Can a settlement agreement be enforced when essential easement terms are missing? Hicken v. Van Wagoner Explained

Background and facts

The Hickens and Van Wagoners owned adjacent parcels in Wallsburg, Utah, and had been litigating a boundary and prescriptive easement dispute since 2017. On the eve of a January 2023 trial, their counsel negotiated a settlement agreement providing that the Van Wagoners would grant the Hickens an agricultural easement across the Van Wagoner property and that the parties would commission a survey to describe both the boundary and the easement. The agreement referenced a 16-foot-wide gate but said nothing about the easement’s width, course, or precise location across the Van Wagoner parcel. After new counsel appeared for the Hickens and a draft survey revealed a proposed 32-foot easement—wider than either party had discussed—the Hickens refused to comply and moved for trial. The district court granted three successive motions to enforce and awarded attorney fees on two of them. The Hickens appealed.

Key legal issues

Two principal issues were presented. First, whether the settlement agreement was an enforceable contract where it omitted a description of the easement’s width, path, and location and provided no objective, self-executing method for determining those terms. Second, whether the district court’s attorney fees awards could stand absent a finding of breach of an enforceable contract. The Van Wagoners cross-appealed the denial of fees on the third enforcement order.

Court’s analysis and holding

The Utah Court of Appeals acknowledged that settlement agreements are governed by general contract principles and that a binding contract requires a meeting of the minds on all essential terms that are sufficiently definite to be enforced. The court recognized that a missing term does not automatically void a contract if the agreement contains an objective method for ascertaining it in the future, and that parol evidence may shed light on whether an ostensibly missing term was in fact agreed upon. However, the court found that the settlement agreement here contained no clear description of the easement’s dimensions or path and no self-executing mechanism for determining them—the contemplated survey and boundary agreement would itself require further negotiation. Because the district court made no factual findings on the parties’ intentions regarding these terms, and because whether the parties had a meeting of the minds is a question of fact reviewed for clear error, the appellate court could not resolve enforceability as a matter of law on the existing record. The court reversed all three enforcement orders, vacated the attorney fees awards as contingent on the existence of an enforceable contract, and remanded for the district court to make the necessary factual findings. The Van Wagoners’ request for appellate attorney fees was denied because they did not prevail on appeal.

Practice implications

Practitioners who draft settlement agreements involving real property interests must treat easement terms with the same rigor applied to property descriptions in conveyancing. An agreement that merely contemplates a future survey to “describe” the easement—without specifying width, alignment, or an objective ascertainment method—risks being characterized as an unenforceable agreement to agree. To preserve enforceability, counsel should either specify all material easement terms in the four corners of the settlement agreement or include a truly self-executing mechanism (such as a designated licensed surveyor applying defined criteria) that resolves those terms without requiring further party consent. Additionally, this decision underscores that attorney fees provisions tied to breach of a settlement agreement cannot be invoked until the court first establishes, through adequate factual findings, that an enforceable contract exists and that a breach occurred.