TotalEnergies E&P USA, Inc. v. Dallas/Fort Worth International Airport Board, City of Dallas, and City of Fort Worth

How courts have described this case

Verbatim parenthetical descriptions written by other courts when citing this decision. Ranked by citation-network relevance.

• at “expiration of the closing date ... contract was at an end, and both parties were discharged”
• “the time for exercise of the option is generally considered to be of the essence, but the closing date is not”
• absent waiver or modification by oral agreement, “contract provision terminating the agreement upon passage of the closing date without tender of performance must be given effect” resulting in discharge
• there it was agreed that if the closing did not occur by a stipulated date, the agreement and all rights of the parties terminated
• no waiver where “there was no evidence indicating that anything was done or said at that meeting, or thereafter, to modify or waive the agreed upon closing date.”
• evidence that despite bumps in the negotiations, parties acted as though deal was going forward did not support finding of waiver of provision requiring closing on certain date

Source: CourtListener parenthetical corpus (CC0).