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Click here for the full text of this decision FACTS:Three brothers, Shaun (Heydar), Ross (Abdol Rasoul) and Shahram (Abbas) Khaledi formed a partnership that created several businesses in the 1980s and 1990s. After problems arose in 1999, Ross and Shahram agreed to buy out Shaun’s interests, but to retain him as a consultant. A letter agreement detailing the transaction was signed May 11, 2000, and Shaun transferred his interest three weeks later. The transfer for $5 million was to be paid over three years pursuant to a promissory note under which H.K. Global Trading was the borrower and Shaun was the lender. The consulting agreement stated that Shaun would be a consultant to H.K. Global for $6 million over five years. The three also signed an “Agreement Regarding Conditions to Survive Closing,” setting forth further obligations related to the first two agreements. Ross and Shahram personally guaranteed the debt owed under the promissory note and the consulting agreement, and to secure the debt, one of their companies, HAR Properties Ltd. executed deeds of trust on property located on Grant St. and Spivey Ln. in Laredo. In the closing on this deal, H.K. Global granted International Bank of Commerce a lien on the properties. Ross, Shahram and H.K. Global had an obligation under the conditions to survive closing agreement to get Shaun’s release of his guarantees on certain other debt owed to ABC and another bank; also, they were to get Shaun to release the deeds of trust on two properties on San Mateo, also in Laredo, that secured that other debt. Shaun, on the other hand, was required to subordinate his liens on the Grant and Spivey properties to IBC upon retirement of 50 percent of the indebtedness on the Grant property and payment of full on the Spivey property indebtedness. Ross and Shahram paid off the IBC debt early, which eliminated the bank’s lien on the Grant and Spivey properties. Ross and Shahram asked Shaun to subordinate his liens to another lender, but he refused. Ross and Shahram, plus HAR Properties and H.K. Global, sued Shaun for fraud in the inducement of the consulting agreement, an equitable claim for rescission of the agreement, breach of fiduciary duties, breach of the consulting agreement and agreement regarding conditions to survive closing, violations of the Deceptive Trade Practices Act, battery, and assault. While litigation was pending, Ross and Shahram paid the amounts owing under the promissory note and the consulting agreement into the court’s registry instead of directly to Shaun, so Shaun told them he would accelerate their entire indebtedness. Ross and Shahram got a temporary restraining against Shaun enjoining him from accelerating the debt and from foreclosing on the Grant and Spivey properties. Nonetheless, Shaun attempted to do both, so the court held a temporary injunction hearing. The court issued the temporary injunction in November 2002, and Shaun filed an interlocutory appeal. Prompted by this court, the trial court filed an amended order in March 2003 that corrected typographical orders and to bring it into compliance with Texas Rule of Civil Procedure 683. The trial court found that Shaun’s failure to release and subordinate prevented the plaintiffs “from realizing the significant loan values in such unique properties,” and placed an extreme hardship and/or significantly impaired plaintiffs’ ability to assist in paying amounts owed under the promissory note and to tender monies into the court’s registry. The court also found that the plaintiffs’ business plan and ability to obtain financing on the properties were “adversely affected in a way that cannot be effectively measured in dollars” if the injunction was not issued. This court affirmed the injunction as modified Oct. 1, 2003. Shaun filed a motion for rehearing. HOLDING:Affirmed as modified. The court withdraws its Oct. 1 opinion and substituted this opinion, backing its original judgment, but clarifying its analysis on the “probable right of recovery” prong necessary for temporary injunctions. The court also overrules the motion for rehearing. A temporary injunction should issue only if the applicant establishes 1. a cause of action against the defendant; 2. a probable right to the relief sought; and 3. a probable, imminent, and irreparable injury in the interim if the injunction is not granted, the court begins. The court examines the temporary injunction under Rule 683, which requires a trial court to set out its reasons for issuing the injunction in reasonable detail. The trial court did that, the court holds. Contrary to what Shaun argues, the temporary injunction’s language is not vague, “it simply requires that Shaun fulfill his obligations under the agreement regarding conditions to survive closing. The order provides flexibility for Ross and Shahram to find alternate financing, and it forestalls sanctions against Shaun for not subordinating his liens if his brothers cannot find that financing. The court then discusses the “probable right of relief sought” prong of the temporary injunction standard, analyzing the letter agreement, the Agreement Regarding Conditions to Survive Closing, the promissory note and the deeds of trust. The court is sympathetic to Shaun’s objection that Ross and Shahram should have paid their obligations under the promissory note and the consulting agreement to him directly, but the trial court’s amended order does not change that underlying obligation. The rest of the order otherwise reasonably interprets all of the relevant documents to reveal an intent for Shaun to continue to subordinate his liens to any lender selected by Ross and Shahram until the payment terms contained in the promissory note and deeds of trust are satisfied. The court also upholds the “injury in the interim” prong. Ross and Shahram testified that they would not be able to use the property as collateral to get financing if Shaun didn’t release or subordinate his liens. Monetary damages cannot compensate for this injury. The court disagrees with Shaun that his first-lien position is the status quo that must be preserved. Status quo is defined as “the last, actual, peaceable, noncontested status which preceded the pending controversy.” It was Shaun’s refusal to continue to subordinate his liens that altered the brothers’ relationship. “Therefore, the status quo is the relationship of the parties as it existed when Shaun held a second lien position on the properties.” Finally, the court rejects Shaun’s argument that the temporary injunction will cause him irrevocable harm, or that the order granted Ross and Shahram more relief than they requested. The court notes that Ross and Shahram are still obligated to make payments under the promissory note and the consulting agreement. OPINION:Marion, J.; Stone, Green and Marion, JJ.

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