Kathy Roberts v. Unimin Corporation
Opinion
*1016 For the past century, the Williamson family has leased out a plot of Arkansas land for silica mining. The current lease, signed in 1961, provides for a term of years until 2007 and continuing "as long thereafter as" certain activities occur on the property. In 2015, Kathy Roberts and Karen McShane (both née Williamson), the present lessors, sought a declaratory judgment against Unimin Corporation, the present lessee, that the lease created a tenancy at will. The lessors claimed further that the lease was unconscionable and that Unimin had unjustly enriched itself by refusing to vacate the land when they demanded possession. After the close of discovery, the lessors dismissed their unconscionability claim with prejudice. The district court 1 granted summary judgment to Unimin on the remaining claims, ruling that the lease had created a determinable leasehold, not a tenancy at will, and so Unimin did not unjustly enrich itself by staying in possession. The lessors appeal from that judgment, and we affirm.
We review the district court's grant of summary judgment de novo, keeping in mind that summary judgment is appropriate if there is no genuine dispute of material fact and, viewing the record in a light most favorable to the lessors, Unimin is entitled to judgment as a matter of law.
See
Smith v. Arrington Oil & Gas, Inc.
,
On appeal, the lessors challenge only the district court's ruling that the lease created a determinable leasehold and not a tenancy at will. The lease provides that the leasehold will endure as long as "siliceous materials" are "shipped" from the lessee's mill and at least one of the following activities also takes place on the land: "mining," "mining operations," or "transport[ing]" siliceous materials. The lessors contend that the term of the lease is indefinite and thus terminable at will since it may never end of its own accord: Unimin could, in theory, ship siliceous materials from its mill and conduct mining operations on the land forever. No one disputes that the lease did not create a perpetual leasehold.
See
Pults v. City of Springdale
,
*1017
Arkansas law is clear that a tenancy at will exists when a lease "is silent as to its duration,"
see
Cottrell v. Cottrell
,
The lessors maintain that they may terminate this leasehold at will because no one knows when or whether it will determine. But the fact that it could last forever if its determining event does not occur is irrelevant.
See
Union Cty. v. Union Cty. Fair Ass'n
,
The lessors maintain nonetheless that the leasehold here is not determinable since some of its determining events are so vague that no one could ascertain if they had occurred. The lessors argue that the term "mining operations" encompasses so many activities-like stockpiling siliceous materials and maintaining a right-of-way -that it may be impossible to tell when they cease. But Arkansas courts have long enforced leases that provide they will remain in effect for as long as mining or drilling "operations" persist, without the slightest indication that the term was problematically vague.
See, e.g.
,
Gray v. Cameron
,
The lessors question, moreover, how someone can tell whether transporting siliceous materials across the property has ceased or was only in a lull. In construing
*1018
determinable estates, however, courts must routinely decide whether and when a party has abandoned the purpose for which the land has been granted.
See
Coffelt II
,
The lessors maintain as well that the term "mining operations" is ambiguous, but they do not develop the argument. Their overriding concern seems to be that they may find it difficult to tell whether operations are still ongoing and that Unimin might take advantage of the term's breadth by asserting that operations are ongoing when they in fact are not. That simply means, however, that the proper scope of the term is subject to conflicting interpretations, which is true in every instance where parties do not see eye to eye: It does not necessarily mean the term is vague or ambiguous.
See
Elam v. First Unum Life Ins. Co.
,
In addition to their possibility of reverter on the determination of the leasehold, the lessors have a separate right of reentry if Unimin does not timely and properly pay them royalties, ceases to operate its mill and ship siliceous materials for twelve consecutive months (unless one of four specified events has prevented Unimin from such activities), or violates any other obligation it has under the lease's "terms, conditions or covenants." We express no view, however, on the meaning and effect of that provision since the lessors do not argue that it supports their claim that the lease created a tenancy at will, and Unimin does not ask us to construe the leasehold's determining events in light of it.
Affirmed.
The Honorable J. Leon Holmes, United States District Judge for the Eastern District of Arkansas.
Reference
- Full Case Name
- Kathy ROBERTS; Karen McShane, Plaintiffs-Appellants v. UNIMIN CORPORATION, Defendant-Appellee
- Status
- Published