Dale Behan developed a way to deliver fracking water to well sites by pipeline, around 2009 his company began supplying water to Equinor's predecessor in North Dakota, and he formed Lindale Pipeline, LLC, which contracted to supply water through a new pipeline that the predecessor would finance and own, with Lindale serving as exclusive water supplier "on the Pipeline" at below-market rates.¹ Section 4 provides that "Lindale shall be the sole and exclusive water provider and pumper on the Pipeline," and that if Lindale is unable to provide water through the Pipeline Equinor may use other sources, and the contract defines "Pipeline" as the freshwater pipeline, lateral lines, related facilities, well-site appurtenances, rights-of-way, easements, and permits owned by Equinor.² After Equinor acquired its predecessor, cheaper lay-flat hoses emerged and Equinor began buying water for its wells from other suppliers.³

Lindale sued for breach of contract, arguing Section 4 gave it the exclusive right to supply water for Equinor's fracking operations, and the district court deemed Section 4 ambiguous and submitted its meaning to a jury, which sided with Lindale and awarded $26 million in damages.¹ The First Court of Appeals (Houston) affirmed, rejecting Equinor's arguments on liability and damages.² The Supreme Court heard argument on October 9, 2025.³ On March 13, 2026 it reversed and rendered judgment for Equinor.⁴

Petition for review from the First Court of Appeals (Houston); argued October 9, 2025; opinion by Justice Sullivan issued March 13, 2026.⁵

• Equinor:¹ whether the trial court erred by delegating contract construction to the jury and whether the contract conclusively refutes Lindale's claim to supply all water for Equinor's wells, and whether the $26 million in damages rests on speculative lost-profits evidence the jury charge did not ask about.
• Lindale:² whether the court of appeals was correct that no reversible error resulted from submitting contract interpretation to the jury and that legally sufficient evidence supports the damages award.

If a contract is ambiguous its meaning is a fact question for the jury, but if it is unambiguous its meaning is a question of law reviewed de novo, interpreting its language according to its plain, ordinary meaning.¹

Whether the exclusivity clause covers the wells.

Equinor (Petitioner): The wells are not "on the Pipeline" because the defined Pipeline does not list them, so water bought for the wells and moved through other pipes or lay-flat hoses falls outside the exclusivity clause, and the contract unambiguously refutes Lindale's claim.¹

Lindale (Respondent): "On" means "next to," so the wells attached to the Pipeline are on it, the attached map showing the wells incorporates them, and the contract's purpose and the parties' course of performance require providing water to the wells themselves, with Lindale's capital investment and below-market pricing making Equinor's reading inequitable.²

Whether the damages award can stand.

Equinor (Petitioner): The jury charge asked about the value of an asset but the award rests on speculative lost-profits evidence.³

Equinor argued that the trial court wrongly delegated contract construction to the jury and that the damages award rests on speculative evidence, and Lindale argued there was no basis for review.¹

• Expectation, not promise. Asked about the parties not anticipating a more efficient method, Equinor's counsel said an expectation is not a promise, pointing to the second paragraph of section four. (Oral Argument, 0:03:41)
• Lindale's ability. Asked whether Lindale had the ability to supply the water, its counsel said the contractual right differs from ability, and he did not know of evidence either way. (Oral Argument, 0:39:07; 0:39:58)
• "On" and "through." Asked about "on" and "through" in section four's second paragraph, Equinor's counsel said they are synonyms. (Oral Argument, 0:14:44; 0:16:35)
• Purpose of the agreement. Lindale's counsel said the agreement's purpose, on page three, is to grant Lindale the exclusive right to operate and maintain the pipeline. (Oral Argument, 0:24:02)
• Exclusivity. Asked about Equinor's point that it used none of Lindale's wellheads, Lindale's counsel said Equinor's real position is that Lindale has no exclusivity rights. (Oral Argument, 0:32:00)
• Definition of project. On rebuttal, Equinor's counsel said the contract's definition of the project is the pipe and infrastructure, and it could have been defined to include more. (Oral Argument, 0:42:56)
• Services contract. Asked about the per-barrel price in section 2B, Equinor's counsel said a mixed contract follows the dominant-purpose test, and here that is services, so the UCC does not apply. (Oral Argument, 0:45:47)

None noted

Holding

Section 4's exclusivity clause unambiguously covers only water "on the Pipeline," which does not include the oil wells, so as a matter of law Equinor did not breach by buying water for the wells from other suppliers, and the district court erred in submitting the interpretation of an unambiguous contract to the jury.¹

Reasoning

Even assuming a requirements contract, Equinor could breach only if the water it bought fell within Section 4's scope, which depends on the phrase "on the Pipeline" that modifies "provider" and "pumper," and reading it to cover wells would require writing a noun such as "oil wells" into the clause.² The exception clause uses "through" almost synonymously with "on," showing that a pumper's function is to get water through the Pipeline, the definition of "Pipeline" does not list the wells, and the attached map only describes the enumerated components and does not expand the list even though it depicts the wells.³ Because the text is unambiguous, the Court rejected Lindale's arguments from the contract's purpose, course of performance and equity, since courts may not rescue parties from bad deals or rewrite contracts, and it did not reach damages.⁴

Disposition

Court of appeals' judgment reversed and judgment rendered for Equinor.⁵

Vote Breakdown

Majority Opinion by Justice Sullivan

Joined by Blacklock, C.J., and Bland, Busby, Devine, Hawkins, Huddle, Lehrmann, and Young, JJ.

De novo interpretation of an unambiguous contract as a question of law.¹

Justice Sullivan delivered the opinion of the Court, with no separate writings.¹