Lynx Real Estate, Inc. v. F. A. L. Investments, LLC
312 Ga. App. 324
Ga. Ct. App.2011Background
- Lynx Real Estate sues F. A. L. Investments for a commission on a commercial property sale under an exclusive brokerage contract.
- Lynx alleged the contract was extended by mutual agreement and Lynx procured the purchaser during the extension period.
- Lynx also asserted a quantum meruit claim for the value of its services.
- Written Representation Agreement in 2006 gave Lynx exclusive right to sell until March 14, 2007, with a potential extension if conditions for procuring a buyer were met.
- The agreement expired March 14, 2007; Lynx argued subsequent communications constituted a written or implied extension.
- Trial court granted summary judgment in favor of F. A. L.; on appeal, the court reversed due to material factual disputes regarding extension and procuring cause.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether there was a mutual extension of the contract beyond March 14, 2007 | Lynx contends parties continued the agreement past March 2007. | F. A. L. asserts no extension and no modified terms. | Fact question; extension disputed. |
| Whether Lynx was the procuring cause of the sale | Evidence shows Lynx identified purchaser and facilitated negotiations. | No written extension or actual procurement by Lynx. | Fact question; procuring-cause issue for jury. |
| BRRETA's impact on the contract and remedies | BRRETA does not bar common-law commission claims and can be consistent with an extension. | BRRETA governs client relationships and may limit recovery; no extension effect. | BRRETA does not control the resolution of genuine disputes over extension and procuring cause. |
| Whether the trial court erred in granting summary judgment | There are genuine issues of material fact about extension and procuring. | No written agreement or procurement, supporting summary judgment. | Judgment reversed; issues of fact remain. |
Key Cases Cited
- Simprop Acquisition Co. v. L. Simpson &c. Unitrust, 305 Ga. App. 564 (2010) (de novo review; genuine issues of material fact)
- Marathon Oil Co. v. Hollis, 167 Ga. App. 48 (1983) (mutual assent may modify terms; questions for fact finder)
- Turner Broadcasting System v. McDavid, 303 Ga. App. 593 (2010) (extrinsic evidence relevant; jury resolves intent)
- Atlanta Dev. v. Emerald Capital Investments, 258 Ga. App. 472 (2002) (intent and mutual assent questions for jury)
- Perimeter Realty v. GAPI, Inc., 243 Ga. App. 584 (2000) (prima facie procuring-cause evidence and related duties)
- Killearn Partners, Inc. v. Southeast Properties, 279 Ga. 144 (2005) (BRRETA does not automatically bar common-law claims)
- Snipes v. Marcene P Powell & Assocs., 273 Ga. App. 814 (2005) (post-termination provisions; broker procuring duties)
- Goodman v. Frolik & Co., 233 Ga. App. 376 (1998) (extension and procuring-cause considerations)
- Ellzey Realty Co. v. Hugo, Inc., 154 Ga. App. 460 (1980) (recognition of post-termination broker actions)