WILLIAM B. HARRISON, INDIVIDUALLY; AS BENEFICIARY OF THE ESTATE OF BRUCE F. HARRISON, DECEASED, AND EACH TRUST HELD UNDER THE LAST WILL AND TESTAMENT OF BRUCE F. HARRISON; AS CO-TRUSTEE OF THE WILLIAM BRUCE HARRISON EXEMPT GST TRUST UNDER ARTICLE VII OF BRUCE F. HARRISON'S WILL, THE WILLIAM BRUCE HARRISON NON-EXEMPT TRUST UNDER ARTICLE VIII OF BRUCE F. HARRISON'S WILL, AND THE WILLIAM BRUCE HARRISON/DJH, JR., TRUST UNDER ARTICLE XVIII OF BRUCE F. HARRISON'S WILL; AND AS A CONTINGENT REMAINDER BENEFICIARY OF THE DANIEL J. HARRISON III TESTAMENTARY TRUST AND THE DANIEL J. HARRISON III GST NON-EXEMPT TRUST; CAT HIL, LTD; WBH RANCHING MANAGEMENT, LTD; WBH RANCHING OPERATIONS, LLC; WBH MINING MANAGEMENT, LTD; WBH MINING OPERATIONS, LLC; CAT FOG, LTD; HARRISBURG EQUITABLE MANAGEMENT LLC; AS CO-TRUSTEE OF THE WILLIAM BRUCE HARRISON EXEMPT GST TRUST, THE WILLIAM BRUCE HARRISON NON-EXEPT TRUST, AND THE WILLIAM BRUCE HARRISON/DANIEL J. HARRISON, JR., TRUST, Appellants
HARRISON INTERESTS, LTD; DANIEL J. HARRISON III, INDIVIDUALLY; AS TRUSTEE OF THE BRUCE F. HARRISON TESTAMENTARY TRUST HELD UNDER THE LAST WILL AND TESTAMENT OF DANIEL J. HARRISON, JR., DECEASED; AS TRUSTEE OF THE DANIEL J. HARRISON III AS TRUSTEE OF THE DANIEL J. HARRISON III TESTAMENTARY TRUST HELD UNDER THE WILL OF DANIEL J. HARRISON, JR.; AS TRUSTEE OF THE DANIEL J. HARRISON III GST NON-EXEMPT TRUST HELD UNDER THE COMPLETE AMENDMENT AND RESTATMENT OF THE DECLARATION OF MARY ALICE SMITH REVOCABLE MANAGEMENT TRUST MASTER AGREEMENT; AS GENERAL PARTNER AND MANAGING PARTNER OF HARRISON INTERESTS, LTD; AS CO-INDEPENDENT EXECUTOR OF THE ESTATE OF BRUCE F. HARRISON, DECEASED; EDWIN H. KNIGHT, JR., INDIVIDUALLY; AS GENERAL MANAGER OF HARRISON INTERESTS, LTD; AS CO-INDEPENDENT EXECUTOR OF THE ESTATE OF BRUCE F. HARRISON, DECEASED; FULSHEAR OIL & GAS PARTNERS, LP, AND FULSHEAR OIL & GAS, LLC, Appellees
Appeal from the 190th District Court Harris County, Texas
Trial Court Cause No. 2010-82117
consists of Justices Jamison, Donovan, and Brown.
appeal concerns a Master Agreement, Release and Indemnity
executed to effect the premature distribution of assets to a
beneficiary and divide those assets commonly held between the
beneficiary and the fiduciaries. The issue presented is
whether the beneficiary can maintain a claim for breach of
fiduciary duty against the estate's trustees and
executors despite the Master Agreement's provisions
releasing and waiving their fiduciary obligations. Under the
facts of this case, we determine he cannot and therefore
affirm the trial court's judgment.
Factual and Procedural
Interests, Ltd. ("HIL") was formed in 1979 by
Daniel J. Harrison, Jr. and his sons, Bruce F. Harrison
("Bruce") and Daniel J. Harrison III
("Dan") to hold and manage the family's assets.
Edwin H. Knight, Jr. ("Ed") was hired to manage
HIL. When Bruce died in 2004, his estate passed to his
then-seventeen-year-old son, William B. Harrison
("William"), directly and in three separate trusts.
William was to receive his full inheritance upon turning
thirty. Under Bruce's will, Dan and Ed were named
co-independent executors of his estate, co-trustees of two
trusts, and Dan was named sole trustee of the remaining
joined HIL in 2008. Conflicts arose regarding William's
role at HIL and in 2009 negotiations ensued for a premature
distribution of assets that would allow William, now of legal
age, and Dan to disassociate. William was represented by
counsel, as were Dan and Ed. In March 2010, William filed a
suit against Dan and Ed which he dismissed five days later.
resumed and on June 21, 2010, a Master Agreement was
executed. The Master Agreement is a sophisticated
all-encompassing settlement agreement involving numerous
concerns - including a division of HIL's assets, options
for William and Dan to purchase each other's real estate
interests, and cash payments to William. In addition, the
Master Agreement released and indemnified Dan and Ed for the
time period before June 21, 2010. The Master Agreement
further required William to sign a second set of releases for
Dan and Ed which would cover the period from June 21, 2010,
until the final distribution of assets scheduled for December
17, 2010. The day before the scheduled distribution, William
filed suit seeking injunctive relief from signing the second
set of releases. Dan and Ed counterclaimed seeking
declaratory and injunctive relief to require William to sign
the second set of releases. The William Parties counterclaimed
bringing multiple causes of action.
the parties filed competing traditional and no-evidence
motions for summary judgment. Following a hearing, the trial
court denied the motion filed by the William Parties and
granted the motion filed by the Dan/Ed Parties in a judgment
signed December 17, 2014. The order also set a hearing date
to determine the amounts to be awarded. The William Parties
then demanded a jury trial on the issue of attorneys'
William Parties also moved to reconsider and to supplement
the summary judgment record. The trial court granted the
request to supplement but denied reconsideration and signed
an amended summary judgment order on February 2, 2015.
Subsequently, the William Parties filed a notice of partial
nonsuit of certain claims. On March 2, 2015, the trial court
signed an order dismissing with prejudice all of the claims
on which summary judgment had been granted in favor of the
Dan/Ed Parties, citing Hyundai Motor Co. v.
Alvarado, 892 S.W.2d 853, 855 (Tex. 1995) (per
curiam). The order provides that it does not
concern any of the Dan/Ed Parties' claims or the William
Parties' claim for breach of contract.
final judgment was entered on March 11, 2015, which
incorporates by reference the amended order signed February
2, 2015. From that judgment, the William Parties bring this
Affirmance Warranted on the Basis of Waiver?
initial matter, the Dan/Ed Parties argue this court should
affirm the trial court's judgment without addressing the
issues raised by the William Parties. The Dan/Ed parties
contend the William Parties have failed to challenge certain
portions of the judgment. In their enumerated issues the
William Parties challenge the following rulings by the trial
• The denial of the William Parties' traditional
motion for summary judgment that Dan and Ed owed him