W.D. SALES AND BROKERAGE LLC, а Florida Limited Liability Company, Emerald Coast Brokerage, Inc., Plaintiffs-Appellants, v. BARNHILL‘S BUFFET OF TENNESSEE, INC., d.b.a. Barnhill‘s Buffet, Inc., Dynamic Management Company, LLC, Empad Consulting, Inc., Gary Sharp, Robert Langford, Craig Barber, Defendants-Appellees.
No. 09-11677
United States Court of Appeals, Eleventh Circuit.
Jan. 22, 2010.
142
John Bassett Trawick, Mаtthew A. Bush, McDonald Fleming Morehead, Pensacola, FL, Gary R. Wheeler, Constangy Brooks & Smith LLC, Jacksonville, FL, John Matthew Sharр, Equitus Law Alliance, PLLC, Nashville, TN, for Defendants-Appellees.
Before EDMONDSON, BARKETT and BALDOCK,* Circuit Judges.
PER CURIAM:
W.D. Sales and Brokerage, LLC and Emerald Coast Brokerage, Inc., wholesale food brokers, (collectively “the Brokers“), appeal from the dismissal pursuant to
The facts giving rise to the complaint are as follows: The Brokers earned commissions by representing several food suppliеrs (the “Suppliers“) in selling their food products. Barnhill‘s Buffet operates a chain of restaurants and was a customer of the Suppliers, sometimes purchasing food products from the Suppliers via the Brokers. When Empad Consulting was hired by Barnhill‘s to provide food consulting services, it contacted the Suppliers and notified them that Barnhill‘s would no longеr purchase their food products unless Barnhill‘s could make the purchases directly, without the involvement of the Brоkers. The Suppliers thereafter sold food products to Barnhill‘s directly, and the Brokers were no longer involved in thеse transactions. The Brokers claim that the actions of the Barnhill‘s defendants constitute tortious interferencе with their business relationship with the Suppliers. We disagree.
Under Florida law, which we apply in this diversity case, in order to state a claim upon which relief can be granted for tortious interference with a business relationship, the Brokеrs were required to allege the following: “(1) the existence of a business relationship (2) knowledge of the relatiоnship on the part of the defendant; (3) an intentional and unjustified interference with the relationship by the defendant; and (4) damage to the plaintiff as a result of the breach of the relationship.” Ethan Allen, Inc. v. Georgetown Manor, Inc., 647 So.2d 812, 814 (Fla.1994) (citation omitted). The only disputed element in this appeal is the third one: whether the defendants intentionally and unjustifiably interfered with the relationship betwеen the Brokers and the Suppliers.
With regard to the third element, Florida appellate courts have explained that “[f]or the interference to be unjustified, the interfering defendant must be a third party, a stranger to the business relatiоnship.” Salit v. Ruden, McClosky, Smith, Schuster & Russell, P.A., 742 So.2d 381, 386 (Fla.Dist.Ct.App.1999) (citations omitted); see also Genet Co. v. Annheuser-Busch, Inc., 498 So.2d 683, 684 (Fla.Dist.Ct.App.1986) (“[A] cause of action for tortious interference does not exist against one who is himself a party to thе business relationship allegedly interfered with.“). Moreover, “[t]he tort of willful interference with a business relationship doеs not exist where the defendant was the source of the business opportunity allegedly interfered with.” Genet, 498 So.2d at 684 (citation omitted). More recently, Florida‘s Fourth District Court of Appeal explained that a “defendant is not a ‘stranger’ to a businеss relationship if the defendant has any beneficial or economic interest in, or control over, that relаtionship.” Palm Beach County Health Care Dist. v. Prof‘l Med. Educ., Inc., 13 So.3d 1090, 1094 (Fla.Dist.Ct.App.2009) (quotation marks and citations omitted).
The Brokers attempt to avoid these holdings by arguing that the distriсt court misconstrued which business relationship2
As the Brokers concede, the defendants were parties tо the relationship between them and the Suppliers in the sales of the Suppliers‘s food products to Barnhill‘s and wе find that this was the only business relationship at issue. Thus, we AFFIRM the district court‘s dismissal of the amended complaint as to defendаnts Dynamic Management, Empad, Sharp and Barber.
AFFIRMED.