OPINION This is an appeal from a final summary judgment in favor of Kempner Water Supply Corporation (“Kempner”) and the City of Lampasas (“Lampasas”) in a case arising out of a water- supply contract between Central Texas Water Supply Corporation (“CTWSC”) and Kempner.[1] The trial court denied CTWSC’s motion for summary judgment and granted Kempner’s and Lampasas’ respective motions for summary judgment, awarding damages and attorneys’ fees against CTWSC. We affirm. BACKGROUND[2] Factual History CTWSC is a non-profit water-supply corporation incorporated under the laws of the State of Texas. CTWSC treats water taken from Stillhouse Hollow Reservoir in Bell County and delivers the treated water to its customers. Stillhouse Hollow Reservoir[3] lies just west of Interstate 35, roughly halfway between Austin and Waco, and just South of U.S. 190 between Temple to the east and Killeen to the west. TEX. R. EVID. 201(b); International–Great N. R. Co. v. Reagan, 121 Tex. 233, 49 S.W.2d 414, 416 (1932) (taking judicial notice of maps). Further to the west of Killeen is the City of Kempner, and further west from the City of Kempner is Lampasas. As far as can be determined on this record, CTWSC does not sell treated water directly to retail customers; instead, its customers are cities and other water-supply corporations in the Central Texas region. Kempner is one of CTWSC’s customers, and its business relationship with CTWSC is governed by a 15-page contract document titled “Wholesale Water Supply Contract” (the “Kempner Contract”). Kempner and CTWSC executed the Kempner Contract in 2005 and it covered an almost-80-year term. Although the Kempner Contract was signed in 2005, Kempner and CTWSC had been doing business together for some time prior. In fact, the Kempner Contract was part of the settlement of a lawsuit between Kempner and CTWSC regarding a dispute under their previous agreement. The business relationship between Kempner and CTWSC is intertwined with at least two other entities by the operation of at least two other contracts. The Brazos River Authority and Lampasas have been under a contract with CTWSC (the “BRA/CTWSC/Lampasas Contract”) since at least 1985, under which Lampasas purchases certain water rights in Stillhouse Hollow Reservoir from the Brazos River Authority and assigns those rights to CTWSC so that CTWSC can treat the water and deliver it to Lampasas “under the terms of agreements between Lampasas, [CTWSC] and [Kempner].” Although not a party to the BRA/CTWSC/Lampasas Contract, Kempner is specifically mentioned therein because it is through Kempner’s infrastructure that Lampasas ultimately receives treated water from CTWSC, presumably as a result of Kempner’s geographic location directly between Stillhouse Hollow Reservoir and Lampasas. Similarly, although not a party to the Kempner Contract, Lampasas is specifically mentioned therein. And while the BRA/CTWSC/Lampasas Contract conveys Lampasas’ water rights to CTWSC for the purpose of treatment, it does not address how Lampasas pays CTWSC for the treated water. That is because Lampasas does not actually pay CTWSC directly. Lampasas’ payment obligations are to Kempner, and those obligations are set forth in a separate contract between Lampasas and Kempner (the “Lampasas/Kempner Contract”). Instead of paying CTWSC directly, Lampasas pays to Kempner a share of all expenses Kempner pays to CTWSC, proportional to the amount of water Lampasas takes from Kempner. Essentially—and again, presumably due to its geographic location—Lampasas depends on two contracts to accomplish its purpose of receiving treated water: it assigns raw-water rights to CTWSC under the BRA/CTWSC/Lampasas Contract and pays Kempner under the Lampasas/Kempner Contract to receive some of the treated water Kempner receives from CTWSC. Unlike Lampasas’ two contracts, Kempner’s business relationship with CTWSC only requires one. Generally, the Kempner Contract: (1) transfers certain water rights owned by Kempner in Stillhouse Hollow Reservoir to CTWSC; (2) requires CTWSC to treat a certain amount of raw water and deliver to Kempner; and (3) sets forth Kempner’s payment obligations for CTWSC’s services. Kempner’s payment obligations include a portion of CTWSC’s actual cost to produce, treat, and deliver water (Production Cost(s)), as well as a portion of CTWSC’s Operation and Maintenance expenses (O&M Expense(s)) for the water treatment system that existed in 2005, when the Kempner Contract was executed. Although the provisions for the calculation of Production Costs and O&M Expenses are the direct subject of the parties’ current dispute, Kempner had—and in some cases still has—other payment obligations to CTWSC under the Kempner Contract. For example, Kempner was and is solely responsible for the cost of any modification or improvement to CTWSC’s system that it requests, regardless of whether such modification or improvement also benefits other customers of CTWSC. As another example, Kempner was, and still is, required to make a contribution to CTWSC’s “Capital Investment Account” according to formulaic rules explained in Section 2.04 of the Kempner Contract. The funds in the Capital Investment Account can be used “to pay for capital improvements, as the Board [of CTWSC] may, in its discretion, from time-to-time deem necessary . . . .” Under another provision, Kempner was required to pay a fixed monthly cash payment of $939 through July of 2018. And under yet another provision, Kempner was required to pay a monthly cash payment of $22,324 through August 2024, an obligation that ended early when Kempner purchased part of CTWSC’s existing water transmission system. Regarding Production Costs and O&M Expenses, the Kempner Contract provides formulas for calculating both. Kempner’s share of CTWSC’s Production Cost is calculated as “the annual number of gallons of treated water received by [Kempner] as a percentage of the total number of gallons of treated water received by all of CTWSC’s customers.” The percentage is then applied to CTWSC’s actual calculated costs, as those costs are explained in the Kempner Contract. And Kempner’s portion of CTWSC’s O&M Expense is calculated “by dividing the volume of treated water delivered to [Kempner] by the total volume of treated water delivered to all customers of CTWSC and multiplying by 100 “[4] Of particular importance to this dispute is that, in both formulas, the contractual language provides that the denominator of the fraction used to determine the percentage of Kempner’s shared cost is the volume of water delivered to all of CTWSC’s customers, as opposed to the volume of water delivered from any specific water treatment plant owned by CTWSC. In 2005, this distinction made no practical difference because CTWSC only owned one plant (the Old Plant). Naturally, at that time of single-plant operation, the volume of water delivered to all of CTWSC’s customers was equal to the volume of water delivered from the Old Plant. However, the effect of these calculations changed when CTWSC built a new water- treatment facility on a different property—the Doc Curb Plant—and began distributing more water to more customers. The Doc Curb Plant was constructed from 2009 to 2012 and began operating in 2012 with a capacity to treat three million gallons of water per day.[5] Later, in 2017, CTWSC dug two wells on the Doc Curb Plant site, increasing the facility’s daily capacity to six-and-a-half million gallons. Once the Doc Curb Plant was up and running, the volume of water delivered to all of CTWSC’s customers no longer equaled the volume of water delivered from the Old Plant. As a result of CTWSC’s increased sales to other customers from the Doc Curb Plant, the size of the denominator in the fraction used to calculate Kempner’s share of the Production Costs and O&M Expenses increased, which in turn lowered the overall calculated percentage assigned to Kempner. But that percentage was still only being applied to the Production Costs and O&M Expenses of CTWSC’s system as it existed in 2005, as was explicitly required in the Kempner Contract. The calculations CTWSC used in billing Kempner remained unchanged—using the volume of water delivered to all CTWSC’s customers as the denominator in the fraction—until 2017, approximately five years after the Doc Curb Plant began treating and distributing water. In October of 2017, CTWSC’s general manager, Lee Kelley, sent Kempner a proposed billing modification, purportedly in an effort to bill Kempner as the parties intended under the Kempner Contract. The modification proposed to use the treated water meter at the Old Plant to calculate Kempner’s bill. Kempner did not agree to the proposed change. According to Lee Kelley, he continued to negotiate with Kempner regarding the billing calculations for some period of time. In February of 2018, the issue was raised with the CTWSC board, and the board subsequently voted to begin billing Kempner by using the volume of water delivered from the Old Plant as the denominator in the fraction used to determine Kempner’s percentage of Production Costs and O&M Expenses. As a result of the February board vote, CTWSC changed its billing method with regard to Kempner beginning in March of 2018, which was reflected for the first time on the bill sent to Kempner in April of 2018. Under protest, Kempner paid the April 2018 invoice in full; but from that point forward Kempner paid only what it viewed as the appropriate portion of all subsequent invoices from CTWSC, applying the previously used calculation based on the volume of water received by all of CTWSC’s customers. Procedural History CTWSC filed suit against Kempner on August 31, 2018, alleging that Kempner breached its contract and seeking a declaratory judgment on the proper interpretation of the Kempner Contract, damages, and attorneys’ fees. Kempner answered, asserting a general denial, affirmative defenses, and counterclaims for breach of contract and similar declaratory relief. On December 18, 2018, Lampasas filed a Petition in Intervention, claiming to have an interest in the dispute. CTWSC filed a Motion to Strike Lampasas’ Petition in Intervention, which the trial court denied. On July 24, 2019, CTWSC filed a Motion for Summary Judgment seeking (1) a judicial declaration construing Sections 2.03 and 2.05 of the Kempner Contract; (2) a money judgment awarding the difference between the amount CTWSC alleged was due and the amount paid by Kempner; (3) a take-nothing judgment against Kempner; and (4) a take-nothing judgment against Lampasas. Kempner and Lampasas each filed competing motions for summary judgment. The trial court denied CTWSC’s motion for summary judgment and granted Kempner’s and Lampasas’ respective motions for summary judgment, awarding damages and attorneys’ fees against CTWSC. This appeal followed. ISSUES PRESENTED Appellant CTWSC raises two overarching issues on appeal. CTWSC’s first issue is whether the trial court erred in rendering a final summary judgment against CTWSC regarding the proper interpretation of the Kempner Contract. Within this first issue, CTWSC argues that the trial court erred in sustaining a number of Kempner’s objections to two affidavits signed by Lee Kelley. Also within this first issue, CTWSC makes the contingent arguments that if this Court reverses the trial court’s summary judgment, it should also reverse the trial court’s awarding of damages and attorneys’ fees against CTWSC. The Appellant’s second issue is whether the trial court erred in denying CTWSC’s Motion to Strike Lampasas’ Petition in Intervention. DISCUSSION Issue One: Whether the trial court erred in its summary judgment rulings CTWSC first argues that the trial court erred in denying its motion for summary judgment, in granting Kempner’s and Lampasas’ motions for summary judgment, and consequently, in awarding damages and attorneys’ fees against CTWSC. Standard of Review We review the trial court’s summary judgment de novo. Provident Life & Accident Ins. Co. v. Knott, 128 S.W.3d 211, 215 (Tex. 2003). A traditional summary judgment is proper when a movant establishes that no genuine issue of material fact exists and that the movant is entitled to judgment as a matter of law. See TEX. R. CIV. P. 166a(c); Nixon v. Mr. Property Mgmt. Co., 690 S.W.2d 546, 548 (Tex. 1985). In deciding whether there is a disputed material fact issue precluding summary judgment, evidence favorable to the non-movant will be taken as true. Nixon, 690 S.W.2d at 548-49. Every reasonable inference must be indulged in favor of the non-movant and any doubts resolved in its favor. Id. at 549. When parties file competing motions for summary judgment and the trial court grants one motion and denies the other, as is the case here, we consider the summary judgment evidence presented by both sides, determine all questions presented, and if we determine that the trial court erred, we will render the judgment the trial court should have rendered. Valence Operating Co. v. Dorsett, 164 S.W.3d 656, 661 (Tex. 2005). Although we review a ruling on summary judgment de novo, we do not consider evidence struck by the trial court unless the appellant shows that the trial court abused its discretion in excluding the evidence. U.S. Fire Ins. Co. v. Lynd Co., 399 S.W.3d 206, 215 (Tex. App.—San Antonio 2012, pet. denied). Applicable Law Texas has a strong public policy favoring the freedom to contract, and courts must respect and enforce the terms of a contract the parties have agreed to unless there are compelling reasons not to do so. Phila. Indem. Ins. Co. v. White, 490 S.W.3d 468, 471 (Tex. 2016). In construing a written contract, a reviewing court’s primary objective is to enforce the parties’ intent as expressed within the four corners of the agreement. See Piranha Partners v. Neuhoff, 596 S.W.3d 740, 743 (Tex. 2020); URI, Inc. v. Kleberg County, 543 S.W.3d 755, 763 (Tex. 2018). Objective manifestations of intent control, not “what one side or the other alleges they intended to say but did not.” Gilbert Tex. Constr., L.P. v. Underwriters at Lloyd’s London, 327 S.W.3d 118, 127 (Tex. 2010). “Courts may not rewrite the parties’ contract, nor should courts add to its language.” In re Davenport, 522 S.W.3d 452, 457 (Tex. 2017). We consider the entire writing, attempting to harmonize and give effect to all provisions so that none will be rendered meaningless. Coker v. Coker, 650 S.W.2d 391, 393 (Tex. 1983). No provision by itself is given controlling effect; rather, each must be considered in the context of the instrument as a whole. Moayedi v. Interstate 35/Chisam Rd., L.P., 438 S.W.3d 1, 7 (Tex. 2014). Even still, “to home in on the meaning the parties intended,” the Supreme Court of Texas further instructs that “words must be construed in the context in which they are used.” URI, 543 S.W.3d at 764. When doing so, the context of their use is not confined to the “two-dimensional contractual environs in which the words exist but may also encompass the circumstances present when the contract was entered.” Id. (citing Columbia Gas Transmission Corp. v. New Ulm Gas, Ltd., 940 S.W.2d 587, 589 (Tex. 1996)). This is so because “our quest is to determine, objectively, what an ordinary person using those words under the circumstances in which they are used would understand them to mean.” Id. Consideration of surrounding circumstances, however, remains limited by the parol evidence rule, “which prohibits a party to an integrated written contract from presenting extrinsic evidence for the purpose of creating an ambiguity or to give the contract a meaning different from that which its language imports.” Id. “Only where a contract is ambiguous may a court consider the parties’ interpretation and admit extraneous evidence to determine the true meaning of the instrument.” Id. at 764-65. As a threshold issue, we must first determine whether a contract is ambiguous, “considering its language as a whole in light of well-settled construction principles and the relevant surrounding circumstances.” Piranha Partners, 596 S.W.3d at 743 (citing URI, 543 S.W.3d at 763). Whether a contract is ambiguous is a question of law that we decide de novo. URI, 543 S.W.3d at 763. A contract is not ambiguous if it can be given a clear and definite legal meaning and can be construed as a matter of law. Gilbert Tex. Constr., 327 S.W.3d at 133. That the parties advance differing interpretations of a contract does not make the contract ambiguous. URI, 543 S.W.3d at 763. “[N]o issue regarding the parties’ intentions is raised unless the contract is ambiguous—and evidence of those intentions cannot be used to create an ambiguity.” Id. at 765. We are instructed to remain “[m]indful of our responsibility ‘to honor the parties’ agreement’ without altering it ” Id. at 767. As URI observed, a distinction remains “between extrinsic evidence that illuminates contract language and extrinsic evidence that adds to, alters, or contradicts the contract’s text.” Id. The Supreme Court of Texas illustrated the distinction as follows: In the same way that dictionary definitions, other statutes, and court decisions may inform the common, ordinary meaning of a statute’s unambiguous language, circumstances surrounding the formation of a contract may inform the meaning of a contract’s unambiguous language. But courts may not rely on evidence of surrounding circumstances to make the language say what it unambiguously does not say. First Bank v. Brumitt, 519 S.W.3d 95, 110 (Tex. 2017) (internal citation omitted). If we determine the Kempner Contract’s meaning is ambiguous, we must remand for a jury to determine its meaning as a factual issue; but if we determine it is unambiguous, we will determine its meaning as a matter of law. URI, 543 S.W.3d at 763, 766. In doing so, we will not consider any party’s actual intent, but the intent that is expressed in the written document. Luckel v. White, 819 S.W.2d 459, 461 (Tex. 1991). The Contractual Terms Section 2.03 The first of two specific provisions in the Kempner Contract that are at issue in this appeal is Section 2.03. The relevant part of Section 2.03 reads as follows, with emphasis placed on the formula used for calculating the cost percentage: Payment of Treated Water Cost. [Kempner] agrees to pay to CTWSC, on a monthly basis, the actual cost per thousand gallons of treated water it receives at the Point of Delivery, being the cost to produce, treat, and deliver said water to the Point of Delivery. The cost of treated water shall be based upon the actual calculated costs for chemicals and Energy Costs, including energy costs associated with pumping raw water, energy costs incurred in running equipment in the Water Treatment Plant, and energy costs incurred in pumping treated water to the Point of Delivery. Payment will be based on the metered usage of treated water by [Kempner] at the Point of Delivery. The production costs charged to [Kempner] will be prorated based on the annual number of gallons of treated water received by [Kempner] as a percentage of the total number of gallons of treated water received by all of CTWSC’s customers [emphasis added]. Several terms in Section 2.03 are defined terms within the contract. “Point of Delivery” means “the point designated in this Contract or by subsequent agreement designating where water will be delivered by CTWSC to [Kempner]. At this time, Point of Delivery is the metered outlet at the Ivy Mountain Tank Site.” However, the Point of Delivery was subject to change if the parties closed on a Sales Agreement that was being negotiated at the time where Kempner would purchase a portion of CTWSC’s system which included the Ivy Mountain Tank Site. If the parties closed under the sales agreement, the new Point of Delivery would be changed to a metered inlet to be constructed at what would be the new westernmost part of the transmission system still owned by CTWSC. “Energy Costs” means “the amounts paid by CTWSC for electrical energy required to operate the Existing System only.” These costs are explicitly limited to those costs “associated with the withdrawal of water from Stillhouse, operating the existing Water Treatment Plant, and pumping water from the existing Water Treatment Plant at its current capacity via the high service pumps ” “ Energy Costs shall not include energy expenses for any New Facilities.” The “Existing System” includes “the existing water intake structure, the Water Treatment Plant at its current capacity, the existing storage facilities, pump stations and transmission mains, lighting, and all other facilities currently operated by CTWSC.” The Existing System explicitly excludes New Facilities. The “Water Treatment Plant” means “those existing facilities required to receive raw water, treat it, and deliver the treated water into the plant clearwell, including all vessels, mixing equipment, filters and chlorination equipment associated therewith.” The Water Treatment Plant, as it was used in the Kempner Contract, had the same meaning we now attribute to the Old Plant in this opinion. The term “New Facilities” means “any new facilities constructed by CTWSC after the date of this Contract including, but not limited to, any new intake structure, new storage facilities, new pump stations, new transmission mains, a new plant or expansions at the location of the current Water Treatment Plant, a new treatment plant at another location “ Incorporating the defined terms, Section 2.03 includes seven sentences in total with the first four reproduced above. The remaining three sentences are not in dispute; they establish that Kempner will be billed monthly and that CTWSC will issue an end-of-year correction, if necessary, based upon annual numbers. The first two sentences are also non-controversial between the parties: the first sentence establishes the general agreement that Kempner will pay a certain amount of Production Costs for the treated water it receives from CTWSC, and the second describes what is included in those Production Costs. The third and fourth sentences establish the method of calculating Kempner’s cost-sharing percentage. The third sentence of Section 2.03 establishes the numerator in the calculation of Kempner’s cost-sharing percentage: the amount of water used by Kempner, as measured by a meter at the Point of Delivery. The fourth sentence reiterates the numerator and then establishes the denominator: the total number of gallons of treated water received by all of CTWSC’s customers. Section 2.05 Section 2.05 of the Kempner Contract reads, in relevant part, as follows with emphasis placed on the formula used for calculating Kempner’s share of operation and maintenance expenses: Operation and Maintenance Expenses. [Kempner] will also pay monthly to CTWSC a percentage of the actual Operation and Maintenance Expenses (O&M) for the Existing System for the previous calendar month, pursuant to the separate cost accounting for Existing System components maintained by CTWSC. O&M is defined specifically in the definition section of this Contract. The percentage of O&M to be paid by [Kempner] shall be calculated by dividing the volume of treated water delivered to [Kempner] by the total volume of treated water delivered to all customers of CTWSC and multiplying by 100; PROVIDED, HOWEVER, that in the event the foregoing calculation results in a percentage of O&M to be paid by [Kempner] that is less than 42%, then [Kempner] shall pay exactly 42% of O&M costs of the Existing System [emphasis added] . . . . The remainder of Section 2.05 discusses a scenario where Kempner’s normal 42% minimum O&M cost might be reduced based upon factors that are not relevant to this discussion. Thus, there are three sentences in Section 2.05 that are relevant to this appeal. The first sentence of Section 2.05, like the first sentence of Section 2.03, generally establishes that Kempner will pay a percentage of CTWSC’s O&M Expenses for the Existing System each month. The second sentence points to the definition of O&M. O&M means “all direct costs and expenses incurred by CTWSC for general overhead expenses relating to the Existing System . . . .” The definition of O&M in the Kempner Contract also includes extensive lists of costs that are and are not included, none of which are in dispute. The third sentence of Section 2.05 accomplishes two purposes: first, it sets forth the formula to be used to calculate Kempner’s share of O&M Expenses, and second, it sets a 42% O&M Expense percentage floor—or minimum O&M Expense cost—that Kempner must pay if ever its percentage as calculated falls below 42%. The parties dispute the operation of the language of Section 2.05 that seeks to accomplish this first purpose. Both parties agree that, prior to the opening of the Doc Curb Plant, Kempner paid a proportional percentage of the production costs and O&M expenses. Construing Sections 2.03 and 2.05 Together Here, there is no contention from any party that these provisions within the Kempner Contract are ambiguous, even though the parties advance competing interpretations. CTWSC argues that because only one water treatment plant existed when the Kempner Contract was executed, the intent of the parties was to use the volume of water delivered to all of CTWSC’s customers from the Old Plant as the denominator in both formulas to determine Kempner’s share of Production Costs and O&M Expenses. Kempner and Lampasas argue that the parties’ intent was to protect Kempner and Lampasas from a burgeoning Production Cost and O&M Expense percentage in the event that CTWSC built a new water treatment facility and shifted customers from the Old Plant to that new facility. Even assuming each party is correct as to what its actual intent was at the time the Kempner Contract was signed, our task is to determine the intent as expressed in the actual language. Gilbert Tex. Constr., 327 S.W.3d at 127. We agree that these provisions are unambiguous; thus, we can determine their meaning as a matter of law. Under the explicit terms of Section 2.03, we determine that the Production Costs charged to Kempner are calculated based on the number of gallons of water received by Kempner as a percentage of the total number of gallons of treated water received by all of CTWSC’s customers. And similarly, under the explicit terms of Section 2.05, the amount of O&M to be paid by Kempner is calculated as a percentage of treated water received by Kempner in relation to the volume of treated water delivered by CTWSC to all of its customers. Neither section limits CTWSC’s customers to the customers it had in 2005, nor does it limit CTWSC’s customers to customers who receive water from the Old Plant. In fact, both calculations explicitly include all of CTWSC’s customers. We presume the parties intended the words they used and we interpret their words according to their ordinary and generally accepted meaning. See URI, Inc., 543 S.W.3d at 764. Here, the word “all” is used as an adjective that modifies CTWSC’s customers. As an adjective, “all” means “the whole amount, quantity, or extent of” or “every member or individual component of.” MERRIAM-WEBSTER’S COLLEGIATE DICTIONARY 31 (11th ed. 2020). Additionally, we must give effect to all provisions so that none will be rendered meaningless. Coker, 650 S.W.2d at 393. Here, had the parties not included the word “all,” in Sections 2.03 and 2.05, a reader could wonder to which of CTWSC’s customers the parties are referring. By including the word “all,” the parties chose to modify the noun “customers” in both Section 2.03 and 2.05 with a decidedly broad adjective. In order to give effect to the word “all,” and in the absence of any specific contractual definition of the phrase “all of CTWSC’s customers,” we must give these phrases their ordinary and generally accepted meaning. Also of note is the absence of any language that would limit the broad inclusion of all of CTWSC’s customers. When the parties wanted to limit CTWSC’s customers to a mere subset of those customers, they knew how to do so, as evidenced by the definition of O&M Expenses. There, “consulting fees and expenses relating to providing service to new customers . . .” were disallowed from being included in O&M, as were “consulting fees and expenses relating to . . . increasing service to current customers,” both of which were to be paid for by the entity requesting new or increased service. If the parties’ intent was to limit all of CTWSC’s customers in either Section 2.03 or 2.05, the parties could have included such limiting language, such as “all of CTWSC’s current customers” or “all of CTWSC’s customers who receive water from the Old Plant.” Here, the parties did not include any limiting language, and we will not add such language by our interpretation. See In re Davenport, 522 S.W.3d at 457. Additionally, if the parties had intended for Kempner’s cost-sharing percentages to always be in proportion to the amount of water they received compared to the total amount of water produced in the Old Plant, there was no need to mention CTWSC’s customers at all; it would have been simpler and more precise to agree that Kempner’s cost-sharing percentages would be calculated by dividing the volume of treated water delivered to Kempner by the total amount of water delivered from the Old Plant. Furthermore, as evidenced by numerous provisions within the contract and viewing the language as a whole, the parties clearly anticipated at least the possibility that new customers would be added over time. For example, Section 2.01(B) allowed CTWSC to add “new customers” located west of the Point of Delivery, provided that CTWSC did not create a transmission demand that would exceed the Old Plant’s capacity or diminish the water delivery available to Kempner. Because we must presume the parties intended the language they used, and because this contract governs a complicated business relationship between two sophisticated parties, we determine that the denominator that must be used in both of these calculations is the total amount of water delivered to all of CTWSC’s customers, as the plain language of both Sections explicitly state. As Kempner points out, CTWSC had the opportunity to consider the effect the Doc Curb Plant would have on the amount of costs and O&M Kempner would be required to pay. CTWSC argues that it had no reason to include such limiting language because—at the time the contract was executed—there was only one plant. CTWSC relies on the Affidavit of Lee Kelley, General Manager of CTWSC, to establish the circumstances existing at the time of the contract’s execution. Kelley testified: “[a]t the time of the execution of the 2005 Contract, the only water treatment plant owned and operation [sic] by CTWSC was the Water Treatment Plant that is defined in the 2005 Contract.” Construing the Kempner Contract in the light of the circumstances described by affiant Kelley, CTWSC argues the Kempner Contract contemplates that Kempner was to pay its share of treated water costs and O&M expenses proportionally based upon the amount of treated water delivered to it from the Water Treatment Plant as a percentage of the amount of water delivered from the Water Treatment Plant to all customers. Yet, as we are instructed, “[p]arties cannot rely on extrinsic evidence to give the contract a meaning different from that which its language imports, add to, alter, or contradict the terms contained within the agreement itself, make the language say what it unambiguously does not say, or show that the parties probably meant, or could have meant, something other than what their agreement stated.” URI, 543 S.W.3d at 769 (citing Brumitt, 519 S.W.3d 95, 110). Because CTWSC’s extrinsic evidence gives a meaning different from what the language imports, we are not permitted to construe the contract in light of this description of then existing plant facilities. CTWSC further argues that, when it entered into the Kempner Contract, it had no plans to build a second plant but only did so after a zero-interest loan became available in 2009. However, as Kempner points out, there is evidence that the parties did anticipate at least the possibility that CTWSC would construct an additional plant in the future. For example, the Kempner Contract explicitly defines “New Facilities” as: ny new facilities constructed by CTWSC after the date of this Contract including, but not limited to, any new intake structure, new storage facilities, new pump stations, new transmission mains, a new plant or expansions at the location of the current Water Treatment Plant, a new treatment plant at another location, and improvements constructed after the date of this Contract that are identified as Item No. 1 and Item No. 2 on Steven D. Kallman’s October 6, 2004 Project Cost Estimate. The term “New Facilities” shall not include the facilities described as Item No. 3, Item No. 4, Item No. 5, Item No. 6, and Item No. 7 in the October 6, 2004 Project Cost Estimate prepared by Steven D. Kallman. Other definitions in the Kempner Contract also referred to New Facilities, including the definitions of “Energy Costs,” “Existing System,” and “O&M Expenses.” CTWSC next argues that the literal interpretation of Sections 2.03 and 2.05, coupled with the change in circumstances (the existence of the Doc Curb Plant) would require CTWSC’s other customers to subsidize the water received by Kempner, in violation of Article III, § 52 of the Texas Constitution. Article III, § 52 of the Texas Constitution provides, in relevant part, as follows: [T]he Legislature shall have no power to authorize any county, city, town or other political corporation or subdivision of the State to lend its credit or to grant public money or thing of value in aid of, or to any individual, association or corporation whatsoever, or to become a stockholder in such corporation, association or company. TEX. CONST. art. III, § 52(a). Here, CTWSC has provided no authority which would cause us to determine that its business transactions with individual customers are akin to those customers lending their credit or granting public money to one another.[6] Further, during oral argument, CTWSC stated that Kempner was the only one of its customers that had cost-sharing provisions such as Sections 2.03 and 2.05 in its contract; the remainder of CTWSC’s customers pay a flat rate per thousand gallons of water received. In summary, we determine that the intent of the parties—as expressed in the plain language of the Kempner Contract—is that the parties intended for Kempner’s payment obligations to be based upon the volume of water it received as a percentage of the volume of water distributed to all of CTWSC’s customers. See Piranha Partners, 596 S.W.3d at 743; URI, Inc., 543 S.W.3d at 763. CTWSC’s proposed interpretation of the Kempner Contract would impermissibly require us to impose a limitation on “all” of its customers that is simply not present in the text of the contract. See In re Davenport, 522 S.W.3d at 457. Issue One’s first sub-issue: The trial court’s evidentiary rulings As a sub-issue under the analysis of the trial court’s summary judgment ruling, CTWSC argues that the trial court erred in striking evidence and not considering it for the purposes of the summary judgment motions. Evidentiary rulings are “committed to the trial court’s sound discretion.” City of Brownsville v. Alvarado, 897 S.W.2d 750, 753 (Tex. 1995). A trial court abuses its discretion when it rules “without regard for any guiding rules or principles.” Id. at 754. “An appellate court must uphold the trial court’s evidentiary ruling if there is any legitimate basis for the ruling.” Owens-Corning Fiberglas Corp. v. Malone, 972 S.W.2d 35, 43 (Tex. 1998). And an appellate court should not reverse a trial court for an erroneous evidentiary ruling unless the error probably caused the rendition of an improper judgment. Id. (citing TEX. R. APP. P. 44.1). In summary, and as we have said before, a party asserting that a trial court’s evidentiary ruling was an abuse of discretion must show: (1) the trial court erred in admitting or striking evidence; (2) the error was regarding evidence that was controlling on a material issue dispositive of the case and was not cumulative; and (3) the error probably cause rendition of an improper judgment in the case. See Hall v. Domino’s Pizza, Inc., 410 S.W.3d 925, 929 (Tex. App.—El Paso 2013, pet. denied) (citing Tex. Dep’t of Transp. v. Able, 35 S.W.3d 608, 617 (Tex. 2000)). During the litigation of this case, Kempner raised various objections to two affidavits filed by CTWSC and signed by its general manager, Lee Kelley. Kempner raised twelve objections to Lee Kelley’s first affidavit, which was filed on July 24, 2019 as an exhibit to CTWSC’s Motion for Summary Judgment. Kempner—joined by Lampasas—then raised two objections to Lee Kelley’s second affidavit, which was filed on September 20, 2019 in support of CTWSC’s response to Kempner’s and Lampasas’ Motions for Summary Judgment. Many of Kempner’s objections are rooted in the best evidence rule and directed at instances in the affidavits where Kelley was explaining provisions in the Kempner Contract. Many others were based on Kempner’s allegation that the affidavits contain conclusory statements. Here, although CTWSC does allege that the trial court erred in sustaining Kempner’s objections to its evidence, it does not even address how that evidence was controlling on a material issue dispositive of the case or how any error caused rendition of an improper judgment in the case.[7] In failing to specifically do so, CTWSC has deprived Kempner any meaningful opportunity to respond. Of note, Kempner raised this omission in its brief on the merits, but CTWSC still did not address these two requirements in its reply. As a result, even if we assume, without deciding, that the trial court ruled without regard for any guiding rules or principles in sustaining Kempner’s objections, CTWSC’s failure to even address whether such an error probably caused an improper judgment would require us to perform our own independent review of the record, without the aid of proper briefing, to determine whether any error was reversible. Furthermore, CTWSC lists the purposes of Lee Kelley’s affidavit: (1) to prove up the Kempner Contract; (2) to establish that only one plant existed at the time the Kempner Contract was executed; (3) to establish that a New Facility came online in 2012; and (4) to calculate the difference between the amount billed by CTWSC and the amount paid by Kempner. None of these purposes appear to be disputed by Kempner, nor do any of them address the central issue in this appeal, which is the interpretation of unambiguous language in the Kempner Contract. CTWSC even concedes in its brief that, because “all parties agree that the [Kempner] Contract is unambiguous, . . . Kelley’s incidental comments about the meaning of [contractual] terms is of no consequence and can readily be discarded.” We determine that, even if the trial court erred in sustaining one or more of Kempner’s objections, CTWSC has not even alleged—much less shown—how any error probably caused the rendition of an improper judgment in this case.[8] Accordingly, we overrule CTWSC’s challenge to the trial court’s evidentiary rulings. Issue One’s second sub-issue: Damages and Attorneys’ Fees Although listed as a separate issue presented by CTWSC in its brief, CTWSC addresses the awarding of damages and attorneys’ fees under its argument that the trial court erred in its rulings on summary judgment. CTWSC argues that in the event this Court reverses the trial court’s summary judgment, it should also modify the awarding of damages and attorneys’ fees. CTWSC’s claims, as well as Kempner’s counterclaims, were for breach of contract and declaratory judgment. In an action for breach of contract, actual damages are recoverable. See Mead v. Johnson Group, Inc., 615 S.W.2d 685, 687 (Tex. 1981). CTWSC does not argue that the amount of damages was incorrect, given the trial court’s—and now, our—interpretation of the Kempner Contract. Similarly, an award of attorneys’ fees is allowed in an action brought under Texas’ Uniform Declaratory Judgments Act. TEX. CIV. PRAC. & REM. CODE ANN. § 37.009. Notably, prior to the trial court’s summary judgment ruling, both parties stipulated to the reasonableness of each other’s attorneys’ fees. Accordingly, we overrule Appellant’s first issues. Because we overrule CTWSC’s first issue challenging the trial court’s granting of summary judgment in favor of Kempner and Lampasas, no modification to the trial court’s award of damages or attorneys’ fees is appropriate. Issue Two: Whether the trial court erred in denying CTWSC’s Motion to Strike Lampasas’ Petition in Intervention CTWSC next argues that the trial court erred in denying its motion to strike Lampasas’ Petition to Intervene. Standard of Review A motion to strike an intervention is addressed to the sound discretion of the trial court. Mendez v. Brewer, 626 S.W.2d 498, 499 (Tex. 1982). As a result, we review the denial of a motion to strike an intervention for abuse of discretion. See Guaranty Federal Sav. Bank v. Horseshoe Op. Co., 793 S.W.2d 652, 657 (Tex. 1990). Applicable Law Texas Rule of Civil Procedure 60 provides that “[a]ny party may intervene by filing a pleading, subject to being stricken out by the court for sufficient cause on the motion of any party.” The Supreme Court of Texas has held that a party with a justiciable interest in a pending suit may intervene under Rule 60 as a matter of right. Nghiem v. Sajib, 567 S.W.3d 718, 721 (Tex. 2019). Lampasas’ standing to intervene turns on the same analysis—whether it has a justiciable interest in the outcome. See Sneed v. Webre, 465 S.W.3d 169, 180 (Tex. 2015) (“The issue of standing focuses on whether a party has a sufficient relationship with the lawsuit so as to have a ‘justiciable interest’ in its outcome.”). Therefore, whether the trial court abused its discretion in denying CTWSC’s motion to strike Lampasas’ intervention turns on whether Lampasas has a justiciable interest in this suit. Lampasas argues it has a justiciable interest in this suit because its contract with Kempner and its contract with the Brazos River Authority and CTWSC are closely intertwined with the Kempner Contract, such that the result of this litigation will have a significant impact on Lampasas. We agree. A significant portion of the water that CTWSC delivers to Kempner goes on to Lampasas.[9] Accordingly, Kempner passes on to Lampasas a significant share of the Production Costs and O&M Expenses Kempner pays to CTWSC for that water. Although the relationship between Kempner and Lampasas is directly handled under a separate contract (the Lampasas/Kempner Contract), CTWSC is aware of the arrangement, as evidenced by the reference to Kempner in the BRA/CTWSC/Lampasas Contract, where Lampasas assigns some of its water rights to CTWSC so that CTWSC can treat the water and deliver it back to Lampasas, via Kempner. The Kempner Contract itself was part of a settlement of prior litigation between Kempner and CTWSC, a lawsuit in which Lampasas also successfully intervened. Finally, under the Lampasas/Kempner Contract, Lampasas requires Kempner to enforce its contract with CTWSC. We need not decide whether the reference to Lampasas in the Kempner Contract raises Lampasas to the level of being a third-party beneficiary to the Kempner Contract, because all of these facts together show that it was reasonable for the trial court to conclude that Lampasas had a justiciable interest in the outcome of this litigation, such that it was not an abuse of discretion for it to deny CTWSC’s Motion to Strike. Accordingly, we overrule CTWSC’s challenge and affirm the trial court’s denial of CTWSC’s Motion to Strike Lampasas’ Petition in Intervention. CONCLUSION The trial court’s judgment is affirmed. GINA M. PALAFOX, Justice June 4, 2021 Before Rodriguez, C.J., Palafox, and Alley, JJ.
