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Tanning Research Laboratories, Inc. v. Don Suntan Corp.

Citations: 482 So. 2d 409; 10 Fla. L. Weekly 2742; 1985 Fla. App. LEXIS 17283Docket: No. 84-1845

Court: District Court of Appeal of Florida; December 11, 1985; Florida; State Appellate Court

Narrative Opinion Summary

This case involves a dispute over the contractual interpretation of the term 'net profits derived from sales of suntan lotion products.' The contract specifies that net profits are calculated as the gross sales price minus the cost of products sold, which includes materials, direct labor, and overhead, administrative, and selling expenses. The trial court found ambiguity in the contract and allowed the jury to interpret it, resulting in a restriction of 'cost of products sold' to expenses incurred solely at the Hawaiian production facility. Upon appeal, the reviewing court determined the contract was unambiguous, concluding that 'cost of products sold' should encompass costs from both the Hawaiian and Florida facilities attributable to Hawaiian-manufactured products, as well as management and operational costs. Consequently, the appellate court reversed the trial court's judgment, concluded that the issue was improperly submitted to the jury, and remanded the case for proceedings consistent with the clarified interpretation. Judges DAUKSCH and ORFINGER concurred in the decision.

Legal Issues Addressed

Contractual Interpretation

Application: The court held that the contract was not ambiguous and provided a clear definition of 'net profits derived from sales.'

Reasoning: Upon review, the court found the contract to be clear and not legally ambiguous.

Definition of 'Cost of Products Sold'

Application: The court determined that 'the cost of products sold' includes costs from both the Hawaiian production facility and the Florida home facility attributable to Hawaiian-manufactured products.

Reasoning: It determined that 'the cost of products sold' should also include costs from the appellant's Florida home facility that are attributable to the Hawaiian-manufactured products.

Inclusion of Management and Operational Costs

Application: The court included management and operational support costs of the Hawaiian branch as part of the total costs considered in the contract.

Reasoning: Additionally, costs related to the management and operational support of the Hawaiian branch are deemed part of the total costs.

Scope of Jury's Role in Contract Interpretation

Application: The court ruled that the issues should not have been presented to the jury due to the clarity of the contract terms.

Reasoning: Consequently, the court reversed the trial court's judgment, ruling that the issues should not have been presented to the jury.