EDWARD A. SPIGLER, APPELLANT,
v.
SOUTHEASTERN PUBLIC SERVICE CO., APPELLEE
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The court held that the draft agreement was merely a proposal subject to further negotiation and thus not an enforceable contract.
Plaintiff's employer presented him with a draft resignation agreement upon termination of his employment. Plaintiff signed and returned the draft, but…
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PER CURIAM.
Edward Spigler appeals from a final judgment in an action for breach of contract. We affirm.
Spigler was the general manager of Royal Palm Ice Company, a division of Southeastern Public Service Co., and had worked for Royal Palm for fifteen years. On March 4, 1991, he was notified that his employment would be terminated effective March 8, 1991, unless he agreed to resign and assist his employer in future sales ef forts. Royal Palm provided him with a draft of a “Resignation, Release, and Sales Commission Agreement.” Spigler did not discuss the proposal with his employer, and did not resign. Royal Palm terminated Spi-gler’s employment on March 8, 1991, but advised him that the proposed agreement “could continue to be discussed for the next two weeks until March 22, 1991, in an effort to reach a mutually acceptable agreement.” Spigler signed and returned the draft agreement to Royal Palm on March 22, 1991. Royal Palm never executed the agreement.
Spigler sued to enforce the agreement, and the cause was tried non-jury. The trial court entered judgment for the employer. The parties did not enter into an enforceable contract. Preliminary negotiations designed to lead to an agreement do not, by themselves, constitute an agreement, as there is no mutuality of obligation or consideration. See Balter v. Pan American Bank of Hialeah, 383 So. 2d 256 (Fla. 3d DCA 1980); John I. Moss, Inc. v. Cobbs Co., 198 So. 2d 872 (Fla. 3d DCA 1967). The trial court correctly concluded that the draft agreement submitted to Spigler was merely a proposal, was repeatedly referred to as such, and was subject to further negotiations. The evidence supports that view.
AFFIRMED.
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Utopia Provider Sys., Inc. v. Pro-Med Clinical Sys., LLC, 196 So. 3d 557 (Fla. 4th DCA 2016)…ments in contract negotiations are treated. “Preliminary negotiations designed to lead to an agreement do not, by themselves, constitute an agreement, as there is no mutuality of obligation or consideration.” Spigler v. Southeastern Publ. Serv. Co., 610 So. 2d 521, 522 (Fla. 3d DCA 1992). Based upon the foregoing, we conclude that the trial court did not follow the standard of review for a JNOV, as it did not construe the evidence in a light most favorable to the non-moving party, Utopia, nor did it resolve…
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Vera v. Toledo (Fla. 3d DCA 2023)
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Vera v. Toledo (Fla. 3d DCA 2023)…ractual principles. Putting aside the fact that the purported acceptance did not mirror the proposal, a well-settled body of legal authority compels the conclusion the letter was merely an invitation to negotiate. See Spigler v. Se. Pub. Serv. Co., 610 So. 2d 521, 522 (Fla. 3d DCA 1992) (“Preliminary negotiations designed to lead to an agreement do not, by themselves, constitute an agreement, as there is no mutuality of obligation or consideration.”); Utopia Provider Sys., Inc. v. Pro-Med Clinical Sys., LLC,…
Authorities Cited
- Balter v. PAN Am. Bank OF Hialeah, 383 So. 2d 256 (Fla. 3d DCA 1980)
- Grimes v. Beard, 198 So. 2d 872 (Fla. 2d DCA 1966)
- John I. Moss, Inc. v. The Cobbs Co., Inc., 198 So. 2d 872 (Fla. 3d DCA 1967)