209 So. 3d 622
Fla. Dist. Ct. App.2017Background
- Tenant (Genuinely Loving Childcare, LLC) signed a five-year commercial lease for storefront space to operate a licensed child day care; two principals (Geggatt and Rocci) executed personal guarantees.
- Florida law requires a license to care for >5 children and generally mandates 45 sq. ft. of outdoor play space per child, unless the center has an urban designation allowing indoor play space instead.
- Tenant needed assurances about obtaining an "urban" designation (or equivalent) before signing; Rocci averred Tenant received local documentation and Department consultation before executing the lease.
- The Department issued only a provisional license (renewable once) and later declined a permanent license because it did not accept the urban designation; Tenant opened under a provisional license, then abandoned the premises when the provisional license expired after one year.
- Landlord sued; trial court granted summary judgment awarding possession and damages (past and future rent) to Landlord. Tenant appealed; the appellate court reviewed whether Landlord conclusively negated Tenant’s affirmative defenses (impossibility, impracticality, frustration/commercial frustration of purpose).
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether Landlord was entitled to possession after Tenant abandoned premises | Landlord: Tenant abandoned; possession awarded | Tenant: dispute over abandonment date immaterial | Court: Affirmed possession award for abandonment |
| Whether Landlord was entitled to damages for past and future rent | Landlord: Lease allocates risk of licensing to Tenant; therefore rent damages appropriate | Tenant: Affirmative defenses (impossibility, impracticality, frustration) create factual dispute about foreseeability and risk allocation | Court: Reversed summary judgment on rent damages; genuine issue of material fact exists as to foreseeability and allocation of licensing risk |
| Whether Tenant’s affirmative defenses were legally insufficient | Landlord: Defenses fail as risk was foreseeable/allocated by lease | Tenant: Lease did not explicitly allocate risk; factual dispute over parties’ intent and pre-signing assurances | Court: Landlord did not conclusively refute defenses; defenses survive summary judgment due to foreseeability issue |
| Whether factual disputes (abandonment date, damages calc) preclude summary judgment | Tenant: Dates and calculations contested | Landlord: Differences immaterial; damages calculation uncontested by Tenant | Court: No genuine issue as to abandonment date or damages calculation as alleged; those aspects upheld |
Key Cases Cited
- Volusia Cty. v. Aberdeen at Ormond Beach, L.P., 760 So. 2d 126 (standard for de novo review of summary judgment)
- Stop & Shoppe Mart, Inc. v. Mehdi, 854 So. 2d 784 (affidavit must refute affirmative defenses or be insufficient)
- Shore Inv. Co. v. Hotel Trinidad, Inc., 29 So. 2d 696 (foreseeability at contract inception relevant to risk allocation)
- Am. Aviation, Inc. v. Aero-Flight Serv., Inc., 712 So. 2d 809 (inference that foreseeable risks are allocated or assumed by contract)
- Walter T. Embry, Inc. v. LaSalle Nat'l Bank, 792 So. 2d 567 (foreseeability is typically a question of fact precluding summary judgment)
- 159 E. Inc. v. Margolis, 702 So. 2d 286 (right to possession where tenant abandoned premises)