Knight Energy Services, Inc. v. Amoco Oil Co.

• Decision Date: 20 September 1995
• Docket Number: No. 94-1812,94-1812
• Parties: 20 Fla. L. Weekly D2157 KNIGHT ENERGY SERVICES, INC., and/or Knight Energy Turnpike Services, Inc., and/or Knight Service Centers, Ltd., and/or Knight Enterprises, Inc., and/or High Test, Inc., and/or Charles A. Wilkinson, and/or Priority Properties, Inc., and/or William L. Knight, Appellants, v. AMOCO OIL COMPANY, Jack E. Bouska, Moe Bern and J.D. Robbins, Appellees.
• Court: Florida District Court of Appeals

Page 786

660 So.2d 786

20 Fla. L. Weekly D2157

KNIGHT ENERGY SERVICES, INC., and/or Knight Energy Turnpike Services, Inc., and/or Knight Service Centers, Ltd., and/or Knight Enterprises, Inc., and/or High Test, Inc., and/or Charles A. Wilkinson, and/or Priority Properties, Inc and/or William L. Knight, Appellants, v. AMOCO OIL COMPANY, Jack E. Bouska, Moe Bern and J.D Robbins, Appellees.

No. 94-1812.

District Court of Appeal of Florida Fourth District.

Sept. 20, 1995.

Steve I. Silverman and Marcia Soto of Kluger, Peretz, Kaplan & Berlin, P.A., Miami, and Jack Scarola of Searcy, Denny, Scarola, Barnhart & Shipley, P.A., West Palm Beach, for appellants.

Ross B. Bricker, Teresa J. Verges and Mark F. Peres of Jenner & Block, Miami, for appellees.

GUNTHER, Chief Judge.

Appellants, Knight Service Centers, Ltd., Knight Enterprises, Inc., Knight Energy Services, Inc., Priority Properties, Inc., and William L. Knight, individually (collectively the Knight Entities), appeal a summary final judgment of foreclosure entered by the trial court. We affirm all issues except one. Because genuine issues of material facts exist regarding the Knight Entities' affirmative defenses, we reverse.

Amoco is a major supplier of motor fuel while the Knight Entities were established petroleum franchises operating branded retail stations throughout Palm Beach County. Among the stations owned/operated by the Knight Entities were the six parcels of real property which are the subject of the foreclosure judgment under review.

In December 1988, Amoco loaned the Knight Entities approximately $8.3 million dollars. In 1991, a dispute arose concerning the aforementioned loan which ultimately led to contested litigation. Eventually, the parties were able to reach a settlement agreement whereby the Knight Entities agreed to repay Amoco over nine million dollars. Additionally, the parties executed notes and mortgages on the six service stations to secure repayment. Pursuant to the agreement, payment was due in full on September 20, 1992, with an available option to extend the maturity date two years. If the Knight Entities exercised the option, monthly principal and interest payments were to commence on October 1, 1992.

On August, 7, 1992, the Knight Entities notified Amoco of its election to extend the maturity date pursuant to the settlement agreement. However, the Knight Entities failed to make the October 1, 1992 payment and on October 9, 1992, Amoco notified the Knight Entities of the default and afforded them thirty days to make payment. Prior to the expiration of the thirty day window, on November 2, 1992, the Knight Entities filed a complaint against Amoco alleging breach of contract, breach of an implied covenant of good faith and fair dealing, and tortious interference with an advantageous business relationship. Thereafter, on November 10, 1992, Amoco filed the instant foreclosure action. The two cases were subsequently consolidated by a court order with Amoco's foreclosure action becoming the primary case.

The Knight Entities answered the foreclosure complaint alleging numerous affirmative defenses including estoppel, waiver, fraudulent inducement, tortious interference, novation and release, set-off and unclean hands. Most, if not all of these affirmative defenses, were the same allegations contained in the Knight Entities' prior complaint. On December 17, 1993, Amoco filed its second motion for summary judgment seeking a final judgment of foreclosure. After hearing argument, the trial court granted Amoco's motion for summary judgment and entered a final summary judgment of foreclosure.

The standard for reviewing the entry of summary judgment is well established. Rule 1.510(c) of the Florida Rules of Civil Procedure mandates that a party moving for summary judgment must conclusively show the absence of any genuine issue of material fact and obligates the trial court to draw every reasonable inference in favor of the non-moving party. Moore v. Morris, 475 So.2d 666 (Fla.1985); Lenhal Realty, Inc. v. Transamerica Commercial Fin. Corp., 615 So.2d 207 (Fla. 4th DCA 1993). Before a plaintiff is entitled to a summary judgment of foreclosure, the plaintiff must either factually refute the alleged affirmative defenses or establish that they are legally insufficient to defeat summary judgment. Cufferi v. Royal Palm Dev. Co., Inc., 516 So.2d 983 (Fla. 4th DCA 1987); Redding v. Powell, 452 So.2d 132 (Fla. 2d DCA 1984). Thus, only when the movant has tendered competent evidence in support of its motion does the burden shift and fall on the non-moving party to come forward with opposing evidence demonstrating that a question of material fact exists. Landers v. Milton, 370 So.2d 368 (Fla.1979). If the evidence...