VENTURVEST REALTY CORPORATION, APPELLANT,
v.
A.K.S.I.P. CORPORATION, APPELLEE
AI-generated. These summaries, headnotes, and key points are machine-generated and may contain errors or omissions. Always verify against the full opinion text below. Not legal advice.
A real estate broker appeals a judgment dismissing its claim for a brokerage commission after the seller, having terminated the broker's exclusive listing, ultimately sold the property to a buyer whom the broker had originally brought to the table. The court reversed, holding that the broker was the procuring cause of the sale and entitled to its commission despite the expiration of the listing agreement and subsequent involvement of another broker.
The broker was the procuring cause of the sale and entitled to a commission. A broker who brings the purchaser and seller together and engages in continuous negotiations is the procuring cause even if the listing period expires and another broker completes the transaction, provided the original parties circumvent the first broker to strike their own deal.
[1] A broker is the procuring cause of a sale when they bring the purchaser and seller together and effect a sale through continuous negotiations, unless the seller and buyer…
[2] A broker may recover a commission even after the expiration of an exclusive listing agreement.
Previewing 2 of 4 headnotes on this case. FLexlaw’s editorially structured points of law — every proposition, pinpointed — are reserved for members.
Join FLexlaw to unlock all legal intelligence“A broker, to be considered the 'procuring cause' of a sale, must have brought the purchaser and seller together and effected a sale through continuous negotiations inaugurated by him unless the seller and buyer intentionally exclude the broker and thereby vitiate the need for continuous negotiations.”
States the foundational test for procuring cause in Florida real estate brokerage law.
Previewing 1 of 3 key quotes on this case — the court’s exact language, pinpointed for members.
Join FLexlaw to unlock all legal intelligenceA.K.S.I.P. Corporation owned The Shoppes of Cooper City and orally engaged Venturvest as its exclusive broker for a 4% commission. Venturvest obtained…
The full statement of facts, procedural history, and disposition for this case are member content.
Join FLexlaw to unlock all legal intelligence© FLexlaw, Inc. — AI-generated enrichments are proprietary. All rights reserved.
Explore caselaw by topic → Browse Exclusive Listing Agreement cases and more on FLexlaw
PER CURIAM.
In an action brought to recover a real estate brokerage commission, the broker appeals from a final judgment entered for the seller following a bench trial. For the reasons that follow, we reverse.
The Shoppes of Cooper City consists of improved property and an out-parcel owned by A.K.S.I.P. Corporation (the seller), which acquired the property through a quit claim deed in lieu of foreclosure. After A.K.S.I.P. had acquired title, it orally requested that Venturvest act as its exclusive broker to market the property in exchange for a 4% commission. The broker received two written offers from GFS Corporation. GFS offered to purchase the improved property, but not the out-parcel, for $2,800,000.00. The seller insisted on receiving $3,350,000.00 for both the improved property and the out-parcel. Negotiations were held during the months of May and June, 1996, but no sale was consummated.
In August 1996, the seller terminated the broker’s listing and hired Terranova Corporation to market the property; the seller agreed to a sixty-day protection period with Venturvest. Venturvest tried to contact GFS, the potential buyer, but GFS refused to deal with the broker. In April 1997, Terranova brokered the sale to GFS of only the improved property for $2,900,000.00. The seller paid a $100,000.00 commission to Terranova. The broker sued for a commission; following a bench trial, the court granted the seller’s motion to dismiss and entered judgment for the seller. The broker appeals.
Contrary to the trial court’s order, Venturvest was the procuring cause of the sale and is entitled to a broker’s commission. “A broker, to be considered the ‘procuring cause’ of a sale, must have brought the purchaser and seller together and effected a sale through continuous negotiations inaugurated by him unless the seller and buyer intentionally exclude the broker and thereby vitiate the need for continuous negotiations.'’ Sheldon Greene & Assoc., Inc. v. Rosinda Investments, N.V., 475 So. 2d 925, 927 (Fla. 3d DCA 1985). Venturvest brought the buyer and the seller together and engaged in continuous negotiations with the buyer until all negotiations with the buyer ceased for five months. When Terranova brokered the sale to GFS, Venturvest was excluded from the negotiations. The seller and buyer need not have acted in a “ ‘secret,’ ‘clandestine’ and ‘conspiratorial’ ” manner. Id. at 928. “[T]hese terms, in this context, mean nothing more than that the buyer has negotiated directly with the seller without the participation of the broker who first called the property to the buyer’s attention.” Id. (emphasis added). In this case, the seller and the buyer, who had been brought together by Venturvest, struck their own deal through Terranova, thus making it impossible for Venturvest to see its negotiations through to fruition.
In determining that Venturvest was the procuring cause of the sale, it is of no legal consequence that its exclusive listing period had ended. A broker may recover a commission “even after expiration of the listing agreement which contained an exclusive right to sell provision.” Monrose, Inc. v. Baldridge, 423 So. 2d 467, 468 (Fla. 2nd DCA 1982). See also Sanson v. Dutcher, Higginbotham & Bass, Inc., 401 So. 2d 913 (Fla. 4th DCA 1981).
Likewise, the variation between the initial offer for the sale of both the improved property and the outparcel and the ultimate sale of only the improved property does not defeat Venturvest’s status as the procuring cause of the sale. See Estes v. Moylan, 94 So. 2d 362 (Fla.1957) (holding that broker who brings parties together and begins negotiations can recover commission even though original terms stated by owner and those finally accepted vary); Danieli Corp. v. Bryant, 399 So. 2d 387 (Fla. 4th DCA 1981) (same).
Reversed and remanded for entry of judgment in favor of Venturvest.
Cases With Similar Vibessemantic neighbors from the corpus
Citator
Cited By
-
Boone v. Pelican Real Est. & Dev. Co., Inc., 13 So. 3d 528 (Fla. 1st DCA 2009)…he Tidewater units. Case law associates procuring cause with controversies between two brokers or brokers and sellers/buyers. See, e.g., Rotemi Realty, Inc. v. Act Realty Co., 911 So. 2d 1181 (Fla. 2005); Venturvest Realty Corp. v. A.K.S.I.P. Corp., 793 So. 2d 1054 (Fla. 3d DCA 2001). No court has yet applied the “procuring cause” standard to the sales agent/broker relationship. This is an agency relationship pursuant to section 475.01(l)(j), Florida Statutes (2003), and, in the instant case, defined by the pa…
-
Esslinger-Wooten-Maxwell, Inc. v. Lones Fam. Ltd. P'ship (Fla. 3d DCA 2020)…ler together and effected a sale through continuous negotiations inaugurated by him unless the seller and buyer intentionally exclude the broker and thereby vitiate the need for continuous negotiations.” Venturvest Realty Corp. v. A.K.S.I.P. Corp., 793 So. 2d 1054, 1056 (Fla. 3d DCA 2001) (quoting Sheldon Greene & Assoc., Inc. v. Rosinda Invs., N.V., 475 So. 2d 925, 927 (Fla. 3d DCA 1985)). “To be the procuring cause the broker must show that he called the potential purchaser’s attention to the property and…1 / 2
-
Lones Fam. Ltd. P'ship v. World Bus. Broker, Inc. (Fla. 3d DCA 2020)…ler together and effected a sale through continuous negotiations inaugurated by him unless the seller and buyer intentionally exclude the broker and thereby vitiate the need for continuous negotiations.” Venturvest Realty Corp. v. A.K.S.I.P. Corp., 793 So. 2d 1054, 1056 (Fla. 3d DCA 2001) (quoting Sheldon Greene & Assoc., Inc. v. Rosinda Invs., N.V., 475 So. 2d 925, 927 (Fla. 3d DCA 1985)). “To be the procuring cause the broker must show that he called the potential purchaser’s attention to the property and…1 / 2
Authorities Cited
- Sophronia I. Estes v. Moylan, 94 So. 2d 362 (Fla. 1957)
- Sheldon Greene & Assocs., Inc. v. Rosinda Invs., N.V., 475 So. 2d 925 (Fla. 3d DCA 1985)
- Sanson v. Dutcher, 401 So. 2d 913 (Fla. 4th DCA 1981)
- Danieli Corp. v. Bryant, 399 So. 2d 387 (Fla. 4th DCA 1981)
- Canard v. State, 423 So. 2d 467 (Fla. 2d DCA 1982)
- Monrose, Inc. v. Baldridge, 423 So. 2d 467 (Fla. 2d DCA 1982)