DODGE OF WINTER PARK, INC., ET AL., APPELLANTS,
v.
BRADLEY S. MORLEY, ET AL., APPELLEES
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Dodge of Winter Park sought to enforce an arbitration agreement against the Morleys despite the dealer's failure to sign the agreement. The court held that an arbitration agreement can be enforced against a non-signing party when the other party signed it and the unsigned agreement is part of a unified transaction with other signed documents.
The arbitration agreement is enforceable against Dodge even though it failed to sign the agreement, because it is sufficient that the party against whom the contract is enforced signed it, and when documents are executed simultaneously as part of a single transaction concerning the same subject matter, they must be construed together.
[1] An arbitration agreement can be enforced against a party who signed the agreement, even if the other party, who seeks to enforce it, did not sign.
[2] When a party seeks to enforce a contract against another party who signed it, it is generally sufficient that the party against whom enforcement is sought has signed the…
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Join FLexlaw to unlock all legal intelligence“Generally, it is enough that the party against whom the contract is sought to be enforced signs it.”
Establishes the foundational rule that both parties need not sign a contract for it to be enforceable.
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Join FLexlaw to unlock all legal intelligenceThe Morleys purchased an automobile from Dodge of Winter Park and became dissatisfied with the vehicle, seeking rescission. An arbitration agreement w…
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COBB, J.
The sole issue presented on this appeal is whether an arbitration agreement can be enforced against a party who signed the agreement, where the other party has neglected to sign but is otherwise attempting to enforce it. The buyers, Bradley and Karen Morley, brought an action against Dodge of Winter Park, Inc. and its surety, Continental Casualty Company. The buyers apparently were not satisfied with an automobile they received from the dealer and asked to rescind the contract.
Dodge and Continental filed a motion for an order compelling arbitration based on an agreement executed by the Morleys. The agreement clearly shows that the dealer neglected to sign in the lower lefthand corner even though on all other relevant documents associated with the sale and purchase, the dealer did in fact sign. The Morleys signed the arbitration agreement in the lower right-hand corner. In addition, the Buyers’ Order states that the sale of the vehicle in question was expressly conditioned upon “customer’s execution of the dispute resolution agreement.” Dodge contends that the Morleys entered into a valid written agreement calling for arbitration and there has been no conduct by Dodge that would indicate a waiver of the right to compel arbitration.
Generally, it is enough that the party against whom the contract is sought to be enforced signs it. Rohlfing v. Tomorrow Realty & Auction Co., Inc., 528 So. 2d 463, 465 (Fla. 5th DCA 1988); Hunter v. Tartan Constr. Co., 522 So. 2d 77 (Fla. 4th DCA 1988). Additionally, when a group of simultaneously executed documents are signed in conjunction with a non-signed document, all the documents should be construed as a whole since documents executed as part of a single transaction and concerning the same subject matter must be viewed together. Southfork Investments Group, Inc. v. Williams, 706 So. 2d 75, 80 (Fla. 2d DCA 1998); Federated Title Insurers, Inc. v. Ward, 538 So. 2d 890 (Fla. 4th DCA 1989). See also Quality Truck and Auto Sales, Inc. v. Yassine, 730 So. 2d 1164, 1168-1169 (Ala.1999); Anderson Bros. Chrysler, Plymouth, Dodge, Inc. v. Hadley, 720 So. 2d 895 (Ala.1998)(arbitration agreement was not unilateral on part of car buyer and dealership would also be bound by it although signature line designating dealership as seller was not signed by designated agent).
Accordingly, the order of the trial court denying Dodge’s motion to compel arbitration is reversed and the cause remanded for entry of an order granting the motion.
REVERSED AND REMANDED.
HARRIS, J., concurs.
DAUKSCH, J., dissents, without opinion.
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CT Miami, LLC v. Samsung Elecs. Latinoamerica Miami, Inc., 201 So. 3d 85 (Fla. 3d DCA 2015)…3. CT has not overcome the presumption that the contract that CT signed is a valid and binding agreement to arbitrate. See Thompkins v. Lil' Joe Records, Inc., 476 F. 3d 1294, 1305 n. 12 (11th Cir.2007) (quoting Dodge of Winter Park, Inc. v. Morley, 756 So. 2d 1085, 1085-86: “Generally, it is enough that the party against whom the contract is sought to be enforced signs it.”); Dodge of Winter Park, Inc. v. Morley, 756 So. 2d 1085, 1085-86 (Fla. 5th DCA 2000) (holding that an arbitration agreement enforceable a…1 / 3
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Spring Lake NC, LLC v. Holloway, 110 So. 3d 916 (Fla. 2d DCA 2013)…dell v. Fortenberry, 290 So. 2d 3, 7 (Fla.1974) (“There is a presumption that the parties signing legal documents are competent, that they mean what they say, and that they should be bound by their covenants.”); Dodge of Winter Park, Inc. v. Morley, 756 So. 2d 1085, 1085-86 (Fla. 5th DCA 2000) (“Generally, it is enough that the party against whom the contract is sought to be enforced signs it.”). Thus, “[a] party normally is bound by a contract that the party signs unless the party can demonstrate that he or s…
Previewing 3 of 5 citing cases — full citator treatment, depth of discussion, and citing context are member features.
Join FLexlaw to unlock all legal intelligenceAuthorities Cited
- Wayne H.L. Rohlfing v. Tomorrow Realty & Auction Co., Inc., 528 So. 2d 463 (Fla. 5th DCA 1988)
- Federated Title Insurers, Inc. v. Ward, 538 So. 2d 890 (Fla. 4th DCA 1989)
- Southfork Invs. Grp., Inc. v. Williams, 706 So. 2d 75 (Fla. 2d DCA 1998)
- Hunter v. Tartan Constr. Co., 522 So. 2d 77 (Fla. 4th DCA 1988)