AI Generated Opinion Summaries

This summary was computer-generated without any editorial revision. It is not official, has not been checked for accuracy, and is NOT citable.

Facts

• Foundation Minerals, LLC (Buyer) entered into a contract with Montie Carol Montgomery (Seller) and her then-husband Bert Madera for the purchase of Seller’s mineral interests. The transaction did not close as planned, leading Buyer to file a lawsuit against Seller, alleging various claims including breach of contract and seeking equitable remedies. Seller counterclaimed, alleging damages from Buyer's actions, including the dissemination of certain correspondence to entities related to Seller's mineral and surface interests, which Seller claimed deprived her of significant income and caused other harms.

Procedural History

• District Court of Lea County: Granted Seller partial summary judgment, finding the mineral estate purchase agreement (MEPA) unenforceable due to lack of mutual assent on the purchase price and that Buyer did not tender performance in time. After trial, dismissed both parties’ remaining claims.

Parties' Submissions

• Buyer: Argued that the MEPA was enforceable as a matter of law, asserting mutual assent on the purchase price and sufficient tender of performance. Contended that genuine issues of material fact existed regarding these issues, which precluded summary judgment.
• Seller: Contended that Buyer did not preserve claimed errors for review, disputed the standard of review, and maintained that the district court correctly granted partial summary judgment because the MEPA was unenforceable as a matter of law. On cross-appeal, challenged the district court’s application of law to facts for malicious abuse of process and prima facie tort claims.

Legal Issues

• Whether the district court properly applied New Mexico law to grant partial summary judgment on contract claims arising from a dispute over a MEPA governed by Texas law.
• Whether genuine issues of material fact remained regarding the remedy of specific performance.
• Whether the district court correctly dismissed both parties’ remaining claims after trial.

Disposition

• Reversed the district court’s pretrial grant of partial summary judgment on all contract-related claims.
• Affirmed the district court’s judgment as to the dismissal of the malicious abuse of process and prima facie tort claims.

Reasons

• The Court of Appeals found that the MEPA was supported by mutual assent as a matter of law (paras 13-32) and that genuine issues of material fact remained regarding specific performance (paras 33-38), necessitating reversal of the partial summary judgment. The court applied New Mexico law on preservation and standard of review, concluding that Buyer preserved its opposition to the district court’s grant of partial summary judgment (paras 6-12). The court also held that the district court properly dismissed Seller’s malicious abuse of process and prima facie tort claims after trial, based on findings that Buyer’s actions were not motivated by malice and that Seller failed to prove damages (paras 39-46).