TX STATETexas Court of Appeals, 1st District (Houston)
2011

Gulf Liquids New River Project, LLC v. Gulsby Engineering, Inc.

356 S.W.3d 54Texas Court of Appeals, 1st District (Houston) • Decided 2011Modified

HOLDING

A Texas court ruled that when a project owner breaches a construction contract by failing to pay, the owner cannot hide behind contractual procedural requirements or termination-for-convenience clauses to reduce what it owes. The contractor won over $300 million in damages for work performed and approved changes. This case establishes that an owner's breach strips away its right to enforce strict contract procedures against the contractor.

KEY FINDINGS

Termination for Convenience

If an owner stops paying, don't let them use contract technicalities (like change order procedures or termination clauses) to deny you payment for work you've already done and they've approved.

Change Order

Document all work performed and get written approval for changes—this evidence protects you when an owner tries to escape payment obligations.

Retention

A breaching owner loses its contractual shields; you can pursue damages for the full value of your work, not just what the contract's payment terms allow.

FULL COURT OPINION