WESTERN WORLD, INC., JOE ANDERSON AND DAN FLETCHER, APPELLANTS,
v.
GRACE H. DANSBY, APPELLEE

Fla. 1st DCA | 1990-09-05
No. 89-2549
MINER and ALLEN, JJ., concur.
566 So. 2d 866 Florida District Court of Appeal, First District (1990) Positive Treatment
Cited by 6 cases

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Holding

The court held that a lease agreement identifying property by street address is not void for vagueness, and parol evidence is admissible to clarify latent ambiguities.


Headnotes

[1] A lease and option to purchase agreement is not void for vagueness when it identifies a parcel of land by a street address, city, and state, and the parties' actions demo…

[2] Parol evidence is admissible to resolve a latent ambiguity in a property description in a lease agreement, even when the description is otherwise clear on its face.

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Facts & Procedural History

Appellants entered into a lease and option to purchase agreement with appellee for property described by a street address. A dispute arose, and the ap…

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Opinion of the Court
ZEHMER, Judge.

ZEHMER, Judge.

This is an appeal from a final declaratory judgment that declared an agreement for lease and option to purchase null, void, and unenforceable. We reverse.

On July 20, 1983, appellee, Grace H. Dansby, as landlord, and appellants, Western World, Inc., Joe Anderson, and Dan Fletcher, as tenants, entered into the subject agreement for lease and option to purchase the premises described as “2309 Apa-lachee Parkway” in Tallahassee, Florida. Mrs. Dansby thereafter sold a portion of the land adjacent to the structure and parking area at the above address to another party. Although not used at all times by the appellants, this adjacent land had been used by appellants from time to time for purposes related to their business. Eventually, a dispute arose and Mrs. Dansby sued appellants, contending that they had breached certain terms and provisions of the lease agreement and failed or refused to deliver possession of the leased premises to her pursuant to her notice of termination. Mrs. Dansby’s complaint sought a declaratory judgment determining her right to termination of the lease and possession of the property; a judgment for damages with interest, costs, and attorney’s fees; and a determination of the validity of the lease and option to purchase, contending that the description of the property in the lease was too vague to be legally sufficient.

In the appealed final declaratory judgment, the court below found it impossible to determine the property boundaries actually described by the words “2309 Apala-chee Parkway” contained in the lease. The judgment cites Carson v. Palmer, 139 Fla. 570, 190 So. 720 (Fla.1939), for the proposition that, where nothing in the instrument shows the grantor’s intention as to which lot is to be conveyed, the court is powerless and can do nothing but declare the instrument a nullity. On this authority, the court declared the lease and option agreement null, void, and unenforceable and declared the appellants to be month-to-month tenants at will. It further declared that any notice given under the lease was invalid.1

Appellants raise three issues on appeal: (1) whether the trial court erred in declaring the lease agreement a nullity; (2) whether the lease agreement was wrongfully terminated under these circumstances, because the anti-waiver provision merely states that the waiver by the landlord of any right under the lease does not operate to waive any other rights landlord might have under the agreement, and the notice of termination was, therefore, not effective; and (3) whether the trial court erred in failing to credit appellants with that portion of the rent'payments attributable to the option to purchase. On cross-appeal, the appellee asks this court to determine, to the extent the lease agreement was ever valid, whether the lease was properly terminated.

In Carson v. Palmer, supra, the court held that where a deed contained two conflicting descriptions of land, each clear and intelligible and each describing an entirely different piece, and there was no other language in the instrument indicating which parcel was intended to by conveyed, the deed was void for uncertainty. 190 So. at 722. In Connelly v. Smith, 97 So. 2d 865 (Fla. 3d DCA 1957), cert. denied, 101 So. 2d 811 (Fla.1958), a conveyance of land was attempted by a description that did not contain the section, township, or range of the property so that even a surveyor, on the basis of the information contained in the instrument, could not point to any parcel as being the one intended to be conveyed. The court held that where an essential matter is omitted from a deed description so that a patent ambiguity results, parol evidence will not be allowed in order to determine what land was meant to be conveyed. We find the doctrine of these cases cited by appellee inapplicable in the instant case because no patent ambiguity exists in the lease and option agreement before us. The parties clearly intended to lease that property described by the words “2309 Apala-chee Parkway, Tallahassee, Florida” and the acts of both parties have demonstrated that intention over a period of some six years. Indeed, no controversy arose as to their intent until the notice of termination was issued. Where a lease and option to purchase agreement identifies a parcel of land by a street address and names the city and state in which it is located, then no patent ambiguity exists and the court should properly receive parol evidence to determine the intent of the parties in light of surrounding circumstances so as to overcome any latent ambiguity regarding the extent of the parcel intended to be conveyed. See Lente v. Clarke, 22 Fla. 515, 1 So. 149 (Fla.1886); S.S. Jacobs Company v. Weyrick, 164 So. 2d 246 (Fla. 1st DCA), cert. denied, 169 So. 2d 388 (Fla.1964); Paterson v. Brafman, 530 So. 2d 499 (Fla. 3d DCA 1988); Westinghouse Credit Corporation v. Grandoff Investments, Inc., 297 So. 2d 104 (Fla. 2d DCA 1974). Cf. Carson v. Palmer, supra; Connelly v. Smith, supra.

In view of this disposition, we find it unnecessary to reach the remaining issues raised by the parties. The appealed order is reversed and the cause is remanded for further proceedings in accordance with this opinion.

REVERSED AND REMANDED.

MINER and ALLEN, JJ., concur. . Appellants stated at oral argument that the court found the notice of termination invalid based on its declaration that the contract was void.


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Citator

Cited By

  • W. World, Inc. v. Dansby, 603 So. 2d 597 (Fla. 1st DCA 1992)
    …opinion. The case was reversed and remanded for parol evidence to be received to determine the intent of the parties and to overcome any latent ambiguity regarding the extent of the parcel intended to be conveyed. See Western World, Inc. v. Dansby, 566 So. 2d 866 (Fla. 1st DCA 1990). On February 7, 1991, the lower court entered its amended final judgment which was also appealed to this court. That appeal was dismissed on the grounds that the amended final judgment did not constitute a final order. The secon…
  • Hutchinson Island Realty, Inc. v. Babcock Ventures, Inc., 867 So. 2d 528 (Fla. 5th DCA 2004)
    …33] as in the case of records of the county where the land is situate.” (citation omitted) Id. at 1197. Examples of the erosion of the “patent ambiguity” rule by the judiciary include: 1. The property description in Western World, Inc. v. Dansby, 566 So. 2d 866 (Fla. 1st DCA 1990), consisted only of the premises located at “2809 Apalachee Parkway” in Tallahassee, Florida. The court found no patent ambiguity in that description and any latent ambiguity regarding the extent of the parcel intended to be conve…
  • Ortiz v. Kane (M.D. Fla. 2024)
    …he lot upon which the building situated is as necessary for the purpose for which it was let." Id. Determining how much of the lot is necessary requires examination of extrinsic evidence. See id. at 898-99, 904-05; see also W. World, Inc. v. Dansby, 566 So. 2d 866, 868 (Fla. 1st DCA 1990); S. S. Jacobs Co. v. Weyrick, 164 So. 2d 246, 249 (Fla. 1st DCA 1964). Appellants cite Bajrangi v. Magnethel Enterprises., 589 So. 2d 416 (Fla. 5th DCA 1991), which upheld the validity of an option agreement that described…

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