H. GREGORY 1, INC. D/B/A HGREG.COM AND/OR D/B/A GREG.COM, APPELLANT,
v.
DAVID COOK, APPELLEE
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A used car dealer appealed a trial court's denial of its motion to transfer venue, arguing that a mandatory venue clause in the sales agreement required the action to be brought in Miami-Dade County rather than Broward County. The appellate court agreed, holding that mandatory venue clauses must be honored absent a showing that they are unreasonable or unjust, and reversed and remanded the case for transfer.
The court held that the mandatory venue clause in the sales order agreement, which employed the terms 'exclusive' and 'shall,' must be honored by the trial court in the absence of a showing that the clause is unreasonable or unjust. The trial court erred in denying the motion to transfer venue because there was nothing to show the mandatory venue clause was unreasonable or unjust and no opposition to the motion was presented.
[1] A mandatory venue clause in a contract must be honored by the trial court unless the clause is shown to be unreasonable or unjust.
[2] Mere inconvenience or additional expense is insufficient to invalidate a mandatory venue clause.
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Join FLexlaw to unlock all legal intelligence“Venue shall lie exclusively in Miami-Dade County, Florida[.]”
The mandatory venue clause from the sales order agreement that the court found must be enforced.
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Join FLexlaw to unlock all legal intelligenceA buyer purchased a used car from a dealer located in Doral, Florida (Miami-Dade County) and sued the dealer in Broward County for violations of the F…
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The defendant appeals an order denying its motion to transfer venue. It argues the sales order agreement contained a mandatory venue clause, requiring the action against it to be brought in Miami-Dade County. We agree and reverse and remand.
The buyer of a used car sued the dealer for violation of the Florida Unfair and Deceptive Trade Practices Act, alleging the dealer in Broward County improperly charged a service fee without the required disclosure. The dealer moved to stay proceedings and compel arbitration, and separately moved to stay proceedings. The trial court denied the motion to stay. The dealer then moved for reconsideration, or in the alternative, to transfer venue. The dealer relied on the following provision of the sales order agreement:
Dealer and Purchaser hereby mutually agree that for any controversy, claim, suit, demand, counterclaim, cross claim, or third party complaint, arising out of, or relating to this Order of the parties’ relationship, including but not limited to Purchaser’s efforts to purchase a vehicle (including obtaining financing for same) and to trade in a vehicle (whether statutory or otherwise and irrespective of whether the Necessary Approvals were obtained):
(b) Venue shall lie exclusively in Miami-Dade County, Florida[.]
The trial court denied the motion for reconsideration or in the alternative motion for transfer of venue without explanation. The dealer now appeals.
We have de novo review. R.S.B. Ventures, Inc. v. Berlowitz, 201 So.3d 719, 720 (Fla. 4th DCA 2016) (citing Am. Boxing & Athletic Ass’n v. Young, 911 So.2d 862, 864 (Fla. 2d DCA 2005)).
The venue clause in the sales order agreement employs the terms “exclusive” and “shall.” It is mandatory in nature by the use of its terms. Such a provision “must be honored by the trial court in the absence of a showing that the clause is unreasonable or unjust.” Michaluk v. Credorax (USA), Inc., 164 So.3d 719, 722-23 (Fla. 3d DCA 2015). Mere inconvenience or additional expense to an objecting party is not sufficient to warrant rejection of a mandatory venue clause. Farmers Grp., Inc. v. Madio & Co., 869 So.2d 581, 582-83 (Fla. 4th DCA 2004).
The dealer argues the complaint fails to allege proper venue in Broward County. The only exhibit attached to the complaint was the executed retail sales order that provided the dealer’s address in Doral, Florida. That location is in Miami-Dade County. It also contained the language quoted above. The dealer points out that the buyer neither filed a motion or other documentation in opposition to the dealer’s motion to transfer venue nor argued against the motion.
With nothing to show that the mandatory venue clause was unreasonable or unjust, and no apparent opposition to the motion to transfer, the trial court erred in denying the motion. We therefore reverse and remand the ease to be transferred to Miami-Dade County, Florida.
Reversed and Remanded.
Taylor and Forst, JJ., concur.
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Authorities Cited
- Am. Boxing & Athletic Ass'n, Inc. v. Young, 911 So. 2d 862 (Fla. 2d DCA 2005)
- Michaluk v. Credorax (USA), Inc., 164 So. 3d 719 (Fla. 3d DCA 2015)
- Farmers Grp., Inc. v. Madio & Co., Inc., 869 So. 2d 581 (Fla. 4th DCA 2004)
- R.S.B. Ventures, Inc. v. Berlowitz, 201 So. 3d 719 (Fla. 4th DCA 2016)