CYN-CO, INC., D/B/A MR. FIRST AID/LIFE & SAFETY SERVICE COMPANY, APPELLANT,
v.
JAN LANCTO AND ARMCHEM INTERNATIONAL CORPORATION, APPELLEES
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Cyn-co appealed the dismissal of its breach of contract complaint against Lancto, who allegedly violated noncompetition provisions in an employment contract. The court reversed, finding that despite poor drafting, the complaint stated a sufficient cause of action regarding the second contract that could not be dismissed as a matter of law.
The court held that Cyn-co's complaint stated a cause of action sufficient to withstand the motion to dismiss regarding the second employment contract. Although the first contract had lapsed by its own terms and was properly dismissed, the second contract, despite poor drafting, could be interpreted to prohibit Lancto from utilizing customer lists and contacting customers for 24 months following employment termination.
[1] A motion to dismiss for failure to state a cause of action requires the court to consider only the allegations within the complaint.
[2] In ruling on a motion to dismiss, all material allegations in the complaint are taken as true, and the court cannot speculate on the ultimate proof of those allegations.
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Join FLexlaw to unlock all legal intelligence“A motion to dismiss for failure to state a cause of action is not a substitute for a motion for summary judgment and, in ruling on such a motion, we are confined to a consideration of the allegations found within the four corners of the complaint.”
Establishes the standard of review for motions to dismiss and the limitations on what courts may consider
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Join FLexlaw to unlock all legal intelligenceCyn-co employed Lancto under two employment contracts containing noncompetition provisions. After resigning, Lancto directly solicited Cyn-co's custom…
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PARKER, Acting Chief Judge.
Cyn-co, Inc., d/b/a Mr. First Aid/Life and Safety Service Company (Cyn-co), appeals the final judgment entered in favor of Jan Lancto and Armchem International Corporation 1 on Cyn-co’s complaint alleging breach of contract. The trial court entered final judgment following its entry of an order granting Laneto’s motion to dismiss with prejudice. We conclude that the complaint stated a cause of action sufficient to withstand a motion to dismiss and reverse.
Cyn-co filed a verified complaint against Lancto which alleged that Lancto signed two employment contracts with Cyn-co and thereafter breached the contracts by violating the noncompetition provisions of the contracts. The complaint alleged that the breach occurred when Lancto resigned from Cyn-co and began direct solicitation of Cyn-co’s customers and use of Cyn-co’s confidential customer lists, actions which were prohibited under the contracts for a period of twenty-four months following Lancto’s leaving Cyn-co’s employment. The complaint attached copies of both contracts.
Lancto’s motion to dismiss alleged that the first employee contract had lapsed by its own terms and that the second employment contract was vague and ambiguous, was an unreasonable restraint of trade, and should be construed against Cyn-co, the drafting party.
A motion to dismiss for failure to state a cause of action is not a substitute for a motion for summary judgment and, in ruling on such a motion, we are confined to a consideration of the allegations found within the four corners of the complaint. Cook v. Sheriff of Collier County, 573 So. 2d 406 (Fla. 2d DCA 1991). Furthermore, all material allegations of the complaint are taken as true, and this court is not permitted to speculate as to whether the allegations ultimately will be proven. Maciejewski v. Holland, 441 So. 2d 703 (Fla. 2d DCA 1983).
Laneto’s motion to dismiss correctly alleged that the first employee contract had lapsed by its own terms. Therefore, the trial court properly dismissed Cyn-eo’s breach of contract action with respect to that contract. However, with respect to the second contract, we conclude that Cyn-co’s complaint clearly states that Lancto breached the noncompetition portion of that contract. The second employee contract dated August 21, 1991, although poorly drafted, can be interpreted to prohibit Lancto from utilizing Cyn-co’s customer lists and contacting Cyn-co’s customers for twenty-four months following Lancto’s leaving Cyneo’s employment. Accordingly, the trial court erred in dismissing the complaint with respect to the second contract.
Reversed and remanded with instructions to the trial court to reinstate the complaint against Lancto as it relates to the second contract.
LAZZARA and QUINCE, JJ., concur. . Cyn-co concedes in its brief that it is not contesting the dismissal of its complaint against Armchem.
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Consuegra v. Lloyd's Underwriters AT London, 801 So. 2d 111 (Fla. 2d DCA 2001)…state a cause of action is not a substitute for a motion for summary judgment, and in ruling on such a motion, the trial court is confined to a consideration of the allegations found within the four corners of the complaint. Cyn-co, Inc. v. Lancto, 677 So. 2d 78, 79 (Fla. 2d DCA 1996). We do not find that the plain language of the contract in this case unambiguously established that Lloyd’s did not breach the duty alleged in the complaint. Cf. Detwiler v. Bank of Cent. Fla., 736 So. 2d 757 (Fla. 5th DCA 199…
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Landrum v. Digger, 696 So. 2d 926 (Fla. 2d DCA 1997)…multi-count complaint is limited to whether the complaint states a cause of action. We must take the pleaded facts as true and should not concern ourselves with whether the plaintiff will ultimately prove the allegations. See Cyn-co, Inc. v. Lancto, 677 So. 2d 78 (Fla. 2d DCA 1996); Troupe v. Redner, 652 So. 2d 394 (Fla. 2d DCA 1995). Thus, if the complaint before us alleges all the essential elements of negligence, it is not subject to dismissal for failure to state a cause of action. In order to sufficien…
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Bradsheer v. Fla. Dep't OF Hwy. Safety & Motor Vehicles, 20 So. 3d 915 (Fla. 1st DCA 2009)…on such a motion, the trial court is confined to a consideration of the allegations found within the four corners of the complaint.” Consuegra v. Lloyd’s Underwriters at London, 801 So. 2d 111, 112 (Fla. 2d DCA 2001) (citing Cyn-co, Inc. v. Lancto, 677 So. 2d 78, 79 (Fla. 2d DCA 1996)). See also Hialeah Race Course, Inc. v. Gulfstream Park Racing Ass’n, 210 So. 2d 750, 752 (Fla. 4th DCA 1968) (“The test of sufficiency of a complaint in such a proceeding is not whether the complaint shows that the plaintiff…
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Join FLexlaw to unlock all legal intelligenceAuthorities Cited
- Imogene Fern Cook v. The Sheriff OF Collier Cnty., 573 So. 2d 406 (Fla. 2d DCA 1991)
- MacIejewski v. William M. Holland, Jr., P.A., 441 So. 2d 703 (Fla. 2d DCA 1983)