 16:16, addresses [1] - 31:3 all-encompassing [1] - 35:22 16:18, 16:19, 17:4, 17:5, 17:6, adds [1] - 54:22 alleged [2] - 19:11, 21:19 17:9, 17:10, 17:12, 17:13, adjectives [1] - 53:14 allocation [1] - 24:12 17:20, 17:22, 17:25, 18:2, 18:6, adjourned [1] - 56:22 allow [4] - 6:15, 33:2, 46:14, 18:10, 18:11, 18:18, 18:22, 48:20 19:2, 19:3, 19:4, 19:6, 19:17, adjudicate [5] - 11:9, 11:18, allowed [4] - 10:8, 10:11, 23:17, 19:24, 20:5, 20:7, 20:9, 20:16, 35:12, 49:7, 49:8 25:10 20:19, 20:22, 20:24, 21:1, adjudicated [1] - 12:16 allowing [1] - 24:10 21:14, 21:25, 22:1, 22:8, 22:9, adjudicating [1] - 11:9 allows [2] - 9:17, 48:22 22:11, 22:21, 23:3, 23:8, 23:9, admitted [1] - 57:16 almost [2] - 10:25, 44:22 23:15, 23:19, 23:21, 23:23, Adrogué [1] - 1:13 along [3] - 40:18, 52:13, 53:9 24:3, 24:4, 24:12, 24:16, 24:20, advance [4] - 38:12, 38:20, already [4] - 5:16, 30:2, 40:14, 25:3, 25:5, 25:11, 25:12, 25:18, 38:25, 39:3 43:9 26:5, 26:7, 26:9, 26:10, 26:13, advisory [1] - 13:25 26:19, 26:21, 26:23, 27:7, 27:8, advocate [1] - 29:8 also [17] - 5:21, 6:2, 10:23, 27:10, 27:12, 27:14, 27:16, affairs [1] - 21:24 22:8, 25:14, 27:4, 34:14, 36:8, 28:3, 28:4, 28:13, 28:14, 28:17, after [10] - 3:12, 6:13, 11:2, 37:21, 43:23, 45:1, 49:13, 51:6, 28:21, 28:22, 28:24, 29:1, 29:2, 12:20, 12:23, 13:9, 15:5, 20:9, 53:13, 53:18, 54:1, 54:3 29:3, 29:4, 29:10, 29:25, 30:2, 27:23, 29:18 although [1] - 19:1 30:5, 30:7, 30:9, 30:12, 30:14, afternoon [1] - 2:7 always [2] - 11:24, 34:16 30:15, 30:20, 31:13, 31:19, afterwards [1] - 4:14 am [3] - 4:24, 14:23, 54:9 31:23, 32:3, 32:9, 32:12, 32:19, again [5] - 3:20, 3:23, 18:19, ambit [1] - 16:22 32:25, 33:7, 33:10, 33:12, 30:19, 41:10 amend [1] - 30:21 33:14, 33:20, 33:24, 33:25, against [1] - 16:18 amendment [1] - 22:25 34:1, 34:4, 34:6, 34:7, 34:10, agree [16] - 9:13, 11:14, 15:18, amendments [2] - 20:5, 20:6 34:14, 35:12, 35:15, 35:19, 17:14, 17:16, 22:24, 23:15, among [1] - 38:16 36:6, 36:8, 36:10, 36:11, 36:19, 32:23, 36:19, 46:4, 47:18, amount [6] - 22:9, 23:8, 41:12, 36:20, 37:4, 37:20, 38:1, 38:4, 47:25, 48:1, 53:4, 53:17, 55:5 42:13, 43:22, 55:3 38:5, 38:16, 38:21, 38:23, 39:6, agreed [9] - 7:8, 22:5, 23:3, ample [1] - 2:19 39:7, 39:18, 39:21, 39:23, 27:16, 47:22, 48:6, 54:13, an [49] - 3:12, 5:23, 6:21, 7:8, 39:24, 39:25, 40:1, 40:13, 54:17, 55:9 9:11, 10:24, 11:12, 11:22, 40:16, 40:22, 40:23, 40:24, agreeing [1] - 26:1 11:23, 12:19, 13:25, 15:25, 40:25, 41:5, 41:6, 41:9, 41:18, Agreement [3] - 3:10, 15:17, 16:17, 17:2, 17:13, 19:16, 23:3, 41:22, 42:11, 42:14, 42:16, 51:20 24:2, 24:21, 28:1, 28:9, 28:10, 42:23, 43:2, 43:10, 43:12, agreement [27] - 10:3, 10:4, 29:8, 30:10, 30:15, 32:12, 43:15, 43:16, 43:17, 43:18, 12:15, 12:20, 13:7, 14:6, 18:1, 32:15, 32:17, 34:2, 36:4, 37:3, 43:20, 43:21, 43:22, 43:25, 21:10, 22:6, 23:1, 25:4, 26:23, 37:15, 38:7, 38:11, 41:1, 45:24, 44:3, 44:5, 44:6, 44:16, 44:18, 27:11, 30:4, 30:7, 30:10, 31:4, 48:2, 48:4, 48:5, 49:15, 50:22, 44:24, 44:25, 45:6, 45:22, 31:8, 35:11, 35:12, 43:1, 48:24, 52:6, 52:19, 52:20, 52:21, 55:9 45:24, 46:4, 46:7, 46:12, 46:16, 51:21, 53:12, 55:6, 55:12 analog [1] - 9:4 46:18, 46:19, 47:11, 47:13, agreements [4] - 9:15, 25:6, analogous [2] - 13:11, 39:15 47:16, 47:21, 47:25, 48:1, 31:3, 31:4 analogy [1] - 14:20 48:10, 48:23, 48:24, 49:3, 61 49:21, 49:25, 50:4, 50:9, 50:13, 43:16, 43:20, 44:8, 45:7, 45:11, assertion [1] - 31:17 50:17, 51:5, 51:11, 52:3, 52:4, 46:10, 49:11, 53:13 associated [1] - 43:17 52:21, 52:24, 53:5, 53:9, 53:10, appreciated [3] - 3:3, 31:14, associates [1] - 3:24 53:11, 53:24, 54:1, 54:5, 54:7, 36:11 assume [2] - 7:22, 8:4 54:10, 54:21, 54:23, 54:25, appreciative [5] - 2:8, 7:19, at [31] - 4:11, 5:12, 5:23, 6:7, 55:4, 55:10, 55:14, 56:11, 27:9, 56:1, 56:18 9:8, 10:21, 12:23, 13:1, 15:4, 56:20, 57:5, 57:7, 57:8, 57:11, approach [4] - 19:21, 19:22, 17:5, 17:7, 18:16, 18:22, 19:18, 57:13, 57:15 25:25, 46:11 20:2, 20:8, 20:12, 20:16, 22:24, Andrew [1] - 6:23 approached [1] - 40:11 23:4, 27:25, 33:24, 34:15, 36:1, animal [1] - 30:9 appropriate [1] - 46:5 37:1, 38:1, 40:14, 45:16, 46:16 another [4] - 5:11, 26:15, 30:18, appropriately [1] - 3:16 attempt [1] - 36:4 34:12 are [47] - 2:25, 4:23, 5:9, 10:7, attention [1] - 36:24 answer [10] - 6:5, 16:10, 18:11, 10:10, 13:2, 15:21, 16:11, attorneys [1] - 3:24 18:23, 19:16, 21:21, 28:7, 16:13, 16:22, 17:15, 20:3, author [1] - 29:9 30:25, 37:20, 47:3 20:22, 21:18, 21:22, 22:23, authority [1] - 23:19 answers [1] - 18:23 23:17, 24:25, 25:2, 25:13, authorized [1] - 27:17 anticipate [3] - 6:13, 41:14, 25:14, 27:4, 27:7, 27:9, 27:18, available [1] - 24:2 43:6 30:2, 30:7, 30:9, 32:6, 34:21, aware [2] - 14:23, 43:21 Antonio [3] - 4:16, 6:3, 8:16 34:25, 36:5, 42:23, 45:19, away [1] - 54:18 any [17] - 8:10, 11:19, 14:2, 46:12, 46:18, 46:19, 46:21, 16:2, 18:7, 18:11, 23:4, 25:6, 47:5, 47:23, 49:6, 51:8, 51:14, B 25:23, 34:15, 35:23, 47:5, 50:1, 53:23, 55:18 50:24, 56:5, 56:11, 57:16 area [1] - 19:2 anyone [2] - 34:17, 34:18 areas [1] - 20:15 back [11] - 21:14, 24:8, 38:22, anything [8] - 15:4, 15:8, 20:20, aren't [1] - 55:8 43:3, 43:12, 43:13, 50:12, 35:4, 44:9, 45:9, 49:4, 56:7 argue [1] - 46:2 50:19, 51:22, 51:25, 55:16 apparently [1] - 45:21 arguing [2] - 49:4, 49:8 based [2] - 37:7, 45:15 appeal [17] - 5:22, 37:23, 38:7, argument [6] - 5:20, 18:21, basically [2] - 16:18, 19:3 38:11, 38:15, 38:19, 38:25, 31:12, 32:20 be [90] - 1:11, 2:8, 5:13, 5:14, 39:8, 39:13, 39:17, 41:20, 42:6, arguments [5] - 11:19, 40:20, 5:18, 6:5, 7:15, 7:24, 8:6, 8:24, 44:18, 45:1, 46:6, 50:13, 56:12 40:21, 45:18, 50:3 12:16, 15:1, 16:17, 17:18, appealability [2] - 44:11, 45:10 arise [1] - 51:10 18:16, 19:7, 19:17, 21:12, appealable [2] - 11:24, 38:8 arises [1] - 22:3 21:13, 23:3, 23:21, 24:11, appealed [1] - 38:9 arising [1] - 48:11 24:22, 25:8, 25:16, 26:15, Appeals [6] - 10:23, 39:19, around [6] - 11:15, 15:22, 27:14, 27:15, 27:18, 28:4, 43:24, 44:19, 45:14, 48:4 32:23, 34:12, 39:10, 39:22 29:15, 30:3, 30:4, 31:6, 32:4, appeals [7] - 11:2, 11:6, 11:9, Article [5] - 9:5, 9:7, 9:12, 9:20, 32:7, 32:10, 33:12, 34:3, 34:20, 11:10, 40:15, 41:1 28:16 34:24, 35:20, 36:17, 38:8, appear [2] - 14:2, 14:5 38:17, 39:12, 39:16, 39:20, articulated [1] - 51:7 appearance [3] - 2:15, 6:10, 39:21, 40:25, 41:5, 41:6, 41:17, as [61] - 2:21, 3:9, 3:22, 4:7, 5:7, 6:21 42:2, 43:3, 43:12, 43:15, 44:4, 5:14, 6:16, 7:7, 7:12, 7:20, 8:5, 44:20, 45:2, 46:5, 46:15, 46:16, appearances [1] - 5:8 8:23, 10:2, 10:5, 11:4, 11:12, 48:4, 49:3, 49:7, 49:15, 49:18, appeared [1] - 19:7 11:13, 11:16, 14:17, 14:19, 49:19, 50:6, 50:16, 50:19, appellate [1] - 50:22 14:20, 15:16, 17:2, 17:15, 51:12, 51:16, 51:21, 52:9, appendixes [1] - 3:7 17:19, 18:17, 19:12, 21:12, 52:10, 52:15, 53:15, 54:3, 54:6, applicability [2] - 27:22, 52:21 22:14, 25:13, 26:19, 27:4, 54:8, 54:15, 57:10 application [1] - 35:23 28:23, 29:2, 29:16, 29:22, because [23] - 4:13, 15:21, applied [3] - 49:15, 49:19 30:12, 32:12, 32:17, 37:5, 17:1, 18:4, 20:4, 25:17, 31:2, applies [1] - 35:6 37:15, 37:16, 38:5, 39:5, 39:15, 33:12, 35:16, 36:20, 39:17, apply [9] - 11:2, 12:10, 29:17, 39:16, 40:14, 42:5, 43:18, 44:3, 41:20, 41:25, 43:6, 44:2, 44:8, 33:4, 34:21, 34:25, 47:18, 44:8, 44:21, 46:17, 46:19, 44:21, 46:8, 47:4, 48:5, 52:7, 47:22, 48:1 46:20, 50:11, 52:6, 52:19, 53:7, 53:21 appointed [3] - 9:1, 9:5, 42:20 53:19 Beck [3] - 7:1, 7:14, 14:16 appreciate [38] - 3:3, 7:20, ask [13] - 4:25, 5:8, 5:18, 5:21, 5:23, 9:10, 15:5, 29:4, 34:12, been [27] - 4:9, 8:11, 8:25, 11:9, 13:16, 14:18, 15:7, 18:13, 44:6, 46:24, 50:14, 54:9 11:11, 16:2, 17:8, 23:5, 23:7, 18:14, 18:24, 19:25, 21:15, 23:8, 24:5, 26:6, 26:15, 26:20, 21:17, 25:11, 25:18, 26:3, asked [6] - 2:21, 6:14, 12:24, 29:24, 30:5, 42:13, 42:14, 27:19, 29:1, 29:6, 29:7, 31:10, 36:22, 49:5, 53:3 42:20, 43:8, 44:10, 45:20, 34:6, 34:9, 36:6, 36:11, 36:20, asking [6] - 6:14, 23:22, 25:15, 46:10, 46:11, 52:5, 52:19 36:24, 39:23, 39:25, 41:8, 33:16, 44:2, 49:6 62 before [10] - 1:12, 3:8, 15:24, 33:22, 43:2, 51:6, 52:5, 55:6, 47:11 16:8, 16:21, 24:11, 39:5, 39:19, 55:13 Cassie [1] - 7:3 45:19, 50:19 Business [13] - 1:14, 1:18, 2:11, caught [1] - 36:24 began [1] - 11:5 3:11, 9:11, 10:22, 14:10, 14:22, Cause [1] - 14:11 behalf [1] - 15:14 16:3, 29:12, 54:25, 57:5, 57:23 CAUSE [1] - 1:1 being [10] - 4:2, 17:15, 20:21, but [47] - 2:11, 2:16, 3:1, 5:4, cause [2] - 1:12, 57:12 21:1, 40:1, 40:12, 42:2, 44:3, 5:13, 7:13, 8:4, 8:16, 8:18, certain [2] - 21:24, 51:8 46:12 10:20, 13:12, 14:1, 14:4, 15:5, certainly [4] - 12:12, 14:5, belied [1] - 31:8 15:23, 16:24, 18:18, 19:10, 30:14, 47:23 believe [9] - 18:5, 20:9, 40:10, 19:19, 20:8, 20:16, 21:4, 21:11, certainty [4] - 39:5, 39:9, 39:11, 41:22, 42:2, 44:10, 45:13, 23:21, 27:13, 28:8, 29:11, 43:14 48:10, 52:2 30:25, 31:14, 33:21, 34:9, CERTIFICATE [1] - 57:1 believes [2] - 5:2, 39:19 34:12, 36:24, 38:24, 39:10, certify [5] - 41:19, 44:18, 45:1, belong [2] - 40:22, 43:25 45:7, 45:13, 46:10, 46:14, 47:5, 57:6, 57:14 bench [1] - 19:21 50:5, 50:8, 50:14, 50:17, 51:7, cetera [4] - 38:2, 45:23, 51:9, benefit [1] - 39:20 52:18 51:15 benefits [1] - 39:22 by [35] - 1:15, 7:2, 7:11, 7:13, challenges [1] - 10:6 best [4] - 2:25, 7:7, 41:6, 51:9 8:11, 8:23, 8:25, 9:21, 11:1, chambers [1] - 57:13 better [4] - 6:8, 33:25, 50:3, 11:11, 12:16, 16:3, 18:7, 23:9, Chang [1] - 6:23 56:2 24:5, 25:25, 26:6, 26:20, 28:15, change [10] - 5:19, 19:3, 19:4, between [4] - 16:6, 28:2, 34:4 29:8, 31:8, 32:25, 33:1, 38:7, 19:8, 19:12, 20:21, 21:1, 21:7, Bill [20] - 10:16, 10:24, 11:1, 39:4, 40:21, 41:1, 48:8, 51:21, 21:8, 47:16 14:23, 19:18, 20:3, 29:7, 29:9, 52:6, 52:18, 55:8, 57:9, 57:13, changed [1] - 55:22 32:10, 32:11, 32:16, 35:18, 57:16 changes [5] - 11:1, 17:15, 35:19, 35:20, 35:23, 48:3, 18:20, 20:3, 21:11 54:21, 54:22, 55:13 C chaos [1] - 30:15 bill [2] - 21:3, 28:23 Chapter [7] - 19:11, 20:5, 23:23, bit [1] - 34:7 call [3] - 8:2, 52:22, 54:1 27:22, 28:18, 35:5, 53:24 bono [1] - 40:2 came [2] - 1:11, 4:13 charts [1] - 31:14 bored [1] - 8:6 can [34] - 6:11, 8:3, 9:12, 9:14, checked [1] - 17:11 both [8] - 8:3, 17:14, 26:5, 31:3, 11:14, 11:17, 12:9, 13:20, 17:1, choices [1] - 40:13 39:4, 47:20, 51:23, 51:25 17:5, 17:7, 18:5, 18:22, 18:24, choosing [2] - 10:4, 10:5 bottom [1] - 20:12 20:4, 21:12, 22:14, 23:3, 25:12, Circuit [2] - 42:4, 45:14 bounds [2] - 23:22, 53:25 29:2, 32:18, 34:3, 34:19, 34:23, circumstance [1] - 47:24 Brawley [1] - 7:3 35:13, 38:17, 39:16, 44:3, circumvent [1] - 54:14 break [6] - 6:12, 6:14, 6:15, 46:17, 51:23, 52:12, 53:3, cited [2] - 17:9, 18:2 15:6, 46:25, 50:5 53:11, 54:8 civil [3] - 27:22, 29:17, 38:6 brethren [4] - 7:13, 25:14, can't [4] - 30:14, 31:24, 32:7, Civil [3] - 38:4, 47:13, 47:16 38:17, 45:21 43:6 clarification [1] - 4:24 brief [14] - 3:13, 10:9, 16:16, cannot [4] - 49:18, 49:19, 51:21 classic [1] - 32:13 16:25, 17:23, 18:3, 32:12, capital [2] - 12:5, 12:11 clause [1] - 52:21 33:10, 33:11, 38:1, 42:12, careful [1] - 53:15 clauses [3] - 30:20, 30:21, 31:7 42:18 carefully [3] - 2:22, 7:22, 31:13 clear [13] - 11:22, 14:4, 19:2, briefed [3] - 5:25, 14:22, 39:18 case [52] - 3:1, 6:2, 7:12, 8:9, 20:3, 23:21, 31:1, 32:22, 33:12, briefing [14] - 2:22, 3:16, 3:19, 11:21, 11:22, 12:5, 12:15, 13:5, 35:10, 43:15, 46:17, 53:20, 4:8, 4:12, 5:24, 7:11, 10:20, 14:11, 16:1, 16:14, 16:21, 54:6 13:1, 36:4, 37:25, 45:22, 50:7, 17:10, 17:13, 17:16, 21:13, clearly [5] - 31:2, 42:4, 45:25, 56:12 21:15, 23:1, 23:5, 23:7, 24:12, 53:25, 54:5 briefs [2] - 19:2, 56:19 25:1, 25:9, 26:18, 27:5, 27:6, clients [3] - 40:1, 43:19, 44:7 broad [2] - 31:20, 35:22 27:8, 27:10, 27:15, 28:5, 29:22, closest [1] - 14:20 broader [1] - 18:8 30:9, 30:10, 30:13, 30:14, closing [2] - 50:3, 56:2 Bryan [1] - 29:9 30:15, 33:14, 33:21, 36:5, Cobra [2] - 14:1, 14:2 building [1] - 24:18 36:25, 38:20, 40:24, 43:8, code [1] - 17:8 bullet [1] - 42:19 44:21, 47:16, 47:18, 47:19, Code [4] - 38:4, 47:13, 47:17, bunch [2] - 7:15, 7:16 48:2, 50:21 54:23 BUSINESS [1] - 1:3 cases [25] - 7:12, 14:25, 16:8, code's [1] - 28:18 business [24] - 2:9, 3:2, 4:3, 16:11, 16:12, 16:21, 18:9, 22:7, codes [2] - 20:7, 21:4 4:6, 9:16, 17:6, 17:24, 18:1, 24:10, 24:23, 24:25, 25:9, 26:1, coffers [1] - 44:7 21:19, 22:6, 24:12, 25:9, 26:2, 30:6, 30:7, 33:4, 34:5, 35:6, cognizant [6] - 4:8, 4:10, 5:18, 26:24, 30:3, 30:4, 30:16, 30:22, 36:23, 40:11, 46:9, 46:12, 47:6, 63 22:12, 38:21, 45:5 33:18 19:14, 19:21, 19:23, 20:11, colleagues [5] - 7:2, 8:13, continue [2] - 24:7, 27:20 20:14, 21:14, 22:11, 22:14, 34:17, 40:21, 41:15 contract [9] - 9:25, 12:1, 12:3, 22:19, 23:5, 23:12, 24:7, 25:11, collectively [1] - 47:22 22:3, 22:4, 22:5, 31:3, 32:6, 27:1, 27:19, 29:1, 30:17, 31:10, colloquial [1] - 51:16 55:5 33:5, 33:8, 34:6, 35:25, 36:16, combination [1] - 45:20 contracting [1] - 22:25 36:19, 37:10, 37:20, 39:23, come [1] - 24:16 contractual [1] - 22:25 41:8, 42:8, 42:16, 42:22, 43:15, comes [2] - 9:4, 43:18 contractually [2] - 24:16, 27:16 44:14, 45:4, 46:7, 47:1, 47:3, comfort [1] - 25:7 controlling [2] - 17:12, 38:9 48:15, 49:11, 49:25, 51:4, comfortable [3] - 5:13, 8:3, controversy [2] - 22:9, 55:4 51:18, 52:7, 52:11, 52:17, 25:21 convened [1] - 4:2 53:13, 54:9, 55:15, 55:20, coming [1] - 38:22 convening [1] - 3:22 55:22, 55:25, 56:9, 56:15, commence [1] - 6:9 conversation [1] - 41:11 56:17 commenced [5] - 16:8, 16:21, coordinated [1] - 7:14 court [42] - 2:4, 2:9, 4:3, 4:6, 27:23, 29:17, 33:3 copies [1] - 19:19 8:25, 9:2, 9:12, 9:16, 9:19, commences [2] - 5:12, 20:16 copy [5] - 19:18, 37:13, 55:15, 9:20, 11:4, 11:7, 11:8, 11:10, commencing [1] - 46:22 55:16, 55:17 17:6, 17:24, 21:20, 22:6, 22:24, commend [2] - 2:20, 40:12 correct [1] - 57:7 23:23, 24:13, 25:9, 26:2, 26:15, 26:24, 30:3, 30:4, 30:16, 30:22, comments [1] - 40:18 correctly [2] - 42:12, 57:15 33:22, 41:1, 43:2, 46:18, 46:19, commercial [2] - 12:7, 22:3 cost [2] - 43:17, 43:19 52:5, 55:6, 55:13, 57:12 communicate [1] - 52:24 costless [1] - 43:11 court's [1] - 11:6 companies [2] - 12:13, 21:25 costs [1] - 43:7 Court's [11] - 4:5, 4:21, 7:9, complain [1] - 37:3 could [13] - 30:19, 30:25, 31:6, 10:4, 23:16, 29:12, 31:22, completely [6] - 8:3, 8:14, 9:19, 33:21, 37:2, 37:3, 39:20, 39:21, 45:21, 45:22, 50:16, 53:1 43:19, 45:12 47:17, 47:20, 47:23, 51:16, Courts [3] - 2:11, 8:11, 9:5 concept [2] - 29:25, 48:17 54:3 courts [3] - 3:2, 24:17, 51:6 concern [1] - 23:16 counsel [9] - 4:17, 6:9, 6:13, CRC [2] - 1:16, 57:21 concerned [1] - 24:4 6:15, 6:20, 34:15, 34:16, 53:18, create [9] - 9:14, 19:11, 21:19, concerns [1] - 9:22 57:9 22:2, 23:17, 25:25, 33:22, 43:5, concludes [1] - 28:13 count [1] - 52:6 46:20 concur [2] - 8:14, 56:16 COUNTY [1] - 57:3 created [7] - 8:25, 10:22, 10:23, conducting [1] - 2:10 couple [1] - 24:9 12:20, 18:7, 19:8, 51:21 conduit [2] - 25:13, 25:16 course [16] - 4:3, 5:17, 5:21, creates [2] - 17:6, 17:24 confer [1] - 9:15 6:16, 6:19, 8:15, 19:23, 23:9, creating [1] - 39:25 conferring [2] - 13:7, 30:11 34:1, 36:22, 36:23, 38:21, 40:5, creation [3] - 5:19, 18:20, 30:22 confident [1] - 4:12 40:10, 46:11, 50:18 Court [92] - 1:14, 1:17, 1:18, credit [2] - 36:7 confirmed [1] - 4:18 3:11, 3:14, 4:15, 5:2, 7:17, 8:9, criminal [3] - 36:23, 47:6, 48:11 conflict [2] - 18:7, 51:20 9:10, 9:11, 9:18, 9:23, 10:5, criteria [4] - 40:4, 41:23, 42:5, conflicts [2] - 16:2, 33:22 10:6, 10:8, 10:11, 10:18, 10:22, 45:15 confronted [1] - 39:13 11:4, 11:11, 11:13, 11:17, crnichole@gmail.com [1] - confronting [1] - 39:6 11:18, 11:19, 11:20, 12:2, 1:18 consent [11] - 12:22, 16:6, 12:10, 12:16, 12:23, 13:4, 13:8, CRR [2] - 1:16, 57:21 16:11, 16:12, 17:1, 18:9, 30:2, 13:14, 13:20, 13:24, 14:6, crystallize [1] - 15:20 30:6, 34:4, 34:5, 35:24 14:10, 14:23, 15:19, 15:24, CSR [2] - 1:17, 57:22 consented [1] - 14:5 16:4, 18:5, 19:19, 20:23, 20:24, consenting [1] - 3:10 consider [1] - 44:12 21:5, 21:7, 23:18, 25:7, 26:11, D 28:15, 28:16, 30:11, 32:18, consideration [2] - 26:13, 39:24 33:3, 35:12, 37:13, 38:6, 39:14, considering [1] - 42:24 D [1] - 55:2 39:16, 39:19, 40:23, 41:2, 41:4, consistent [1] - 27:16 Daryl [1] - 42:20 41:22, 42:24, 43:24, 44:12, Constitution [2] - 9:21, 28:17 date [24] - 6:2, 10:16, 10:21, 44:15, 44:19, 44:25, 45:1, 45:3, constitutionality [1] - 11:10 10:25, 11:12, 11:23, 12:11, 45:14, 45:18, 45:20, 46:3, 47:2, construed [1] - 17:18 17:2, 21:12, 24:2, 32:14, 32:15, 48:4, 48:13, 48:19, 48:21, contains [1] - 57:7 32:17, 32:19, 34:3, 35:22, 50:20, 54:5, 54:25, 56:5, 56:22, contemplating [2] - 37:6, 56:19 47:15, 48:3, 49:15, 49:16, 57:4, 57:5, 57:22, 57:23 contend [3] - 54:12, 54:16 49:23, 52:3, 52:20, 52:21 COURT [73] - 1:1, 1:1, 1:3, 1:8, context [6] - 12:12, 32:2, 48:12, day [2] - 1:10, 57:18 2:7, 6:17, 6:19, 7:4, 7:18, 8:14, 48:25 de [2] - 36:5, 36:15 8:22, 13:16, 13:18, 14:8, 14:12, contextual [3] - 5:20, 18:20, de-emphasize [2] - 36:5, 36:15 14:14, 15:11, 15:13, 18:13, 64 death [2] - 12:5, 48:12 district [1] - 4:6 effective [25] - 6:2, 10:16, December [1] - 57:19 diversity [1] - 39:15 10:21, 10:25, 11:12, 11:23, decide [4] - 11:21, 15:6, 18:22, DIVISION [1] - 1:3 12:10, 17:2, 17:15, 21:12, 24:2, 22:23 Division [5] - 1:14, 14:11, 16:3, 32:14, 32:15, 32:17, 32:19, decided [1] - 48:18 16:19, 57:6 34:3, 35:22, 44:23, 47:15, 48:3, decision [7] - 5:3, 37:16, 41:16, divisions [2] - 16:19, 33:23 49:15, 49:16, 49:23, 52:3, 42:1, 48:23, 48:24, 50:9 do [46] - 2:20, 3:25, 4:13, 6:12, 52:20 deemed [1] - 28:4 7:5, 7:15, 7:16, 8:4, 13:4, efficiency [1] - 26:6 deep [1] - 36:2 14:18, 15:1, 18:18, 19:4, 24:3, efficient [1] - 26:9 defendant [2] - 12:25, 14:3 24:14, 24:15, 24:16, 25:4, effort [1] - 46:22 Defendant [1] - 1:6 25:25, 26:4, 27:17, 34:9, 39:20, efforts [4] - 2:21, 3:4, 5:17, defendant's [1] - 33:24 41:21, 42:5, 43:7, 43:25, 44:2, 27:12 defendants [6] - 7:1, 13:25, 45:7, 45:12, 45:13, 45:17, 46:3, either [4] - 18:22, 44:20, 49:18, 15:15, 15:18, 16:7, 56:5 46:15, 50:1, 50:9, 52:12, 54:12, 56:1 definitely [2] - 5:22, 8:6 54:16, 54:18, 56:9, 56:10, elected [1] - 27:6 degree [1] - 39:11 56:11, 57:6 elongate [1] - 43:8 denounced [1] - 26:20 doctrine [5] - 37:7, 48:18, 49:9, else [3] - 3:24, 15:8, 34:17 depending [1] - 47:7 49:14, 49:18 embroiled [1] - 30:2 derives [1] - 28:16 does [13] - 5:1, 7:23, 16:7, emphasis [1] - 35:8 described [1] - 53:14 19:10, 19:12, 26:12, 27:24, emphasize [2] - 36:5, 36:15 designed [1] - 9:24 28:7, 28:14, 33:18, 33:19, 37:6, enabling [2] - 52:6, 52:20 desk [1] - 29:3 55:4 enacted [1] - 17:8 despite [3] - 16:20, 45:25, 51:9 doesn't [9] - 11:19, 14:2, 14:4, encompassing [1] - 35:22 determination [1] - 41:1 28:8, 28:20, 35:4, 42:4, 44:17, encourage [1] - 9:24 determine [3] - 41:17, 41:19, 56:5 end [3] - 5:23, 25:20, 38:14 41:20 doing [4] - 2:25, 24:17, 40:2, endeavor [1] - 40:3 determined [1] - 46:16 43:17 endpoint [1] - 53:20 dialogue [1] - 8:7 dollar [1] - 12:14 ends [1] - 42:2 did [10] - 4:18, 15:1, 22:11, don't [25] - 6:5, 7:8, 7:14, 10:19, enforce [1] - 9:25 23:2, 24:14, 31:13, 35:17, 15:3, 17:4, 19:5, 19:18, 20:24, enforceable [2] - 12:11, 12:12 35:18, 37:16, 48:23 22:17, 30:2, 30:3, 30:17, 35:3, engage [2] - 16:17, 40:2 37:12, 40:6, 40:10, 43:10, enjoyed [1] - 56:19 didn't [8] - 4:13, 8:16, 13:4, 48:21, 48:25, 53:20, 54:11, enough [5] - 8:5, 22:23, 25:17, 13:6, 13:25, 14:5, 36:14, 36:17 54:19, 56:7 25:18, 53:11 difference [5] - 8:18, 15:2, done [10] - 14:17, 23:9, 24:21, ensure [4] - 2:14, 4:20, 5:25, 17:21, 38:10, 40:7 25:6, 26:6, 26:15, 30:13, 35:21, 46:19 different [10] - 8:10, 9:2, 16:11, 40:19, 42:14 37:4, 41:11, 41:12, 47:15, entail [1] - 8:17 doubt [3] - 39:24, 41:9, 46:14 47:23, 50:14, 53:19 enter [3] - 14:6, 26:23, 30:3 down [2] - 21:16, 33:20 differentiate [1] - 19:8 entered [1] - 10:2 downplay [1] - 36:15 differently [4] - 32:4, 32:6, entering [1] - 12:14 drafted [3] - 31:25, 32:1, 32:3 32:10, 49:1 entirely [3] - 14:4, 17:1, 34:1 differing [1] - 25:1 drafting [1] - 31:20 entitled [1] - 1:12 difficult [1] - 25:3 due [2] - 28:11, 36:7 error [14] - 11:20, 37:8, 37:15, difficulties [1] - 43:5 duly [1] - 43:20 40:20, 48:6, 48:13, 48:17, diminish [1] - 27:12 duplicative [1] - 7:15 48:19, 48:20, 48:22, 49:3, 49:9, direction [3] - 42:3, 44:24, during [1] - 50:5 49:14, 49:18 45:12 duty [1] - 23:18 Espada [2] - 13:22, 13:24 disagree [7] - 28:13, 30:17, essence [5] - 2:22, 3:15, 8:1, 41:4, 44:16, 45:18, 52:24, 53:6 E 25:24, 38:24 discovery [4] - 42:13, 42:15, establish [1] - 20:24 43:22, 51:15 each [2] - 8:1, 18:22 established [1] - 21:7 discuss [2] - 20:15, 54:15 EAGLECLAW [1] - 1:5 establishes [1] - 21:4 discussed [1] - 50:5 earlier [2] - 33:13, 51:8 establishment [1] - 20:23 dispute [10] - 11:18, 12:8, early [2] - 3:17, 8:5 estopped [2] - 49:4, 49:7 12:14, 22:21, 26:22, 35:13, easy [3] - 16:15, 16:16, 33:14 estoppel [1] - 49:10 49:7, 49:9, 51:12, 55:7 economics [1] - 41:18 estopping [1] - 11:18 disputes [1] - 9:14 edification [2] - 14:9, 42:17 et [5] - 1:3, 38:1, 45:23, 51:9, distinction [4] - 8:18, 14:19, effect [5] - 12:4, 17:12, 21:6, 51:15 28:2, 31:14 32:24, 50:24 even [9] - 6:4, 13:19, 17:4, 23:5, 65 23:7, 24:16, 35:10, 35:11, Fifteenth [8] - 10:22, 14:22, Fourth [1] - 14:11 39:17 41:22, 42:4, 43:23, 44:19, frankly [4] - 12:6, 12:22, 43:8, every [1] - 12:2 45:14, 50:18 47:10 everybody's [1] - 41:6 filed [4] - 3:5, 13:25, 24:10, free [4] - 18:14, 21:16, 25:20, everyone [2] - 2:19, 3:24 33:11 38:16 everything [4] - 5:25, 41:14, filing [1] - 55:9 freedom [3] - 9:25, 12:1, 12:3 43:18, 46:20 filtering [1] - 9:9 friction [1] - 51:8 evidence [3] - 31:13, 31:17, final [2] - 56:9, 56:10 frictionless [2] - 43:10, 43:18 57:8 find [6] - 16:14, 16:20, 18:5, friend's [1] - 40:18 exact [1] - 32:7 33:21, 44:16, 47:12 from [35] - 4:6, 4:20, 6:7, 6:24, exactly [5] - 10:1, 10:8, 14:20, finds [1] - 16:1 7:1, 9:20, 10:14, 11:19, 15:8, 29:24, 43:14 firms [1] - 2:16 24:15, 24:22, 25:23, 27:12, example [6] - 16:3, 21:9, 26:14, first [15] - 2:7, 2:9, 2:10, 2:12, 28:16, 28:17, 28:18, 31:18, 26:22, 30:15, 32:12 2:16, 4:8, 9:8, 18:19, 18:23, 32:17, 33:24, 34:10, 34:16, exceed [1] - 22:10 19:1, 26:8, 33:1, 38:15, 38:19, 35:2, 36:25, 37:4, 37:6, 38:11, exceeds [2] - 22:22, 55:4 44:4 42:1, 45:10, 45:21, 46:8, 49:4, except [1] - 22:7 First [2] - 16:3, 16:19 49:7, 56:5, 56:13 excited [1] - 46:21 fit [2] - 41:23, 42:5 front [6] - 13:23, 15:21, 19:19, excluding [2] - 32:25, 33:1 five [3] - 13:11, 29:23 26:24, 43:12, 52:8 excuse [2] - 23:6, 29:7 fixed [1] - 41:6 Fulbright [1] - 6:24 execute [1] - 13:6 floating [1] - 15:22 fully [2] - 4:23, 5:25 exercise [3] - 13:5, 13:6, 17:19 flood [2] - 24:23, 25:8 fundamentally [1] - 16:11 Exhibit [1] - 10:8 focus [1] - 35:9 further [6] - 29:4, 29:14, 44:7, exhibits [1] - 57:16 focused [1] - 14:24 56:4, 56:8, 57:14 exist [4] - 11:5, 16:8, 25:23, folks [1] - 24:21 furthermore [1] - 53:10 47:11 follow [4] - 29:3, 40:18, 52:12, existing [4] - 11:6, 24:25, 53:9 G 29:15, 33:4 following [5] - 1:11, 2:4, 30:21, exists [1] - 31:17 39:6, 39:7 Garrett [1] - 7:2 expansive [1] - 15:23 follows [1] - 5:7 gears [1] - 51:17 expense [1] - 5:5 footnote [2] - 42:17, 42:18 GEJJI [18] - 6:25, 15:12, 15:14, expertise [1] - 2:20 footnotes [1] - 4:12 19:13, 19:16, 19:22, 20:2, explicitly [2] - 34:22, 35:1 for [66] - 2:9, 2:14, 2:17, 3:1, 20:12, 20:19, 23:14, 26:4, 33:7, explore [1] - 5:5 3:2, 4:4, 4:7, 4:8, 5:4, 6:8, 6:14, 33:9, 44:13, 44:15, 49:13, exploring [1] - 41:11 6:22, 6:25, 7:7, 10:11, 10:17, 53:17, 56:4 expressly [2] - 37:18, 53:11 11:20, 13:3, 14:9, 14:15, 15:25, Gejji [2] - 7:1, 15:14 extent [3] - 28:2, 28:3, 42:9 16:3, 16:8, 17:9, 19:12, 21:9, Gejji's [1] - 54:20 extrinsic [2] - 28:10, 28:23 22:15, 25:12, 25:13, 25:21, gender [1] - 18:17 26:10, 26:13, 26:21, 27:6, general [2] - 34:20, 34:24 29:11, 30:1, 31:20, 32:15, F generally [1] - 3:2 32:22, 35:12, 38:7, 38:10, 40:7, 40:12, 40:15, 41:10, 42:5, generis [2] - 14:25, 46:9 fact [10] - 7:11, 24:19, 24:24, 42:16, 45:15, 45:22, 46:1, 46:5, get [12] - 5:3, 5:22, 21:3, 29:2, 25:5, 32:1, 35:9, 43:7, 45:23, 46:15, 49:5, 49:6, 49:8, 49:10, 33:13, 34:9, 40:6, 41:5, 41:13, 45:25, 49:14 50:2, 50:11, 50:25, 51:2, 51:6, 42:1, 44:4, 54:11 fairly [1] - 4:23 51:7, 56:2, 57:5, 57:9 gets [3] - 5:25, 21:7, 55:1 fall [3] - 24:3, 26:9, 26:10 foregoing [1] - 57:7 getting [3] - 30:8, 45:21, 49:5 falls [1] - 26:24 forfeitable [1] - 17:3 give [13] - 2:17, 2:18, 8:3, 9:18, familiar [1] - 9:20 forfeited [1] - 54:8 10:8, 10:11, 25:7, 36:7, 39:9, family [1] - 26:22 form [3] - 30:20, 30:21, 31:7 39:10, 52:10, 52:15, 55:12 far [4] - 30:8, 40:16, 44:10, Forrest [4] - 1:16, 57:4, 57:21, given [5] - 2:24, 4:10, 25:2, 46:10 57:21 32:4, 41:12 favoring [1] - 12:1 forth [1] - 21:23 giving [5] - 10:6, 14:6, 36:2, fear [1] - 18:15 39:4, 50:6 fortunate [2] - 25:17 federal [1] - 9:22 go [29] - 7:10, 8:12, 12:25, 13:2, forum [2] - 10:4, 25:3 feel [6] - 18:13, 18:23, 21:16, 13:3, 13:16, 14:16, 17:5, 18:24, forward [3] - 14:16, 38:23, 25:20, 38:16, 41:12 19:15, 20:1, 20:18, 21:14, 24:8, 40:23 female [1] - 34:17 28:21, 28:22, 30:18, 33:20, Foster [2] - 5:16, 36:8 few [2] - 34:5, 49:25 36:1, 36:13, 37:11, 42:3, 42:8, found [2] - 47:9, 52:4 42:18, 44:1, 45:12, 50:11, Fields [2] - 7:2, 30:23 four [1] - 38:14 66 53:16 5:2, 5:9, 5:11, 5:15, 6:1, 6:5, House [17] - 10:16, 19:18, 20:3, goal [4] - 5:7, 44:4, 46:18, 46:19 7:11, 7:13, 7:15, 8:11, 11:20, 29:7, 29:9, 32:10, 32:11, 32:16, going [44] - 4:24, 5:5, 5:7, 5:9, 12:13, 13:6, 13:8, 13:13, 13:15, 35:18, 35:19, 35:20, 35:23, 8:6, 9:10, 13:15, 14:25, 15:4, 15:17, 16:2, 16:24, 17:8, 17:9, 48:3, 54:21, 54:22, 55:13 18:16, 18:18, 21:14, 24:7, 24:8, 18:2, 18:8, 18:12, 18:15, 19:4, HOUSTON [1] - 1:3 24:22, 25:8, 26:3, 27:8, 27:14, 19:16, 19:18, 19:19, 19:24, Houston [2] - 1:14, 57:5 27:15, 27:18, 27:19, 28:5, 21:23, 21:24, 22:1, 22:21, 24:5, how [13] - 5:9, 5:10, 7:5, 15:23, 28:21, 28:22, 29:2, 30:18, 24:11, 24:17, 24:21, 24:25, 25:2, 26:9, 31:23, 34:19, 34:23, 34:12, 35:25, 40:17, 43:1, 43:8, 25:1, 25:6, 25:18, 26:15, 26:16, 35:15, 38:19, 38:24, 55:12 44:5, 44:25, 48:3, 48:13, 50:9, 26:20, 27:8, 27:15, 27:16, however [4] - 7:7, 7:17, 7:23, 51:22, 52:9, 52:10, 52:12, 27:24, 28:8, 29:20, 29:24, 30:9, 50:20 52:14, 52:15, 54:9 30:10, 31:5, 32:23, 33:18, Hughes [1] - 29:9 good [9] - 2:7, 6:25, 15:12, 35:21, 36:8, 37:12, 37:14, hundred [1] - 12:14 15:13, 17:11, 51:1, 51:2, 51:6, 37:21, 41:15, 41:21, 42:14, hundreds [1] - 25:9 52:15 42:17, 44:6, 44:17, 45:9, 46:9, hurdles [3] - 41:18, 42:11, got [4] - 3:6, 38:14, 48:18, 47:9, 47:22, 48:5, 48:9, 50:1, 42:25 53:24 50:4, 50:22, 50:24, 51:25, 52:8, Government [1] - 54:23 53:15, 53:20, 55:10, 55:11, 55:16, 56:5, 56:7, 56:9, 56:10 I government [2] - 17:8, 20:7 grant [1] - 10:16 haven't [3] - 6:4, 6:14, 25:5 grappling [2] - 33:15, 41:24 having [2] - 20:25, 43:16 I [224] - 2:9, 2:20, 2:21, 2:25, gratitude [1] - 3:23 HB [2] - 29:16, 54:14 3:2, 3:3, 3:18, 4:7, 4:16, 4:24, gravitas [2] - 3:3, 7:20 he [3] - 37:3, 37:15 5:2, 5:11, 5:13, 5:15, 5:17, great [7] - 5:16, 7:18, 7:23, 8:8, hear [2] - 15:5, 26:18 5:21, 5:23, 6:1, 6:12, 6:15, 7:6, 36:8, 39:21, 40:13 heard [3] - 1:11, 5:14 7:14, 7:20, 8:9, 8:14, 8:17, hearing [10] - 2:9, 2:10, 4:1, 4:7, 8:23, 9:1, 9:4, 9:9, 10:19, greater [1] - 32:15 4:15, 4:17, 4:19, 5:11, 18:17, 11:25, 12:1, 12:17, 13:16, ground [2] - 38:10, 40:7 45:23 14:16, 14:17, 14:18, 14:23, grounds [1] - 46:1 HEARING [1] - 1:7 14:24, 15:1, 15:3, 15:5, 15:6, group [2] - 14:25, 18:19 heart [1] - 28:5 15:20, 17:11, 18:5, 18:13, guess [2] - 47:15, 48:25 held [3] - 1:13, 2:4, 4:16 18:14, 18:15, 18:24, 19:1, 19:2, guys [1] - 18:16 help [1] - 5:16 19:16, 19:18, 19:19, 19:22, 19:24, 20:9, 20:14, 21:16, H helpful [1] - 19:17 21:21, 21:22, 22:11, 22:17, her [2] - 28:14 23:16, 24:19, 24:24, 25:5, 25:7, here [24] - 2:8, 2:18, 3:8, 8:24, H [1] - 28:6 25:11, 25:16, 25:18, 26:3, 26:4, 9:23, 10:1, 13:6, 13:8, 13:13, had [12] - 2:9, 4:15, 7:24, 9:3, 27:3, 27:9, 27:19, 28:1, 28:4, 15:2, 23:2, 24:17, 31:5, 32:9, 11:8, 14:21, 31:15, 32:5, 33:12, 28:7, 28:9, 28:10, 28:11, 28:24, 35:21, 38:23, 39:21, 40:21, 36:3, 36:10, 36:21 29:1, 29:6, 29:7, 29:22, 30:25, 40:22, 40:23, 41:13, 43:3, 48:9, HAND [1] - 57:18 31:10, 31:13, 31:21, 33:7, 49:6 happen [1] - 25:16 33:12, 33:14, 33:25, 34:6, 34:9, hereby [1] - 57:6 happened [2] - 10:1, 39:17 34:17, 35:3, 36:3, 36:7, 36:11, hey [1] - 42:25 happening [1] - 20:23 36:19, 36:20, 36:24, 37:11, higher [1] - 12:6 37:12, 37:20, 39:2, 39:9, 39:10, happens [3] - 27:7, 27:13, history [3] - 25:1, 31:12, 31:16 39:17, 39:20, 39:21, 39:23, 33:17 hit [1] - 51:25 39:25, 40:10, 40:12, 40:17, happy [1] - 7:10 hold [1] - 14:17 40:18, 40:19, 41:2, 41:3, 41:8, hard [6] - 3:25, 5:4, 16:14, holdings [1] - 18:8 41:12, 41:14, 42:2, 42:9, 42:10, 16:17, 33:13, 33:15 Honor [44] - 6:18, 6:22, 6:25, 42:11, 42:12, 42:19, 42:23, harken [1] - 39:14 7:6, 8:21, 10:2, 10:20, 11:16, 42:25, 43:1, 43:4, 43:6, 43:10, HARRIS [1] - 57:3 14:13, 15:9, 15:12, 15:16, 43:15, 43:16, 43:19, 43:20, has [43] - 3:7, 3:25, 4:9, 4:15, 16:13, 17:11, 17:22, 18:4, 43:23, 43:25, 44:6, 44:8, 44:17, 6:13, 8:25, 9:3, 10:24, 11:9, 18:10, 19:13, 19:17, 19:22, 44:19, 44:21, 44:25, 45:5, 45:6, 11:11, 12:2, 17:12, 20:5, 20:6, 20:2, 20:10, 21:6, 23:14, 23:16, 45:7, 45:11, 45:15, 46:10, 22:6, 22:8, 22:10, 23:5, 23:7, 24:19, 26:4, 27:3, 30:23, 31:21, 46:15, 47:3, 47:10, 47:15, 23:8, 23:18, 25:1, 26:11, 26:25, 32:13, 35:2, 39:2, 42:7, 44:13, 48:10, 48:21, 48:22, 48:25, 30:5, 30:13, 32:4, 32:10, 32:21, 45:17, 47:1, 47:10, 49:13, 51:3, 49:2, 49:11, 49:13, 50:1, 50:4, 35:16, 40:9, 42:12, 42:14, 52:16, 53:17, 56:4, 56:16 50:8, 50:13, 50:14, 51:6, 51:22, 42:20, 43:8, 44:10, 45:20, 52:2, Honorable [1] - 1:12 51:24, 51:25, 52:2, 52:4, 52:8, 52:5, 52:19, 54:5, 55:6 honored [2] - 2:8, 2:13 52:12, 52:23, 53:5, 53:9, 53:13, have [97] - 2:13, 2:15, 4:9, 4:17, horizontal [1] - 46:21 53:17, 53:18, 54:10, 54:15, 67 54:19, 55:15, 56:9, 56:10, 18:6, 18:8, 18:20, 19:2, 19:6, interest [3] - 5:24, 41:7, 56:11 56:19, 56:20, 57:4, 57:14 19:12, 19:18, 20:3, 20:21, interested [1] - 38:18 i [6] - 15:6, 19:25, 21:15, 34:9, 20:23, 21:1, 21:2, 21:7, 21:8, interesting [3] - 36:22, 46:7, 52:11, 54:9 21:11, 21:19, 21:23, 22:4, 22:5, 52:4 I'd [1] - 26:5 22:7, 22:9, 22:20, 22:24, 22:25, interestingly [1] - 53:11 I'll [12] - 2:14, 18:10, 27:25, 23:9, 24:17, 24:20, 25:2, 25:6, internal [1] - 21:24 30:19, 37:21, 39:14, 43:2, 25:16, 25:22, 25:23, 26:15, interns [2] - 5:17, 36:8 43:11, 50:1, 50:14, 52:3 26:16, 26:24, 27:4, 27:5, 27:11, interpleader/third [1] - 14:3 I'm [56] - 4:10, 4:12, 5:7, 5:12, 27:13, 28:1, 28:12, 28:20, 29:5, interpleader/third-party [1] - 7:1, 7:19, 8:3, 8:5, 8:13, 12:18, 29:10, 29:15, 29:24, 30:2, 30:3, 14:3 15:4, 18:16, 18:18, 20:16, 30:4, 30:10, 31:3, 31:4, 31:7, interpret [1] - 31:23 21:14, 22:11, 24:7, 26:3, 27:19, 32:2, 32:12, 32:25, 33:2, 33:3, interpreted [2] - 32:7, 32:10 28:21, 28:22, 29:1, 29:10, 33:4, 33:10, 33:14, 33:21, into [15] - 10:3, 12:14, 14:6, 29:20, 30:18, 31:11, 34:7, 34:19, 34:24, 35:13, 35:15, 17:8, 21:3, 23:23, 25:9, 26:13, 34:12, 35:25, 36:1, 36:6, 38:3, 35:17, 35:18, 36:3, 36:10, 26:23, 26:24, 27:10, 30:3, 38:23, 40:8, 41:10, 41:17, 37:16, 38:1, 38:6, 38:15, 38:18, 31:24, 53:3, 53:24 41:20, 41:23, 43:21, 44:1, 44:6, 38:19, 38:24, 39:14, 39:25, invitation [2] - 35:12, 48:8 45:4, 45:8, 46:21, 50:4, 50:7, 40:2, 40:8, 40:10, 40:11, 41:6, invite [8] - 11:18, 13:4, 23:23, 50:16, 52:9, 52:10, 52:14, 41:10, 42:3, 42:11, 42:17, 32:18, 33:3, 48:20, 48:22, 49:3 52:15, 55:9, 56:1, 56:18 42:18, 42:25, 43:2, 43:7, 43:12, invited [7] - 37:8, 40:20, 48:17, i'm [1] - 20:12 44:5, 45:12, 47:2, 47:6, 47:10, 48:18, 49:9, 49:14, 49:18 I've [15] - 2:21, 4:6, 5:15, 7:22, 47:12, 47:16, 47:19, 48:1, 48:3, involve [1] - 22:8 8:4, 11:25, 14:24, 15:3, 29:2, 48:4, 48:11, 48:12, 48:14, involves [1] - 38:9 37:25, 38:14, 38:21, 41:13, 48:24, 49:17, 51:11, 51:16, involving [3] - 21:24, 21:25, 43:21 52:4, 52:8, 53:14, 54:11, 54:21, 47:16 idea [2] - 31:6, 31:24 55:3, 55:5, 55:16, 55:17, 57:5, irrefutably [1] - 16:10 identical [1] - 10:25 57:9, 57:10, 57:11, 57:12 is [186] - 2:8, 2:11, 4:1, 4:2, 4:4, identified [1] - 45:16 inclined [2] - 44:16, 44:18 4:20, 5:7, 6:7, 7:7, 7:8, 7:10, if [66] - 4:17, 5:23, 6:4, 6:9, include [2] - 33:2, 35:18 7:19, 8:9, 8:15, 8:18, 8:24, 6:11, 6:14, 8:1, 12:9, 13:1, included [2] - 32:23, 57:10 8:25, 9:2, 9:5, 9:9, 9:10, 9:11, 18:23, 19:18, 19:20, 20:2, 20:8, including [5] - 4:25, 5:23, 9:12, 9:18, 10:2, 10:3, 10:13, 23:5, 23:7, 24:14, 25:9, 25:23, 35:17, 36:9, 42:19 10:15, 10:16, 11:12, 11:22, 25:24, 27:3, 27:21, 32:5, 32:21, inconsistent [2] - 28:24, 49:4 11:23, 12:3, 12:6, 12:11, 12:12, 33:7, 33:20, 34:3, 34:15, 34:17, incorrectly [1] - 41:2 13:4, 13:10, 13:11, 13:12, 35:9, 37:11, 37:12, 37:21, 38:8, indeed [4] - 4:18, 31:19, 33:20, 13:14, 14:3, 14:10, 14:19, 41:4, 41:10, 41:16, 41:20, 42:1, 41:16 14:22, 15:2, 15:18, 15:23, 42:12, 42:24, 43:1, 43:24, 44:1, independent [1] - 20:22 15:24, 16:5, 16:6, 16:10, 16:14, 44:15, 44:24, 44:25, 45:17, independently [1] - 21:8 16:15, 17:1, 17:3, 17:13, 17:17, 46:3, 50:1, 50:2, 50:3, 50:5, indicates [1] - 31:1 17:23, 18:4, 18:7, 18:18, 20:20, 50:8, 50:9, 50:19, 50:21, 50:24, indication [1] - 49:16 20:23, 21:2, 21:6, 21:8, 22:2, 52:12, 53:19, 56:1, 56:5, 57:16 indicator [1] - 24:22 22:18, 22:20, 23:1, 23:16, 24:1, III [4] - 9:5, 9:7, 9:12, 9:20 indulge [3] - 19:6, 49:25, 52:7 24:2, 24:21, 24:24, 25:21, imagine [2] - 25:12, 46:17 inefficiencies [1] - 51:8 26:10, 26:17, 27:14, 27:21, immediate [1] - 38:11 inherent [2] - 15:2, 20:25 28:10, 28:13, 28:19, 29:8, 29:9, impact [1] - 24:10 initial [3] - 3:12, 6:7, 31:7 29:11, 29:24, 30:1, 30:13, impetus [2] - 22:15, 25:12 initiative [1] - 38:6 30:15, 30:25, 31:4, 31:8, 32:1, important [4] - 9:22, 12:7, innovative [1] - 40:12 32:3, 32:13, 32:21, 33:15, 34:1, 17:21, 28:2 inordinately [1] - 40:12 34:3, 34:4, 34:5, 35:4, 35:5, impose [1] - 28:3 inquiry [1] - 26:17 35:6, 35:9, 35:13, 35:21, 36:7, IN [1] - 1:2 inserted [2] - 21:3, 53:24 36:22, 36:25, 37:4, 37:16, in [182] - 1:11, 1:13, 2:4, 2:14, insofar [1] - 37:16 37:20, 38:8, 38:10, 38:15, 2:22, 3:4, 3:5, 3:13, 3:14, 3:15, instance [3] - 12:19, 29:5, 31:20 39:24, 40:5, 40:8, 41:16, 41:17, 3:19, 4:11, 4:12, 4:13, 4:16, instances [2] - 33:2, 48:11 42:11, 42:14, 42:24, 43:4, 5:2, 5:8, 5:19, 5:24, 6:3, 6:10, instantly [1] - 44:23 43:13, 43:18, 44:5, 44:7, 44:9, 7:11, 7:24, 8:1, 8:5, 8:8, 8:16, insurance [1] - 22:7 44:25, 45:8, 45:11, 45:13, 9:3, 9:6, 9:8, 9:18, 10:19, 11:1, intended [3] - 27:11, 32:21, 45:23, 46:1, 46:9, 46:12, 46:17, 11:23, 12:9, 12:11, 12:12, 35:9 46:18, 46:19, 47:14, 48:6, 48:7, 12:13, 13:22, 13:23, 14:20, intentional [1] - 31:19 48:9, 48:11, 48:13, 48:19, 15:21, 16:1, 16:14, 16:15, intentionally [1] - 48:20 49:10, 49:16, 49:17, 49:23, 16:17, 16:25, 17:2, 17:23, 18:2, intentions [1] - 51:10 50:21, 50:24, 51:2, 51:11, 68 52:25, 53:3, 54:6, 54:7, 54:13, Jorrie [14] - 6:3, 7:12, 12:17, 20:19, 21:7, 21:11, 23:16, 25:8, 54:17, 54:20, 54:21, 54:23, 12:18, 12:21, 13:10, 13:17, 26:9, 26:14, 28:9, 28:11, 28:12, 55:2, 55:3, 55:17, 56:10 13:22, 13:23, 13:24, 14:10, 32:2, 32:5, 32:17, 33:18, 34:2, issue [17] - 4:4, 10:21, 11:24, 28:12 37:12, 38:5, 39:17, 39:21, 12:7, 15:20, 15:25, 17:14, JORRIE [1] - 14:10 40:14, 41:2, 42:3, 42:19, 44:22, 44:10, 44:22, 45:24, 48:4, 48:5, Jorrie-Espada [2] - 13:22, 44:25, 47:3, 47:13, 48:2, 48:13, 48:7, 50:22, 53:8 13:24 49:17, 49:18, 50:13, 51:22 issued [6] - 3:14, 4:9, 16:3, judge [7] - 8:5, 23:9, 27:5, 27:8, knows [3] - 11:4, 35:15, 39:16 29:24, 33:10 27:14, 27:15, 27:18 issues [4] - 7:13, 15:23, 39:5, Judge [5] - 1:13, 6:3, 27:10, L 45:3 28:11, 28:12 it [134] - 2:11, 3:3, 4:17, 5:11, judges [3] - 9:1, 9:6, 26:7 labeled [1] - 54:3 5:12, 6:4, 6:5, 6:7, 8:2, 8:17, judicata [1] - 46:21 8:24, 9:2, 9:12, 9:18, 10:3, labeling [1] - 53:19 Judicial [1] - 29:13 10:13, 10:16, 11:20, 12:12, lack [6] - 6:8, 34:19, 34:23, juncture [1] - 15:4 12:21, 12:22, 13:1, 13:11, 35:8, 50:2, 56:2 Jurisdiction [2] - 10:13, 54:23 13:12, 14:1, 14:4, 14:10, 14:22, ladies [1] - 18:17 jurisdiction [59] - 3:11, 3:20, 15:3, 15:5, 15:7, 15:23, 17:12, laid [1] - 24:5 4:5, 4:23, 5:1, 5:19, 9:6, 9:7, 17:18, 18:13, 18:23, 18:24, language [11] - 16:20, 31:8, 9:13, 9:16, 9:18, 10:6, 10:11, 19:1, 19:7, 19:17, 19:25, 20:24, 31:11, 31:18, 32:24, 34:12, 10:17, 11:7, 11:8, 11:20, 13:5, 21:15, 22:8, 24:20, 24:21, 25:3, 34:19, 34:23, 35:9, 35:18, 13:8, 14:7, 15:19, 15:23, 16:1, 25:25, 26:10, 26:12, 26:24, 47:15 16:7, 16:14, 17:18, 18:6, 18:20, 27:24, 28:2, 28:4, 28:7, 28:8, large [1] - 9:14 19:11, 20:25, 21:19, 22:2, 22:6, 28:9, 29:1, 29:11, 29:19, 30:19, largely [1] - 30:8 22:24, 23:18, 23:20, 24:4, 30:25, 31:2, 31:6, 34:13, 35:13, 25:24, 25:25, 26:8, 26:11, last [1] - 54:15 35:15, 35:16, 35:17, 35:18, 26:17, 30:11, 33:14, 33:21, later [2] - 11:19, 41:1 35:21, 36:2, 36:21, 36:22, 39:15, 44:17, 46:4, 48:7, 49:22, law [22] - 5:19, 9:7, 9:8, 11:1, 36:23, 37:1, 37:3, 37:14, 37:21, 51:12, 51:21, 53:1, 53:2, 53:7, 17:11, 18:20, 19:3, 19:4, 19:8, 37:22, 38:16, 38:23, 39:2, 39:9, 54:10, 55:1, 55:6, 55:13 19:12, 20:3, 20:21, 21:1, 21:7, 39:10, 39:18, 39:19, 39:20, jurisdictional [21] - 10:7, 12:7, 21:8, 21:11, 22:22, 26:22, 39:21, 40:11, 40:19, 41:2, 41:5, 17:7, 17:20, 21:9, 23:24, 28:4, 36:23, 38:9, 47:6, 55:23 41:6, 42:2, 42:4, 42:5, 43:1, 28:8, 28:13, 28:23, 39:5, 39:12, laws [3] - 24:12, 34:21, 34:25 43:13, 43:20, 44:4, 44:17, 49:24, 53:20, 53:22, 53:23, lawsuit [3] - 15:18, 22:3, 23:23 44:21, 45:11, 45:14, 45:15, 54:2, 54:4, 54:6, 54:7, 54:20 lawsuits [2] - 21:24, 21:25 46:8, 46:14, 49:1, 49:8, 49:17, jurisprudence [2] - 51:1, 51:3 learned [1] - 9:8 49:19, 49:20, 50:5, 50:6, 50:8, jury [1] - 55:16 least [3] - 4:11, 33:24, 40:14 50:9, 50:14, 50:20, 50:24, 51:2, just [47] - 2:17, 3:1, 3:2, 4:10, legal [4] - 4:22, 34:20, 34:24, 51:12, 52:4, 52:23, 52:25, 4:13, 5:24, 6:11, 12:25, 13:2, 50:22 54:15, 54:21, 56:10 17:5, 18:21, 24:14, 26:23, 27:3, legislation [1] - 31:23 it'll [1] - 43:13 28:21, 29:5, 32:5, 33:12, 36:10, legislative [3] - 31:12, 31:16, It's [1] - 37:13 36:17, 36:23, 39:24, 40:8, 31:20 it's [30] - 3:8, 10:8, 11:14, 11:16, 40:11, 40:17, 41:4, 41:10, legislature [10] - 9:1, 24:5, 14:4, 14:9, 17:11, 21:4, 23:4, 41:25, 43:1, 43:2, 43:11, 43:13, 26:20, 26:25, 27:17, 31:9, 32:3, 28:9, 28:19, 31:1, 31:2, 32:15, 44:5, 46:17, 46:19, 48:8, 50:14, 32:21, 35:10, 35:17 35:16, 39:17, 39:19, 43:10, 50:17, 50:25, 51:24, 53:9, 54:7, lens [1] - 49:22 44:22, 45:24, 46:7, 47:4, 48:5, 54:18, 55:1 less [2] - 3:7, 32:14 48:8, 50:10, 51:5, 52:25, 53:7, juxtaposition [1] - 29:23 let [6] - 18:21, 34:14, 36:6, 53:21, 55:16 36:19, 46:24, 50:11 its [4] - 12:10, 23:18, 28:16, let's [1] - 40:23 38:6 K LEXIS [1] - 37:21 itself [1] - 8:16 like [23] - 6:9, 6:20, 7:7, 7:17, keep [2] - 6:19, 40:23 9:11, 13:5, 13:8, 19:20, 21:11, J kept [1] - 41:2 23:1, 25:4, 25:6, 26:5, 29:19, kind [8] - 7:10, 8:12, 21:8, 30:13, 32:5, 35:17, 41:5, 47:12, 32:13, 33:15, 44:20, 45:2, 53:6 47:20, 47:25, 48:14, 55:1 January [1] - 27:13 kinds [1] - 54:2 limit [2] - 27:21, 28:3 joined [2] - 7:2, 33:10 know [51] - 2:21, 3:9, 7:7, 8:9, limitation [7] - 10:17, 11:13, joint [9] - 3:13, 10:9, 16:16, 8:17, 9:4, 9:9, 11:24, 12:4, 11:14, 11:17, 23:12, 28:24, 16:25, 17:23, 18:3, 33:10, 12:6, 12:24, 14:16, 14:24, 15:4, 53:1 42:12, 42:18 16:19, 16:20, 16:21, 19:18, limitations [3] - 21:18, 21:22, jointly [1] - 44:1 69 21:23 57:13 Mr [8] - 7:10, 7:15, 8:12, 30:12, limited [3] - 9:6, 9:21, 31:6 mean [16] - 5:1, 7:23, 8:17, 9:2, 50:25, 51:7, 54:20, 55:1 limiting [6] - 31:11, 31:18, 21:21, 24:24, 28:9, 28:11, 32:7, much [15] - 5:10, 7:4, 8:7, 8:20, 34:11, 34:19, 34:23, 35:8 33:19, 34:2, 35:4, 36:14, 40:19, 12:6, 14:15, 14:18, 18:25, 34:9, limits [2] - 24:4, 24:6 42:9, 51:24 34:11, 36:20, 38:3, 39:23, line [2] - 29:24, 45:16 meaning [4] - 27:23, 28:8, 28:9, 56:19 litany [1] - 4:25 32:4 multiple [3] - 12:14, 52:1, 54:2 litigants [2] - 39:10, 39:22 means [5] - 17:4, 32:12, 35:5, multiple-hundred-million- litigation [7] - 26:2, 30:2, 38:13, 35:7, 54:2 dollar [1] - 12:14 38:21, 39:1, 39:4, 43:17 meant [1] - 27:21 murder [1] - 12:11 little [3] - 3:17, 34:7, 34:11 meet [1] - 23:24 my [26] - 2:9, 3:23, 4:8, 4:20, live [1] - 2:12 mentioned [4] - 8:24, 11:25, 5:7, 5:17, 6:7, 6:8, 7:2, 8:5, LLC [1] - 1:6 13:10, 30:12 14:17, 18:10, 22:15, 25:14, Lone [5] - 17:16, 33:10, 35:2, merely [1] - 31:19 27:20, 29:3, 34:8, 38:17, 40:18, 53:18, 56:13 met [1] - 55:8 42:1, 44:4, 46:8, 50:12, 50:17, LONE [1] - 1:2 meticulously [1] - 34:7 52:6, 52:18 long [7] - 5:13, 9:24, 10:4, mid [1] - 26:2 MY [1] - 57:18 12:15, 43:9, 50:20, 51:20 mid-litigation [1] - 26:2 long-standing [2] - 9:24, 51:20 MIDSTREAM [1] - 1:5 N longer [1] - 27:14 might [7] - 18:12, 19:17, 28:3, look [8] - 13:1, 17:5, 17:7, 33:21, 34:2, 39:3, 39:12 narrow [3] - 15:24, 16:5, 18:5 19:17, 20:2, 20:8, 40:18 million [4] - 12:14, 22:10, necessarily [2] - 5:1, 20:24 looking [3] - 20:12, 36:1, 38:23 22:22, 55:4 need [16] - 5:14, 6:5, 6:12, 15:4, lot [7] - 2:21, 9:4, 9:6, 9:9, mindful [2] - 41:18, 50:16 17:4, 36:7, 40:6, 44:12, 44:20, 15:21, 24:25, 51:16 minds [1] - 9:5 45:2, 45:7, 50:5, 50:8, 54:18, luxury [1] - 2:10 minute [1] - 50:11 55:15 minutes [1] - 49:25 needed [1] - 50:10 M moment [5] - 2:14, 6:15, 6:16, needs [3] - 7:24, 46:16, 51:12 41:10, 48:16 neither [2] - 39:18 momentarily [2] - 5:8, 35:25 machine [1] - 1:15 nerd [1] - 36:10 momentous [3] - 2:12, 2:24, made [3] - 11:1, 17:15, 40:21 neutral [1] - 18:17 8:24 make [10] - 5:13, 6:21, 32:22, never [1] - 48:3 months [2] - 24:20, 25:7 35:10, 45:14, 48:23, 50:3, 50:9, new [11] - 8:25, 27:8, 27:15, more [14] - 3:7, 12:7, 12:18, 56:2 28:18, 34:21, 34:25, 46:18, 18:16, 22:15, 25:6, 25:21, makes [1] - 25:3 47:18, 47:20, 47:22, 48:1 32:14, 37:4, 38:17, 38:22, 46:5, Maneen [1] - 7:3 news [1] - 7:19 47:21 manipulating [1] - 25:24 next [2] - 18:24, 37:12 morning [4] - 6:25, 15:12, manner [1] - 40:11 NGL [1] - 1:2 15:13, 17:11 many [1] - 5:9 Nichole [6] - 1:16, 6:11, 14:9, most [4] - 8:15, 13:10, 56:1, mass [3] - 29:16, 30:5, 30:15 46:24, 57:4, 57:21 56:18 materially [1] - 38:12 No [2] - 11:1, 14:11 mostly [1] - 43:19 matter [21] - 9:7, 10:17, 11:8, no [28] - 15:25, 18:7, 22:11, motion [1] - 38:5 11:13, 11:24, 13:7, 15:19, 23:12, 25:11, 27:11, 27:14, move [1] - 40:23 15:22, 17:17, 20:25, 23:10, 30:13, 32:22, 35:6, 36:19, moving [1] - 4:1 23:17, 23:19, 24:24, 26:8, 36:20, 39:24, 40:9, 41:9, 43:15, MR [65] - 6:22, 6:25, 7:6, 8:8, 26:17, 35:6, 48:7, 49:22, 53:2, 45:8, 46:14, 47:23, 48:6, 48:7, 8:21, 8:23, 13:17, 13:19, 15:9, 53:7 51:11, 51:24, 52:11, 52:17 15:12, 15:14, 19:13, 19:15, matters [2] - 29:15, 43:22 NO [1] - 1:1 19:16, 19:22, 20:2, 20:12, May [1] - 3:5 nodding [1] - 29:19 20:19, 21:21, 22:13, 22:17, may [16] - 5:2, 6:1, 15:6, 19:16, non [4] - 16:12, 18:9, 47:7, 54:7 22:20, 23:11, 23:14, 24:19, 19:22, 26:14, 26:15, 27:3, 33:7, non-consent [2] - 16:12, 18:9 26:4, 27:3, 27:25, 29:22, 30:23, 37:23, 38:7, 38:11, 41:15, 42:5, 31:21, 33:7, 33:9, 35:2, 36:14, non-jurisdictional [1] - 54:7 43:7, 51:10 36:17, 37:9, 37:11, 39:2, 40:17, non-waivability [1] - 47:7 maybe [2] - 9:2, 24:25 42:7, 42:9, 42:21, 42:23, 44:13, nonetheless [1] - 51:10 me [24] - 6:11, 6:12, 6:14, 6:19, 44:15, 45:17, 47:9, 48:21, nonsuit [3] - 39:7, 43:2, 43:12 18:21, 19:6, 23:6, 25:12, 29:6, 49:13, 51:2, 51:5, 51:24, 52:9, north [1] - 15:1 29:7, 34:14, 36:6, 36:9, 36:11, 52:14, 52:18, 53:17, 54:19, Norton [1] - 6:24 36:19, 39:17, 43:12, 44:2, 55:18, 55:21, 55:24, 56:4, 56:7, not [90] - 2:8, 3:1, 5:1, 5:8, 5:12, 46:24, 49:25, 50:11, 52:7, 52:8, 56:13, 56:16 7:14, 7:23, 8:6, 9:11, 10:16, 70 11:13, 11:23, 12:19, 13:12, 16:18, 16:20, 16:22, 17:19, 36:5, 36:9, 36:12, 36:21, 37:7, 13:19, 13:23, 14:4, 14:20, 18:7, 18:15, 18:19, 18:20, 19:1, 37:13, 38:5, 38:6, 39:13, 39:16, 14:22, 15:3, 15:9, 17:13, 17:17, 19:3, 19:4, 19:8, 19:19, 19:23, 40:18, 42:17, 43:8, 44:10, 45:9, 19:9, 20:20, 21:4, 22:11, 23:4, 19:24, 20:7, 20:12, 20:23, 21:3, 45:10, 45:15, 46:10, 46:15, 23:17, 23:22, 23:24, 24:6, 21:6, 21:9, 21:23, 22:1, 22:3, 47:7, 48:17, 48:18, 50:7, 50:13, 24:22, 25:8, 26:9, 26:12, 26:15, 22:6, 22:12, 22:15, 22:25, 23:8, 50:22, 53:1, 56:3, 56:12 26:16, 26:21, 26:22, 27:6, 23:9, 23:22, 23:25, 24:9, 24:12, once [2] - 38:22, 44:22 27:21, 28:20, 29:15, 30:5, 31:1, 24:14, 24:23, 24:24, 24:25, one [36] - 2:12, 4:11, 4:15, 4:24, 31:19, 35:4, 35:5, 35:6, 35:13, 25:8, 25:9, 26:8, 26:14, 26:24, 8:16, 10:19, 13:17, 14:21, 17:2, 35:18, 35:19, 35:20, 35:21, 27:7, 27:9, 27:13, 27:22, 28:3, 18:21, 19:6, 19:10, 22:18, 37:2, 37:14, 38:8, 39:9, 39:12, 28:5, 28:10, 28:14, 28:16, 25:22, 25:24, 29:5, 32:1, 32:2, 43:14, 44:6, 44:7, 44:10, 45:4, 28:23, 29:9, 29:12, 30:6, 30:10, 34:4, 36:3, 37:5, 38:15, 38:17, 45:5, 45:9, 45:12, 46:3, 47:4, 30:15, 30:22, 31:8, 31:14, 40:9, 41:23, 46:11, 46:17, 47:6, 47:9, 48:22, 49:16, 49:24, 31:15, 31:18, 31:19, 32:9, 46:18, 47:14, 48:16, 52:2, 52:7, 50:2, 50:4, 50:7, 50:10, 50:17, 32:11, 32:13, 32:19, 33:15, 56:9, 56:10 52:9, 52:10, 52:14, 52:15, 53:7, 33:17, 33:22, 34:4, 34:8, 34:15, ones [1] - 53:24 54:10, 56:13 34:19, 34:23, 35:8, 35:11, ongoing [4] - 42:14, 47:19, notation [1] - 36:10 35:20, 35:23, 36:22, 36:23, 48:2, 51:14 note [2] - 10:20, 31:13 37:3, 37:5, 37:7, 37:13, 38:3, only [19] - 3:1, 4:15, 5:20, notebooks [1] - 19:24 38:9, 38:12, 38:20, 38:21, 39:1, 12:17, 18:21, 24:21, 29:17, noted [3] - 4:11, 10:2, 43:20 39:3, 39:11, 39:19, 39:20, 30:12, 31:1, 31:12, 31:15, notes [1] - 50:12 39:21, 39:24, 39:25, 40:4, 40:5, 32:20, 32:25, 33:17, 39:9, nothing [4] - 32:14, 43:18, 40:7, 40:9, 40:15, 41:13, 41:18, 48:10, 50:25, 52:2, 53:23 53:21, 56:4 41:23, 42:13, 42:19, 42:25, open [2] - 2:4, 57:12 notice [4] - 33:9, 54:13, 54:17, 43:12, 43:21, 43:22, 43:24, opening [2] - 8:2 55:9 44:4, 44:7, 44:10, 44:11, 44:19, operative [1] - 52:21 notion [1] - 52:25 44:20, 45:2, 45:5, 45:14, 45:16, opinion [8] - 6:3, 12:2, 13:21, November [4] - 1:10, 2:2, 3:21, 45:20, 45:24, 46:10, 47:14, 28:15, 38:11, 40:7, 48:5, 50:22 3:23 47:18, 47:21, 48:1, 48:2, 48:4, opinions [8] - 4:9, 13:12, 29:23, now [12] - 3:7, 3:22, 4:9, 14:24, 48:13, 48:17, 48:18, 49:3, 29:24, 40:15, 52:5, 52:8, 52:19 15:9, 24:20, 26:23, 31:11, 40:9, 49:10, 49:21, 50:2, 50:6, 50:16, opportunity [5] - 2:15, 2:19, 46:22, 52:22, 55:16 50:17, 51:1, 51:3, 51:6, 51:14, 4:17, 8:4, 25:18 number [3] - 18:15, 19:24, 51:16, 52:5, 52:8, 52:18, 52:22, oppose [1] - 14:1 51:14 52:23, 53:6, 53:25, 54:2, 54:13, or [51] - 2:17, 3:7, 8:6, 10:16, numbered [2] - 1:12, 57:11 54:14, 54:17, 54:21, 55:9, 11:2, 11:20, 13:11, 17:3, 18:23, numerous [1] - 33:2 55:23, 56:2, 56:11, 56:12, 19:9, 20:11, 22:3, 22:4, 22:5, 56:18, 57:6, 57:8, 57:10, 57:12, 22:25, 23:24, 25:25, 26:12, 57:15, 57:18 O offered [1] - 29:8 26:14, 27:23, 29:17, 30:8, 30:15, 31:3, 31:12, 31:16, Official [3] - 1:17, 57:4, 57:22 32:14, 35:11, 36:5, 36:15, 38:5, obviously [6] - 4:21, 7:19, OFFICIAL [3] - 1:1, 1:8, 57:18 38:10, 38:11, 38:14, 39:7, 40:1, 13:14, 14:16, 42:6, 46:9 oh [4] - 20:14, 40:6, 45:4, 52:11 41:14, 43:10, 44:21, 47:7, 48:8, occasion [2] - 2:12, 2:24 okay [15] - 6:7, 6:20, 15:11, 48:22, 49:19, 50:20, 51:8, 54:8, occurred [1] - 57:12 22:13, 22:17, 22:19, 23:12, 55:5, 56:1, 56:3, 57:12 October [2] - 3:17, 3:18 27:1, 35:25, 36:16, 37:10, oral [1] - 45:22 OF [4] - 1:2, 1:8, 57:2, 57:3 52:11, 52:17, 54:9, 56:17 orchestrated [1] - 2:22 of [251] - 1:10, 1:13, 1:18, 2:7, old [1] - 47:21 order [12] - 5:2, 16:1, 18:6, 2:10, 2:16, 2:18, 2:21, 3:3, 3:5, omission [1] - 31:18 38:7, 38:8, 38:11, 41:16, 44:21, 3:6, 3:11, 3:13, 3:19, 4:2, 4:3, On [1] - 1:10 44:22, 45:3, 50:20 4:5, 4:11, 4:24, 4:25, 5:4, 5:6, on [79] - 1:11, 2:20, 3:12, 3:15, orders [1] - 16:2 5:9, 5:15, 5:16, 5:17, 5:19, 3:16, 3:18, 3:19, 3:20, 3:22, original [3] - 3:5, 37:25, 42:11 5:21, 6:2, 6:8, 6:16, 6:19, 7:10, 4:1, 4:25, 5:24, 7:13, 9:7, 9:16, other [38] - 4:15, 7:12, 8:10, 7:13, 7:15, 7:16, 7:19, 7:21, 10:20, 11:2, 11:5, 11:13, 12:17, 8:11, 12:22, 13:17, 16:2, 16:19, 8:10, 8:12, 8:15, 8:16, 9:4, 9:6, 13:8, 13:17, 13:20, 14:22, 15:6, 18:2, 18:8, 20:6, 20:7, 20:8, 9:9, 9:19, 9:22, 9:25, 10:6, 15:14, 17:22, 17:25, 19:2, 21:10, 23:10, 24:9, 25:14, 10:10, 10:12, 10:16, 10:17, 20:10, 20:16, 21:18, 23:18, 25:22, 28:20, 30:13, 31:12, 10:22, 11:5, 11:10, 12:1, 12:3, 24:11, 26:9, 26:11, 27:23, 31:17, 33:2, 33:22, 34:15, 38:1, 12:10, 12:22, 12:23, 13:11, 28:14, 28:21, 29:3, 29:17, 40:10, 40:11, 40:13, 41:14, 13:20, 13:23, 14:10, 14:25, 30:11, 31:11, 31:23, 32:11, 46:2, 46:9, 47:6, 50:1, 54:2, 15:1, 15:14, 15:19, 15:21, 16:2, 34:11, 34:17, 34:18, 35:8, 35:9, 56:6, 57:8 71 others [4] - 4:13, 24:14, 31:15, parties' [7] - 9:25, 12:24, 21:18, pose [2] - 18:19, 18:21 50:17 31:7, 35:24, 51:9 position [6] - 12:25, 13:23, otherwise [3] - 34:22, 35:1, parts [2] - 21:3, 38:1 14:2, 21:13, 35:3, 35:4 38:8 party [6] - 12:9, 12:21, 12:22, positioned [1] - 25:2 ought [2] - 25:7, 40:23 14:3, 42:13, 50:23 possibility [1] - 43:4 our [31] - 8:13, 9:8, 10:9, 10:19, party's [1] - 38:5 post [1] - 55:11 18:3, 21:13, 25:1, 25:9, 27:5, past [1] - 9:3 post-September [1] - 55:11 27:8, 27:10, 27:11, 29:22, 30:9, path [1] - 33:20 posted [1] - 6:19 30:10, 30:14, 30:15, 32:11, penalty [2] - 12:5, 48:12 potentially [1] - 2:25 32:12, 35:3, 35:4, 35:8, 36:24, pending [4] - 23:1, 23:6, 23:7, Powell [5] - 37:2, 37:7, 37:15, 37:16, 40:21, 42:11, 43:19, 43:22 37:16, 37:19 51:17 people [1] - 46:1 power [2] - 26:18, 28:16 ours [2] - 55:3, 55:4 people's [1] - 9:5 Powers [2] - 10:13, 54:24 ourselves [1] - 44:1 percent [1] - 43:14 Practice [3] - 38:4, 47:13, 47:16 out [5] - 15:16, 22:3, 24:5, perfect [2] - 56:15, 56:17 precedent [1] - 46:15 26:25, 53:13 perfected [1] - 11:2 precise [1] - 23:21 outset [2] - 6:8, 45:16 performed [1] - 23:4 precisely [1] - 31:5 outside [3] - 12:10, 23:22, perhaps [7] - 25:14, 34:7, preclude [1] - 35:21 32:19 34:10, 40:1, 41:5, 41:14, 42:5 precludes [1] - 35:22 over [5] - 13:5, 35:24, 36:9, permissibility [2] - 50:7, 56:12 prefer [2] - 16:16, 45:12 51:12, 55:7 permissive [12] - 5:22, 37:23, preference [1] - 6:8 overrule [1] - 37:7 38:15, 38:19, 38:25, 39:7, premise [2] - 52:23, 53:6 overruled [1] - 37:17 41:19, 43:24, 44:11, 45:10, preparation [1] - 7:24 overrules [1] - 37:18 46:6, 50:13 prepared [1] - 5:16 oversaw [1] - 27:5 permit [1] - 38:7 preprepared [1] - 18:11 overseeing [2] - 27:8, 27:15 permitted [1] - 37:14 present [2] - 2:15, 15:2 own [4] - 18:17, 23:18, 38:6 permitting [1] - 51:19 presents [1] - 8:10 personal [1] - 10:5 presiding [1] - 1:13 P perspective [14] - 4:21, 15:8, presume [1] - 9:10 24:15, 24:23, 33:25, 34:10, presumed [2] - 34:21, 34:25 35:3, 37:6, 42:1, 45:11, 46:8, presumes [1] - 22:22 P [1] - 28:6 47:8, 56:14 pretty [1] - 20:3 P-R-Y-S-T-A-S-H [1] - 28:6 petition [1] - 3:5 prevent [1] - 25:23 p.m [1] - 2:2 Phillips [1] - 27:10 previously [2] - 7:20, 14:22 page [9] - 10:4, 12:15, 13:20, phrase [2] - 42:10, 51:16 price [3] - 30:12, 51:7, 55:1 20:10, 20:13, 28:14, 37:12, phrased [1] - 46:8 PRICE [17] - 6:22, 7:6, 8:8, 8:21, 37:13, 42:18 pick [1] - 43:13 24:19, 27:25, 40:17, 42:7, 42:9, paragraph [1] - 2:17 piece [5] - 28:10, 28:23, 29:8, 42:21, 42:23, 51:24, 52:9, paragraphs [1] - 19:4 29:10, 29:25 52:14, 52:18, 56:7, 56:13 parameters [1] - 26:25 pincites [1] - 52:16 Price [1] - 6:23 paramount [1] - 12:3 pivotal [1] - 3:7 primary [1] - 4:4 part [5] - 25:16, 39:24, 40:4, place [1] - 26:16 principle [1] - 51:20 40:8, 44:5 plaintiff [4] - 6:9, 6:22, 17:17, principles [2] - 34:21, 34:25 Parth [3] - 7:1, 7:16, 15:14 23:15 prior [3] - 6:13, 26:7, 35:23 particular [1] - 46:11 Plaintiff [1] - 1:3 pro [1] - 40:2 particularly [1] - 44:3 plaintiff's [1] - 6:20 probably [2] - 24:21, 33:25 parties [65] - 3:10, 9:12, 9:13, plaintiffs [2] - 16:7, 16:25 problem [1] - 52:11 9:14, 9:17, 10:2, 10:7, 10:10, please [5] - 8:19, 18:13, 19:21, procedural [5] - 41:18, 42:10, 11:14, 11:17, 13:5, 13:8, 13:19, 21:16, 40:6 42:24, 43:5, 48:8 13:22, 13:23, 13:24, 14:5, point [11] - 4:24, 7:10, 7:11, procedurally [2] - 44:15, 45:6 15:17, 16:6, 17:14, 22:1, 22:4, 30:14, 31:14, 31:22, 32:21, procedure [1] - 2:18 22:22, 22:23, 23:2, 23:9, 23:17, 34:15, 46:16, 53:18, 54:20 proceed [3] - 7:5, 7:7, 7:17 25:1, 25:23, 27:9, 27:16, 27:17, pointed [2] - 15:16, 47:14 PROCEEDINGS [2] - 1:8, 2:1 30:1, 30:10, 32:18, 32:22, 33:3, pointing [1] - 53:13 Proceedings [1] - 1:15 33:9, 34:4, 35:11, 35:21, 39:4, 39:11, 39:21, 40:10, 43:6, points [3] - 42:19, 48:13, 51:9 proceedings [4] - 1:11, 2:4, 44:16, 45:19, 47:17, 47:25, policy [7] - 9:24, 12:1, 12:4, 57:9, 57:15 48:5, 48:9, 48:20, 48:22, 48:23, 22:16, 22:20, 24:9, 24:23 procured [1] - 37:15 49:3, 49:6, 50:19, 53:4, 54:12, ponder [1] - 50:11 PRODUCT [1] - 1:2 54:16, 55:5, 57:10, 57:17 portions [1] - 57:8 Progressive [1] - 29:12 72 promote [1] - 9:25 quoting [1] - 36:25 remanded [4] - 30:8, 42:2, prompt [1] - 4:14 46:13, 50:21 pronouncements [1] - 31:23 R remarks [3] - 8:2, 18:11, 56:3 proper [2] - 26:16 Remedies [3] - 38:4, 47:13, propose [1] - 35:7 47:17 R [1] - 28:6 proposed [2] - 16:15, 16:24 reminiscent [1] - 8:15 Rafe [1] - 6:23 proposition [1] - 17:9 removal [16] - 3:13, 4:5, 4:22, raise [1] - 37:15 10:9, 12:23, 14:1, 23:3, 29:16, propriety [2] - 3:19, 4:5 raised [2] - 39:16, 40:9 29:23, 30:5, 48:25, 51:19, prospectively [2] - 34:22, 35:1 rather [1] - 26:24 54:13, 54:17, 55:9 provide [1] - 19:19 RDR [2] - 1:16, 57:21 removals [2] - 30:6, 30:16 provided [3] - 3:16, 29:6, 47:4 re [1] - 27:6 removed [5] - 12:21, 12:22, providing [1] - 5:24 re-elected [1] - 27:6 13:22, 13:24, 46:12 provision [27] - 10:12, 10:14, reach [2] - 5:2, 25:3 repetitive [1] - 36:18 10:15, 10:25, 17:2, 17:18, reached [4] - 3:7, 3:10, 31:3, reported [2] - 1:15, 57:13 17:19, 18:1, 21:10, 24:2, 24:3, 31:4 REPORTER [3] - 6:17, 14:12, 32:3, 33:19, 34:3, 45:2, 49:15, 49:16, 49:23, 49:24, 52:6, read [15] - 6:4, 6:5, 7:12, 7:22, 47:1 52:20, 52:21, 53:12, 53:22, 7:23, 8:4, 28:21, 28:22, 31:13, Reporter [3] - 1:17, 57:5, 57:22 54:7, 54:21 31:24, 35:20, 37:25, 38:21, REPORTER'S [3] - 1:1, 1:8, 42:25, 43:21 57:1 provisions [10] - 17:7, 17:20, 18:2, 20:7, 21:9, 21:10, 23:25, reading [2] - 52:18, 56:19 Reporter's [2] - 57:11, 57:14 32:6, 53:23, 53:25 really [12] - 3:1, 15:20, 25:13, request [2] - 4:8, 45:22 Prystash [22] - 6:2, 11:16, 26:10, 26:17, 28:20, 31:24, requested [3] - 3:18, 37:4, 57:9 11:22, 12:5, 12:9, 17:10, 21:13, 33:15, 41:20, 43:25, 53:7, requesting [1] - 3:15 28:5, 28:25, 29:2, 32:18, 35:11, 53:20 required [2] - 54:13, 54:17 36:1, 36:15, 37:1, 37:7, 37:18, realm [1] - 47:6 reread [1] - 19:2 40:20, 47:5, 48:14, 48:18, 49:2 reason [2] - 4:12, 15:25 rereading [1] - 19:6 Prystash-styled [1] - 35:11 reasons [1] - 51:7 res [1] - 46:21 public [3] - 9:24, 12:1, 12:3 recall [1] - 42:12 resource [1] - 24:12 publicly [2] - 12:13, 21:25 recent [1] - 6:4 resources [1] - 41:25 purpose [1] - 4:2 recess [1] - 47:2 respect [1] - 28:11 purposes [2] - 2:15, 5:4 recognizes [1] - 49:2 respective [1] - 57:17 put [4] - 5:8, 6:10, 27:10, 53:2 reconciled [2] - 34:20, 34:24 respond [1] - 26:5 putting [2] - 44:1, 45:19 RECORD [1] - 1:1 responded [3] - 3:20, 4:11, record [2] - 2:17, 2:23 13:20 Record [2] - 57:11, 57:15 Q Redden [3] - 7:1, 7:14, 14:16 response [2] - 3:14, 29:21 rest [1] - 15:5 refer [2] - 30:19, 30:20 result [2] - 3:22, 31:19 qualified [2] - 22:9, 22:21 referee [2] - 42:15, 42:20 return [1] - 3:4 qualify [1] - 19:12 reference [1] - 17:24 Revamp [1] - 29:12 qualifying [1] - 55:3 referenced [2] - 20:21, 21:2 right [20] - 8:9, 9:1, 12:1, 15:9, query [2] - 29:5, 43:25 references [1] - 57:16 19:11, 20:19, 21:19, 24:17, question [27] - 6:6, 15:24, 16:5, referencing [2] - 45:6, 45:8 28:5, 30:21, 31:25, 37:2, 40:19, 16:10, 16:25, 18:4, 18:22, referred [3] - 33:13, 52:6, 52:19 40:22, 42:21, 43:13, 44:4, 46:1, 19:10, 22:15, 22:16, 24:9, 26:6, referring [2] - 31:2, 32:20 48:15, 49:5 26:7, 29:5, 30:18, 34:12, 36:3, refile [1] - 43:2 rightly [1] - 15:16 37:2, 38:9, 38:24, 50:4, 50:21, refiled [1] - 51:13 rise [2] - 26:9, 26:10 52:23, 53:3, 53:6, 54:10, 56:10 refiling [1] - 39:7 risk [2] - 40:25, 41:3 questioning [1] - 45:16 reflection [1] - 36:2 RMR [2] - 1:16, 57:21 questions [30] - 4:22, 4:25, reflects [1] - 9:23 room [1] - 55:16 5:15, 5:18, 5:22, 6:1, 6:14, 9:9, regard [3] - 43:5, 47:5, 51:10 Rose [1] - 6:24 13:15, 14:17, 15:5, 15:22, 18:8, regarding [2] - 4:22, 5:19 rule [1] - 16:18 18:11, 18:15, 18:19, 24:8, 24:9, regardless [5] - 27:7, 27:13, 25:13, 25:14, 27:20, 29:4, Rule [6] - 3:10, 4:2, 8:17, 15:17, 38:23, 48:2, 52:22 38:22, 51:19 33:16, 34:8, 37:5, 37:24, 38:15, rehashing [1] - 51:22 ruled [1] - 46:10 45:20, 50:2, 56:6 reliance [1] - 36:5 rules [1] - 9:22 quick [1] - 46:25 rely [2] - 17:22, 17:25 quite [3] - 38:17, 40:11, 43:9 remand [9] - 13:11, 39:6, 41:16, quotation [1] - 29:14 42:25, 43:1, 43:11, 44:20, quote/unquote [1] - 20:20 44:22, 51:11 73 sentence [2] - 33:1 46:10, 46:18, 48:10, 48:17, S separate [4] - 9:19, 10:13, 48:25, 49:17, 49:21, 50:14, 10:14, 30:9 51:5, 53:5, 54:1, 54:10, 54:12, S [2] - 28:6 separately [1] - 22:1 54:16, 54:19 S.W.3d [1] - 37:1 September [15] - 3:9, 3:12, Sofia [1] - 1:13 safeguard [1] - 30:1 3:15, 10:3, 11:2, 11:5, 12:20, solidly [1] - 20:15 safeguards [4] - 25:23, 26:19, 13:9, 16:8, 16:22, 24:11, 27:23, some [20] - 6:1, 7:13, 18:19, 26:20, 26:21 29:18, 35:23, 55:11 19:4, 24:22, 24:23, 28:3, 32:4, safer [1] - 33:25 series [1] - 5:15 33:22, 34:15, 36:8, 39:11, said [7] - 12:25, 14:19, 15:3, serious [1] - 43:19 39:12, 39:20, 40:25, 43:5, 18:18, 31:16, 53:18, 55:2 SERVICES [1] - 1:3 44:20, 45:2, 46:16 same [6] - 10:21, 24:15, 25:22, serving [1] - 25:13 somehow [1] - 52:25 32:2, 32:8, 35:17 set [6] - 4:7, 13:2, 21:23, 26:25, something [6] - 12:4, 45:11, San [3] - 4:16, 6:3, 8:16 49:17 46:15, 47:25, 49:17, 52:4 sand [1] - 51:16 seven [2] - 10:4, 12:15 somewhat [1] - 39:14 say [21] - 11:25, 17:1, 19:3, seven-page [1] - 12:15 sophisticated [3] - 9:14, 22:23, 28:21, 30:15, 30:19, 32:9, 34:1, seven-page-long [1] - 10:4 40:13 34:15, 36:6, 36:19, 43:25, several [2] - 4:9, 30:6 sort [1] - 28:3 47:10, 47:15, 47:20, 49:1, 49:2, Shaefer [3] - 7:10, 7:15, 8:12 sounds [1] - 29:19 52:4, 52:12, 53:5, 53:10 shall [1] - 46:24 speak [4] - 5:9, 34:14, 38:16, saying [5] - 8:23, 24:1, 34:6, Sharp [1] - 28:12 51:23 41:4, 55:9 Sharp's [1] - 6:3 speaking [2] - 18:16, 34:18 says [10] - 10:25, 12:3, 13:1, she [4] - 27:14, 28:14, 28:17, species [1] - 49:10 28:17, 29:14, 37:1, 37:14, 42:4, 28:20 specifically [4] - 9:13, 9:15, 53:11, 53:21 short [3] - 29:10, 36:21, 50:20 28:18, 31:15 Schaefer [1] - 6:23 shorthand [1] - 1:15 spending [1] - 34:11 SCHAEFER [24] - 8:23, 13:17, shortly [1] - 3:11 spent [4] - 14:24, 24:17, 41:13, 13:19, 15:9, 19:15, 21:21, 43:16 should [10] - 17:18, 26:9, 26:10, 22:13, 22:17, 22:20, 23:11, spoken [1] - 6:13 35:19, 35:20, 37:14, 48:19, 27:3, 29:22, 31:21, 35:2, 36:14, sponte [3] - 4:7, 4:20, 41:1 49:15, 49:23, 54:6 36:17, 37:9, 37:11, 47:9, 48:21, stage [1] - 8:5 shows [2] - 11:16, 48:4 54:19, 55:18, 55:21, 55:24 stand [1] - 25:20 sic [3] - 14:23, 28:12, 42:4 school [1] - 9:8 standing [2] - 9:24, 51:20 side [3] - 39:18, 46:2 scrutinizing [1] - 46:20 stands [1] - 49:10 sides [1] - 51:25 second [3] - 19:7, 33:1, 52:7 Star [2] - 17:16, 33:11 sidestep [1] - 34:1 secondly [1] - 26:19 STAR [1] - 1:2 sidesteps [1] - 16:25 Section [54] - 3:19, 10:14, Star's [3] - 35:3, 53:18, 56:13 significance [2] - 33:18, 45:24 10:15, 10:24, 11:12, 16:18, start [3] - 8:23, 53:5, 53:19 signify [1] - 45:23 16:20, 16:22, 17:3, 17:5, 17:6, starting [1] - 20:15 similar [2] - 32:3, 35:16 17:13, 17:17, 17:23, 17:25, simple [2] - 54:13, 54:16 starts [1] - 20:9 20:5, 20:6, 20:9, 20:13, 20:21, simply [3] - 17:18, 41:4, 55:8 STATE [2] - 1:2, 57:2 20:23, 21:2, 21:4, 24:1, 27:21, since [2] - 4:8, 23:7 state [5] - 3:8, 37:16, 39:10, 28:13, 28:19, 29:6, 30:1, 31:18, sit [3] - 18:14, 21:16, 25:20 39:22, 45:2 32:9, 32:11, 32:13, 32:15, situation [6] - 7:8, 7:21, 8:10, State [5] - 1:13, 1:18, 17:10, 32:23, 34:2, 34:20, 34:24, 35:4, 13:12, 27:5, 51:11 29:12, 57:6 35:5, 35:7, 35:20, 36:21, 40:5, situations [1] - 8:11 stated [5] - 7:20, 14:21, 34:22, 47:17, 52:19, 53:14, 53:21, slightly [1] - 32:6 35:1, 44:10 54:1, 54:14, 54:18, 54:21, slowly [1] - 34:8 statement [2] - 25:19, 43:16 54:22, 55:14 so [76] - 2:12, 3:2, 3:5, 3:25, statements [1] - 8:2 section [4] - 9:17, 36:21, 38:3, 5:18, 7:8, 7:14, 7:16, 7:22, 8:1, stating [1] - 13:25 55:23 8:4, 8:19, 11:12, 13:10, 13:11, statute [16] - 10:12, 11:23, sections [5] - 19:8, 20:8, 20:22, 13:14, 17:22, 18:4, 20:5, 20:19, 12:10, 26:12, 28:10, 28:17, 53:19, 54:3 20:22, 21:1, 21:6, 24:16, 25:16, 32:1, 32:19, 35:14, 35:16, 46:1, see [4] - 6:11, 13:20, 20:4, 50:1 26:13, 27:7, 27:8, 28:7, 29:6, 47:19, 47:21, 53:10, 54:3 seen [3] - 25:5, 29:11, 29:20 29:8, 29:19, 29:21, 30:8, 31:6, statutes [3] - 31:24, 47:12, selection [3] - 30:20, 30:21, 32:1, 32:9, 32:19, 34:23, 35:19, 47:14 31:7 36:25, 37:5, 38:14, 39:20, 40:2, statutory [1] - 17:14 Senate [3] - 10:24, 11:1, 14:23 40:8, 40:12, 40:16, 41:12, stay [2] - 25:10, 44:20 Senator [1] - 29:9 41:21, 42:2, 42:5, 42:23, 43:10, step [1] - 23:22 sense [3] - 23:16, 28:1, 45:15 43:19, 44:2, 44:10, 44:24, 46:3, still [2] - 17:11, 17:12 74 stipulates [1] - 29:16 talk [1] - 12:18 28:20, 29:6, 29:7, 29:14, 29:16, stone [1] - 49:17 talking [2] - 28:15, 55:18 29:24, 29:25, 30:13, 30:17, stop [2] - 6:12, 18:10 TBC [1] - 29:16 30:25, 31:1, 31:2, 31:6, 31:10, strategically [1] - 26:1 tell [3] - 12:9, 29:2, 49:23 31:15, 31:16, 31:17, 31:24, studied [1] - 15:3 term [1] - 12:2 32:1, 32:4, 32:6, 32:12, 32:22, styled [2] - 35:11, 57:11 termination [4] - 38:12, 38:20, 32:24, 33:1, 33:9, 33:18, 33:20, sua [3] - 4:7, 4:20, 41:1 38:25, 39:3 34:2, 34:7, 34:9, 34:21, 34:25, subject [21] - 5:24, 9:7, 10:17, terms [4] - 6:8, 39:25, 50:3, 35:5, 35:6, 35:9, 35:10, 35:13, 11:8, 11:13, 11:24, 13:7, 15:19, 56:2 35:15, 35:18, 35:22, 36:3, 36:5, 15:22, 17:17, 20:25, 23:17, TEXAS [2] - 1:2, 57:2 36:8, 36:10, 36:11, 36:12, 23:19, 26:8, 26:17, 34:18, 45:9, Texas [23] - 1:14, 1:17, 1:18, 36:20, 36:22, 36:24, 36:25, 48:7, 49:22, 53:2, 53:7 2:11, 3:11, 9:1, 9:2, 9:11, 37:15, 38:8, 38:14, 39:11, subject-matter [18] - 9:7, 10:17, 10:21, 11:11, 12:2, 14:11, 39:12, 39:24, 40:1, 40:5, 40:20, 11:8, 11:13, 11:24, 13:7, 15:19, 22:22, 29:12, 31:22, 38:3, 40:22, 40:25, 41:2, 41:3, 41:6, 15:22, 17:17, 20:25, 23:17, 54:22, 54:25, 57:5, 57:6, 57:22, 41:8, 41:12, 41:13, 41:14, 42:2, 23:19, 26:8, 26:17, 48:7, 49:22, 57:23 42:3, 42:14, 43:4, 43:7, 43:16, 53:2, 53:7 Texas's [2] - 9:23, 11:25 43:20, 44:5, 44:8, 44:9, 44:11, subjects [2] - 5:6, 41:12 text [1] - 31:1 44:17, 44:24, 45:5, 45:7, 45:9, submitted [1] - 3:12 than [12] - 8:10, 9:2, 12:7, 45:10, 45:11, 45:12, 45:13, subsection [1] - 55:2 16:11, 18:16, 28:21, 32:10, 45:19, 45:23, 45:24, 45:25, subsequent [21] - 9:15, 12:19, 38:17, 38:22, 46:5, 47:21, 46:3, 46:4, 46:9, 46:10, 46:14, 13:7, 14:6, 17:25, 18:1, 21:10, 47:23 46:15, 46:22, 47:6, 47:9, 47:18, 22:5, 23:1, 25:3, 25:6, 26:23, Thank [1] - 6:17 47:23, 48:1, 48:4, 48:5, 48:19, 27:11, 30:4, 30:7, 31:4, 35:10, 48:23, 49:8, 49:11, 49:14, thank [17] - 7:4, 8:20, 8:21, 48:24, 53:12, 55:5, 55:12 49:16, 49:17, 49:22, 49:23, 14:8, 14:12, 14:15, 15:10, 50:10, 50:11, 50:25, 51:9, subsequently [1] - 3:18 19:25, 31:10, 33:5, 37:22, 51:15, 51:20, 52:3, 52:5, 52:15, substantial [4] - 38:10, 40:6, 46:23, 48:15, 51:18, 55:25, 52:25, 53:3, 53:10, 53:11, 40:7, 42:13 56:9, 56:20 53:19, 53:24, 54:2, 54:6, 54:7, succession [1] - 4:14 thanks [2] - 7:18, 15:11 54:13, 54:16, 54:17, 54:25, such [4] - 11:14, 17:2, 18:6, that [309] - 2:14, 2:18, 2:21, 55:6, 55:17, 57:6, 57:14 40:9 2:25, 3:24, 4:9, 4:10, 4:16, that's [31] - 9:21, 10:1, 10:12, suddenly [1] - 29:15 4:18, 4:22, 5:1, 5:2, 5:5, 5:13, 15:2, 17:20, 18:7, 20:20, 20:21, suffices [1] - 18:24 5:14, 5:15, 5:17, 5:23, 5:24, 21:1, 23:3, 25:24, 26:6, 28:4, sufficient [1] - 35:13 5:25, 6:3, 6:7, 6:10, 6:13, 7:23, 28:5, 28:7, 28:24, 32:20, 32:21, suggesting [4] - 5:12, 50:4, 7:24, 8:5, 8:6, 8:8, 8:9, 8:11, 41:23, 43:13, 44:24, 45:4, 45:5, 50:8, 50:10 8:12, 8:16, 8:25, 9:4, 9:7, 9:8, 45:6, 48:3, 48:10, 49:9, 52:17, suggestion [1] - 48:19 9:9, 9:15, 9:18, 9:20, 10:7, 53:12, 54:17, 55:12 sui [2] - 14:25, 46:9 10:10, 10:19, 10:20, 10:25, THE [71] - 1:2, 2:7, 6:17, 6:19, supplement [2] - 8:13, 33:7 11:4, 11:6, 11:7, 11:8, 11:10, 7:4, 7:18, 8:14, 8:22, 13:16, supplemental [1] - 32:11 11:14, 11:17, 11:19, 11:20, 13:18, 14:8, 14:12, 14:14, support [3] - 3:13, 31:17, 42:18 11:22, 12:3, 12:4, 12:6, 12:11, 15:11, 15:13, 18:13, 19:14, Supreme [4] - 11:11, 12:2, 12:15, 13:12, 13:14, 13:16, 19:21, 19:23, 20:11, 20:14, 31:22, 54:5 13:20, 14:5, 14:15, 14:16, 21:14, 22:11, 22:14, 22:19, sure [8] - 5:9, 5:13, 8:13, 12:18, 14:18, 14:20, 14:21, 14:25, 23:5, 23:12, 24:7, 25:11, 27:1, 13:18, 29:10, 29:20, 33:8 15:1, 15:2, 15:3, 15:4, 15:6, 27:19, 29:1, 30:17, 31:10, 33:5, Sure [1] - 47:1 15:18, 16:1, 16:2, 16:5, 16:6, 33:8, 34:6, 35:25, 36:16, 36:19, 16:8, 16:10, 16:15, 16:20, surmise [5] - 4:7, 22:14, 26:3, 37:10, 37:20, 39:23, 41:8, 42:8, 16:25, 17:4, 17:7, 17:9, 17:13, 44:3, 47:3 42:16, 42:22, 43:15, 44:14, 17:14, 17:15, 17:17, 17:19, swing [1] - 27:25 45:4, 46:7, 47:1, 47:3, 48:15, 18:2, 18:5, 18:6, 18:8, 18:10, system [1] - 26:10 49:11, 49:25, 51:4, 51:18, 52:7, 18:11, 18:15, 18:18, 19:4, 19:5, System [1] - 29:13 52:11, 52:17, 53:13, 54:9, 19:7, 19:12, 20:4, 20:9, 20:15, 55:15, 55:20, 55:22, 55:25, 20:16, 21:3, 21:6, 21:11, 21:15, T 21:17, 21:21, 22:6, 22:12, 56:9, 56:15, 56:17, 57:2 The [3] - 2:4, 23:18, 29:11 22:21, 22:23, 23:8, 23:23, 24:4, 24:20, 24:21, 24:22, 25:1, 25:2, the [569] - 1:10, 1:11, 1:12, 1:13, T [1] - 28:6 25:5, 25:8, 25:11, 25:14, 25:20, 2:9, 2:10, 2:11, 2:15, 2:16, take [11] - 5:12, 6:16, 15:6, 25:22, 26:14, 26:25, 27:4, 2:17, 2:24, 3:2, 3:3, 3:5, 3:6, 26:13, 27:25, 34:17, 37:21, 27:10, 27:12, 27:18, 27:19, 3:9, 3:11, 3:14, 3:19, 3:24, 4:2, 41:3, 41:5, 45:15, 46:24 27:25, 28:1, 28:3, 28:14, 28:19, 4:3, 4:4, 4:5, 4:6, 4:10, 4:11, takes [1] - 50:20 4:12, 4:13, 4:16, 4:18, 4:21, 75 4:22, 5:1, 5:4, 5:16, 5:20, 5:21, 37:5, 37:7, 37:11, 37:13, 37:20, there'll [2] - 40:25, 43:11 5:23, 6:1, 6:2, 6:5, 6:8, 6:22, 37:23, 37:25, 38:8, 38:11, there's [22] - 5:23, 8:6, 9:6, 7:1, 7:9, 7:11, 7:12, 7:17, 7:18, 38:12, 38:15, 38:20, 38:24, 14:25, 15:25, 19:3, 20:13, 7:19, 7:20, 7:21, 7:23, 8:9, 38:25, 39:3, 39:5, 39:10, 39:14, 24:22, 25:8, 26:22, 28:1, 29:14, 8:10, 8:15, 8:17, 8:25, 9:3, 9:4, 39:15, 39:16, 39:19, 39:21, 32:14, 34:15, 39:11, 40:5, 9:10, 9:11, 9:16, 9:17, 9:18, 39:22, 39:24, 40:4, 40:8, 40:10, 40:14, 41:9, 42:20, 43:24, 9:20, 9:21, 10:2, 10:7, 10:8, 40:15, 40:20, 40:22, 40:24, 46:11, 46:14 10:9, 10:10, 10:11, 10:12, 40:25, 41:4, 41:12, 41:16, therefore [3] - 17:16, 24:3, 51:5 10:15, 10:17, 10:21, 10:22, 41:18, 41:19, 41:21, 41:22, these [9] - 5:6, 7:13, 20:22, 11:1, 11:5, 11:10, 11:11, 11:13, 41:23, 42:1, 42:4, 42:5, 42:9, 25:13, 39:11, 43:6, 44:4, 51:9, 11:14, 11:17, 11:18, 11:19, 42:10, 42:19, 42:20, 42:24, 53:19 11:20, 11:21, 11:22, 12:2, 42:25, 43:17, 43:22, 43:23, they [15] - 4:13, 12:15, 13:4, 12:11, 12:12, 12:17, 12:22, 43:24, 44:4, 44:5, 44:7, 44:10, 13:6, 13:25, 25:2, 31:25, 32:7, 12:23, 12:24, 12:25, 13:4, 13:5, 44:12, 44:15, 44:16, 44:19, 32:23, 33:2, 43:7, 47:20, 47:23, 13:8, 13:10, 13:11, 13:12, 44:20, 44:21, 44:22, 44:24, 49:5 13:14, 13:19, 13:20, 13:21, 45:1, 45:3, 45:9, 45:10, 45:13, they'll [1] - 43:12 13:22, 13:23, 13:24, 14:1, 14:3, 45:15, 45:16, 45:18, 45:20, they're [6] - 14:17, 20:4, 24:15, 14:6, 14:19, 14:21, 14:23, 15:5, 45:21, 45:22, 45:23, 45:25, 26:23, 41:10, 43:1 15:14, 15:17, 15:18, 15:20, 46:2, 46:3, 46:7, 46:12, 46:18, thing [6] - 10:19, 12:17, 13:17, 15:22, 15:23, 16:2, 16:3, 16:6, 46:19, 47:3, 47:6, 47:13, 47:14, 14:21, 31:1, 32:8 16:7, 16:10, 16:14, 16:15, 47:17, 47:18, 47:19, 47:20, things [10] - 4:25, 7:16, 29:3, 16:16, 16:17, 16:19, 16:20, 47:21, 47:22, 48:1, 48:2, 48:5, 35:16, 41:23, 55:8, 55:10, 16:21, 16:22, 16:24, 16:25, 48:8, 48:10, 48:11, 48:12, 55:11 17:2, 17:6, 17:7, 17:8, 17:10, 48:17, 48:18, 48:19, 48:20, think [70] - 5:11, 7:6, 8:6, 8:9, 17:14, 17:16, 17:19, 17:23, 48:21, 48:22, 48:24, 48:25, 10:19, 12:2, 15:1, 19:1, 19:16, 17:24, 17:25, 18:2, 18:4, 18:6, 49:2, 49:6, 49:9, 49:14, 49:15, 21:22, 22:17, 23:19, 24:19, 18:7, 18:17, 18:19, 18:21, 49:16, 49:18, 49:22, 49:23, 24:24, 25:5, 25:7, 27:9, 28:1, 18:24, 19:2, 19:3, 19:12, 19:19, 50:5, 50:7, 50:13, 50:16, 50:17, 28:4, 28:7, 28:11, 28:24, 29:4, 19:21, 20:3, 20:7, 20:8, 20:12, 50:18, 50:19, 50:21, 50:22, 29:22, 30:25, 31:21, 33:14, 20:15, 20:22, 21:1, 21:2, 21:3, 50:25, 51:1, 51:2, 51:3, 51:6, 33:25, 35:3, 37:11, 37:18, 21:6, 21:7, 21:8, 21:10, 21:11, 51:7, 51:19, 52:2, 52:3, 52:4, 37:21, 39:2, 39:9, 39:10, 39:20, 21:12, 21:18, 21:19, 21:22, 52:5, 52:8, 52:18, 52:23, 52:25, 40:19, 40:20, 40:21, 40:22, 21:23, 22:1, 22:4, 22:5, 22:6, 53:3, 53:6, 53:12, 53:14, 53:18, 41:3, 42:10, 42:11, 42:23, 43:4, 22:7, 22:9, 22:14, 22:20, 22:22, 53:23, 53:25, 54:3, 54:5, 54:10, 43:10, 43:11, 44:11, 44:17, 22:23, 22:24, 23:2, 23:8, 23:9, 54:12, 54:15, 54:16, 54:22, 44:19, 44:25, 45:19, 45:25, 23:10, 23:15, 23:16, 23:22, 54:25, 55:2, 55:3, 55:5, 55:6, 46:3, 46:15, 48:21, 48:22, 50:6, 23:24, 24:2, 24:3, 24:4, 24:5, 55:7, 55:13, 55:16, 55:22, 56:5, 51:6, 51:25, 52:2, 52:24, 53:5, 24:8, 24:11, 24:12, 24:15, 56:12, 56:19, 57:5, 57:6, 57:9, 54:19, 55:15 24:16, 24:19, 24:21, 24:24, 57:10, 57:11, 57:15, 57:16 thinking [6] - 9:21, 38:3, 43:23, 24:25, 25:5, 25:7, 25:9, 25:12, their [6] - 13:1, 17:15, 23:18, 47:10, 47:12, 49:21 25:13, 25:16, 26:1, 26:10, 24:17, 36:11, 55:5 third [2] - 42:13, 43:6 26:11, 26:14, 26:19, 26:20, them [4] - 11:19, 21:12, 39:6, third-party [1] - 42:13 26:24, 26:25, 27:5, 27:9, 27:10, 47:12 this [90] - 2:8, 3:1, 3:25, 4:7, 27:14, 27:15, 27:16, 27:17, then [25] - 2:18, 7:16, 8:8, 8:12, 4:20, 5:5, 7:8, 8:9, 8:24, 9:23, 27:21, 28:1, 28:2, 28:3, 28:5, 12:23, 16:1, 17:6, 17:25, 19:3, 10:4, 10:5, 10:6, 10:21, 11:1, 28:7, 28:10, 28:15, 28:16, 22:1, 22:8, 26:19, 27:23, 29:4, 11:4, 12:15, 12:16, 15:4, 15:18, 28:18, 28:23, 29:9, 29:10, 30:9, 33:10, 38:1, 43:2, 49:3, 15:19, 15:24, 16:1, 16:14, 29:23, 30:10, 30:12, 30:20, 50:1, 50:4, 50:25, 52:12, 53:2, 17:11, 17:23, 18:5, 19:10, 30:21, 30:22, 30:25, 31:1, 31:3, 53:9 20:23, 21:4, 22:2, 22:24, 23:23, 31:6, 31:7, 31:8, 31:14, 31:15, there [51] - 4:8, 5:18, 8:18, 24:18, 25:18, 26:7, 26:17, 31:17, 31:18, 31:19, 31:22, 12:19, 14:19, 15:21, 16:5, 26:18, 28:22, 29:5, 29:20, 31:24, 32:1, 32:2, 32:7, 32:9, 16:13, 16:14, 16:15, 17:1, 18:7, 30:11, 31:11, 33:14, 33:21, 32:18, 32:19, 32:20, 32:21, 21:18, 22:17, 27:14, 29:8, 30:5, 34:1, 34:4, 36:1, 36:7, 36:9, 32:25, 33:1, 33:3, 33:9, 33:10, 30:6, 30:13, 32:22, 34:3, 34:5, 36:20, 37:4, 37:6, 38:18, 38:19, 33:11, 33:13, 33:14, 33:15, 34:9, 36:4, 36:25, 38:10, 42:1, 38:20, 39:1, 39:3, 40:2, 40:11, 33:17, 33:19, 33:22, 33:24, 42:3, 42:12, 42:23, 43:4, 43:25, 41:2, 41:9, 42:11, 43:8, 44:11, 33:25, 34:4, 34:11, 34:16, 44:1, 44:9, 44:19, 45:1, 45:8, 45:16, 45:18, 45:23, 46:4, 46:9, 34:18, 34:19, 34:20, 34:23, 45:13, 46:1, 46:15, 47:5, 48:6, 46:17, 47:7, 48:11, 48:12, 34:24, 35:8, 35:9, 35:11, 35:12, 48:7, 51:8, 51:11, 51:14, 53:5, 48:19, 49:7, 49:8, 49:21, 50:13, 35:13, 35:14, 35:15, 35:17, 54:20 51:12, 52:1, 53:1, 53:10, 54:15, 35:21, 35:24, 36:9, 36:10, 37:1, 76 56:3, 56:20, 57:10, 57:14, 33:12, 33:13, 34:1, 34:12, 36:1, 36:6, 40:8, 41:17, 41:19, 57:18 34:14, 34:17, 34:21, 34:25, 41:20, 46:20, 47:12, 50:16 those [16] - 11:9, 11:10, 21:11, 35:6, 35:9, 35:10, 35:12, 35:15, tumultuous [1] - 29:16 21:22, 24:6, 26:21, 27:12, 35:20, 35:23, 36:1, 36:5, 36:6, turn [1] - 37:23 29:17, 30:7, 47:11, 53:25, 55:8, 36:7, 36:11, 36:15, 36:17, two [9] - 2:17, 12:13, 16:13, 55:10, 55:11 37:11, 37:15, 37:23, 38:8, 24:20, 25:7, 32:5, 36:23, 40:14, though [3] - 24:16, 39:18, 52:23 38:14, 38:16, 38:23, 39:5, 39:9, 40:15 thought [2] - 2:25, 20:14 39:11, 39:14, 39:16, 39:17, type [1] - 9:19 thoughts [2] - 36:12, 56:3 39:21, 39:22, 40:2, 40:6, 40:17, three [4] - 26:14, 27:6, 38:14, 40:23, 41:3, 41:4, 41:5, 41:13, U 55:8 41:16, 41:17, 41:19, 41:20, through [8] - 7:11, 8:12, 9:9, 41:21, 42:9, 43:1, 43:6, 43:11, 34:8, 42:19, 44:5, 48:13, 49:22 43:15, 43:19, 43:24, 44:2, 44:4, ultimate [4] - 38:12, 38:20, 44:7, 44:12, 44:16, 44:18, 38:25, 39:3 throughout [1] - 34:16 44:20, 45:1, 45:2, 45:7, 45:12, unclear [1] - 42:6 thrown [1] - 51:16 45:15, 45:18, 46:1, 46:4, 46:9, uncodified [3] - 28:9, 28:10, thrust [1] - 29:15 46:15, 46:16, 46:19, 46:20, 28:22 time [20] - 3:16, 5:10, 7:9, 7:19, 47:5, 47:12, 47:14, 47:16, under [11] - 4:2, 10:11, 17:13, 10:21, 12:23, 14:24, 18:14, 47:17, 47:18, 47:22, 47:25, 19:11, 21:12, 26:11, 45:25, 18:22, 22:25, 23:4, 27:10, 48:1, 48:4, 48:20, 48:22, 49:3, 55:1, 55:2, 55:13, 55:22 34:11, 41:13, 43:9, 50:17, 54:15, 56:18 49:6, 49:8, 49:15, 49:19, 50:3, underlined [5] - 20:4, 20:16, 50:9, 50:12, 50:16, 51:10, 20:20, 21:2, 55:17 timely [1] - 3:20 51:12, 51:15, 51:22, 51:25, understand [2] - 44:21, 45:6 times [2] - 24:25, 52:1 52:2, 52:3, 52:6, 52:9, 52:10, undisputed [1] - 28:19 timing [3] - 4:10, 40:8, 50:9 52:12, 52:15, 52:19, 52:22, unfortunately [2] - 52:10, 52:14 titled [3] - 10:13, 29:10, 54:23 52:24, 53:15, 54:1, 54:9, 54:13, uniformly [1] - 30:8 to [336] - 1:11, 2:8, 2:13, 2:15, 54:18, 54:20, 54:22, 55:10, unintentionally [1] - 31:25 2:16, 3:10, 3:23, 3:25, 4:3, 4:6, 55:13, 56:2, 56:11, 57:10 unique [3] - 9:19, 27:4, 34:5 4:17, 4:20, 4:24, 5:2, 5:3, 5:5, today [4] - 4:4, 9:10, 13:13, unless [2] - 34:22, 35:1 5:7, 5:8, 5:9, 5:13, 5:14, 5:23, 15:21 until [1] - 14:17 5:25, 6:5, 6:10, 6:12, 6:13, today's [1] - 4:1 unwaivable [1] - 11:23 6:15, 6:16, 6:21, 7:5, 7:7, 7:8, 7:10, 7:14, 7:17, 7:24, 8:2, 8:4, told [1] - 54:5 unwary [1] - 39:16 8:6, 8:24, 9:4, 9:10, 9:13, 9:14, Tomorrow [1] - 29:11 up [5] - 40:7, 41:5, 42:2, 43:13, 9:18, 9:24, 10:8, 10:11, 10:20, too [2] - 8:7, 34:11 48:4 11:2, 11:5, 11:7, 11:8, 11:18, took [2] - 13:23, 14:2 upheld [1] - 11:11 11:21, 12:4, 12:10, 12:16, toward [1] - 22:15 upon [1] - 48:6 12:25, 13:2, 13:3, 13:4, 13:15, traded [2] - 12:13, 21:25 us [7] - 3:8, 4:4, 13:2, 39:5, 13:20, 14:1, 15:1, 15:4, 15:20, traditional [1] - 40:15 40:23, 46:4, 54:5 15:25, 16:10, 16:13, 16:15, Trailblazing [1] - 29:11 use [2] - 51:15, 54:10 16:17, 17:4, 17:10, 17:15, transaction [5] - 22:4, 22:5, used [1] - 42:10 17:24, 18:2, 18:14, 18:16, 22:9, 22:21, 55:3 18:17, 18:18, 18:22, 18:24, TRANSCRIPT [1] - 1:8 V 19:7, 19:11, 19:17, 19:19, 20:5, transcription [1] - 57:8 20:6, 20:15, 21:12, 21:14, transfer [1] - 26:1 21:16, 21:19, 22:2, 22:4, 22:8, transferred [3] - 11:7, 15:1, v [1] - 37:16 22:10, 22:23, 22:24, 23:17, 24:11 V [1] - 28:16 23:19, 23:21, 23:22, 24:6, 24:7, trap [2] - 39:12, 39:16 value [1] - 50:6 24:8, 24:11, 24:15, 24:22, 25:3, trappings [2] - 10:7, 10:10 various [5] - 21:3, 21:8, 52:5, 25:4, 25:7, 25:8, 25:10, 25:16, tremendous [2] - 14:24, 23:8 52:19, 53:14 25:18, 25:20, 25:23, 25:25, trial [5] - 13:1, 13:2, 13:3, 38:6 vehicle [1] - 46:5 26:1, 26:5, 26:7, 26:13, 26:18, TRIAL [1] - 1:1 vein [3] - 25:22, 39:15, 41:9 26:19, 26:21, 27:4, 27:8, 27:11, tried [3] - 19:7, 41:13, 52:24 VENTURES [1] - 1:6 27:14, 27:15, 27:17, 27:18, triggered [1] - 21:12 venue [1] - 10:5 27:20, 27:21, 27:22, 28:2, 28:3, triggering [1] - 21:9 version [5] - 47:18, 47:21, 28:5, 28:11, 28:21, 28:22, 29:2, triggers [2] - 17:19, 23:24 47:22, 48:1 29:3, 29:17, 29:23, 30:3, 30:4, versus [1] - 17:10 trouble [1] - 54:11 30:14, 30:16, 30:18, 30:20, very [26] - 2:8, 7:4, 7:19, 8:20, true [4] - 3:23, 8:17, 14:19, 57:7 30:21, 31:2, 31:6, 31:17, 31:22, 9:2, 11:22, 14:15, 14:18, 15:24, truly [2] - 52:12, 57:15 31:23, 32:4, 32:7, 32:10, 32:18, 17:20, 18:24, 23:21, 26:25, try [2] - 40:24, 52:3 32:20, 32:22, 32:24, 33:3, 27:9, 31:2, 34:5, 34:9, 35:17, trying [13] - 24:6, 26:21, 29:3, 77 36:20, 38:3, 39:23, 41:17, 41:22, 42:1, 42:3, 42:14, 43:25, 43:8, 46:11, 47:14, 48:9, 49:10, 43:21, 49:14, 53:15, 56:19 44:1, 44:6, 45:7, 45:17, 45:19, 51:11, 52:23, 53:2, 53:3, 54:22, via [1] - 51:19 45:25, 46:3, 46:18, 46:19, 54:23, 55:3, 55:4, 56:10, 57:12 view [1] - 32:13 46:21, 46:24, 47:9, 47:14, while [1] - 23:1 views [1] - 25:2 47:20, 47:22, 47:23, 48:9, who [3] - 27:5, 29:9, 30:1 violate [2] - 24:6, 26:21 48:23, 49:7, 53:11, 53:19, whoever [2] - 34:14, 38:16 vis-à-vis [1] - 11:17 53:20, 54:6, 55:10, 55:11, 56:7, whole [2] - 24:8, 55:22 volume [1] - 57:10 56:16 wholly [1] - 10:14 volumes [1] - 3:6 we'd [1] - 7:6 whomever [1] - 18:23 voluminous [1] - 29:3 we'll [2] - 34:8, 53:14 why [2] - 23:3, 48:10 vs [1] - 1:4 we're [31] - 2:12, 2:18, 3:22, 4:1, will [22] - 5:12, 5:14, 5:17, 5:18, 5:5, 6:23, 9:20, 23:21, 24:1, 5:21, 5:22, 5:23, 6:9, 6:15, 24:5, 24:20, 24:21, 25:17, W 8:12, 8:13, 12:18, 14:16, 14:17, 26:21, 30:12, 32:20, 33:15, 21:21, 29:15, 29:17, 39:9, 39:6, 39:25, 40:22, 41:3, 46:1, 39:10, 49:7, 50:19, 54:15 waivability [2] - 47:7 46:17, 46:20, 50:9, 51:22, willing [3] - 13:2, 40:1, 41:3 waivable [1] - 17:3 51:25, 53:24 wish [2] - 7:5, 56:2 waive [1] - 37:2 we've [2] - 40:19, 52:24 with [47] - 5:5, 5:16, 5:17, 6:9, waived [2] - 34:3, 54:8 weekend [1] - 36:9 7:14, 8:18, 9:1, 9:5, 9:20, waiver [5] - 6:2, 37:4, 48:6, welcome [2] - 7:4, 34:18 13:14, 16:2, 16:24, 17:16, 48:8, 49:19 well [19] - 6:16, 7:6, 7:12, 7:18, 18:10, 20:17, 23:15, 27:17, waiving [1] - 10:5 8:8, 14:17, 27:4, 28:19, 28:21, 27:20, 28:11, 28:14, 28:25, walking [1] - 34:8 29:22, 33:16, 40:17, 42:25, 29:25, 30:17, 33:15, 33:17, want [16] - 4:18, 5:13, 7:8, 7:14, 43:11, 44:8, 51:2, 51:24, 56:1, 33:22, 34:20, 34:24, 36:9, 38:9, 8:2, 12:15, 12:25, 13:2, 13:3, 56:18 39:13, 41:24, 43:5, 44:16, 15:20, 33:12, 36:17, 50:3, 50:8, went [1] - 5:5 45:18, 46:4, 47:5, 47:14, 49:4, 52:22 were [19] - 11:6, 11:7, 14:25, 51:10, 51:20, 52:25, 53:6, 53:9, wanted [4] - 2:16, 4:16, 4:17, 16:8, 20:14, 25:4, 25:10, 30:6, 53:17, 54:18, 55:11 10:20 31:25, 32:22, 36:8, 37:5, 38:17, within [13] - 11:6, 15:18, 16:22, wants [6] - 34:14, 34:17, 35:10, 41:4, 44:16, 44:18, 45:18, 46:3, 18:19, 24:3, 24:8, 40:4, 41:9, 36:11, 38:16, 45:1 57:13 44:25, 45:3, 53:21, 53:25, 54:3 was [37] - 2:25, 4:13, 4:16, 6:4, weren't [1] - 20:15 without [5] - 12:22, 17:24, 8:17, 10:19, 10:22, 10:23, Westlaw [2] - 37:12, 37:13 20:24, 30:6, 30:7 11:20, 12:5, 12:19, 16:15, 19:1, what [44] - 2:24, 10:1, 13:4, WITNESS [1] - 57:18 22:15, 27:6, 27:11, 31:19, 36:3, 17:22, 18:18, 21:18, 24:10, word [5] - 31:15, 32:25, 33:17, 36:4, 36:10, 36:21, 36:22, 24:14, 25:22, 27:7, 27:13, 40:13, 54:10 36:23, 37:2, 37:3, 37:6, 40:17, 27:17, 27:23, 31:5, 31:12, worded [1] - 32:7 43:16, 43:23, 45:5, 47:4, 49:8, 31:16, 32:12, 33:15, 33:16, work [7] - 5:4, 7:24, 23:8, 24:17, 49:14, 50:14, 52:11 33:18, 35:6, 35:7, 35:21, 36:22, 26:6, 26:14, 27:12 waste [2] - 7:9, 44:7 39:25, 41:17, 43:7, 44:6, 45:5, worked [1] - 3:25 wasted [1] - 7:25 45:7, 45:8, 47:4, 48:9, 49:5, working [1] - 36:9 wasting [1] - 41:25 49:9, 50:1, 50:21, 50:24, 52:22, would [47] - 6:20, 7:17, 8:23, way [15] - 9:18, 16:14, 16:15, 53:17, 54:6, 54:7 11:25, 12:17, 16:17, 19:20, 16:16, 16:17, 16:24, 18:6, what's [1] - 29:21 21:13, 23:24, 24:10, 26:15, 27:11, 32:2, 33:13, 33:14, whatever [3] - 25:21, 34:2, 26:16, 28:4, 31:22, 32:9, 32:23, 33:16, 46:7, 50:15, 54:25 52:25 38:19, 38:24, 41:5, 41:6, 41:22, ways [2] - 16:13, 32:22 when [11] - 11:4, 16:5, 17:1, 42:2, 43:5, 43:7, 44:4, 44:6, we [96] - 2:22, 2:25, 3:14, 5:9, 17:14, 22:2, 22:20, 24:25, 44:12, 44:18, 44:19, 45:2, 5:22, 7:8, 7:11, 7:13, 8:17, 9:7, 32:20, 33:16, 47:25, 49:21 45:14, 46:5, 46:14, 47:10, 10:20, 12:18, 12:25, 13:1, 13:3, whenever [1] - 6:12 47:11, 47:15, 48:25, 49:2, 13:12, 15:6, 16:16, 16:24, 17:9, where [12] - 9:12, 12:13, 12:19, 49:13, 50:6, 50:8, 50:21, 50:24, 17:16, 17:22, 17:25, 18:2, 26:3, 26:22, 27:5, 34:5, 36:7, 51:19, 53:2, 53:9, 53:18 18:24, 23:15, 24:3, 25:4, 25:6, 43:13, 45:24, 48:11, 48:12 write [3] - 18:6, 35:13, 35:15 26:22, 27:4, 27:7, 27:9, 28:13, whether [12] - 8:1, 12:24, 22:24, writing [1] - 57:9 28:24, 29:20, 30:9, 31:5, 31:21, 26:11, 26:12, 37:2, 37:3, 39:6, written [3] - 35:16, 38:7, 45:9 32:9, 32:17, 34:2, 35:7, 36:10, 41:19, 47:11, 50:6, 50:20 wrong [1] - 49:8 36:14, 36:17, 36:22, 37:5, which [32] - 3:16, 3:20, 4:1, 37:14, 37:16, 37:18, 37:21, 14:3, 17:6, 17:23, 19:2, 19:8, 37:23, 39:12, 40:19, 40:21, 21:4, 22:4, 24:1, 28:2, 31:4, 40:22, 41:4, 41:13, 41:20, 36:21, 36:23, 38:10, 39:15, 78 29:10, 29:19, 48:18 Y you-all [1] - 2:14 younger [1] - 34:16 Y [1] - 28:6 your [31] - 2:20, 2:21, 3:3, 4:12, yeah [6] - 8:14, 19:14, 19:23, 5:8, 6:10, 7:13, 14:9, 15:8, 20:14, 37:20, 42:16 18:14, 18:16, 19:10, 24:15, year [1] - 34:16 25:19, 26:5, 26:18, 29:21, years [5] - 9:8, 24:17, 26:14, 34:10, 36:3, 36:5, 37:6, 37:25, 27:6, 43:17 38:22, 40:1, 42:16, 42:17, 44:7, Yes [1] - 53:16 45:10, 47:7, 55:17, 56:18 yes [22] - 7:22, 8:4, 8:22, 16:11, Your [44] - 6:17, 6:22, 6:25, 7:6, 23:11, 23:13, 23:14, 27:2, 33:6, 8:21, 10:2, 10:20, 11:16, 14:12, 37:9, 40:16, 42:8, 42:17, 42:22, 15:9, 15:12, 15:16, 16:13, 43:21, 44:14, 49:12, 51:4, 17:10, 17:22, 18:4, 18:10, 55:20, 55:21, 55:24 19:13, 19:17, 19:22, 20:2, yet [2] - 40:9, 45:9 20:10, 21:6, 23:14, 23:16, you [187] - 2:13, 2:14, 2:20, 24:19, 26:4, 27:3, 30:23, 31:21, 2:21, 3:9, 3:12, 3:16, 3:20, 32:13, 35:2, 39:2, 42:7, 44:13, 4:11, 4:13, 4:18, 5:8, 5:9, 5:14, 45:17, 47:1, 47:10, 49:13, 51:3, 5:21, 6:4, 6:11, 6:12, 6:14, 52:16, 53:17, 56:4, 56:16 6:16, 6:17, 6:20, 7:4, 7:5, 7:7, yourself [1] - 2:16 8:1, 8:3, 8:9, 8:20, 8:21, 8:24, 11:23, 12:4, 12:6, 12:13, 12:24, 13:1, 13:2, 13:10, 13:20, 14:8, 14:12, 14:15, 14:19, 14:21, 15:10, 15:16, 15:21, 15:25, 16:15, 16:18, 16:20, 16:21, 17:1, 17:4, 17:5, 17:7, 17:10, 18:2, 18:11, 18:16, 18:22, 18:23, 19:3, 19:7, 19:12, 19:17, 19:18, 19:19, 19:20, 19:25, 20:2, 20:4, 20:14, 20:17, 20:19, 20:24, 21:7, 21:11, 21:23, 21:24, 22:1, 22:14, 22:21, 23:9, 23:16, 23:22, 24:14, 25:5, 25:8, 25:12, 25:21, 26:3, 26:9, 26:14, 27:18, 28:9, 28:11, 28:12, 29:2, 29:6, 30:8, 30:10, 30:14, 31:10, 31:24, 32:2, 32:5, 33:5, 33:13, 33:17, 33:20, 33:21, 34:6, 36:6, 36:21, 37:11, 37:21, 37:22, 38:5, 38:16, 40:6, 40:12, 40:14, 41:2, 42:3, 42:10, 42:17, 42:18, 44:3, 44:6, 44:9, 44:11, 44:17, 44:18, 44:21, 44:22, 44:25, 45:9, 45:11, 45:13, 45:19, 46:8, 46:17, 46:23, 46:24, 47:13, 48:2, 48:13, 48:15, 49:6, 49:8, 49:17, 49:18, 49:23, 50:3, 50:5, 50:6, 50:8, 50:11, 51:18, 51:22, 52:10, 52:12, 52:16, 52:22, 53:2, 53:3, 54:12, 54:18, 55:9, 55:12, 55:18, 55:25, 56:10, 56:11, 56:20 you'd [1] - 6:9 you'll [2] - 20:8, 33:9 you're [9] - 5:18, 24:4, 25:17, 29:19, 33:16, 38:22, 40:2, 44:2, 49:21 you've [6] - 3:6, 7:24, 10:2, Automated Certificate of eService This automated certificate of service was created by the efiling system. The filer served this document via email generated by the efiling system on the date and to the persons listed below. The rules governing certificates of service have not changed. Filers must still provide a certificate of service that complies with all applicable rules.

Laura Crain on behalf of Parth Gejji Bar No. 24087575 lcrain@beckredden.com Envelope ID: 95904637 Filing Code Description: Petition for Permissive Appeal Filing Description: Joint Petition for Permissive Interlocutory Appeal Status as of 1/7/2025 6:37 AM CST

Associated Case Party: Lone Star NGL Product Services, LLC

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Rafe Schaefer 24077700 rafe.schaefer@nortonrosefulbright.com 1/6/2025 4:50:17 PM SENT

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