Abundant Living Citi Church, Inc. v. Abundant Living Ministries, Inc.

Citations: 213 So. 3d 1055; 2017 Fla. App. LEXIS 3104; 2017 WL 927813Docket: 16-2649

Court: District Court of Appeal of Florida; March 7, 2017; Florida; State Appellate Court

Original Court Document: View Document

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The Third District Court of Appeal of Florida issued an opinion on March 8, 2017, regarding the appeal filed by Abundant Living Citi Church, Inc. against Abundant Living Ministries, Inc. The case arose from a non-final order of ejectment by the Miami-Dade County Circuit Court, which removed the Church from property owned by the Ministries. The Church, as the appellant, argued that the trial court's ejectment order effectively acted as an improper grant of summary judgment, which was reversed by the appellate court.

In 2007, the Ministries initiated an ejectment action against the Church, which responded with a verified answer, affirmative defenses, and a counterclaim alleging that the Ministries had orally agreed to sell the property to the Church and later breached this agreement. The Church’s counterclaim included three counts: breach of contract, specific performance for the sale of the property, and unjust enrichment for improvements made to the property.

After years of discovery, the case was set for jury trial in May 2017. However, shortly before the trial, the Ministries filed a motion to compel the Church to surrender the premises, claiming a contract to sell the property to a third party. The motion did not address the Church's defenses or counterclaims. The trial court held a hearing and subsequently issued the ejectment order, concluding that any potential oral contract would violate Florida’s Statute of Frauds, but did not resolve the Church's claims regarding partial performance.

The appellate court stayed the trial court's order and granted the Church's motion to expedite the appeal, emphasizing the procedural missteps in the trial court's handling of the case.

The trial court's ejectment order, which resolved both the Owner's ejectment claim and the Church's contract claims, is treated as a summary judgment order and subjected to de novo review. Summary judgment requires a hearing on a proper motion, a conclusive record showing no genuine issue of material fact, and that the movant is entitled to judgment as a matter of law. The trial court cannot bypass these requirements, as established in various precedents. The Owner's motion for summary judgment failed to identify any supporting record evidence, relied solely on conclusory statements regarding the Church's lack of legal basis for possession, and did not address the Church's verified allegations or the relevant legal standards. Specifically, it neglected to mention the parties' oral contract or the implications of Florida’s statute of frauds. Consequently, the Church could not reasonably anticipate a summary judgment against it. The trial court effectively granted a summary judgment for the Owner despite the inadequacies of the motion. The appellate court reverses the trial court's ejectment order and remands for further proceedings that comply with the requirements of rule 1.510.

In the dissenting opinion of *Abundant Living Citi Church, Inc. v. Abundant Living Ministries, Inc.*, Judge Wells argues for affirming the dismissal of appellant's counterclaims for specific performance and breach of an oral contract related to the sale of real property, despite the majority's finding of due process violations. The dissent emphasizes that the appellant has failed to allege or prove the existence of a valid oral contract, referencing *de Vaux v. Westwood Baptist Church* to support this position. The dismissal is justified on the grounds that the complaint does not state a valid cause for specific performance. 

The opinion stresses that to consider an enforcement exception under the Statute of Frauds, it must first be established that an oral contract exists, citing *Gable v. Miller*. For specific performance to be decreed, the contract must be clear and definite in all essential elements, including parties, property description, contract price, and financing terms, as noted in various precedents including *Muñiz v. Crystal Lake Project, LLC*. The dissent concludes that because the appellant's counterclaims lack clarity and completeness regarding the essential terms of the alleged contract, specific performance must be denied. 

The appellant’s claims are based on verbal agreements made in August 2004, where representatives of the defendant allegedly committed to relocating and operating a church in exchange for the property, contingent upon the ability to secure financing. However, these claims do not meet the necessary legal standards for a valid contract subject to specific performance.

In September 2006, the Defendant, capable of fulfilling a verbal agreement, offered the Plaintiff $400,000 for a property in Miami-Dade County. The Plaintiff verbally accepted this offer but subsequently failed to adhere to the agreement. The Defendant asserts that their Pastor, Bishop Hugh Thomas, confirmed the acceptance of the offer with the assistance of the Plaintiff's certified public accountant. The Defendant claims to have met all contractual obligations and relied reasonably on the Plaintiff’s representations.

However, the court noted that the parties did not establish a definitive purchase price during their initial discussions in August 2004, leading to the conclusion that no enforceable agreement existed. Citing Florida case law, the court emphasized that contracts must include essential terms, such as price and payment conditions, to be enforceable. The lack of a specific purchase price or financing details resulted in the agreement being classified as an unenforceable "agreement to agree." The court referenced several precedents illustrating that ambiguous terms preclude a binding contract, thereby highlighting that continued negotiations over essential terms indicate no meeting of the minds took place.

The appellant's claim for breach of contract and specific performance cannot be sustained as a matter of law, despite the majority's finding of a due process violation. The sufficiency of the complaint is determined by a de novo standard of review, focusing solely on the allegations within the complaint itself. Upon examination, it is evident that no valid oral contract exists, as the parties did not discuss critical terms such as purchase price and payment methods until over two years after their alleged agreement in August 2004. Remanding the case for further proceedings would be futile, similar to prior case law, as the complaint cannot be amended to state a valid cause of action. The only potential claim that remains viable is for unjust enrichment, related to improvements made to the property by the appellant, which was not addressed in the current order and is still pending in the lower court.