Plaintiffs Box Elder Kids, LLC filed a class action lawsuit against Defendants Anadarko Petroleum Corporation, Anadarko E & P Onshore, LLC, and other associated entities alleging a breach of Surface Owner Agreements (SOAs). These agreements obligated Anadarko, as successor to Union Pacific Land Resources Company, to pay a percentage of the value from oil, gas, and other hydrocarbons extracted from lands in Colorado, Wyoming, and Utah, which were previously owned by Union Pacific, to the Plaintiffs.
The Plaintiffs owned the surface land where these hydrocarbons were extracted. The complaint sought recovery of these payments, referred to as the “Surface Owner Payment.” Additionally, the Plaintiffs claim unjust enrichment and allege fraud, deceit, and constructive fraud against Anadarko and its affiliates.
The Defendants filed a motion to exclude the testimony of two of Plaintiff’s expert witnesses, Philip Goiran and Thomas G. Andrews on the basis of the Daubert Standard and Federal Rule of Evidence 702.
Real Estate Law Expert Witness
Philip A. Goiran, J.D., is a seasoned attorney specializing in real property law, oil and gas law, and related litigation. He earned his Juris Doctor from The American University, Washington College of Law, in 1995, following a Bachelor of Arts in Political Science from the same institution in 1992.
Currently, Goiran serves as Senior Counsel at Tiemeier & Stich, P.C. in Denver, Colorado, a role he has held since May 2015. His previous experience includes partnership roles at the Law Office of Philip A. Goiran and Grant, Grant & Goiran LLP, where he focused on similar areas of law. Early in his career, he worked as an Associate at Arthur Konopka in Washington, DC, where he gained expertise in title insurance law and estate administration.
Environmental History Expert Witness
Thomas G. Andrews, Ph.D., is a distinguished historian with extensive expertise in United States history. He earned his Ph.D. in 2003 and M.A. in 1997 from the University of Wisconsin-Madison, specializing in U.S. History, after completing his B.A. summa cum laude in History and International Studies from Yale University in 1994, where he was inducted into Phi Beta Kappa.
Currently, Andrews serves as a Professor of History at the University of Colorado Boulder, a position he has held since 2016.
Discussion by the Court
A. Philip A. Goiran
Philip Goiran’s testimony regarding the royalty payment history
Defendants sought to exclude Philip Goiran’s testimony regarding the royalty payment history between the parties. They aimed to exclude his opinions on the following:
· Anadarko’s failure to pay the promised 2.5% royalty on wells located on Plaintiffs’ property. Plaintiffs were burdened with the well costs while not receiving the 2.5%.
· The consistency of landowners’ compensation expectations under Surface Ownership Agreements (SOAs) until 2010, when Anadarko started reducing the 2.5% payment.
· Anadarko’s historical payment practices based on the well-spot method until 2010.
Defendants argued that Goiran should be excluded because he admitted in his deposition that he lacked personal knowledge of the parties’ payment history, making his opinions on this topic unreliable. The Court agreed, noting that Goiran could not testify about topics he was unfamiliar with, including the payment history, which he acknowledged he did not know “as a factual matter.” Goiran’s report did not reference the payment data between the parties, and he confirmed he did not review any information not listed in his report.
Although Plaintiffs did not strongly dispute Goiran’s lack of personal knowledge, they contended it was irrelevant since the payment history was undisputed. However, the Court was not aware of any authority allowing an expert to testify on matters outside their personal knowledge, even if those matters are undisputed. Therefore, the Court ruled to exclude Goiran’s testimony on the payment history
Philip Goiran’s testimony regarding general landowner expectations
Defendants also moved to exclude Goiran’s testimony regarding general landowner expectations about receiving the full 2.5% payment. They argued this testimony was irrelevant and unreliable. However, Goiran based his opinion on extensive experience representing clients with similar agreements and reviewing the SOAs in question.
Moreover, the Court found Goiran’s general testimony on landowner expectations relevant and sufficiently reliable, as it could help interpret the ambiguous terms of the SOAs. The Court allowed Goiran to testify about general landowner expectations but excluded testimony on payment history due to lack of personal knowledge.
B. Thomas Andrews
Thomas Andrews’ Expert Report
Plaintiffs hired Andrews to provide historical context regarding the land grant lands and the Surface Ownership Agreements (SOAs). His report was divided into four parts:
1. “Origins and Development of Congressional Land Grant to Transcontinental Railroads”
2. “The Denver Pacific Railway and the DP Land Grant”
3. “Land Sales and Mineral Reservations”
4. “Surface Owner Agreements: Motivations for Continuity, Departures from Tradition”
Legislative History and Lobbying Leading to the Pacific Railway Acts
In the first two parts, Andrews detailed the legislative history and lobbying that led to the passage of the Pacific Railway Acts, resulting in a congressional land grant to Union Pacific Railroad Company and other railroads for construction of the transcontinental railroad. In part 3, Andrews described how title became settled for land grants and how Plaintiffs’ surface lands were sold to their predecessors-in-interest.
However, Defendants argued that the first 15 pages of Andrews’ 17-page report were irrelevant. They also challenged the final two pages for containing “unfounded speculation” and for “improperly usurping the role of the jury. Defendants argued that parts 1-3 were irrelevant to the case’s key issue: the intent of the parties at the time they signed the SOAs. As for part 4, Defendants argued that Andrews simply “summarizes what he learned about SOAs from reviewing Plaintiffs’ favorite documents produced in discovery, many of which are themselves irrelevant to the dispute.” According to Defendants, these “were not appropriate expert opinions because they are unhelpful to the jury.”
History of Surface Owner Agreements
However, the Court disagreed with Defendants about part 4. Andrews’ testimony about the history of SOAs and the original parties’ motivations for entering them was deemed relevant. This information was related to Plaintiffs’ theory that the parties contracted to maintain good working relationships so as to avoid adverse legal and financial outcomes. Therefore, the Court held that part 4 simply purported to provide historical context as to why the SOAs were drafted in the way that they were and not usurp the role of the jury in determining what Section 2’s ambiguous terms mean.
However, the Court agreed with Defendants that much—if not the vast majority—of parts 1-3 of Andrews’s report and related testimony is not relevant and will be excluded at trial. For example, the Court refused to permit Andrews’ testimony about the events predating the parties’ contract by a century, detailed accounts of politicians physically assaulting one another; stories of corruption by executives of the railroad companies during construction of the transcontinental railroad; the government’s issuance of title patents for lands to the railroad companies; and the familial and employment histories of the predecessors-in-interest to Plaintiffs’ surface lands.
Held
In conclusion, the Court limited the opinions of Plaintiff’s real estate law expert witness, Philip Goiran and environmental history expert witness, Thomas Andrews.
Key Takeaway:
Goiran’s testimony on the parties’ payment history was excluded because he lacked personal knowledge of the data, a key factor for expert reliability. However, the Court relied on his insights into general landowner expectations, as his extensive experience and review of relevant agreements made this testimony pertinent.
Finally, the Court limited Andrews’ testimony by excluding much of his testimony about events predating the parties’ contract and the familial and employment histories of the predecessors-in-interest to Plaintiffs’ surface lands, among other things.
Case Details:
| Case Caption: | Box Elder Kids, Llc Et Al V. Anadarko E & P Onshore, Llc Et Al |
| Docket Number: | 1:20cv2352 |
| Court: | United States District Court, Colorado (Denver) |
| Order Date: | August 29, 2024 |
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