In my last blog article, we discussed court decisions that have set the standard for proving a procuring cause of sale.

For instance, in Sanson v. Dutcher, et al the court said “For a broker to be considered the procuring cause of a sale, he must have brought the purchaser and seller together and the sale consummated as a result of continuous negotiations conducted by the broker.”

Today, let’s look at the 1944 case that seems to have birthed the procuring cause of sale doctrine in Florida.

Birth of the Procuring Cause of Sale Doctrine

In Taylor vs. Dorsey, a real estate broker was hired by a property owner to secure a buyer that was ready and willing to purchase. The broker carried out his duties by finding a willing buyer. The buyer submitted an offer to the property owner and it was accepted. But before the closing date, the seller (who initially accepted the offer) decided to pull out of the deal.

The broker filed a lawsuit seeking a commission from the seller for securing the buyer, although the actual closing on the property never took place.

The Supreme Court of Florida heard the case and ruled that the property owner was obligated to pay a commission to the broker he hired. The fact that the owner pulled out of the deal before the closing took place did not matter as he’d already accepted the buyer’s offer.

The court explained its decision in two parts:

1) A seller can reject an offer that is presented by the buyer the broker secured. But if he (the seller) decides to accept the buyer’s offer, he must pay the broker’s fee; and

2) If the broker is responsible for bringing the buyer and seller together through continuous negotiations by the broker, he cannot be denied commission after the seller decides to reconsider the terms of an offer he has already accepted.

The Taylor case gives brokers a chance to collect a commission when an offer has been accepted, but the terms are reconsidered and the closing that never happens.

Involved in a dispute over real estate commissions? Email our Fort Lauderdale real estate attorneys or give us a call at 954-779-7009.

Florida courts have allowed personal liability in only a few instances – usually in cases where a director has gained monetary or other benefits at the expense of a condo association.

The law that sets the standard for how directors must perform is Florida Statute §617.0834.

According to this law, a director cannot be held personally liable for his actions unless one of three things happen:

1. He commits an act that violates a criminal law statute with reasonable knowledge that his actions are unlawful;

2. He acts in a way that is considered reckless, in bad faith or with malicious intent and disregard for safety, property and rights; and/or

3. The director engages in a transaction that is self-beneficial.

For the most part, the courts have made it clear that absent one of the elements mentioned above, condo directors are immune from personal liability.

One example of how the courts are applying the law can be seen in Munder v. Circle One Condominium, Inc. 596 So.2d 144 (Fla. 4th DCA 1992). The Munder case stems from a condo director’s failure to renew a fire insurance policy for the association’s clubhouse. He was sued for breach of fiduciary duty for this failure to act. The court decided that while the director may have been negligent, he cannot be held personally liable for damages caused by his errors.

Another example is Taylor v. Wellington Station Condominium Association, Inc., 633 So.2d 43 (Fla. 5th DCA 1994). In this case, the court stated that personal liability cannot be triggered unless fraud, self-dealing or unjust enrichment is involved.

In a nutshell, it is difficult to hold an association director liable for his actions absent bad faith or malicious intent.

If you are involved in a dispute with your condo association due to acts of bad faith, we want to hear from you. You can use this form to contact us or call (954) 779-7009.

In most instances, you can sue and recover your losses when you lose money at the hands of another person or business.

But here’s the deal: you must file the lawsuit in the time the law allows – the statute of limitations (SOL).

If you fail to commence your action before the SOL period expires, you can be barred from seeking legal remedies permanently. This includes the recovery of monetary and other damages.

The statute of limitations period varies, depending on the type of case you have, where the injury occurred and other factors. It’s in your best interest to know the amount of time you have to file a lawsuit to recover your losses.

Written and verbal contracts

Many civil actions stem from breach of contract issues involving business-to-business transactions. When a written contract is at issue, the SOL period is 5 years. If there is a verbal contract, the time limit is only 4 years.

Slander, defamation and libel

If you are trying to build a business, the last thing you need is for someone to slander you and your company. When your reputation has been damaged due to slander, libel or defamation, you have 2 years from the date of injury to file a suit in Florida against the slanderer.

Fraud

The statute of limitations for a lawsuit arising from fraudulent actions is 4 years. There are many other factors that affect the SOL period.

If you believe you are a victim of business fraud, contact our business lawyers today. Give us a call at 954-779-7009.

However, there is a legal time limit that is placed on your pursuit of recovery. It’s known as the statute of limitations.

If you fail to file a lawsuit within the time allowed by law, you may be permanently barred from seeking legal remedies.

The length of the statute of limitations varies from state to state. And it can be extended when all parties reach a mutual agreement to toll the time period.

In Florida, the SOL period can range from 2 to 5 years, depending on the type of civil action you wish to pursue.

In breach of contract cases, the time period is 5 years when a written contract is involved.

Florida Court’s Opinion

In Beck vs. Lazard Freres & Co, LLC, the Florida court barred an action that was filed 8 years after a contract breach occurred.

The lawsuit was initiated by Beck, a trustee for Southeast Banking Corporation, against Lazard Freres & Co., an investment firm. Lazard was accused of writing a letter endorsing another banking institution which later proved to be detrimental to Southeast.

Beck alleged that Lazard breached its contract with Southeast, failed to honor its duty of good faith and failed to perform services with reasonable care.

Lazard wrote the letter in September of 1988. The purchase was approved by Southeast in December of 1988. However, the suit for breach of contract was filed 8 years later, in December of 1996.

Because Beck wasn’t aware of the breach for years, he believed that the SOL did not begin to run until the breach was brought to his attention, and not when the actual letter was written and delivered.

The Florida court disagreed, and held that:

“Actions for breach of contract are barred five years after the cause of action accrued regardless of whether the plaintiff knew that it had a claim.”

Beck’s lawsuit was dismissed and his claim for breach of contract was barred by Florida’s five year statute of limitations.

If you have been injured due to a breached contract or agreement, contact our contract law attorneys before it’s too late.

Click here to email or call us at (954) 779-7009.

If you are on the wrong end of a broken contract, you may be able to recover the damages you sustained. You may also be discharged from performing any of the duties outlined in the contract.

Let’s review four types of damages you can recover in Florida breach of contract cases, They are: monetary, liquidated, specific performance and attorney fees.

Monetary Damages

If you have lost money because another party failed to perform work or provide products as promised, your losses are considered monetary damages. The amount of your damages can be decided by comparing where you are after the breach to where you would have been if the breach did not occur.

For example, you hired a builder to add a room to your home but he only completed 50 percent of the job. You are left searching for another builder to complete the remaining 50 percent of the project. The money you will spend for the second builder to complete the project are your monetary damages.

Liquidated Damages

Liquidated damages are used to compensate you when there is no clear way to calculate your loss. You and the breaching party can agree on a specific amount for the damages to resolve the case.

Specific Performance

The courts can order specific performance when monetary damages will not fully compensate the injured party. This is particularly helpful in cases involving artistic expressions that are difficult to place a monetary value on.

Attorney Fees

Litigating a breach of contract case can get costly. You have to pay the attorney for his time and cover the court fees, among other expenses. If the contract in question authorizes attorney fees when a breach is involved, you can recover those fees to pay your attorney.

Have you lost money due to a contract breach? What were your damages?

Contact our office to discuss action you can take to recover your damages.

Send us an email or give us a call today (954) 779-7009.

Are all obligations fulfilled by the parties involved?

Despite having a contract in place, there will be times when a party fails to fulfill his/her obligations and breaches the agreement.

This can cause substantial damages for you and other parties that are injured by the “breacher’s” actions.

On the other hand,  a breach by one party terminates the valid contract – which may release you from your contractual obligations.

How Breach of Contract Cases are Reviewed

In Florida, the courts have established a clear standard of review for breach of contract cases.

Three elements must be satisfied to prove that a breach occurred and you are entitled to damages.

1. Valid Contract

First, you must prove that a valid contract exists. A written contract signed by all parties will likely satisfy this requirement.

If you are relying on a verbal contract, this element can be difficult (but not impossible) to prove.

2. Material Breach

Next, you have to show the court that the breach was major (material) and not minor.

In Sulkin v. All Florida Pain Management, Inc., the court said that failure to perform a minor part of a contractual duty cannot be classified as a material or vital breach.

3. Damages

To recover damages due to a contract breach, you must prove the damages were sustained as a direct result of the breach.

There are many court cases in Florida that deal with broken contracts and damages. 

If your company has been injured by another party’s breach, contact our contract lawyers to discuss how you can recover the damages you sustained.

Give us a call at (954) 779-7009 or email our attorneys directly.

The courts in the Sunshine State have long held that there are elements that must be satisfied for you to sue for a broken contract or agreement.

Ask yourself these 4 questions to see if your case meets the standard:

1. Is there a legally-binding contract in place?

To bring a legal action, you must first prove that a valid and enforceable contract existed between the parties. This requirement is easier to satisfy when the agreement is in writing.

If you do not have a written contract of any kind, you will need to prove that the parties entered into a verbal agreement. This, although possible, is more difficult to do.

2. Did you perform as agreed?

Before you sue another party for breaching a contract, let’s first confirm that you fulfilled your obligations. Is there anything you agreed to do but did not?

3. Was the contract breached?

You have established a contract was in place and that you kept your end of the bargain. Now, you must prove that a breach actually occurred.

Show the court that the other party failed to perform, left his/her contractual obligations unfulfilled, or performed in an unsatisfactory manner.

4. Did you sustain damages due to the breach?

This last element is just as important as the first. A contract can be breached but if it did not result in damages, you may not satisfy this requirement.

You must prove that you sustained monetary, emotional or other damages due to the other party’s actions.

If you are dealing with a broken business agreement, and you can answer YES to the 4 questions above, contact our Fort Lauderdale contract lawyers today. Call 954-779-7009 or click here to email.

Today, Florida’s unemployment rate sits at 11.5%, and that’s after reaching a 34 year high of 11.2% in October 2009.

As Florida businesses fight to remain viable they are expecting another substantial blow as the unemployment tax rate has increased, and may result in additional job cuts.

Why is the Unemployment Tax Rate Increasing?

Many Florida businesses are baffled by the recent rate increase and are left wondering why a state, riddled by a high unemployment rate, would impose a substantial tax hike that will likely result in more job losses.

The rate increase can be attributed to recent depletion of Florida’s Unemployment Trust Fund. The fund is set to increase automatically when the state’s unemployment rate reaches a certain level. And, when the rate exceeded 11% in October, the tax increase was triggered in hopes of replenishing the trust fund.

What will the Tax Increase Cost Florida Businesses?

The rate increase, which went into effect on January 1, may be felt by some business owners as early as April 2010, when a portion of their taxes will be due. Under the new tax rate, employers can expect to be taxed on the first $8500 of their employees’ earnings, an increase from $7000 last year.

According to David Daniel of the Florida Chamber of Commerce, the rate change will cost employers an additional $1.2 billion in 2010.

Various factors play a role in determining the exact percentage a business will be taxed, including the amount of unemployment claims filed against the employer by former employees, as well as the number of years the company has been in business.

Opponents of the tax increase are asking elected officials to freeze the tax hike for now, and reconsider it at a time when the economy makes it more feasible for business owners.

“The Florida Chamber is asking the Legislature to set the taxable wage back to $7,000 and to suspend the trigger to increase the unemployment tax rate — and is asking it to act quickly.”

To date, Florida Department of Revenue is moving forward with the tax increase, and can expect to collect substantially more tax revenue from businesses in 2010.

Are you a Florida business owner concerned about how the tax increase will affect your business? Do you plan to adjust your business for the increase?

The 14th Annual Small Business Survival Index was recently released and revealed some great news for new, old and aspiring small business owners and entrepreneurs in Florida.

When compared to the other 50 states and D.C., Florida ranks 6th most friendly to entrepreneurs. Other states in the top 10 include South Dakota, Nevada, and Texas. The states that are ranked least friendly to entrepreneurs and small business include New York, New Jersey, California and D.C.

What does the Small Business Survival Index take into consideration?

The council considers a broad range of public policies that affect the way entrepreneurs do business, including property rights, health care costs, government spending, and all types of taxes – property, personal and corporate income, health insurance and unemployment taxes. The states are ranked according to how they measure up when compared to other US states on these public policy issues.

If you’re a small business, budding or seasoned entrepreneur in the Florida you may want to review our other posts:

• Five Essential Tasks an Effective Business Lawyer Can Handle
• Five Factors to Consider before Hiring a Business Lawyer
• Five Reasons You Should Invest in a Business Plan

Other resources you may be interested in:

• Download a copy of the full report – 2009 Small Business Survival Index
• Download SBE Council’s official press release