## Facts

- Vortt Exploration Company and Chevron held mineral interests in parts of a 160-acre tract in Young County, Texas.
- After Chevron declined a farm-out request, the parties negotiated (1978–1983) over a possible joint operating agreement but never executed one.
- During negotiations, Vortt provided Chevron confidential seismic information, maps, and related data to support the proposed joint development.
- Chevron used the information to drill a producing well at the location indicated by the seismic data.
- Negotiations ended without an agreement; Chevron sued to invalidate certain Vortt leases, and Vortt counterclaimed, seeking (among other relief) recovery in quantum meruit for the seismic services/information.
- The trial court awarded Vortt $178,750 on quantum meruit, finding Vortt provided valuable seismic services expecting a joint operating agreement and would not have provided them otherwise, and that Chevron was reasonably aware of that expectation.
- The court of appeals reversed and rendered for Chevron, concluding the findings did not support the “reasonable notice of expected payment” element and that no implied finding could be supported.
- The Texas Supreme Court reviewed whether the findings and evidence were sufficient to support quantum meruit, particularly the “reasonable notice” element.

## Issues

1. Whether the evidence and trial court findings were legally sufficient to support recovery in quantum meruit for seismic information supplied during unsuccessful negotiations, including that Chevron was reasonably notified Vortt expected compensation.

## Decision

- The Texas Supreme Court reversed the court of appeals’ judgment and remanded to that court to consider issues it had not reached.
- The Court held the trial court’s findings and the evidence were legally sufficient to support quantum meruit, including an implied finding that Chevron was reasonably notified Vortt expected compensation (in some form) for the services if Chevron used them without an agreement.

## Legal Principles

- Quantum meruit is an equitable, quasi-contract remedy that is independent of contract and aims to prevent unjust enrichment.
- To recover in quantum meruit in Texas, a claimant must show:
  - valuable services were rendered or materials furnished;
  - for the defendant;
  - accepted, used, and enjoyed by the defendant; and
  - provided under circumstances reasonably notifying the defendant that the claimant expected to be paid.
- In arm’s-length negotiations between sophisticated parties, providing costly, confidential information to advance a proposed deal can reasonably notify the recipient that the provider expects compensation or reciprocal benefit if the information is used and the deal is not consummated.
- The “reasonable notice” element does not require an express demand for cash payment; notice may arise from the circumstances and course of dealing.
- Texas Rule of Civil Procedure 299 permits implied findings necessary to support a judgment when supported by the evidence and not negated by express findings.

## Conclusion

The Texas Supreme Court held that Chevron’s acceptance and use of Vortt’s confidential seismic information to drill a producing well, supplied during extended negotiations for a joint operating agreement, supported recovery in quantum meruit because the circumstances reasonably notified Chevron that Vortt did not provide the information gratuitously and expected compensation or reciprocal benefit.


Vortt Expl. Co. v. Chevron U.S.A., Inc., 787 S.W.2d 942 (Tex. 1990)