Courvoisier Courts, LLC v. Courvoisier Courts Condo. Ass'n, Inc.

• Decision Date: 19 December 2012
• Docket Number: No. 3D12–709.,3D12–709.
• Citation: 105 So.3d 579
• Parties: COURVOISIER COURTS, LLC, Appellant, v. COURVOISIER COURTS CONDOMINIUM ASSOCIATION, INC., Appellee.
• Court: Florida District Court of Appeals

105 So.3d 579

COURVOISIER COURTS, LLC, Appellant,

v.COURVOISIER COURTS CONDOMINIUM ASSOCIATION, INC., Appellee.

No. 3D12–709.

District Court of Appeal of Florida, Third District.

Dec. 19, 2012.

Siegfried, Rivera, Lerner, De La Torre & Sobel and Helio De La Torre, H. Hugh McConnell, Coral Gables, and Laura M. Manning–Hudson for appellant.

Weiss Serota Helfman Pastoriza Cole & Boniske and Gary L. Brown and Joanna D. Thomson, Fort Lauderdale, for appellee.

Before WELLS, C.J., and SHEPHERD and LAGOA, JJ.

LAGOA, J.

Courvoisier Courts, LLC (“Developer”), appeals a partial final summary judgment entered in favor of Courvoisier Courts Condominium Association, Inc. (“Association”).¹ For the reasons set forth below, we reverse.

I. FACTUAL AND PROCEDURAL HISTORY

On April 29, 2005, the Developer recorded a Declaration of Condominium (“Declaration”) for Courvoisier Courts (hereinafter “Condominium”). Following the recording of the Declaration, the Developer proceeded to assign certain limited common elements—parking and storage spaces—to purchasing unit owners in the ordinary course of selling units. On July 16, 2006, the Developer executed a “Transfer of Unassigned Units” (“Transfer”), which assigned the remaining parking spaces and storage spaces to one of its unsold units, Penthouse Unit Number 7. Two weeks later, on July 31, 2006, the Developer turned over control of the Association to the purchasing unit owners (“Turnover”), as contemplated by section 718.301, Florida Statutes (2004).

In July 2007, the Association filed suit against the Developer for construction defects in the condominium property. It subsequently amended its pleadings in February 2009 to assert that the Developer improperly transferred to itself those remaining parking and storage spaces just prior to Turnover, which prevented those limited common elements from becoming the property of the Association. The Association sought a declaratory judgment from the trial court as to whether the Transfer was valid, and both parties ultimately filed cross-motions for partial summary judgment on the issue.

On August 10, 2011, the trial court granted partial summary judgment in favor of the Association and against the Developer. The trial court denied the Developer's motion for rehearing, and on February 13, 2012, the trial court entered partial final summary judgment in favor of the Association and ordered the Developer to immediately turn over to the Association any limited common elements still in its possession.² This appeal followed.

II. STANDARD OF REVIEW

The standard of review for a summary judgment is de novo. Volusia Cnty. v. Aberdeen at Ormond Beach, L.P., 760 So.2d 126, 130 (Fla.2000). A trial court's interpretation of a condominium's declaration is also reviewed de novo. First Equitable Realty III, Ltd. v. Grandview Palace Condo. Ass'n, 46 So.3d 1088, 1090 (Fla. 3d DCA 2010).

III. ANALYSIS

We start our analysis with that portion of the Declaration that addresses the common elements at issue, specifically, Section 3.3 of the Declaration, entitled “Limited Common Elements,” and Section 3.3(a)(i), entitled “Automobile Parking Spaces and Storage Spaces.” Section 3.3(a)(i) designates certain parking areas and storage spaces shown in the condominium survey as limited common elements, and provides:

One or more parking spaces and/or storage spaces may be assigned to a Condominium Unit as a Limited Common Element.Such parking spaces and storage spaces shall initially be assigned by the Developer, and the Developer may receive compensation from a purchaser in connection with the assignment of a parking space and/or storage space to a Unit. Any parking spaces and storage spaces that have not been assigned by the time Developer has sold all Units owned by it will become common elements and become the property of the Association. The Association may promulgate rules and regulations regarding the transfer of parking spaces and storage spaces among Unit Owners.

Significantly, Section 3.3(a)(i) states that “parking spaces and storage spaces shall initially be assigned by the Developer, and ... [a]ny parking spaces and storage spaces that have not been assigned by the time Developer has sold all Units owned by it will become common elements and become the property of the Association.” (emphasis added).

The Association, however, argues that under Section 3.4(i) of the Declaration, ³ the Developer's rights to the remaining parking and storage spaces terminated upon Turnover, and the spaces then became the property of the Association. Specifically, the Association contends that the rights granted to the Developer under Section 3.3(a)(i) of the Declaration are limited by a portion of Section 3.4(i) of the Declaration, which states that “[n]otwithstanding the foregoing, Developer's rights to the common elements shall terminate upon transfer of association control, or when Developer ceases to offer units for sale, whichever occurs first.” In sum, the Association contends that the Developer is allowed to assign the limited common elements until either it stops offering units for sale or it turns over control to the Association, whichever occurs first.

Such an interpretation, however, is untenable. Although the Association correctly argues that the legal effect of a contract must be determined from the words of the entire contract, “[a] court may not violate the clear meaning of a contract in order to create an ambiguity.” Hoffman v. Robinson, 213 So.2d 267, 268 (Fla. 3d DCA 1968). Section 3.3(a)(i) is clear and unambiguous and should not be given any construction other than that which is evident from a reading thereof.

To read the last sentence of Section 3.4(i) as a limitation on the rights granted to the Developer in Section 3.3(a)(i), would be to “violate the clear meaning of [the] contract in order to create an ambiguity.” Section 3.4 concerns easements, not the limited common elements at issue here, which are specifically addressed by Section 3.3(a)(i). Section 3.4 creates easements within the...