Texas Judiciary Online - HTML Opinion

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Opinion issued January = 11,=20 2006

In=20 The

Court of=20 Appeals

For=20 The

First=20 District of Texas

NOS. 01-05-00758-CV

01-06-00497-CV

__________

TEXAS=20 SOUTHERN UNIVERSITY, Appellant

STATE STREET BANK AND TRUST = COMPANY,

CMS VIRON=20 CORPORATION, AND

CMS ENERGY=20 RESOURCE MANAGEMENT COMPANY, Appellees

On = Appeal=20 from the 80th District Court

Harris County, Texas

Trial Court=20 Cause No. 2002-54422

CONCURRING=20 AND DISSENTING OPINION ON REHEARING

I = withdraw=20 my concurring and dissenting opinion issued June 8, 2006 and = substitute=20 this opinion in its stead. To the extent this case may be properly = construed as a breach of contract action on a valid contract, I = join the=20 opinion of the Court and urge the Supreme Court of Texas to adopt = the=20 waiver-by-conduct exception to sovereign immunity from suit = adopted by=20 most other states. See Federal Sign v. Tex. S. Univ., 951 = S.W.2d=20 401, 419-20 (Tex. 1997) (Enoch, J., dissenting). However, I do not = think=20 it is necessary to reach the issue of waiver of sovereign immunity = because=20 I believe that appellees CMS Viron Corporation and CMS Energy = Resource=20 Management Company (collectively "Viron") and State Street Bank = and Trust=20 Company ("State Street") have properly pleaded an inverse = condemnation=20 claim against appellant Texas Southern University ("TSU"), to = which there=20 is no sovereign immunity, and that this case should be decided as = an=20 inverse condemnation case. Therefore, I dissent from the = majority's=20 holding that State Street and Viron have not properly pleaded an = inverse=20 condemnation claim, and I concur in the judgment reversing and = remanding=20 this case.

Law of=20 Inverse Condemnation

Sovereign=20 immunity consists of two principal doctrines: immunity from = liability and=20 immunity from suit. Federal Sign, 951 S.W.2d at 405; = Texas=20 Parks & Wildlife Dep't v. Callaway, 971 S.W.2d 145, 149 = (Tex.=20 App.--Austin 1998, no pet.). When a state agency, like TSU, enters = a=20 contract, it waives its immunity from liability, but not from = suit.=20 Federal Sign, 951 S.W.2d at 405-06; Callaway, = 971 S.W.2d=20 at 149. However, while sovereign = immunity=20 generally protects the State from lawsuits for monetary damages, = it=20 "offers no shield against a taking claim brought under Article I, = section=20 17 of the Texas Constitution." Kenedy Mem'l Found. v. = Mauro, 921=20 S.W.2d 278, 282 (Tex. App.--Corpus Christi 1995, pet. = denied); see = also=20 General Servs. Comm'n v. Little-Tex Insulation Co., 39 S.W.3d = 591,=20 598 (Tex. 2001) (sovereign immunity does not shield State from = action for=20 compensation under takings clause).^{=20
(1)} = Rather, = "[t]he=20 Constitution itself is . . . a waiver of governmental immunity for = the=20 taking, damaging or destruction of property for public use." = Steele v.=20 City of Houston, 602 S.W.2d 786, 791 (Tex. 1980); see = also=20 Callaway, 971 S.W.2d at 149 (action for inverse = condemnation is=20 exception to doctrine of sovereign immunity). Thus, to the extent = this is=20 properly construed as a takings case, the doctrine of sovereign = immunity=20 does not apply.

The State=20 in its exercise of sovereign power has the unquestioned right to = take=20 private property for a public use. State v. Hale, 146 = S.W.2d 731,=20 736 (Tex. 1941). However, the takings clause prohibits the State = from=20 taking a person's property under its sovereign powers without = adequate=20 compensation. Little Tex, 39 S.W.3d at 598; see also=20 Hale, 146 S.W.2d at 736 (takings power is subject to right of = owner=20 to adequate compensation for taking of property). The language of = the=20 takings clause, article I, section 17 of the Constitution, has no=20 exceptions or limitations attached; rather, "[i]t is a clear, = definite=20 statement of the rule which prevails in this State, which controls = all the=20 departments of the State government." Hale, 146 S.W.2d at = 736.=20 Ordinarily, a state agency compensates a property owner before = taking his=20 property, either by paying an agreed value or by paying the value=20 determined in a formal condemnation proceeding. Callaway, = 971=20 S.W.2d at 148. Inverse condemnation occurs when the State or its = agency=20 physically takes or invades property or unreasonably interferes = with the=20 property owner's right to use and enjoy it. Id. "An = 'inverse=20 condemnation' proceeding is the avenue of relief available when = property=20 has been taken or damaged for public use without compensation or a = proper=20 condemnation proceeding, and the property owner wishes to recover=20 compensation for his loss." Id.

To recover = damages=20 for inverse condemnation, the property owner must prove that a=20 governmental entity intentionally took the owner's property for = public use=20 without paying adequate compensation or was substantially certain = that=20 such a taking would be the result of its intentional acts. = See=20 Tex. Const. art. I, =A7 17; City of Dallas v. Jennings, = 142 S.W.3d=20 310, 313-14 (Tex. 2004); see also Little-Tex,=20 39 S.W.3d at 598 (holding that, to = establish takings=20 claim, property owner must plead and prove State's intentional = performance=20 of certain acts resulted in taking of property for private use). = To defeat=20 a plea to the jurisdiction, however, the property owner need only = plead=20 sufficient facts to show the elements of an inverse-condemnation = cause of=20 action. See Kerr v. Dep't of Transp., 45 S.W.3d 248, 251 = n.3=20 (Tex. App.--Houston [1st Dist.] 2001, no pet.).

In=20 determining the existence of jurisdiction, a court must "construe = the=20 pleadings in the plaintiff's favor and look to the pleader's = intent."=20 County of Cameron v. Brown, 80 S.W.3d 549, 555 (Tex. = 2002). The=20 appellate court's task is not to decide the merits of the case, = but to=20 examine the claims in the pleadings, taking the facts pled to be = true, and=20 to determine whether those facts support jurisdiction in the trial = court.=20 Osburn v. Denton County, 124 S.W.3d 289, 292 (Tex. = App.--Fort=20 Worth 2004, pet. denied). The court may also consider relevant = evidence=20 submitted by the parties when necessary to resolve jurisdictional = issues=20 raised by the pleadings. Texas Dep't of Parks & Wildlife = v.=20 Miranda, 133 S.W.3d 217, 227 (Tex. 2004); Harris County = Flood=20 Control Dist. v. Adam, 56 S.W.3d 665, 667 n.4 (Tex. = App.--Houston=20 [14th Dist.] 2001, pet. dism'd w.o.j.). "If the evidence creates a = fact=20 question regarding the jurisdictional issue, the trial court = cannot grant=20 the plea to the jurisdiction, and the fact issues will be resolved = by the=20 fact finder." Miranda, 133 S.W.3d at 227-28. "Whether = particular=20 facts are enough to constitute a taking is a question of law."=20 Little-Tex, 39 S.W.3d at 598.

Application=20 of Law to Jurisdictional Facts

State=20 Street alleges that TSU, a state agency, intentionally entered a = contract=20 to procure energy saving heating and cooling equipment from = Viron's=20 predecessor through fraudulent inducement and that TSU's = intentional=20 fraudulent representations resulted in TSU's taking the equipment = for the=20 use of the university, hence for a "public use," without = compensation and=20 that State Street, as assignee of Viron's property interest in the = equipment, may, therefore, seek compensation for the equipment = from TSU=20 under the takings clause. Therefore, State Street's pleading, on = its face,=20 alleges an inverse condemnation claim against TSU. See = Jennings,=20 142 S.W.3d at 313-14.

TSU=20 contends, however, that under Little-Tex, it cannot have = the=20 requisite intent for constitutional-takings jurisprudence because = it is=20 withholding money from State Street pursuant to a contract = dispute.=20 See id. at 598-99. It contends that because it took the = equipment=20 pursuant to a contract, it was acting "within a color of right = under the=20 contract and not under its eminent domain powers." Id. at = 599.=20 State Street replies that no valid contract was formed because TSU = fraudulently induced the agreement with Viron, and, therefore, the = contract between TSU and Viron is void and gives rise to no = "colorable=20 right" to the equipment on the part of TSU. I agree with State = Street.=20

A = contract=20 must be based upon valid consideration, i.e., mutuality of = obligation.=20 Federal Sign, 951 S.W.2d at 408. A contract that lacks = mutuality=20 of obligation is "illusory and void," and thus unenforceable. = Id.=20 at 409. "Where the execution of a contract is procured by = fraud,=20 misrepresentation, or concealment, such that there is no real = assent to=20 the agreement, assent may be negated and the binding nature of the = contract avoided." Amouri v. Southwest Toyota, Inc., 20 = S.W.3d=20 165, 169 (Tex. App.--Texarkana 2000, pet. denied).

Fraudulent=20 inducement is a type of fraud claim that requires a showing that a = false=20 material misrepresentation was made that (1) was either known to = be false=20 when made or was asserted without knowledge of its truth or = falsity, (2)=20 was intended to be acted on, (3) was relied on, and (4) caused = injury.=20 See Formosa Plastics Corp. v. Presidio Eng'rs & = Contractors,=20 960 S.W.2d 41, 47 (Tex. 1998); Amouri, 20 S.W.3d at = 168-69. "As a=20 rule, a party is not bound by a contract procured by fraud." = Formosa=20 Plastics, 960 S.W.2d at 46. Indeed, "'the law long ago = abandoned the=20 position that a contract must be held sacred regardless of the = fraud of=20 one of the parties in procuring it.'" Id. (quoting = Bates v.=20 Southgate, 308 Mass. 170, 31 N.E.2d 551, 558 (1941)). Thus, a = contract procured by fraud conveys no contractual rights. See=20 id. However, = the=20 plaintiff must present evidence that the defendant "made = representations=20 with the intent to deceive and with no intention of performing as=20 represented," and the evidence must be relevant to the defendant's = intent=20 at the time the representation was made. Id. at = 48.

Here, State=20 Street presented evidence that TSU signed a lease agreement (the = "Lease")=20 with Viron's predecessor under which TSU was to be lessee of = approximately=20 $8.5 million of heating and cooling equipment and Viron's = predecessor, or=20 its assignee, was to be the owner. Before the equipment was = delivered,=20 Viron assigned to State Street's predecessor in interest, by a = written=20 assignment, the title and ownership in the equipment and all = moneys=20 payable, or to become payable, with respect to the equipment. TSU=20 acknowledged the assignment in writing. Consequently, State Street = delivered $8,547,545.51 into an acquisition fund so that the = equipment=20 could be purchased.

State=20 Street and Viron also presented evidence that, in order to induce = Viron's=20 predecessor to enter the Lease, TSU promised to pay rent in = exchange for=20 the equipment over a ten-year period, after which it would obtain = an=20 equity interest in the equipment and acquire title to it. TSU also = specifically represented and warranted that it had "presented this = Master=20 Lease for approval and adoption as a valid obligation on its part = and that=20 all requirements have been met and procedures have been followed = to ensure=20 the enforceability of the Master Lease." In addition, it = represented and=20 warranted that it "ha[d] the legal capacity to enter into this = Master=20 Lease" and that its "obligation under this Master Lease = constitutes an=20 enforceable obligation."

Finally,=20 Viron's predecessor demanded an "opinion of counsel" that TSU's = promises=20 were valid, and it received an opinion letter from TSU's general = counsel=20 representing that TSU had "the power and authority to enter into = the=20 Master Lease," that the execution of the Master Lease had been = "duly=20 authorized by all necessary actions," that the officer who signed = the=20 Lease was "duly authorized" to execute the Lease and the attached=20 documents, that the Lease "constitutes a legal, valid and binding = deferred=20 payment obligation of the Lessee, enforceable in accordance with = its=20 terms," and that "[t]his opinion may be relied upon by you and = your=20 assigns." These extraordinary assurances were required by Viron = because of=20 TSU's then recent success in avoiding its contractual obligations = to=20 Federal Sign on sovereign immunity grounds. See Federal = Sign, 951=20 S.W.2d at 412.

TSU,=20 however, failed to make any lease payments. Among its stated = reasons was=20 that TSU's associate vice president did not have authority = to=20 enter into the Lease and related documents. In other words, it=20 contradicted its own written representation that it did have such=20 authority, made in order to induce Viron's predecessor to deliver = the=20 equipment to it. Moreover, TSU's corporate representative, the=20 University's Senior Vice President for Business and Finance, = Quintin=20 Wiggins, testified by deposition that the procedures to create a = valid=20 lease agreement had not been followed, so that the Lease was never = valid=20 and was unenforceable; the Lease was never authorized by the TSU = Board of=20 Regents of the Higher Education Coordinating Board; TSU was not = the owner=20 of the equipment, but merely a lessee; and State Street had title = to the=20 equipment. Wiggins, in his capacity as corporate representative, = thus also=20 contradicted TSU's express written representations that the = execution of=20 the Lease had been duly authorized by all necessary actions, that = the=20 Lease was valid and enforceable, and that the Lease could be = relied upon=20 by Viron's predecessor and its assigns. Wiggins acknowledged that = TSU had=20 never made any lease payments. Thus the only consideration given = by TSU=20 for the equipment it took was its own admittedly false=20 promises.

Under the=20 circumstances of this case, TSU's representations of = fact--subsequently=20 repudiated by its corporate representative under oath--can be = construed in=20 only two ways. First, they may have been intentionally false=20 representations made to induce Viron and its assignees to finance = and=20 install over $8 million worth of heating and cooling equipment on = the=20 premises of TSU. If TSU's counsel's representations of law were = based on=20 its false representations of fact that proper procedures had been = followed=20 and that the proper persons with the proper authority had approved = the=20 lease, its representations of law were likewise false and could = have been=20 intended only to enable TSU to take Viron's and its assignees' = property=20 without compensation. Alternatively, the representations may have = been=20 true when made or made without knowledge of their truth or = falsity, but=20 made with the fraudulent intent to give TSU an exit strategy when = called=20 upon to pay for the equipment it had obtained. It could--as it=20 did--falsely deny that the contract was authorized or that = procedures had=20 been followed, thereby denying the truth of its own = representations and=20 warranties and the validity of the contract while retaining the = equipment=20 it had procured on the basis of its "colorable right" under the = very=20 contract it repudiated on the basis of its own admitted = falsehoods. Either=20 way, TSU intentionally made false material misrepresentations to = take and=20 retain millions of dollars worth of energy saving equipment for = the use of=20 the university without compensating Viron, or its predecessor in = interest,=20 or its assignee, State Street.

I = would=20 hold, on the basis of the pleadings and the jurisdictional facts = in the=20 record, that the Lease between Viron and TSU lacked mutuality of=20 obligation and was, therefore, illusory and void. See Federal=20 Sign, 951 S.W.2d at 408-09. Thus, this is not a contract = dispute and=20 TSU has no "colorable right" to the equipment. Rather, it = knowingly made=20 false representations to obtain and retain the equipment for its = own use=20 with the intention of not compensating the acknowledged owner, = originally=20 Viron's predecessor, now Viron's assignee, State Street. Thus, = this is an=20 inverse condemnation case, not a breach of contract case. = Therefore, I=20 would hold that State Street, as assignee of the property rights = in the=20 equipment, properly pleaded an inverse condemnation claim based on = TSU's=20 allegedly taking the equipment for the use of the university = without=20 compensation or with substantial certainty that that would be the = result=20 of its intentional acts. See Jennings, 142 S.W.3d at = 313-14.=20

Inverse=20 Condemnation v. Contract Disputes with Sovereign=20 Entities

This case=20 is totally unlike those cases in which a state entity has = successfully=20 urged its sovereign immunity to claims based on a dispute arising = from a=20 valid contract. Cf. Federal Sign, 951 S.W.2d at 408-09=20 (consideration for valid contract existed in form of mutual = promises=20 where Federal Sign promised to build scoreboards in exchange = for=20 TSU's promise to pay; Federal Sign began building scoreboards; and = TSU=20 subsequently notified Federal Sign its bid was unacceptable and = contracted=20 with other manufacturers); Smith v. Lutz, 149 S.W.3d 752, = 760-61(Tex. App.--Austin 2004, no pet.) (when university obtained=20 possession of software from plaintiff by virtue of contract = voluntarily=20 entered and dispute arose over plaintiff's performance and = university's=20 payments, university was acting under color of contractual rights = and did=20 not have requisite intent for eminent domain); Freedman v. = Univ. of=20 Houston, 110 S.W.3d 504, 506, 509 (Tex. App.--Houston [1st = Dist.]=20 2003, no pet.) (suit over terms of employment contracts with = university=20 constituted suit for breach of contract, not for "taking" of = property=20 without compensation to owner); State v. Steck Co., 236 = S.W.2d=20 866, 869 (Tex. Civ. App.--Austin 1951, writ ref'd) ("Appellee by = making=20 the contract, manufacturing the stamps and delivering them to the = State=20 did so voluntarily and with its own consent, and can not = now say=20 the stamps were taken under the power of eminent domain.") (quoted = in=20 Little-Tex, 39 S.W.3d at 599).

Rather than=20 resembling the foregoing cases--each of which evidenced a valid = contract=20 knowingly and voluntarily entered--this case closely resembles=20 Callaway, an inverse condemnation case. In that case, the = Texas=20 Parks and Wildlife Department opened a canal over Callaway's = property to=20 public use in contravention of the terms of an easement. See=20 Callaway, 971 S.W.2d at 147-48. Callaway sued the Department = in=20 inverse condemnation, contending that it had effectively taken his = property without compensation. Id. The Department = responded by=20 recharacterizing Callaway's claim as a suit for breach of the = easement=20 agreement, i.e., as a suit to which it had sovereign immunity.=20 Id. at 148. The Austin Court of Appeals expressly = distinguished=20 Callaway's inverse condemnation claims from mere breach of = contract=20 claims, stating that Callaway's claim did not rest on breach of = contract=20 alone but on the taking of his property without compensation, and = that in=20 each case in which it had held that sovereign immunity prevented a = private=20 party from recovering damages from the State for an alleged breach = of=20 contract, the State's duty to pay "arose solely from its = contract=20 with the private party." Id. at 150.

The=20 Callaway court opined, "The existence of a contract is = not=20 talismanic, but merely leaves the state's immunity from suit = intact; it=20 does not build an impenetrable wall nullifying the possibility of = other=20 waivers of and exceptions to that immunity." Id. The = court=20 observed that in taking Callaway's property, the Department had = done more=20 than merely breach a contract; it had acted affirmatively to open = the=20 property to public boating. Id. at 150-51. Thus the issue = was=20 whether the Department had taken or damaged Callaway's property by = its=20 affirmative acts aside from withholding performance of = its=20 contractual obligations. Id. Disregarding the easement = agreement,=20 the court was left with Callaway's claim that the Department had=20 intentionally performed certain acts that resulted in a taking or = damaging=20 of his property for public use, which acts gave rise to a lawful = cause of=20 action under article I, section 17 of the Texas Constitution, the = takings=20 clause. Id. at 150-51.

The same=20 reasoning has been applied and the same result reached in other = cases=20 similar to the instant case and Callaway. In Kenedy = Memorial=20 Foundation v. Mauro, the Corpus Christi Court of Appeals = upheld a=20 property owner's right to bring an inverse condemnation suit when = the=20 Commissioner of the General Land Office, having statutory = authority to=20 determine the boundary between State and private property, refused = to=20 recognize a change in the physical characteristics of land and in = state=20 law interpreting boundaries, and continued to grant mineral leases = on a=20 portion of the disputed property, to the State's benefit. 921 = S.W.2d at=20 282; State v. Holland, 161 S.W.3d 227, 230, 232-33 (Tex.=20 App.--Corpus Christi 2005, pet. granted) (holder of patent on=20 polymer-based filters properly pled an inverse condemnation claim = against=20 State for using series of special polymer-based filters to remove=20 pollution in violation of patent where State contended that it = acted under=20 color of right under implied-in-fact contract with Holland's = companies,=20 but there was little evidence of contract and State's witness = acknowledged=20 there was no contract).

More=20 generally, the Supreme Court of Texas has held that an inverse=20 condemnation suit for damages is a proper vehicle for recovery = "when the=20 government's action against an economic interest of an owner is = for its=20 own advantage." City of Austin v. Teague, 570 S.W.2d 389, = 391-93=20 (Tex. 1978) (upholding propriety of inverse condemnation suit by=20 landowners when city used its regulatory police power to deny = waterway=20 development permit, causing landowners to lose all use of land, so = that=20 city by indirection acquired at no cost scenic easement which it = had=20 recommended State Highway Department acquire by purchase); see = also=20 State v. Biggar, 873 S.W.2d 11, 13-14 (Tex. 1994) (finding = inverse=20 condemnation when landowners pled and proved that State = intentionally=20 caused expiration of site development plan and resulting decrease = in value=20 of tract by denying landowners' request for easement exchange, = thus=20 reducing amount required to pay for portion of tract being taken = through=20 eminent domain).

The Supreme=20 Court in Teague, quoting this Court, opined, "The social=20 desirability of leaving government free to seek its own enrichment = at the=20 expense of those whom it governs under the guise that it has the = power to=20 regulate harmful conduct is not readily apparent." = Teague, 570=20 S.W.2d at 393-94 (quoting Kirschke v. City of Houston, = 330 S.W.2d=20 629 (Tex. Civ. App.--Houston 1959, writ ref'd n.r.e.)). The social = desirability of leaving government free to seek its own enrichment = under=20 the guise of "colorable rights" derived from an illusory contract = is no=20 more readily apparent than the governmental action condemned in=20 Teague and Biggar.

Conclusion

I = would=20 hold that State Street, having succeeded to Viron's rights against = TSU,=20 has properly pleaded an inverse condemnation case against TSU.=20

Since a=20 state agency has no sovereign immunity to an inverse condemnation = claim, I=20 would affirm the trial court's denial of TSU's pleas to the = jurisdiction=20 relating to Viron's and State Street's inverse-condemnation claims = and=20 would remand this case to the trial court for trial.

Evelyn V.=20 Keyes

Justice

Panel=20 consists of Justices Nuchia, Keyes, and Hanks.

Justice=20 Keyes, concurring and dissenting.=20

1. The Fifth Amendment states: "[N]or shall = private=20 property be taken for public use, without just compensation." U.S. = Const.=20 amend. V. Likewise, the Texas Constitution provides, "No person's = property=20 shall be taken, damaged or destroyed for or applied to public use = without=20 adequate compensation being made, unless by the consent of such = person . .=20 . ." Tex. Const. art. I, =A7 17.=20

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FONT-SIZE: 10pt; COLOR: #000099; LINE-HEIGHT: = normal; FONT-FAMILY: Tahoma, Arial, Helvetica, sans-serif; = TEXT-DECORATION: none } A.SiteMenu { FONT-WEIGHT: bold; TEXT-DECORATION: none } A.SiteMenu:hover { COLOR: blue } .SiteBase { FONT-WEIGHT: bold; FONT-SIZE: 9pt; COLOR: #000099; LINE-HEIGHT: normal; = FONT-STYLE: normal; FONT-FAMILY: Tahoma, Arial, Helvetica, sans-serif; = TEXT-DECORATION: none } A.SiteBase { FONT-WEIGHT: bold; COLOR: maroon; FONT-FAMILY: Tahoma, Arial, = Helvetica, sans-serif; TEXT-DECORATION: none } A.SiteBase:hover { COLOR: blue } .ErrorNormal { FONT-WEIGHT: normal; FONT-SIZE: 10pt; VERTICAL-ALIGN: top; COLOR: red; = FONT-FAMILY: Tahoma, Arial, Helvetica, sans-serif } .ErrorSmall { FONT-WEIGHT: normal; FONT-SIZE: 10pt; VERTICAL-ALIGN: top; COLOR: red; = FONT-FAMILY: Arial Narrow } .SystemMSG { FONT-WEIGHT: bold; FONT-SIZE: 10pt; VERTICAL-ALIGN: top; COLOR: white; = FONT-FAMILY: Tahoma, Arial, Helvetica, sans-serif; BACKGROUND-COLOR: = navy } .SystemErrorMSG { FONT-WEIGHT: bold; FONT-SIZE: 10pt; VERTICAL-ALIGN: top; COLOR: white; = FONT-FAMILY: Tahoma, Arial, Helvetica, sans-serif; BACKGROUND-COLOR: red } .buttonUnused { PADDING-RIGHT: 1pt; PADDING-LEFT: 1pt; FONT-WEIGHT: normal; FONT-SIZE: = 9pt; PADDING-BOTTOM: 1pt; MARGIN: 1pt; COLOR: #fff5d7; PADDING-TOP: 1pt; = BACKGROUND-COLOR: #576a9d; font-face: Tahoma, Arial, Helvetica, = sans-serif } .buttonTanUnused { PADDING-RIGHT: 1pt; PADDING-LEFT: 1pt; FONT-WEIGHT: normal; FONT-SIZE: = 9pt; PADDING-BOTTOM: 1pt; MARGIN: 1pt; COLOR: #576a9d; PADDING-TOP: 1pt; = BACKGROUND-COLOR: #fff5d7; font-face: Tahoma, Arial, Helvetica, = sans-serif } .TextLargeBlue { FONT-WEIGHT: bold; FONT-SIZE: 12pt; COLOR: #000099; LINE-HEIGHT: = normal; FONT-STYLE: normal; FONT-FAMILY: Tahoma, Arial, Helvetica, = sans-serif; TEXT-ALIGN: left } .DocketHeaderTitle { FONT-WEIGHT: bold; FONT-SIZE: 14pt; COLOR: black; LINE-HEIGHT: normal; = FONT-FAMILY: Tahoma, Arial, ' Helvetica', sans-serif; TEXT-ALIGN: center } .TextLargeBlack { FONT-WEIGHT: bold; FONT-SIZE: 11pt; COLOR: black; LINE-HEIGHT: normal; = FONT-STYLE: normal; FONT-FAMILY: Tahoma, Arial, Helvetica, sans-serif; = TEXT-ALIGN: left } .TextLargeBlackcenter { FONT-WEIGHT: bold; FONT-SIZE: 11pt; COLOR: black; LINE-HEIGHT: normal; = FONT-STYLE: normal; FONT-FAMILY: Tahoma, Arial, Helvetica, sans-serif; = TEXT-ALIGN: center } .TextBlue { FONT-WEIGHT: normal; FONT-SIZE: 10pt; COLOR: #000099; LINE-HEIGHT: = normal; FONT-FAMILY: Tahoma, Arial, Helvetica, sans-serif } A.TextBlue { FONT-WEIGHT: normal; FONT-SIZE: 10pt; COLOR: #000099; LINE-HEIGHT: = normal; FONT-FAMILY: Tahoma, Arial, Helvetica, sans-serif; = TEXT-DECORATION: none } .TextRed { FONT-WEIGHT: normal; FONT-SIZE: 12pt; COLOR: red; LINE-HEIGHT: normal; = FONT-FAMILY: Tahoma, Arial, Helvetica, sans-serif } .TextHidenGray { FONT-SIZE: 0pt; COLOR: #ebebe1; LINE-HEIGHT: normal; FONT-FAMILY: = Tahoma, Arial, Helvetica, sans-serif; TEXT-ALIGN: left } .Time { FONT-WEIGHT: bold; FONT-SIZE: 10px; COLOR: red; LINE-HEIGHT: 4em; = FONT-FAMILY: Arial, Helvetica, sans-serif; TEXT-ALIGN: center } ------=_NextPart_000_0000_01C73579.20495420--