ALLAN TESINI AND TOM FALLON D/B/A TOM FALLON REALTY, APPELLANTS,
v.
CHESTER ZAWISTOWSKI, APPELLEE
AI-generated. These summaries, headnotes, and key points are machine-generated and may contain errors or omissions. Always verify against the full opinion text below. Not legal advice.
A buyer in a real estate transaction challenged his attorney's authority to grant a one-day extension of a closing date from Labor Day to the next day, arguing he could recover his deposit because the extension was unauthorized. The court held that an attorney has apparent authority to grant reasonable postponements of closings, particularly when the original date falls on a holiday, and reversed the trial court's decision allowing the buyer to recover his deposit.
An attorney acting within the scope of his authority binds his client. A postponement of a few hours or one day is within the scope of any lawyer's apparent authority, especially where the original date falls on a holiday. The buyer is bound by his attorney's grant of the extension, and the trial court's judgment allowing the buyer to recover his deposit was reversed.
[1] An attorney acting within the scope of their authority binds their client.
[2] A short postponement of a contract closing, such as one day, is generally within the scope of a lawyer's apparent authority, especially when the original date falls on a…
Previewing 2 of 4 headnotes on this case. FLexlaw’s editorially structured points of law — every proposition, pinpointed — are reserved for members.
Join FLexlaw to unlock all legal intelligence“An attorney acting for his client within the scope of his authority binds his client.”
Establishes the fundamental principle that the buyer is bound by his attorney's actions within the scope of authority.
Previewing 1 of 3 key quotes on this case — the court’s exact language, pinpointed for members.
Join FLexlaw to unlock all legal intelligenceA purchase and sale agreement specified a closing date of Monday, September 5, 1983. The parties later realized this date was Labor Day. The buyer's a…
The full statement of facts, procedural history, and disposition for this case are member content.
Join FLexlaw to unlock all legal intelligence© FLexlaw, Inc. — AI-generated enrichments are proprietary. All rights reserved.
Explore caselaw by topic → Browse Time Is Of The Essence Clause cases and more on FLexlaw
LETTS, Judge.
Time stated to be of the essence in a purchase and sale agreement, the trial court found the actual closing should have been finalized on the date set in the agreement. We reverse.
The agreement called for a closing on Monday, September 5, 1983, which the parties later realized was Labor Day. Accordingly, the buyer’s attorney granted a one day extension until September 6th on which latter date the seller was ready, willing, and able to close. Notwithstanding, the buyer argued that his attorney had no authority to grant the extension and in any case that he adequately revoked it over the Labor Day weekend. Though the trial judge found that neither the buyer nor the seller had defaulted under the agreement, he also found that the buyer was not required to close on September 6th and could recover his deposit because the buyer’s attorney had no authority to grant the extension. We disagree.
Under the facts of this case, it is not necessary to enter into a discussion of whether being one day late for a closing violates a “time is of the essence” clause in a contract because the buyer’s attorney specifically granted an extension and his client is bound by that grant. An attorney acting for his client within the scope of his authority binds his client. Griffith v. Investment Co., 110 So. 271 (Fla.1926). That is not to say that an attorney can play fast and loose with the terms of a written agreement and always bind his client. For example, he could hardly be permitted to reduce the purchase price by fifty percent, as that would not be within the scope of his authority.
However, every closing involves some adjustment, some give and take necessary to accomplish the purpose of the closing, that is, to close. A postponement for a few hours or for one day is certainly within the scope of any lawyer’s apparent authority, Benson v. Seestrom, 409 So. 2d 172 (Fla. 2d DCA 1982), especially where the date avoided falls on a holiday.
Furthermore, as we have already noted, the fact finder concluded that there was no default on the part of the seller.
The record does not reflect that the buyer materially altered his position or was damaged because of reasonable reliance on the original date chosen. On the contrary, the record shows only that he may have used the date change as an excuse not to buy this particular property.
However, even if the buyer did reasonably so rely and was damaged by this change of date, he must, under the facts before us, look to his own lawyer for redress. As it stands it would appear that he got the use of the money, necessary to consummate the transaction, for one extra day.
Finally, though not necessary to achieve this result, our entire judicial system makes innumerable exceptions if the last day to officially perform an act falls on a recognized holiday. We see no reason why such an exception would not be applicable under the facts of this case. See for example, Florida Rule of Appellate Procedure 9.420(e).
REVERSED AND REMANDED.
DOWNEY and HURLEY, JJ., concur.
BY ORDER OF THE COURT:
ORDERED, appellee’s November 18, 1985 Motion for Rehearing is hereby denied, and further,
ORDERED, appellee’s December 2, 1985 Motion for Clarification of opinion with regard to the award of appellate attorney’s fees is granted, and the above-styled case is hereby remanded to the Circuit Court for Broward County, Florida for determination of appellate fees.
Cases With Similar Vibessemantic neighbors from the corpus
Citator
Cited By
-
Leviton v. Philly Steak-Out, Inc., 533 So. 2d 905 (Fla. 3d DCA 1988)…2d 674 (Fla.1985); Eastland Inv. Co. v. Baker, 344 So. 2d 882, 883 (Fla. 3d DCA), appeal dismissed, 354 So. 2d 980 (Fla.1977). Third, the remainder of the points raised on appeal have no merit and require no discussion. See Tesini v. Zawistowski, 479 So. 2d 775, 776 (Fla. 4th DCA 1985); Central Nat’l Bank v. Muskat Corp., 430 So. 2d 957, 958 (Fla. 3d DCA 1983); Sabin v. Lowe’s of Fla., Inc., 404 So. 2d 772, 773 (Fla. 5th DCA 1981); Serotkin v. Flavin, 111 So. 2d 483, 484-85 (Fla. 3d DCA), cert, denied, 115…
-
Arvilla Motel, Inc. v. Shriver, 889 So. 2d 887 (Fla. 2d DCA 2004)…alezyks then rejected any possibility of changing the closing date through their attorney, Bacon. Bacon’s August 21 letter to Seimetz unequivocally stated that August 26 was the firm closing date according to the contract. See Tesini v. Zawistowski, 479 So. 2d 775, 776 (Fla. 4th DCA 1985) (“An attorney acting for his client within the scope of his authority binds his client.”). Therefore, there is no competent [*892] substantial evidence supporting a finding of oral modification of the closing date. We turn…
Authorities Cited
- Griffith v. Inv. Co., 92 Fla. 781 (Fla. 1926)
- Benson v. Seestrom, 409 So. 2d 172 (Fla. 2d DCA 1982)