06c(4 (01 1947A 41&) 

IN THE SUPREME COURT OF THE STATE OF NEVADA 

FLEETWOOD CORPORATION, A 

NEVADA CORPORATION, 

Appellant, 

vs. 

THE DOROTHY TOWNE TRUST, 

Resnondent. 

No. 66450 

FILED 

MAR 1 8 2016 

ORDER OF AFFIRMANCE 

This is an appeal from a post-judgment order modifying the 

judgment and denying a motion to enforce. Second Judicial District Court, 

Washoe County; Patrick Flanagan, Judge. 

Appellant Fleetwood Corporation challenges the district 

court's interpretation of a lease term. The dispute between these parties 

has a lengthy history. In 1991 the parties executed a geothermal lease 

whereby respondent Dorothy Towne Trust leased "geothermal and surface 

resources" to Fleetwood (master lease), referencing a sublease whereby 

Fleetwood subleased the geothermal resources to a third party for the 

purpose of generating electricity (sublease). In the course of their 

disputes, the district court made certain findings pertinent to the scope of 

those contested "surface resources." 

The district court entered a May 19, 2011, order and found 

that the master lease granted Fleetwood "surface resources" and "interests 

to surface rights"; that the Trust retained all non-granted rights, including 

all surface rights that were not "resources"; and that the income the Trust 

received from the east-side parcels did not involve "surface resources." 

The district court subsequently entered a November 18, 2011, judgment 

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and found that Fleetwood was entitled to the "surface resources" of the 

east-side parcels but not to offset its outstanding property-tax obligation 

for those parcels with income the Trust received from that property. 

After the Trust refused to convey the income received from 

renting houses, billboards, and pasture located on the east-side parcels, 

Fleetwood filed a motion to enforce the judgment, and the district court 

denied the motion. In its post-judgment order, the district court 

distinguished "surface resources" from "surface right[s]," concluding that 

"surface resources" constituted vegetative organic resources and that 

Fleetwood was entitled to the income generated by "natural surface 

resources," including pasture-grazing fees, but excluding rental income 

from houses and billboards. Fleetwood appealed, and this court reversed 

and remanded. Fleetwood Corp. v. Dorothy Towne Trust, Docket No. 

60866 (Order of Reversal and Remand, January 29, 2014). We noted that 

the district court's definition of "surface resources" as "vegetative organic 

resources" introduced a limitation that was not stated in the final 

judgment and concluded that the district court improperly altered rights 

granted to Fleetwood under the November judgment. Id. We also noted 

that, even though the district court's definition encompassed income from 

the pasture grazing, the court denied Fleetwood's motion as to this 

portion. Id. We directed the district court to reconcile its May and 

November decrees and to clarify the definition of "surface resources." Id. 

On remand, the district court conducted a hearing and entered 

an order that found that "surface rights" and "surface resources" were not 

synonymous, that the parties intended to minimize the effect of 

geothermal power generation on other uses of the surface, that Fleetwood 

had the right to develop the geothermal resources that it subleased, and 
that the Trust had the right to retain income from non-geothermal uses of 

the property. The district court provided the definition: 

"Surface resources" are such limited surface rights 

as are necessary to access the geothermal 

resources located on the properties, and to allow 

Fleetwood, or its sub-lessee, to conduct all 

necessary operations or activities related to the 

collection of geothermal resources. 

Fleetwood first argues that the district court exceeded its 

jurisdiction because no motion to amend had been filed and that the 

district court improperly extinguished its rights in the judgment. We 

review de novo whether the district court exceeded its jurisdiction. 

Emerson v. Eighth Judicial Dist. Court, 127 Nev. 672, 677, 263 P.3d 224, 

227 (2011). A district court has the inherent power to construe its 

judgments to remove ambiguity, and this court will remand a matter to 

relieve such ambiguity. Grenz v. Grenz, 78 Nev. 394, 401, 374 P.2d 891, 

895 (1962) (remanding to clarify divorce decree). The district court had 

jurisdiction to construe its prior decrees on the parties' post-judgment 

motions and this court's remand. The district court then entered its order 

on the narrow issue of reconciling the discrepancies in the "surface 

resources" between the May order and the November judgment and 

provided a clarifying definition of "surface resources" to settle the dispute. 

As discussed below, the district court's clarification is consistent with the 

contract language, and thus the district court did not extinguish 

Fleetwood's rights. We conclude that Fleetwood's contention lacks merit. 

Second, Fleetwood argues that the district court improperly 

interpreted the meaning of "surface resources." Fleetwood argues that the 

district court's definition was contrary to provisions of the master lease 

and improperly relied on language from the sublease. We review contract 

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interpretation de novo. May v. Anderson, 121 Nev. 668, 672, 119 P.3d 

1254, 1257 (2005). Where a contract is clear and unambiguous, the court 

enforces the contract as written. Kaldi v. Farmers Ins. Exch., 117 Nev. 

273, 278-79, 21 P.3d 16, 20 (2001). 

The master lease provides that the Trust conveyed to 

Fleetwood its rights in geothermal and surface resources and that the 

rights conferred were coextensive with those granted under the sublease. 

The sublease provided the third party with certain geothermal rights and 

the right to use the surface as necessary or convenient for geothermal 

electricity production, which was to be exercised so as to minimize the 

effect on the lessor's potential use of the surface. Pursuant to the master 

lease reservation clause, the Trust reserved all of the other rights of the 

sublease lessor except the right to receive funds, such that the only rights 

not reserved were the rights expressly granted under the sublease to the 

sublessee: namely, geothermal rights and the right to develop the surface 

to facilitate generating geothermal electricity. Thus, as the district court 

concluded, the sublease's terms are expressly referenced in and thus 

relevant to the master lease's interpretation, and, as provided therein, 

Fleetwood's surface rights are limited to developing the surface as 

necessary or convenient for generating geothermal electricity. 

Third, Fleetwood argues that the Trust should be estopped 

from arguing that surface resources constitutes merely surface rights 

necessary to develop geothermal energy because its prior counsel 

previously argued for a broader definition. Judicial estoppel applies when 

(1) the same party takes two positions (2) in judicial proceedings and (3) 

successfully asserted the first position, (4) the two positions are totally 

inconsistent, and (5) the first position was not taken by ignorance, fraud, 

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, J. 

Hardesty 

II 

Saitta 

J. 

or mistake. Marcuse v. Del Webb Cmtys., Inc., 123 Nev. 278, 287, 163 P.3d 

462, 468-69 (2007). Fleetwood cites testimony by the Trust's former 

counsel uttered as a witness during the 2011 trial when asked about his 

understanding of the meaning of "surface resources." The Trust, however, 

took the same position in that trial's closing arguments regarding 

Fleetwood's limited surface rights that it takes here, as it has in 

subsequent filings and argument. Accordingly, the Trust has not taken 

two different positions, and estoppel does not apply. Fleetwood's 

argument that the Trust should be estopped from denying that the eastside parcels are part of the leased premises lacks merit, as the Trust never 

argued that the east-side parcels were not part of the leased premises but 

rather that Fleetwood's rights on the parcels were limited. We conclude 

that Fleetwood's estoppel argument fails. Accordingly, we 

ORDER the judgment of the district court AFFIRMED.' 

cc: Hon. Patrick Flanagan, District Judge 

Carol Webster Millie, Settlement Judge 

McDonald Carano Wilson LLP/Reno 

McDonald Carano Wilson LLP/Las Vegas 

Parsons Behle & Latimer/Reno 

Washoe District Court Clerk 

'We have considered Fleetwood's other arguments, including the 

spa-related finding and the Trust's purported waiver, and conclude that 

they lack merit. 

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