ET Gathering & Processing v. Tellurian Production, 2025 Tex. Bus. 11 (11th Div.)

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2025 Tex. Bus. 11
The Business Court of Texas,
Eleventh Division
ET GATHERING & PROCESSING
LLC,
Plaintiff,
v.
TELLURIAN PRODUCTION LLC,
Defendant.
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Cause No. 24-BC11A-0028
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OPINION AND O RDER
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Syllabus∗
In a plea to the jurisdiction, Defendant challenged the Court’s authority to hear this
case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the
purpose of wrongfully obtaining this court’s jurisdiction. Applying Texas’s well-established
plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence
that Plaintiff’s actions amounted to a sham and denied Defendant’s plea.
OPINION
∗ 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.
FILED IN
BUSINESS COURT OF TEXAS
BEVERLY CRUMLEY, CLERK
ENTERED
3/11/2025

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¶1 	Before the court is Defendant Tellurian Production LLC’s Plea to the
Jurisdiction challenging the court’s authority to hear this case. The court invited Plaintiff
ET Gathering & Processing LLC to file a response, which Plaintiff filed on February 27,
2025. 	Defendant also filed a reply on March 4, 2025. 	The court held a hearing on the
matter on March 6, 2025. 	After considering the parties’ arguments, the court denies
Defendant’s plea.
B ACKGROUND
¶2 	The essential facts of this case are straightforward. Plaintiff and Defendant
entered a Gas Gathering Agreement, and Plaintiff alleges Defendant breached the
agreement. 	According to Plaintiff, it agreed to gather and process the production of
Defendant’s natural gas for an agreed contracted rate, and Defendant agreed to deliver to
Plaintiff all the natural gas it owned or controlled from a dedicated area of land in
Louisiana.1
¶3 	In 	its 	first 	amended 	petition, 	Plaintiff 	specifically 	alleges 	Defendant
breached the agreement by failing to deliver the natural gas to it, and as a result, it was
entitled to recover the foregone fees associated with gathering and processing the natural
gas. Plaintiff alleges these foregone fees alone exceed $10 million based on the amount of
gas produced from two wells, the Graham and Scott wells, located on the dedicated acreage.
To support its assertion, it pleads these wells produced over 26,0000,000 MCF as
evidenced in certain gas volume statements. 	Plaintiff further alleges that under the
1 Currently pending before the court is Plaintiff’s “Unopposed Motion for Temporary and
Permanent Sealing Order.”

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agreement, it was entitled to recover capital expenditures it made to build necessary
infrastructure to gather and process the gas from the Graham and Scott Wells. In addition
to the foregone fees and capital infrastructure associated with the Graham and Scott Wells,
Plaintiff alleges Defendant breached the agreement by failing to deliver natural gas from
six other wells located on the dedicated acreage, causing it to incur additional foregone fees
associated with those wells. Based on these assertions, Plaintiff contends the amount in
controversy exceeds $10 million and thus, falls within this court’s jurisdiction.
¶4 	Defendant filed an answer asserting a general denial, several affirmative
defenses, and a counterclaim for breach of contract disputing the rate charged by Plaintiff
for gathering and processing. Pertinent here, Defendant also filed a plea to the jurisdiction
challenging the court’s authority to hear this case. 	In its plea, Defendant alleges the
amount in controversy pleaded by Plaintiff is merely a sham for the purpose of wrongfully
obtaining this court’s jurisdiction. 	Defendant explains Plaintiff initially filed an action
against it in state district court, but after engaging in discovery, Plaintiff non-suited its
action and re-filed it in this court, changing its allegation to indicate the amount in
controversy exceeds $10 million. Defendant contends this jurisdictional allegation is false.
For support, it points to invoices amounting to approximately 8.2 million; these invoices
reflect the gathering and processing fees billed by a third party for gas delivered to it by
Defendant from the dedicated acreage. The court notes Defendant maintains its actions did
not amount to a breach of a contract. In addition to its sham allegation, Defendant contends
Plaintiff is entitled to recover only the benefit of the bargain and Plaintiff did not actually

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incur any expenses because it did not gather and process any gas from the dedicated
acreage.
¶5 	In response, Plaintiff asserts it pleaded facts supporting its assertion that the
amount in controversy amounts to more than $10 million. 	It points to three specific
categories pleaded in its live pleading: (1) its foregone revenue for gathering and treating
gas from the Graham and Scott wells, (2) the capital cost expenditures associated with
those wells, as well as (3) the foregone revenue for gathering and treating gas from other
wells. Plaintiff contends these categories satisfy this court’s jurisdictional threshold under
Texas’s liberal pleading standard. 	Plaintiff further emphasizes its forgone revenue for
gathering 	and 	treating 	gas 	from 	the 	Graham 	and 	Scott 	wells 	alone 	satisfies 	the
jurisdictional amount. As to Defendant’s assertion of a sham pleading, Plaintiff contends
Defendant has not produced any evidence showing its allegations in its first amended
petition were made fraudulently or in bad faith. In its reply, however, Defendant maintains
Plaintiff 	created 	new 	allegations 	in 	its 	attempt 	to 	clear 	the 	court’s 	$10 	million
jurisdictional threshold.
ANALYSIS
¶6 	The parties agree this court’s jurisdiction is governed by section 25A.004(d)
of the Texas Government Code. See TEX . G OV ’T CODE § 25A.004(d). This section provides
this court has jurisdiction over actions that arise out of a qualified transaction when the
amount in controversy exceeds $10 million, excluding monetary requests not at issue here.
See id. Under the statute, a “‘qualified transaction’ means a transaction . . . under which a
party: (A) pays or receives, or is obligated to pay or is entitled to receive, consideration with

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an aggregate value of at least $10 million.” 	See id. § 25A.001(14). 	Here, Defendant
challenges Plaintiff’s amount in controversy assertion through a plea to the jurisdiction.
¶7 	Plea to the jurisdiction jurisprudence is well established in Texas. As stated
by the Texas Supreme Court:
A plea to the jurisdiction is a dilatory plea, the purpose of which is to defeat
a cause of action without regard to whether the claims asserted have merit.
The claims may form the context in which a dilatory plea is raised, but the
plea should be decided without delving into the merits of the case. 	The
purpose of a dilatory plea is not to force the plaintiffs to preview their case on
the merits but to establish a reason why the merits of the plaintiffs’ claims
should never be reached.
Bland Indep. Sch. Dist. v. Blue, 34 S.W.3d 547, 554 (Tex. 2000); see also Tex. Dep’t of Parks
& Wildlife v. Miranda, 133 S.W.3d 217, 226 (Tex. 2004). As in this case:
[W]hen a defendant asserts that the amount in controversy is below the
court’s jurisdictional limit, the plaintiff’s pleadings are determinative unless
the defendant specifically alleges that the amount was pleaded merely as a
sham for the purpose of wrongfully obtaining jurisdiction, or the defendant
can readily establish that the amount in controversy is insufficient, as for
example when the issue in dispute is a license or right rather than damages.
A plea to the jurisdiction cannot be used to require the plaintiff to prove the
damages to which he is entitled in order to show that they exceed the court’s
jurisdictional limits. The plaintiff’s allegation of damages in excess of
jurisdictional limits suffices to show the amount in controversy, even if
damages cannot ultimately be proved at all. Were it otherwise, the plaintiff
would be required to try his entire case to show an entitlement to damages in
excess of the court’s jurisdictional limits.
Bland, 34 S.W.3d at 554; see also Miranda, 133 S.W.3d at 226. Earlier this year, this court
recognized these long-standing principles. 	See C Ten 3 LLC ex rel. v. Tarbox, 2025 Tex.
Bus. 1, at ¶46, 2025 WL 224542, at *13–14 (Jan. 3, 2025) (highlighting the Texas
Supreme Court has repeatedly recognized these principles over the last 140 years). There,
the court also reiterated that Texas courts, including this court, “generally will not look

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behind such pleadings absent evidence that the amount pleaded is fraudulent.” See id. at
¶47. Turning to the case before the court, the court applies these principles.
¶8 	Here, the crux of Defendant’s plea to the jurisdiction centers on Defendant’s
allegation that Plaintiff’s first amended petition is a sham pleading. 	However, merely
filing in district court and then engaging in discovery to later determine one should nonsuit
and refile in this court in and of itself is not evidence of fraud or a sham. The purpose of
discovery is to allow the parties “to obtain the fullest knowledge of issues and facts prior
to trial.” West v. Solito, 563 S.W.2d 240, 243 (Tex. 1978). In this case, Plaintiff’s decision
to nonsuit its action in district court after engaging in some discovery and then refile its
action in this court amounts to litigation strategy as opposed to fraudulent behavior or a
sham pleading as Defendant argues.
¶9 	Accordingly, in absence of proof of fraud or a sham pleading, the allegations
in the pleadings control to determine whether this court has jurisdiction to hear this case.
See C Ten, 2025 Tex. Bus. 1, at ¶46, 2025 WL 224542, at *13; see also Miranda, 133
S.W.3d at 224 (pointing out trial court is precluded from inquiring behind the facts pleaded
in determining amount in controversy for jurisdictional purposes); Bland, 34 S.W.3d at 554
(explaining pleadings are determinative unless defendant shows amount was pleaded as a
sham). When reviewing the pleadings, the court construes them “liberally in favor of the
plaintiff[] and look to the pleader[’s] intent.” Miranda, 133 S.W.3d at 226.
¶10 	In its first amended petition, Plaintiff asserts the amount in controversy
exceeds $10 million based on three main categories: (1) the forgone revenue in gathering
and processing fees it would have received from the Graham and Scott wells located on the

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dedicated acreage; (2) the capital costs expenditures made on infrastructure associated
with these wells; and (3) additional forgone revenue in fees it would have received from
other wells located on the dedicated acreage. Plaintiff further asserts in its petition that
the first category alone exceeds the $10 million jurisdictional threshold when considering
the amount of gas it would have gathered and processed based on its charged rate. These
allegations are sufficient to invoke this court’s jurisdiction. 	As repeatedly held by the
Texas Supreme Court and recognized by this court, “[t]he plaintiff is not required to
marshal all her evidence and conclusively prove her claim to satisfy this jurisdictional
hurdle.” See Alamo Heights Indep. Sch. Dist. v. Clark, 544 S.W.3d 755, 805 (Tex. 2018);
see also C Ten, 2025 Tex. Bus. 1, at ¶53, 2025 WL 224542, at *15. 	And to the extent
Defendant disputes the rate charged by Plaintiff for gathering and processing the gas, the
court remains mindful that the Plaintiff’s allegations in the pleadings control.
CONCLUSION
¶11 	Accordingly, based on the pleadings before the court, the court denies
Defendant’s plea to the jurisdiction.
IT IS SO ORDERED.
Marialyn Barnard
Judge of the Texas Business Court
SIGNED ON: March 11, 2025

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Status as of 3/11/2025 3:44 PM CST
Associated Case Party: Tellurian Production LLC
Name
David W.Jones
BarNumber Email
djones@beckredden.com
TimestampSubmitted
3/11/2025 3:23:48 PM
Status
SENT
Associated Case Party: ET Gathering & Processing LLC
Name
Cade Palmer
BarNumber
24119732
Email
cade.palmer@nortonrosefulbright.com
TimestampSubmitted
3/11/2025 3:23:48 PM
Status
SENT
Case Contacts
Name
Carter Dugan
Maria Torres
Brittany Covert Pruski
David W.Jones
BarNumber Email
carter.dugan@nortonrosefulbright.com
maria.torres@nortonrosefulbright.com
brittany.pruski@nortonrosefulbright.com
david-jones-7701@ecf.pacerpro.com
TimestampSubmitted
3/11/2025 3:23:48 PM
3/11/2025 3:23:48 PM
3/11/2025 3:23:48 PM
3/11/2025 3:23:48 PM
Status
SENT
SENT
SENT
SENT