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LOMARK, INC., JASCO, INC.,  NO. 12-CA-389  
NORTHSHORE SHELL CARWASH, INC.,  
C&V ENTERPRISES, INC., RIVERBEND  FIFTH CIRCUIT  
SHELL, INC., VICTORY FUEL  
ENTERPRISES, L.L.C., AND LAGUARDIA  COURT OF APPEAL  
AND McADAMS ENTERPRISES, INC.  
STATE OF LOUISIANA  
VERSUS  
LAVIGNEBAKER PETROLEUM, L.L.C.  

ON APPEAL FROM THE TWENTY-FOURTH JUDICIAL DISTRICT COURT
PARISH OF JEFFERSON, STATE OF LOUISIANA
NO. 701-968, DIVISION "I"
HONORABLE NANCY A. MILLER, JUDGE PRESIDING:

February 21,2013
JUDE G. GRAVOIS JUDGE
Panel composed of Judges Fredericka Homberg Wicker, Jude G. Gravois, and Robert A. Chaisson
JAMES M. WHITE, III Attorney at Law
P. O. Box 3939 204 South Tyler Street Covington, LA 70434-3939
WALTER C. THOMPSON, JR. Attorney at Law 1515 Poydras Street Suite 2350 New Orleans, LA 70112 COUNSEL FOR PLAINTIFFS/APPELLANTS
ADOLPH A. AJUBITA JASON R. ANDERS JAMES R. WASHINGTON, III
Attorneys at Law 1100 Poydras Street Suite 1500, Energy Centre New Orleans, LA 70163
AND PETERJ. BUTLER, JR.
RICHARD G. PASSLER
Attorneys at Law
909 Poydras Street
Suite 1500
New Orleans, LA 70112
COUNSEL FOR DEFENDANT/APPELLEE
REVERSED
In this suit, plaintiffs, C&V Enterprises, Inc., Riverbend Shell, Inc., and

1f>-CVictory Fuel Enterprises, L.L.c., all former Shell-branded retail service station lessees who had gasoline supply contracts and leases with the owner of the stations, defendant, LavigneBaker Petroleum, L.L.C. ("LBP"), sued defendant for damages for alleged breach of contract, unjust enrichment, and violations of the Louisiana Unfair Trade Practices Act, La. R.S. 51:1401, et seq,' Plaintiffs alleged that during the time they leased the stations, LBP overcharged them for gasoline purchases under the supply contracts when LBP failed to pass on various tax credits to plaintiffs. In response, LBP filed, among other exceptions, an exception of no right of action, arguing that when plaintiffs executed assignments of the supply contracts to the new lessees of the stations, the assignments were of "all rights" under the supply contracts, and as such, plaintiffs failed to reserve any rights under the supply contracts whatsoever, including the right to sue LBP for the alleged causes of action that arose prior to execution of the assignments of the
) The plaintiff entities are all owned by John K. Roberts, III.
contracts.' Finding that the assignments were unambiguous and total, the trial courtgranted LBP'sexception ofnoright ofaction. Further,basedonitsfinding that the language in the assignments was unambiguous, the trial court did not allow plaintiffs to introduce parol evidence to explain the terms of the assignments, which plaintiffs proffered instead. This appeal by plaintiffs followed. For the following reasons, we reverse.
ASSIGNMENTS OF ERROR
In their first assignment of error, plaintiffs argue that the trial court erred in maintaining LBP's exception of no right of action, and in dismissing all claims of plaintiffs. In this assignment, plaintiffs essentially claim that their rights to sue LBP for damages arising from the breach of the supply contracts are strictly personal, and therefore were not assignable as a matter of law. Plaintiffs also appear to argue alternatively that the rights were personal in nature (not strictly personal) and could not be assigned unless the assignments were express. Plaintiffs also argue that because the assignment agreements failed to mention these rights, they were accordingly not expressly assigned therein to the new lessees, and thus were retained by plaintiffs.
In their second assignment of error, plaintiffs argue that the trial court erred in denying the admission of parol evidence in the testimony of plaintiff's representative, John K. Roberts, III, to explain the terms of the assignment agreements. As part of this assigmnent, plaintiffs also argue that the trial court erred in allowing LBP to object to the admission ofthe parol evidence testimony, as it lacked standing to object because it was not a party to the assignment agreements.
2 The assignment agreements were executed in April of 20 II. Plaintiffs filed this suit against LBP in May
of2011.
FIRST ASSIGNMENT OF ERROR -Exception ofNo Right ofAction
A peremptory exception pleading the objection of no right of action tests whether the plaintiff has any interest in judicially enforcing the right asserted. Simply stated, the objection of no right of action tests whether a particular plaintiff, as a matter of law, has an interest in the claim sued on. Louisiana State Bar Ass 'n
v. Carr and Associates, Inc., 08-2114 (La. App. 1 Cir. 5/8/09), 15 So.3d 158. The determination of whether a plaintiff has a right of action is a question of law that is reviewed de novo on appeal. Caro Properties (AJ, L.L.c. v. City ofGretna, 08-248 (La. App. 5 Cir. 12116/08),3 So.3d 29.
La. C.C.P. art. 698, a procedural article that concerns the capacity to sue, states that an incorporeal right which has been assigned, whether unconditionally or conditionally for purposes of collection or security, shall be enforced judicially by the assignor and the assignee, when the assignment is partial, or the assignee, when the entire right is assigned.
La. C.C. art. 2642 provides that any right may be assigned except those pertaining to obligations that are strictly personal. Whether an obligation is strictly personal is defined in La. C. C. art. 1766, which provides:
An obligation is strictly personal when its performance can be enforced only by the obligee, or only against the obligor.
When the performance requires the special skill or qualification of the obligor, the obligation is presumed to be strictly personal on the part ofthe obligor. All obligations to perform personal services are presumed to be strictly personal on the part ofthe obligor.
When the performance is intended for the benefit ofthe obligee exclusively, the obligation is strictly personal on the part ofthat obligee.
La. C.C. art. 1765 defines "heritable" or "transferable" obligations as follows:
An obligation is heritable when its performance may be enforced by a successor ofthe obligee or against a successor of the obligor.
Every obligation is deemed heritable as to all parties, except when the contrary results from the terms or from the nature of the contract.
A heritable obligation is also transferable between living persons. Accordingly, this Court must first consider the nature of plaintiffs' rights under the supply contracts and whether those rights were subject to assignment. Both parties cite Eagle Pipe and Supply, Inc. v. Amerada Hess Corp., 10

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