Affirmed and Memorandum Opinion filed April 18, 2023.

In The

Fourteenth Court of Appeals

NO. 14-21-00699-CV

ENVEN ENERGY CORPORATION AND ENVEN ENERGY VENTURES, 

LLC, Appellants

V.

DAVID M. DUNWOODY, JR., Appellee

On Appeal from the 151st District Court

Harris County, Texas

Trial Court Cause No. 2019-39608

MEMORANDUM OPINION

Appellants EnVen Energy Corporation and EnVen Energy Ventures, LLC 

(collectively EnVen) appeal from the final judgment in favor of appellee David M. 

Dunwoody, Jr., signed following a lengthy jury trial. Finding no error, we affirm.

BACKGROUND

EnVen is an oil and gas exploration company operating in the Gulf of 

Mexico. Steven Weyel served as EnVen’s Chief Executive Officer (CEO). Weyel 
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hired Dunwoody in 2013. In 2015, EnVen transitioned from a limited liability 

partnership to a corporation. EnVen named Dunwoody its president at that time. 

As president, Dunwoody reported directly to Weyel. EnVen enjoyed considerable 

success as an operator in the Gulf of Mexico under their leadership. 

EnVen instituted a 2015 Incentive Award Plan (2015 Plan) governing the 

distribution of the pool of EnVen stock shares reserved for employee awards. The 

2015 Plan remained in place at all relevant times. The 2015 Plan established a 

stock reserve of about 1.8 million shares of which 37.5% was allocated to EnVen’s 

top three executives. The remainder was held for future awards. Under the 2015 

Plan, Dunwoody received 31% of the 2015 equity award, which amounted to twothirds of the 46% amount Weyel received. David Carmony, chief operating 

officer, received a 23% share, which was half the amount Weyel received. These 

amounts matched the split that was granted under a previous plan in 2014. This

split was referred as the 60/40/30 split. 

Dunwoody signed an Employment Agreement in 2015. The Employment 

Agreement covered multiple topics, including his compensation. The Employment 

Agreement divided Dunwoody’s compensation into different categories. In the 

first, Base Compensation, Dunwoody would receive $450,000 base pay each year.

Bonuses were the second category and these would be based on various 

performance measures. Finally there would be Equity Compensation based on the 

2015 Plan and any other equity incentive award plan adopted by EnVen.

The Employment Agreement provided that in the event Dunwoody 

terminated his employment with EnVen for “Good Reason,” he would receive 

certain benefits, which collectively made up the defined term “Severance.”

“Severance” included (1) a “Separation Amount” based on a percentage of 

Dunwoody’s Base Compensation and Target Bonus Amount divided into twelve
3

equal monthly payments; (2) a lump-sum payment of the pro-rata bonus amount

owed to executives in the termination year at the time the other executives receive

their bonuses; (3) Dunwoody and his family had the right to participate in EnVen’s 

health plan at EnVen’s expense for a period of 18 months; (4) reimbursement by 

EnVen if Dunwoody and his family elected to participate in EnVen’s company 

health plan pursuant to COBRA for an additional 18-month period; and (5) the 

immediate vesting of Dunwoody’s unvested shares of EnVen stock. 

The Employment Agreement defined when Dunwoody would have “Good 

Reason” to terminate. “Good Reason” existed if any of the following 

circumstances occurred: (1) an action by EnVen that “results in the material 

diminution of [Dunwoody’s] position, duties or authorities from those in effect 

immediately prior to such change in title, assignment or action by” EnVen; (2) 

EnVen failed to continue Dunwoody’s participation in the 2015 Plan “unless [a

substitute plan has been instituted] on a basis not materially less favorable to 

[Dunwoody], unless any such failure to continue in effect any plan or participation 

relates to a discontinuance of such plans or participation on a management-wide or 

Company-side basis;” or (3) EnVen’s “material breach of any material provision of 

this [Employment] Agreement . . . .”

The Employment Agreement also provided “Good Reason” would not exist 

unless Dunwoody gave EnVen thirty days’ notice and EnVen failed to cure the 

problem within that period of time. Additionally, Dunwoody had to comply, for 

the twelve-month period following his termination, with “Restrictive Covenants”

found in Section 8 of the Employment Agreement. These included noncompetition, non-disparagement, and non-disclosure provisions. 

Finally, the Employment Agreement protected Dunwoody’s Severance 

amount from being reduced for any reason. The Employment Agreement provided 
4

that Dunwoody “shall not be required to mitigate the amount of any payment or 

benefit provided for in this Agreement by seeking other employment or otherwise, 

nor . . . shall the amount of any [such] payment or benefit . . . be reduced by any

compensation or benefit earned by Executive . . ., by any retirement benefits, or be

offset against any amount claimed to be owing by [Dunwoody] to [EnVen], or 

otherwise.”

Weyel’s relationship with Dunwoody publicly soured after Dunwoody asked 

Weyel’s thoughts on a leadership succession plan and the timing for such a plan to 

go into effect. Weyel testified that he was “beyond offended” at Dunwoody’s

inquiry. Weyel’s relationship with Dunwoody deteriorated from that point. Weyel 

lashed out at Dunwoody in profanity-laden tirades in front of other EnVen

executives. Weyel also hired a friend, John Wilkirson, for the long vacant CFO

position and began what Dunwoody believed was a campaign to reduce 

Dunwoody’s role and compensation.

Dunwoody’s equity share decreased after 2015. This comparative change in 

equity ownership was concealed from Dunwoody because Weyel kept the equity 

award changes confidential. This resulted from EnVen including only the number 

of shares Dunwoody received in his Restricted Stock Unit Grant Notices, not the 

total shares distributed, or the number awarded to other executives. As a result of 

this tactic Dunwoody did not know that his share was being diluted.

On May 9, 2019, Dunwoody delivered his Notice of Existence of Good 

Reasons to EnVen’s board. EnVen responded that Good Reason did not exist. 

EnVen’s response continued that “there [was] nothing to cure and no separation 

amount [was] owed” Dunwoody. At that point, Dunwoody notified EnVen in 

writing that due to EnVen’s breach and repudiation, he considered his Employment 

Agreement terminated and he filed suit. 
5

Dunwoody alleged that EnVen breached the Employment Agreement and 

repudiated its Severance obligation after Dunwoody resigned for three Good 

Reasons: (1) EnVen materially reduced his equity award; (2) EnVen materially

diminished Dunwoody’s authority within the company; and (3) EnVen violated the 

non-disparagement covenant in Dunwoody’s Employment Agreement.

Several rulings by the trial court affected the course of the litigation. In an

order granting a motion for partial summary judgment, the trial court determined 

that “prior to terminating his employment, [Dunwoody] complied with and 

satisfied the notice and cure requirements contained” in his Employment 

Agreement. The trial court refused to revisit that ruling during the trial. The trial 

court granted Dunwoody’s motion for directed verdict ruling that there was “no 

genuine issue of material fact about whether [Dunwoody] elected to terminate” the

Employment Agreement. In granting this motion, the trial court observed that 

Dunwoody’s notice of termination letter “speaks for itself” that he considered the 

Employment Agreement terminated. The trial court also agreed with Dunwoody 

that there was no need to submit a breach question to the jury because “EnVen was 

obligated to vest [Dunwoody’s] shares immediately” and that, if the jury finds 

Dunwoody had “Good Reason” for his termination, then “EnVen breached [the 

Employment Agreement] as a matter of law.” In other words, the only issue for 

the jury to resolve was the existence of “Good Reason” under the Employment 

Agreement. On the question of damages, the trial court had previously rejected 

EnVen’s argument that the jury should be asked about the “value of the things 

[EnVen] claim[ed] that Dunwoody avoided” because EnVen failed to plead this 

defensive issue, failed to disclose evidence of the alleged savings in their pretrial

disclosures, and failed to introduce evidence during the trial on the value of the 

alleged savings. 
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At the conclusion of the evidence, the jury found that Dunwoody had Good 

Reason to resign based on EnVen’s material breaches of the equity participation 

and non-disparagement clauses of his Employment Agreement. It further found 

that Dunwoody did not consent to or waive those breaches. The jury also found 

that (1) EnVen repudiated the Employment Agreement before Dunwoody

terminated it; (2) EnVen materially breached the Employment Agreement by 

failing to vest Dunwoody’s shares upon termination; (3) Dunwoody complied with 

the Employment Agreement’s confidentiality and non-disparagement provisions;

and (4) Dunwoody was entitled to damages. On the value of the only disputed 

element of Dunwoody’s damages, the jury found that the value of Dunwoody’s

unvested stock was $5,161,699.38.1 EnVen then filed multiple post-trial motions

which were denied. The trial court signed a final judgment and this appeal 

followed.

ANALYSIS

I. Because the evidence was undisputed that Dunwoody did not compete 

with EnVen, he did not waive his right to collect his Severance by not 

submitting the issue to the jury.

EnVen argues in its first issue that Dunwoody waived his right to collect his 

Severance benefits because he “declined to obtain a jury finding on an essential 

condition to Severance.” In EnVen’s view, the non-competition requirement

contained in section 8 of Dunwoody’s Employment Agreement, titled “Restrictive 

Covenants,” functioned as a condition precedent to his right to collect his 

Severance benefits. As a result, EnVen argues Dunwoody was required to submit 

his compliance with the non-competition requirement to the jury and, when he did 

1 The trial court had previously determined the amounts of the undisputed elements of 

Dunwoody’s damages which included Dunwoody’s separation payment, pro-rata bonus, health 

plan benefit, and COBRA benefit. 
7

not, he waived any right to collect those benefits.

Dunwoody responds that the non-competition restrictions2contained in his

Employment Agreement were not condition precedents to his recovery but merely 

covenants because the non-competition restrictions continued after much of the 

Severance was already owed to Dunwoody. Ultimately, Dunwoody asserts the 

answer to whether the non-competition restriction functions as a covenant or a 

condition precedent does not matter because it was undisputed at trial that 

Dunwoody complied with the requirement at all relevant times. We agree with 

Dunwoody.

In civil cases, a party has a right to a jury trial to determine disputed 

questions of fact. In re Commitment of Harris, 541 S.W.3d 322, 330 (Tex. App.—

Houston [14th Dist.] 2017, no pet.). “Uncontroverted questions of fact need not be 

and should not be submitted to the jury for its determination.” Id. (quoting Clark 

v. Nat’l Life & Accident Ins. Co., 200 S.W.2d 820, 822 (Tex. 1947)).

Having reviewed the record, we have found no evidence disputing 

Dunwoody’s testimony that he complied at all relevant times with the noncompetition restrictions in his Employment Agreement. David Williams, EnVen’s 

Executive Vice President, testified that he knew Dunwoody “was doing everything 

he could to honor” the non-competition restrictions in his Employment Agreement 

and that Dunwoody was being careful to not violate it. In addition, EnVen 

admitted an email exchange into evidence, Exhibit 2092, wherein Dunwoody’s 

attorney told EnVen’s attorneys that “Dunwoody has not engaged and does not 

intend to engage in any activities prohibited by Section 8(c) of the Employment 

2 The restrictions found in section 8(c) of Dunwoody’s Employment Agreement 

encompassed both refraining from competitive employment and specified types of investments

in a competitive entity.
8

Agreement.” EnVen, as part of their defense strategy that Dunwoody never 

terminated the Employment Agreement, pointed out to the trial court that 

Dunwoody admitted he was complying with Section 8’s restrictions by returning

confidential documents and following the non-competition restrictions. Finally, 

EnVen recognized this lack of dispute during its closing argument to the jury when 

it argued that Dunwoody never terminated the Employment Agreement because he 

treated it as if it was still in effect. Because there was no dispute over whether 

Dunwoody complied with the restrictions found in Section 8(c) of his Employment 

Agreement, Dunwoody was not required to submit a question on his compliance 

with the restrictions to the jury. Id.; see Gupta v. E. Idaho Tumor Inst., Inc., 140 

S.W.3d 747, 756 (Tex. App.—Houston [14th Dist.] 2004, pet. denied) (“When the 

evidence is undisputed or the evidence conclusively proves performance or nonperformance of the contract terms, the trial court should not submit the issue to the 

jury.”) (emphasis added). We overrule EnVen’s first issue on appeal.

II. The trial court did not abuse its discretion when it excluded some of 

EnVen’s proposed email exhibits.

EnVen makes two different arguments within its second appellate issue. We 

address each argument separately. In the first part of its second issue, EnVen 

argues the trial court abused its discretion when it excluded emails EnVen argues

were relevant to its contention that Dunwoody could not collect his Severance 

benefits because he did not comply with the non-disparagement provisions found 

in his Employment Agreement. In EnVen’s view, Dunwoody violated the 

provision when he sent disparaging emails to Weyel and others. In response, 

Dunwoody argues that the trial court did not abuse its discretion when it excluded 

some, but not all, of EnVen’s proposed email exhibits because EnVen failed to 

produce the proposed exhibits during discovery. Dunwoody additionally argues 

that EnVen did not preserve this issue because its argument on appeal does not 
9

comport with its argument to the trial court.

We review the trial court’s decision to admit or exclude evidence under 

an abuse of discretion standard. Katy Springs & Mfg., Inc. v. Favalora, 476 

S.W.3d 579, 610 (Tex. App.—Houston [14th Dist.] 2015, pet. denied). A trial 

court exceeds its discretion when it acts in an arbitrary or unreasonable manner or 

without reference to guiding rules or principles. Bowie Mem’l Hosp. v. Wright, 79 

S.W.3d 48, 52 (Tex. 2002); Barnhart v. Morales, 459 S.W.3d 733, 742 (Tex. 

App.—Houston [14th Dist.] 2015, no pet.). When reviewing matters committed to 

the trial court’s discretion, a reviewing court may not substitute its own judgment 

for that of the trial court. Barnhart, 459 S.W.3d at 742. Thus, the question is not 

whether this court would have admitted the evidence. Id. Rather, an appellate 

court will uphold the trial court’s evidentiary ruling if there is any legitimate basis 

for the ruling. Jones v. Mattress Firm Holding Corp., 558 S.W.3d 732, 737 (Tex. 

App.—Houston [14th Dist.] 2018, no pet.).

In an effort to defend against Dunwoody’s allegation that EnVen, through 

Weyel, disparaged him, EnVen sought to admit 28 Dunwoody emails that it 

asserted showed the existence of a “locker room” atmosphere in EnVen’s offices. 

Dunwoody objected that the proposed exhibits had not been produced during 

discovery. The trial court announced it would review the emails to see if they 

should be excluded for some other reason. The trial court then reviewed the 28 

emails outside the presence of the jury and initially excluded ten because they were 

sexually graphic, racist, or referenced alcohol in violation of a motion in limine. 

The trial court then told the parties the remaining 18 emails were too many and 

instructed EnVen to pick the seven best and let Dunwoody know during the next

lunch break. EnVen responded that it intended to only offer seven out of the 

original 28 but some of the excluded emails were among the seven. It asked the
10

trial court to reconsider because the excluded emails were relevant. The trial court 

declined. On appeal, EnVen argues that the excluded emails were relevant because 

they were “directly probative of whether Dunwoody disparaged others.” EnVen 

then argued that the excluded emails were not unfairly prejudicial.

Dunwoody responds that EnVen waived this issue because its argument on 

appeal is not the same argument it offered for admission of the documents in the 

trial court. See Moran v. Mem’l Point Prop. Owners Ass’n, 410 S.W.3d 397, 407 

(Tex. App.—Houston [14th Dist.] 2013, no pet.) (holding complaints on appeal 

must comport with the objections made in the trial court to preserve error). We 

need not reach the question of whether EnVen waived this argument because, even 

if they did not, we conclude the trial court did not abuse its discretion when it

excluded the emails because it could have reasonably determined the emails were 

unduly prejudicial or cumulative of other emails that were admitted into evidence. 

See Tex. R. Evid. 403 (court “may exclude relevant evidence if its probative value 

is substantially outweighed by a danger of one or more of the following: unfair 

prejudice, confusing the issues, misleading the jury, undue delay, or needlessly 

presenting cumulative evidence”). We overrule the first argument raised in 

EnVen’s second issue.

III. The trial court did not err when it granted a directed verdict concluding 

that Dunwoody was excused from performing post-termination

obligations.

In the second part of EnVen’s second issue, EnVen argues the trial court 

erred when it granted a directed verdict concluding that Dunwoody was excused 

from performing any post-termination contractual obligations, such as providing a 

release, because of EnVen’s prior material breach of the Employment Agreement. 

In support of this contention, EnVen argues that Dunwoody did not treat the 

Employment Agreement as terminated after EnVen’s breach because, in their 
11

view, he continued to abide by the Employment Agreement’s non-competition 

provisions and returned EnVen’s confidential information. EnVen makes this 

argument even though it recognizes the principle that “a party elects to continue 

the contract if it insists on performance by the party in default, seeks to benefit 

from the contract, or otherwise treats the contract as continuing.” See Koonce v. 

Barclays Capital Real Estate Inc., No. 01-10-00194-CV, 2011 WL 13385435, at 

*8 (Tex. App.—Houston [1st Dist.] Dec. 22, 2011, no pet.).

A directed verdict is warranted when the evidence is such that no other 

verdict can be rendered and the moving party is entitled, as a matter of law, to 

judgment. Tanglewood Homes Ass’n v. Feldman, 436 S.W.3d 48, 66 (Tex. App.—

Houston [14th Dist.] 2014, pet. denied). When reviewing a directed verdict, an 

appellate court views the evidence in the light most favorable to the party against 

whom the verdict was rendered. Szczepanik v. First S. Trust Co., 883 S.W.2d 648, 

649 (Tex. 1994). When reviewing a directed verdict on a legal issue, we consider 

all the evidence presented at trial, viewing it in the losing party’s favor “as much as 

the record allows.” S.V. v. R.V., 933 S.W.2d 1, 8 (Tex. 1996). We may consider 

any reason why the directed verdict should have been granted, even if not stated in 

the party’s motion. Industrial III, Inc. v. Burns, No. 14-13-00383-CV, 2014 WL 

4202495, at *8 (Tex. App.—Houston [14th Dist.] Aug. 26, 2014, pet. denied) 

(mem. op.).

In this case, the following events are undisputed. Dunwoody sent his notice 

of the existence of “Good Reason” under the terms of his Employment Agreement 

on May 9, 2019. This notice began the thirty-day period for EnVen to cure the 

problems pointed out in Dunwoody’s notice. On June 6, 2019, EnVen sent a 

response letter to Dunwoody. EnVen notified Dunwoody that it did not believe

“any Good Reason exists” and that there were “accordingly no issues requiring 
12

cure.” It also denied that it owed Dunwoody a Separation Amount under the 

Employment Agreement. EnVen continued that it had fully performed its 

obligations under the Employment Agreement and it believed Dunwoody remained 

bound by all restrictions surviving the termination of his employment. On June 7, 

2019, Dunwoody filed suit against EnVen alleging that EnVen had breached and 

anticipatorily repudiated the Employment Agreement by failing to pay him “his 

Separation Payment and Pro-Rata Bonus, to vest his unvested incentive awards, or 

to provide any of the additional benefits owed upon [his] termination for Good 

Reason.” On June 10, 2019, Dunwoody sent a letter to EnVen in which he 

asserted that EnVen had elected to treat his Employment Agreement “as terminated 

upon the expiration of the 30-day cure period following the Notice [of Good 

Reason], specifically June 8, 2019,” and he concurred “that the Agreement 

terminated as of that date.” 

When a party to a contract commits a material breach of a contract, the nonbreaching party must elect between two courses of action, either continuing 

performance or ceasing performance and filing suit for damages. Gupta, 140 

S.W.3d at 756. EnVen points out no evidence in the record demonstrating that,

after June 7, 2019, Dunwoody insisted EnVen perform the Employment 

Agreement, sought any benefits from the Employment Agreement, or in any 

manner treated the Employment Agreement as continuing. Instead, the undisputed 

evidence detailed above establishes that Dunwoody exercised the second option, he 

ceased performance and filed suit seeking damages caused by EnVen’s breach. By 

exercising the second option, Dunwoody was excused from fully performing the 

Employment Agreement. See id. at 757, n. 7 (“The election affects only whether 

the non-breaching party itself is then required to perform fully.”). We conclude the 

trial court did not err when it granted a directed verdict that Dunwoody was 
13

excused from further performance of the terms of this Employment Agreement. 

We overrule the second argument raised in EnVen’s second issue.

IV. The final judgment signed by the trial court does not include excessive

damages.

EnVen argues in its third issue that the damages awarded in the final 

judgment are excessive and Dunwoody received a windfall because the trial court 

“failed to subtract the costs Dunwoody avoided by escaping his ongoing Severance 

obligations.” Specifically, EnVen argues Dunwoody’s damages calculation was

defective because it did not account for the “costs he avoided by terminating the 

[Employment] Agreement and avoiding future performance.” The only avoided 

“costs” EnVen asserts Dunwoody avoided were (1) honoring his non-competition

obligations, employment and investment, for one year after termination; (2) 

signing a release of noncontractual claims; and (3) returning company information

and meeting the confidentiality requirements. Building on this argument, EnVen 

asserts that there was insufficient evidence supporting the award, there was charge 

error because the charge did not instruct the jury to account for avoided costs, and 

the damages awarded were excessive. As explained below, we disagree.

Because this is a breach of contract case, we are required to examine and 

apply the terms of the Employment Agreement. When construing a contract, we 

may not limit our review to only one part of the contract. Instead, when construing 

a written contract, our primary goal is to ascertain the true intentions of the parties 

as expressed in the instrument. J.M. Davidson, Inc. v. Webster, 128 S.W.3d 223, 

229 (Tex. 2003). We give contract terms their plain, ordinary, and generally

accepted meanings unless the contract itself shows them to be used in a technical 

or different sense. Valence Operating Co. v. Dorsett, 164 S.W.3d 656, 662 (Tex.

2005). We construe contracts from a utilitarian standpoint, bearing in mind the 
14

particular business activity sought to be served, and we avoid, when possible and 

proper, a construction that is unreasonable, inequitable, or oppressive. Frost Nat’l 

Bank v. L & F Distrib., Ltd., 165 S.W.3d 310, 312 (Tex. 2005). We examine and 

consider the entire writing in an effort to harmonize and give effect to all 

provisions of the contract so that none will be rendered meaningless. J.M. 

Davidson, Inc., 128 S.W.3d at 229. Courts are not authorized to rewrite 

agreements to insert additional provisions the parties could have included, or to 

remove provisions that the parties, for whatever reason, would prefer to ignore.

Tenneco, Inc. v. Enterprise Prod. Co., 925 S.W.2d 640, 646 (Tex. 1996). In other 

words, courts cannot make, or remake, contracts for the parties. HECI Exploration 

Co. v. Neel, 982 S.W.2d 881, 888 (Tex. 1998).

Whether a contract is ambiguous is a question of law for the court to decide 

by examining the agreement as a whole in light of the circumstances present when 

the contract was entered. Lane-Valente Indus. (Nat’l), Inc. v. J.P. Morgan Chase, 

N.A., 468 S.W.3d 200, 205 (Tex. App.—Houston [14th Dist.] 2015, no pet.). A 

contract is unambiguous if it can be given one certain or definite legal 

interpretation. Id. The fact that the parties disagree about a contract’s meaning 

does not necessarily show that it is ambiguous. Id. Also, lack of clarity does not

create an ambiguity. Universal Health Servs., Inc. v. Renaissance Women’s 

Group, P.A., 121 S.W.3d 742, 746 (Tex. 2003). Additionally, parol evidence is not 

admissible for the purpose of creating an ambiguity. Material Partnerships, Inc. v. 

Ventura, 102 S.W.3d 252, 258 (Tex. App.—Houston [14th Dist.] 2003, pet. 

denied). When a contract is not ambiguous, a court construes it as a matter of law. 

Am. Mfrs. Mut. Ins. Co. v. Schaefer, 124 S.W.3d 154, 157 (Tex. 2003). Having 

reviewed the entire Employment Agreement, we conclude that Dunwoody’s 

Employment Agreement is not ambiguous.
15

To recover on a breach-of-contract claim, a plaintiff must have sustained

damages as a result of the defendant’s breach. West v. Triple B. Servs., LLP, 264 

S.W.3d 440, 446 (Tex. App.—Houston [14th Dist.] 2008, no pet.). The goal in 

measuring damages for a breach-of-contract claim is to provide just compensation

for any loss or damage actually sustained as a result of the breach. Parkway

Dental Assocs., PA v. Ho & Huang Props., LP, 391 S.W.3d 596, 607 (Tex. App.—

Houston [14th Dist.] 2012, no pet.). By operation of this rule, a party generally 

should be awarded neither less nor more than his actual damages. Sharifi v. Sheen 

Automotive, LLC, 370 S.W.3d 126, 148 (Tex. App.—Dallas 2012, no pet.). The 

facts of the case determine the proper measure of damages as well as any allowable 

offsets. Vance v. My Apartment Steak House of San Antonio, Inc., 677 S.W.2d 

480, 481 n.1 (Tex. 1984). The normal measure of damages for a breach of contract 

claim is expectancy or benefit-of-the-bargain measure. Qaddura v. Indo-European 

Foods, Inc., 141 S.W.3d 882, 888 (Tex. App.—Dallas 2004, pet. denied). The 

purpose of this measure is to restore the injured party to the economic position he 

would have occupied had the contract been performed. Id. “The benefit of the 

bargain is measured by the prevailing party’s anticipated receipts and losses caused 

by the breach less any cost or other loss he has avoided by not having to perform.” 

Id. at 889. Dunwoody, as the plaintiff, had the burden of proving with some 

degree of certainty a factual basis to support the damages awarded. Lakewood 

Pipe of Texas, Inc. v. Conveying Techniques, Inc., 814 S.W.2d 553, 556 (Tex.

App.—Houston [1st Dist.] 1991, no writ).

We conclude that Dunwoody met this burden. Turning first to EnVen’s list 

of Dunwoody’s allegedly avoided costs, it was undisputed that Dunwoody did not 

compete with EnVen and did not bring any claims that would have been barred by 

the signing of the release. In addition, the jury found that Dunwoody complied 
16

with the Employment Agreement’s confidential information provision. As a result,

there were no actual avoided costs or losses to be accounted for in Dunwoody’s 

damages calculation or in the jury charge. See Qaddura, 141 S.W.3d at 889 

(stating that benefit of the bargain damages are measured by the prevailing party’s

anticipated receipts and losses caused by the breach minus any cost or other loss 

actually avoided not any possible cost or loss that might have been avoided).

In addition, section 7(f) of the Employment Agreement prohibits

Dunwoody’s Severance from being reduced by EnVen’s proposed hypothetically

avoided costs. This section provides in its entirety:

No Duty to Mitigate. [Dunwoody] shall not be required to mitigate 

the amount of any payment or benefit provided for in this

[Employment] Agreement by seeking other employment or otherwise, 

nor, except as provided in the 18-Month Plan Participation Benefit or 

the 24-Month Plan Participation Benefit, shall the amount of any 

payment or benefit provided for in this [Employment] Agreement be 

reduced by any compensation or benefit earned by [Dunwoody] as a 

result of employment by another employer or self-employment, by 

any retirement benefits, or be offset against any amount claimed to be 

owing by [Dunwoody] to [EnVen], or otherwise.

This expansive contractual language the parties chose for their contract 

prevents the deduction of any real or hypothetical avoided costs from Dunwoody’s 

Severance. See Bennett v. Comm’n for Lawyer Discipline, 489 S.W.3d 58, 69 

(Tex. App.—Houston [14th Dist.] 2016, no pet.) (applying “Texas’s fundamental 

public policy in favor of a broad freedom to contract, which allows parties to 

allocate risks as they see fit as long as their agreement does not violate the law or 

public policy.”). To hold otherwise would ignore the language of the parties’

contract and would not place Dunwoody in the same position he would have been 

in if the contract had been fully performed. See id. at 68–69 (stating that courts are 

not authorized to rewrite agreements even if one of the parties has come to dislike 
17

one of its provisions). 

Finally, as we explained above in section III of this opinion, Dunwoody was 

excused from any post-termination requirements because of EnVen’s prior material 

breach of the Employment Agreement. Because Dunwoody was excused from 

these post-termination requirements, there were no costs avoided.

In summary, sufficient evidence supported the damages awarded by the jury

and included in the final judgment, there was no charge error, and the damage 

award was not excessive. We overrule EnVen’s third issue.

V. EnVen has not shown that Dunwoody failed to establish Good Reason in 

its fourth issue on appeal.

In its fourth issue, EnVen makes multiple arguments that Dunwoody failed 

to establish Good Reason. We conclude none of EnVen’s arguments have merit.

A. Dunwoody adequately pled and disclosed his disparagement 

claim.

EnVen initially argues in its fourth issue that the trial court erred when it

refused to disregard the jury’s finding that EnVen breached the non-disparagement 

provision in Dunwoody’s Employment Agreement because Dunwoody did not 

properly plead or disclose the claim. As a result, in EnVen’s view, the final 

judgment does not conform to the pleadings as required by Rule 301 of the Texas 

Rules of Civil Procedure. See Tex. R. Civ. P. 301 (stating that the “judgment of 

the court shall conform to the pleadings”). EnVen additionally argues that 

Dunwoody failed to properly disclose his disparagement claim as required by 

Rules 193 and 194 of the Rules of Civil Procedure. See Tex. R. Civ. P. 193, 194 

(establishing requirement that parties respond to written discovery, provide a 

complete response, and disclose the legal theories and factual bases of that party’s 

claims). As explained below, we disagree.
18

EnVen initially argues that Dunwoody failed to plead his disparagement 

claim because, in EnVen’s view, Dunwoody buried the accusation within a 

different section of his amended pleading. Specifically, EnVen asserts that the 

following is insufficient to assert a disparagement claim: 

28. Mr. Weyel routinely criticized and disparaged Mr.

Dunwoody to his co-workers and third parties. The deliberate and 

sustained effort to squeeze Mr. Dunwoody out of the Company’s 

affairs coincided with his discovery of behavior by EnVen’s CEO that 

independently supported Mr. Dunwoody’s Good Reason for 

terminating the [Employment] Agreement. These included 

unprovoked, physically aggressive verbal attacks by Mr. Weyel, at 

times while he was visibly impaired by alcohol. These attacks were 

witnessed by other company executives as well as by third parties 

with whom the Company maintained business relationships, and they 

occurred both inside and out of EnVen’s offices. Mr. Weyel’s 

belligerent conduct created a toxic and unprofessional environment 

within EnVen’s management which rendered it impossible for Mr. 

Dunwoody to remain at the Company. In fact, Mr. Dunwoody 

operated in constant anxiety of this behavior, further effecting [sic] his 

ability to do his job. Mr. Dunwoody has also learned that Mr. Weyel 

routinely emailed his colleagues and even third parties behind his 

back to make false and disparaging comments about Mr. Dunwoody’s 

work performance or ability. Mr. Weyel’s verbal attacks and 

disparagement of Mr. Dunwoody not only served to undermine and 

materially diminish Mr. Dunwoody’s authority, but it also violated the 

non-disparagement covenant in Mr. Dunwoody’s Employment 

Agreement (the breach of which serves as an independent basis for 

Mr. Dunwoody’s Good Reasons for resignation).

We disagree this detailed paragraph describing Weyel’s disparagement of 

Dunwoody, which ended by plainly stating that it served as an independent basis 

for Dunwoody’s Good Reasons for resignation, constitutes inadequate notice. See 

Tex. R. Civ. P. 47(a) (stating that a pleading “sets forth a claim for relief” if it 

contains “a short statement of the cause of action sufficient to give fair notice of 

the claim involved”). EnVen did not specially except to Dunwoody’s Third 
19

Amended Petition. See Tex. R. Civ. P. 91 (stating that a special exception is used 

to “point out any defect, omission, obscurity, duplicity, generality, or other 

insufficiency in the allegations in the pleading excepted to.”). As a result, we 

liberally construe Dunwoody’s amended petition to determine whether he 

adequately pleaded his disparagement claim. See Zarate v. Rodriguez, 542 S.W.3d 

26, 36 n.4 (Tex. App.—Houston [14th Dist.] 2017, pet. denied). We conclude that,

based on the very specific paragraph 28 quoted above, Dunwoody did. 

We turn next to EnVen’s argument that Dunwoody failed to adequately 

disclose his disparagement claim as required by Rule 194 of the Texas Rules of 

Civil Procedure. See Tex. R. Civ. P. 194(b)(3). Dunwoody served his amended 

disclosure responses on November 20, 2020, approximately six months before 

trial. In response to the requirement that he disclose the legal theories and provide 

a summary of the factual basis of his claims, Dunwoody began by incorporating by 

reference his Third Amended Original Petition. We conclude this was sufficient to 

provide fair notice to EnVen of Dunwoody’s addition of disparagement as a Good 

Reason for his departure from EnVen. See Tex. R. Civ. P. 59 (permitting 

incorporation by reference into pleadings); In re Alford Chevrolet-Geo, 997 

S.W.2d 173, 180 (Tex. 1999) (orig. proceeding) (“The primary objective of 

discovery is to ensure that lawsuits are decided by what the facts reveal, not what 

facts are concealed.”) (internal quotations omitted).

B. Dunwoody substantially complied with the notice requirement 

found in Section 7(i) of this Employment Agreement.

In the next part of its Fourth Issue EnVen argues that Dunwoody failed to 

provide the thirty-day notice of his disparagement claim as required by his

Employment Agreement. This issue was raised pre-trial when Dunwoody filed a

motion for partial summary judgment in part on the issue of contractual notice. 
20

The motion was filed ten days after Dunwoody filed his Third Amended Petition. 

In his motion Dunwoody argued that he had complied with the Good Reason 

reasonable notice requirements found in section 7(i) of his Employment 

Agreement. EnVen did not respond to the motion. The trial court subsequently 

granted the motion in part, concluding that “prior to terminating his employment, 

Plaintiff David M. Dunwoody, Jr. complied with and satisfied the notice and cure 

requirements contained in Section 7(i) of the Employment Agreement.”

EnVen sought to revisit the contractual notice issue during trial. The trial 

court reaffirmed its partial summary judgment and declined to allow EnVen to 

introduce evidence on the notice issue during the trial. On appeal, EnVen does not 

directly challenge the trial court’s partial summary judgment but instead argues the 

trial court’s partial summary judgment order was too narrow to cover Dunwoody’s 

disparagement claim. It then revives its notice argument asserting that “notice was 

a live issue, and the record is clear (and uncontroverted) that Dunwoody did not 

provide notice of this claim.” We disagree with both of EnVen’s arguments. 

Section 7(i) of Dunwoody’s Employment Agreement required Dunwoody to 

provide EnVen with “reasonable notice” detailing the existence of his Good 

Reason for terminating his employment. Dunwoody was further required to give 

EnVen thirty days to cure those issues. It is undisputed that Dunwoody sent a 

Good Reason notice letter on May 9, 2019. In his letter Dunwoody detailed his 

contentions that EnVen had provided Good Reason by decreasing his equity 

compensation and by reducing his authority as president. Dunwoody also included 

a final paragraph in the letter titled “Other Actions to Consider.” This paragraph 

provides:

I believe these points are more than sufficient to constitute Good 

Reason for termination as they relate to my Employment Agreement. 

With that said, they are not an exhaustive list of my concerns 
21

regarding the direction and management of the Company, which I am 

willing to expand upon in a confidential setting should the board 

desire additional information. Among other concerns, I am aware of 

questionable instances of expense reimbursement by an executive and 

I have concerns regarding aspects of the Company’s budgetary 

approval process. Additionally, while there are other actions that have 

been taken against me that would further substantiate the occurrence 

of Good Reason under, and breach of, my employment agreement, I 

believe the documentation of these additional actions would not be in

the interest of all parties involved.

EnVen rejected Dunwoody’s notice less than thirty days later. In the rejection 

letter EnVen refused to acknowledge the existence of any Good Reason, made no 

effort to respond to every point raised in Dunwoody’s letter, asserted there was 

nothing to cure, and notified Dunwoody that it would not pay Dunwoody any 

Severance as defined in Dunwoody’s Employment Agreement. 

We conclude that Dunwoody’s Good Reason notice letter provided EnVen 

with “reasonable notice” that he believed multiple Good Reasons existed for him 

to terminate his contract and receive Severance. Dunwoody also offered to provide 

more detailed information in a confidential setting, which EnVen declined. The 

fact EnVen chose not to accept the opportunity to learn more details does not 

eliminate the fact it received written notice that Dunwoody believed Good Reason 

existed. That was sufficient. See James Constr. Group, LLC v. Westlake Chem. 

Corp., 650 S.W.3d 392, 396 (Tex. 2022) (stating that Texas law generally 

recognizes that “a party’s substantial compliance with contractual notice conditions 

is sufficient to satisfy those conditions”). Finally, the trial court’s partial summary 

judgment order, quoted above, was broad enough to cover all of Dunwoody’s 

claims. We overrule this part of EnVen’s fourth issue.

C. EnVen was not entitled to re-litigate during trial an issue resolved 

by summary judgment.
22

Next, EnVen alternatively argues that the trial court “improperly forbade 

EnVen from pursuing its [lack of notice] defense.” In making this argument, 

EnVen does not substantively challenge the trial court’s partial summary judgment. 

It instead simply argues that the trial court should have allowed EnVen to amend 

its answer, introduce evidence on the notice issue, and submit the notice issue to 

the jury. We again disagree.

EnVen asserts that the trial court erred when it denied EnVen’s request to 

advance a claim at trial that was already decided as a matter of law through a

partial summary judgment. The answer is clear that the trial court committed no

error when it refused to allow EnVen to pursue the contractual notice issue during 

trial because that question had been resolved through a summary judgment. See 

Robles v. Consol. Graphics, Inc., 965 S.W.2d 552, 558 n.5 (Tex. App.—Houston 

[14th Dist.] 1997, pet. denied) (“Because the court had already decided the issue of 

illegal double commissions in the first summary judgment dealing with Robles’s

claims, that issue was not before the court in the second summary judgment and 

the trial court properly refused to consider it.”); Martin v. First Republic Bank, 

Fort Worth, 799 S.W.2d 482, 488 (Tex. App.—Fort Worth 1990, writ denied)

(“The issues determined on a motion for summary judgment are final, although the 

judgment is interlocutory.”). We overrule this part of EnVen’s fourth issue.

D. The trial court did not misinterpret Section 7(i)(ii) of Dunwoody’s 

Employment Agreement.

EnVen next argues that the trial court reversibly erred because it 

misinterpreted Section 7(i)(ii) of Dunwoody’s Employment Agreement. We again 

disagree.

This argument requires this Court to interpret Dunwoody’s Employment 

Agreement. We apply the same standard set out in section IV above. We have 
23

already determined that the Employment Agreement is not ambiguous. In this

situation, it is the trial court, not the jury, which construes the contract. Am. Mfrs. 

Mut. Ins. Co., 124 S.W.3d at 157.

Section 7(i)(ii) provides Dunwoody had Good Reason to resign if, without 

Dunwoody’s written consent, EnVen failed

to continue in effect any plan in which Executive participates that is 

material to Executive’s total compensation, unless an equitable 

arrangement (embodied in an ongoing substitute or alternative plan) 

has been made with respect to such plan or the failure by the 

Company to continue Executive’s participation therein (or in such 

substitute or alternative plan) on a basis not materially less favorable 

to Executive, unless such failure to continue in effect any such failure 

to continue in effect any plan or participation relates to a 

discontinuance of such plans or participation on a management-wide 

or Company-wide basis . . . .

Throughout most of the pre-trial proceedings of this case EnVen took the 

position that the Employment Agreement was not ambiguous. Then, a short time 

before the trial commenced, EnVen shifted its position. The trial court rejected

EnVen’s ambiguity argument and construed the Employment Agreement as a 

matter of law. The trial court included the following question and instructions in 

the jury charge:

Did EnVen fail to continue Dunwoody’s participation in an equity 

compensation plan “on a basis not materially less favorable” to 

Dunwoody, as that phrase is used in Section 7(i)(ii) of the 

Employment Agreement?

Answer “Yes” to this question if you find that EnVen materially 

reduced Dunwoody’s share of the management equity award year 

over year.

Material means a reasonable person would attach importance to the 

fact or a change of condition in the context of the total mix of 

information relevant to such fact of change of condition.
24

The jury answered “Yes.” The jury also found that Dunwoody did not provide 

written consent to a reduction in his equity award. 

In EnVen’s view, the trial court erred when it interpreted Dunwoody’s

Employment Agreement in this way and then excluded evidence not relevant to 

this interpretation. EnVen continues that the jury was asked the wrong question as 

a result, the trial court should have submitted the meaning of the Employment 

Agreement to the jury, and there was legally insufficient evidence to support the 

verdict under a proper interpretation of Section 7(i)(ii). 

EnVen’s board adopted the 2015 Plan when EnVen converted to a 

corporation. The 2015 Plan created a reserve of shares to award various 

employees. In 2015, EnVen issued “37.5% of the amount of the Reserve” and the

issued shares were divided among the three top EnVen executives. Weyel received

46 percent, Dunwoody 31 percent, and Carmony 23 percent. The 2015 Plan was 

never changed or discontinued.

Turning to the key terms used in Section 7(i)(ii), “basis” is defined as 

“foundation” or “base.” Merriam-Webster Dictionary New Edition 58 (2004). The 

same dictionary defines “Participation” as “take part in something” or “share.” Id. 

at 525. It also defines “Continue” as “to maintain without interruption.” Id. at 

157. We conclude that the plain language of section 7(i)(ii) of Dunwoody’s 

Employment Agreement protects Dunwoody’s right over time to take part in

EnVen’s 2015 Plan at a base level not materially less favorable to Dunwoody. In 

other words, the 2015 Plan established the basis for Dunwoody’s participation in

EnVen’s equity plan and Dunwoody’s relative share, as compared to the other top 

executives, could not be reduced in future years. We conclude that the trial court 

did not err when it determined the only way to measure EnVen’s compliance with 
25

Section 7(i)(ii) was by a year over year comparison of Dunwoody’s share of the 

equity awards.

EnVen’s reference to Section 5(a) of Dunwoody’s Employment Agreement 

does not change our analysis because it can be harmonized with Section 7(i)(ii). 

See J.M. Davidson, Inc., 128 S.W.3d at 229. Section 5(a) guarantees Dunwoody’s 

initial right to participate in EnVen’s equity compensation plan and other benefits

“on a basis at least as favorable to [Dunwoody] as may be provided to similarly

situated [EnVen] senior executives . . . .” Section 7(i)(ii) establishes when 

Dunwoody has Good Reason to resign based on EnVen’s handling of the equity 

compensation plan. EnVen argues that Section 5(a) and Section 7(i)(ii), by both 

using the word “Basis,” established only that the methodology used for 

Dunwoody’s equity award would be the same as the methodology used for the 

other top EnVen executives. If we were to adopt EnVen’s proffered interpretation,

which would measure EnVen’s compliance with the Employment Agreement by 

comparing Dunwoody’s equity award against other executives’ awards in a single 

year, we would eliminate the Employment Agreement’s use of the word 

“continue” in Section 7(i)(ii). This we cannot do. See Hand & Wrist Center of 

Houston, P.A. v. Lowery Masonry, LLC, No. 14-19-00539-CV, 2020 WL 7626179,

at *4 (Tex. App.—Houston [14th Dist.] Dec. 22, 2020, no pet.) (mem. op.) (stating 

that eliminating words from a contract “is not reasonable”). By using the word 

“continue,” the Employment Agreement established a temporal aspect to the 

required comparison which dictates a comparison of Dunwoody’s share of the 

equity awards over time. The fact EnVen now dislikes the Employment 

Agreement’s language does not authorize this court to rewrite the contract in the 

guise of interpreting it. See Bennett, 489 S.W.3d at 70. Finally, interpreting 

Dunwoody’s Employment Agreement to require a comparison of Dunwoody’s 
26

share of the equity award over time rather than using some other method, such as 

total value or the same methodology as other executives in a single year, is not an 

absurd result. See Lawrence v. CBD Services, Inc., 44 S.W.3d 544, 553 (Tex. 

2001) (recognizing Texas’s strong public policy in favor of preserving freedom of 

contract); Wal-Mart Stores Texas LLC v. Shirey, No. 14-18-00545-CV, 2020 WL 

548323, at *5 (Tex. App.—Houston [14th Dist.] Feb. 4, 2020, pet. denied) (mem. 

op.) (“We bear in mind Texas’s fundamental public policy in favor of a broad 

freedom of contract, which allows parties to allocate risks as they see fit as long as 

their agreement does not violate the law or public policy.”). We overrule this part 

of EnVen’s fourth issue. Because we have determined that the trial court did not 

misinterpret Dunwoody’s Employment Agreement, we need not reach the next part 

of EnVen’s fourth issue arguing that the trial court’s misinterpretation led to other 

errors.

E. The exception found in Section 7(i)(ii) does not apply.

EnVen next argues that the trial court erred when it failed to apply the 

exception found in Section 7(i)(ii) which provides that Good Reason does not exist 

if EnVen “fails to continue” Dunwoody’s participation in the equity award plan

because the “failure to continue in effect any plan or participation relates to a 

discontinuance of such plans or participation on a management-wide or Companywide basis.” In EnVen’s view, EnVen discontinued participation in the 2015 plan 

in 2016 when no equity compensation awards were made. EnVen also asserts that 

it then “adopted a market-based compensation plan for all executives” in 2017 and 

distributed the equity awards under that new plan in 2017, 2018, and 2019.

The record evidence does not support EnVen’s argument. EnVen’s own 

witnesses, CEO Weyel and general counsel Jeff Starzec, testified that the 2015 
27

Equity Award Plan was never discontinued and remained in place at the time of 

trial. Because the evidence was undisputed that the 2015 Plan was never 

discontinued, the trial court did not err when it ruled as a matter of law that the

exception found in Section 7(i)(ii) was inapplicable and should not go to the jury. 

The undisputed fact that EnVen did not distribute any equity awards in 2016 is 

simply not relevant because Dunwoody did not allege Good Reason arose in 2016, 

only in 2017, 2018, and 2019. We overrule this part of EnVen’s fourth issue.

F. Legally sufficient evidence supports the jury’s finding that 

Dunwoody did not consent to the reductions of his equity awards 

in 2017, 2018, and 2019.

Finally, in the last part of EnVen’s fourth issue, EnVen argues there is no 

evidence supporting the jury’s finding that Dunwoody did not provide written 

consent to the reductions in his equity awards in 2017, 2018, and 2019. Even if we 

assume for purposes of appeal that Dunwoody bore the burden to prove that he did 

not consent to the changes in his equity awards, there is more than a scintilla of 

evidence supporting the jury’s finding that Dunwoody did not consent.

When an appellant attacks the legal sufficiency of an adverse finding on an 

issue on which it did not have the burden of proof, the appellant must demonstrate 

on appeal that there is no evidence to support the adverse finding. Univ. Gen. 

Hosp., L.P. v. Prexus Health Consultants, LLC, 403 S.W.3d 547, 550 (Tex. App.—

Houston [14th Dist.] 2013, no pet.). In conducting a legal-sufficiency review, we 

must consider the evidence in the light most favorable to the appealed finding and 

indulge every reasonable inference that supports it. Id. at 550–51 (citing City of 

Keller v. Wilson, 168 S.W.3d 802, 821–22 (Tex. 2005)). The evidence is legally

sufficient if it would enable reasonable and fair-minded people to reach the 

decision under review. Id. at 551. This Court must credit favorable evidence if a 
28

reasonable trier of fact could, and disregard contrary evidence unless a reasonable 

trier of fact could not. Id. The trier of fact is the sole judge of the witnesses’

credibility and the weight to be given their testimony. Id.

This Court may sustain a legal sufficiency (or no-evidence) issue only if the 

record reveals one of the following: (1) the complete absence of evidence of a vital 

fact; (2) the court is barred by rules of law or evidence from giving weight to the 

only evidence offered to prove a vital fact; (3) the evidence offered to prove a vital 

fact is no more than a scintilla; or (4) the evidence established conclusively the 

opposite of the vital fact. Id. Evidence that is so weak as to do no more than

create a mere surmise or suspicion that the fact exists is less than a scintilla. Id.

The plain language of Dunwoody’s Employment Agreement provides that 

the occurrence of any of the events specified in Section 7(i) would not constitute 

“Good Reason” if Dunwoody gave “written consent.” The documents relevant to 

whether Dunwoody gave his “written consent” are the Restricted Stock Unit Grant 

Notices Dunwoody signed in 2017, 2018, and 2019. Each Notice disclosed only 

the exact number of shares granted to Dunwoody. The Notices did not inform

Dunwoody of the total number of shares issued, the distribution of those shares

among EnVen’s top executives, or the assumed value of the shares. Because the 

Notices did not contain this type of information, we conclude that more than a 

scintilla of evidence supports the jury’s finding that Dunwoody did not give 

written consent to a material reduction in his share of the management equity 

award. See Ford v. Culbertson, 308 S.W.2d 855, 865 (Tex. 1958) (explaining that 

waiver “occurs where one in possession of any right whether conferred by law or 

by contract, with full knowledge of the material facts, does or forbears to do 

something, the doing of which or the failure of forbearance to do which is 

inconsistent with the right or his intention to rely upon it”); Shannon v. Memorial 
29

Drive Presbyterian Church U.S., 476 S.W.3d 612, 627 (Tex. App.—Houston [14th 

Dist.] 2015, pet. denied) (holding that former employee did not expressly waive 

her rights under a confidentiality and anti-disparagement agreement with her 

former employer when she signed an authorization permitting former employers to 

provide full details concerning her past employment). We overrule this final part 

of EnVen’s fourth issue.

CONCLUSION

Having overruled all of the issues raised by EnVen in this appeal, we affirm 

the trial court’s judgment.

 

/s/ Jerry Zimmerer

Justice

Panel consists of Justices Zimmerer, Hassan, and Poissant.