GAINESVILLE-ALACHUA COUNTY REGIONAL AIRPORT AUTHORITY, APPELLANT,
v.
R. HYDEN CONSTRUCTION, INC. AND FIDELITY AND GUARANTY INSURANCE COMPANY, APPELLEES

Fla. 1st DCA | 2000-09-25
No. 1D99-2943
LAWRENCE and BENTON, JJ., CONCUR.
766 So. 2d 1238 Florida District Court of Appeal, First District (2000) Positive Treatment
Cited by 6 cases

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Synopsis

The Florida appellate court reversed a judgment awarding damages to a construction contractor, holding that an executed change order clearly established the total amount due for contract changes and precluded the contractor's claim for additional payments beyond that sum.


Holding

The change order clearly and unambiguously established the total amount due, and Hyden's claim for additional payment was precluded by the parties' express agreement. The matter should not have been submitted to the jury, and judgment should have been entered for GA-CRAA.


Headnotes

[1] A fully executed change order in a construction contract, which explicitly states it represents the total amount due for all adjustments, precludes subsequent claims for…

[2] The interpretation of an unambiguous contract provision, such as a change order establishing a total sum due, is a question of law for the court.

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Key Quotes

“the change order which the parties had previously executed fully established the total amount due for the changes, and that Hyden's claim for an additional payment above this amount should not have been submitted to the jury as it was precluded by the change order agreement”

Statement of the core holding—that the change order conclusively established total consideration and barred additional claims

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Facts & Procedural History

GA-CRAA and R. Hyden Construction entered into a construction contract with provisions for change orders to address project alterations. The parties e…

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Opinion of the Court
ALLEN, J.

ALLEN, J.

The appellant Gainesville-Alaehua County Regional Airport Authority (GA-CRAA) challenges a judgment by which the appellee R. Hyden Construction (Hy-den) was awarded damages, with attorney’s fees and costs, following a jury finding that GACRAA breached the parties’ construction contract by failing to approve an additional payment for certain expenses in connection with changes to the construction project. We conclude that the change order which the parties had previously executed fully established the total amount due for the changes, and that Hyden’s claim for an additional payment above this amount should not have been submitted to the jury as it was precluded by the change order agreement.

The parties’ construction contract contains provisions for change orders to ad dress alterations in the work and adjustment of the contract price. The parties executed such a change order for Hyden’s work on the project, with this change order identifying several items which had been incorporated into the project and which affected the project cost. The change order established a new contract sum by which GACRAA’s payment to Hy-den was increased, with explicit provisions indicating that this reflected Hyden’s “final agreement” to “all adjustments” in the contract sum, and that the increased payment “represents the total amount due ... for any and all items pertaining to the work” under the change order. After executing this change order Hyden submitted another change order request, seeking an additional payment for general conditions and other costs associated with the work. GACRAA did not approve this request and declined to pay the additional amount, whereupon Hyden filed the action below alleging that GACRAA had thereby breached the parties’ contract.

GACRAA moved for summary judgment, asserting that Hyden’s claim was precluded by the change order which the parties had executed with an adjusted sum as the total amount due for the work. The court granted GACRAA’s motion as to parts of the claim, but otherwise denied the motion. The case proceeded to trial with a ruling that Hyden could seek certain “overhead type items” as “direct costs associated” with the change order. GA-CRAA moved for a directed verdict at trial, and after the jury returned a verdict in favor of Hyden the court denied this motion and entered a judgment for Hyden.

The change order which the parties executed clearly and unambiguously established the total sum due for the work approved therein, and reflected Hyden’s final agreement as to this amount. Cases such as Dickerson Florida, Inc. v. McPeek, 651 So. 2d 186 (Fla. 4th DCA 1995), emphasize that the contracting parties’ agreement should be given effect in accordance with such express provisions. And since there was no ambiguity, the interpretation of the parties’ agreement is a question of law to be resolved by the court. See e.g., Press v. Jordan, 670 So. 2d 1016 (Fla. 3d DCA 1996). Because the change order established GACRAA’s full payment obligation, GACRAA did not breach the parties’ contract by refusing to make a later additional payment. The court should not have submitted this matter to the jury, and should have entered a judgment for GACRAA. The judgment is reversed and the case is remanded.

LAWRENCE and BENTON, JJ., CONCUR.


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Citator

Cited By

  • …at trial after erroneously interpreting the contract. Where no ambiguity exists with regard to the parties’ intention, the interpretation of the contract is a question of law. Gainesville-Alachua Cnty. Reg’l Airport Auth. v. R. Hyden Constr., Inc., 766 So. 2d 1238, 1239 (Fla. 1st DCA 2000). Pure questions of law are subject to a de novo review. Petit v. State, 92 So. 3d 906, 910 (Fla. 4th DCA 2012). Before discussing our analysis regarding interpretation of the contract, it is useful to discuss a unique aspe…
  • Wheeler v. Wheeler, Erwin & Fountain, P.A., 964 So. 2d 745 (Fla. 1st DCA 2007)
    …was entitled to a judgment in his favor as a matter of law. We agree. Absent an ambiguity, interpretation of a contract is a question of law to be decided by the court. E.g., Gainesville-Alachua County Reg’l Airport Auth. v. R. Hyden Constr., Inc., 766 So. 2d 1238, 1239 (Fla. 1st DCA 2000). Whether an ambiguity exists is also a question of law. E.g., Centennial Mortgage, Inc. v. SG/SC, Ltd., 772 So. 2d 564, 565-66 (Fla. 1st DCA 2000). Only when an ambiguity exists requiring resolution by resort to extrinsic e…
  • Travelers Indem. Co. OF Ill. v. Hutson, 847 So. 2d 1113 (Fla. 1st DCA 2003)
    …appellee Jacksonville Port Authority on a contractual indemnity claim. Absent an ambiguity, interpretation of a contract is a question of law to be decided by the court. E.g., Gainesville-Alachua County Reg’l Airport Auth. v. R. Hyden Constr., Inc., 766 So. 2d 1238, 1239 (Fla. 1st DCA 2000). Whether an ambiguity exists in a contract is also a question of law. E.g., Centennial Mortgage, Inc. v. SG/SC, Ltd., 772 So. 2d 564, 565-66 (Fla. 1st DCA 2000). The trial court correctly concluded that the provisions of th…

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