Massari v. Salciccia

CourtUnited States State Supreme Court of Florida
Writing for the CourtBUFORD, C.J.
Citation102 Fla. 847,136 So. 522
Decision Date07 August 1931
PartiesMASSARI v. SALCICCIA.

136 So. 522

102 Fla. 847

MASSARI
v.
SALCICCIA.

Florida Supreme Court, Division A.

August 7, 1931


Suit by I. Massari against C. Salciccia. Decree dismissing the bill of complaint, and the complainant appeals.

Reversed, with directions.

Syllabus by the Court.

SYLLABUS

In construing statutes and contracts against monopolies or in restraint of trade, both state and federal courts in this country have applied the rule of reason rather than the literal import of the statute, and have said, in substance, that it must amount to an undue or unreasonable restraint of trade. It must, in other words, be such a restraint as to be detrimental to public welfare and obnoxious to public policy.

Public policy requires that, when a man has by his skill or by any other means obtained something which he wants to sell, he should be at liberty to sell it in the most advantageous way in the market, and, in order to enable him to do so, it is necessary that he should be able to preclude himself from entering into competition with the purchaser; and therefore the same public policy which enables him to do that should not forbid him from alienating what he wants to alienate, but should permit him to enter into any stipulation, however restrictive it may be, provided such restriction in the judgment of the court is not unreasonable, having regard to the subject-matter of the contract. Hence a stipulation by a seller of any trade, business, or profession that he will not exercise the same trade or business so as to interfere with the value of the trade, business, or thing purchased is reasonable and valid.

Contracts between parties, which have for their object the removal of a rival and competitor in a business, are not to be regarded as contracts in restraint of trade. They do not close the field of competition except to the particular party to be affected. [102 Fla. 848] Appeal from Circuit Court, Hillsborough County; L. L. Parks, judge.

COUNSEL

Morris M. Givens, of Tampa, for appellant.

OPINION

BUFORD, C.J.

On September 22, 1930, C. Salciccia and I. Massari, having been then and theretofore engaged in a copartnership in the grocery business at No. 1402 Highland avenue, Tampa, Fla., entered into a contract dissolving that partnership, which contract was in words and figures as follows, to wit:

'This agreement, made and entered into on this day 22nd of September A. D. 1930, by and [136 So. 523] between C. Salciccia of Hillsborough County, Florida hereinafter party of the first part, and Ignacio Massari of Hillsborough [102 Fla. 849] County, Florida, hereinafter party of the second part;
'Witnesseth: 1. That the copartnership composed of C. Salciccia & Ignacio Massari under the firm name of C. Salciccia and Massari located at the number 1402 Highland Ave., Tampa, Fla., has this day been dissolved by mutual consent.
'2. The party of the first part for and in consideration of the sum of Ten Hundred Dollars to him in hand paid by the party of the second part, and for other good and valuable consideration, has and by this presents does give, bargain, sell and convey his good will in the aforesaid business to the said party of the second part.
'3. It is expressly agreed by and between the party hereto that the party of the second party assume and agree to pay all debts and obligations of the copartnership of C. Salciccia & Massari mentioned in paragraph number 1 of this agreement and to save harmless the said C. Salciccia from all liability thereon. It is well and mutual agreed that the said C. Salciccia could not go on the Grocery Business for a period of two years.
'In witness whereof the said party of the first part and second party have hereunto set their hands and seals in duplicate this day and year first above written.
'C. Salciccia
'I. Massari
'Signed, sealed and delivered in our presence:
'Nicolo Massari
'G. B. Massari.
'State of Florida, County of Hillsborough. I. G. B. Massari, a Notary Public in and for the State of Florida at large do hereby certify that on this the 22nd day of September, A. D. 1930, before me
...

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19 practice notes
  • Winn-Dixie Stores, Inc. v. Dolgencorp, LLC, Nos. 12–14527
    • United States
    • United States Courts of Appeals. United States Court of Appeals (11th Circuit)
    • March 5, 2014
    ...First Nat'l Bank of Fla., 453 So.2d 1121, 1124 (Fla. 2d DCA 1984); Norwood Shopping Ctr., 135 So.2d at 449;see also Massari v. Salciccia, 102 Fla. 847, 852, 136 So. 522 (1931). In Dolgencorp, the Florida court noted that Winn–Dixie had made a demand upon the landlord, but made no mention of......
  • Love v. Miami Laundry Co.
    • United States
    • United States State Supreme Court of Florida
    • May 5, 1934
    ...not exercise the same trade or business so as to interfere with the value of the trade or business purchased, see Massari v. Salciccia, 102 Fla. 847, 136 So. 522, in which the case of Lee v. Clearwater Growers' Ass'n, 93 Fla. 214, 111 So. 722, was cited with approval. It would seem, therefo......
  • Janet Realty Corp. v. Hoffman's, Inc.
    • United States
    • United States State Supreme Court of Florida
    • December 23, 1943
    ...of trade, because they do not close the field of competition but affect only the parties to the agreement. See Massari v. Salciccia, 102 Fla. 847, 136 So. 552; Love v. Miami Laundry Co., 118 Fla. 137, 160 So. 32; Ericson v. Jayette, 149 Fla. 82, 5 So.2d 453; Wilson v. Pigue, 151 Fla. 734, 1......
  • Thompson v. Shell Petroleum Corp.
    • United States
    • United States State Supreme Court of Florida
    • January 22, 1938
    ...his decision will not be disturbed on appeal, unless clearly erroneous. See, also, in this general connection, Massari v. Salciccia, 102 Fla. 847, 136 So. 522; Booth v. Bobbitt, 94 Fla. 704, 114 So. 513; Calumet Co. v. Oil City Corporation, 114 Fla. 531, 154 So. 141. The decree appealed fro......
  • Request a trial to view additional results
19 cases
  • Winn-Dixie Stores, Inc. v. Dolgencorp, LLC, Nos. 12–14527
    • United States
    • United States Courts of Appeals. United States Court of Appeals (11th Circuit)
    • March 5, 2014
    ...First Nat'l Bank of Fla., 453 So.2d 1121, 1124 (Fla. 2d DCA 1984); Norwood Shopping Ctr., 135 So.2d at 449;see also Massari v. Salciccia, 102 Fla. 847, 852, 136 So. 522 (1931). In Dolgencorp, the Florida court noted that Winn–Dixie had made a demand upon the landlord, but made no mention of......
  • Love v. Miami Laundry Co.
    • United States
    • United States State Supreme Court of Florida
    • May 5, 1934
    ...not exercise the same trade or business so as to interfere with the value of the trade or business purchased, see Massari v. Salciccia, 102 Fla. 847, 136 So. 522, in which the case of Lee v. Clearwater Growers' Ass'n, 93 Fla. 214, 111 So. 722, was cited with approval. It would seem, therefo......
  • Janet Realty Corp. v. Hoffman's, Inc.
    • United States
    • United States State Supreme Court of Florida
    • December 23, 1943
    ...of trade, because they do not close the field of competition but affect only the parties to the agreement. See Massari v. Salciccia, 102 Fla. 847, 136 So. 552; Love v. Miami Laundry Co., 118 Fla. 137, 160 So. 32; Ericson v. Jayette, 149 Fla. 82, 5 So.2d 453; Wilson v. Pigue, 151 Fla. 734, 1......
  • Thompson v. Shell Petroleum Corp.
    • United States
    • United States State Supreme Court of Florida
    • January 22, 1938
    ...his decision will not be disturbed on appeal, unless clearly erroneous. See, also, in this general connection, Massari v. Salciccia, 102 Fla. 847, 136 So. 522; Booth v. Bobbitt, 94 Fla. 704, 114 So. 513; Calumet Co. v. Oil City Corporation, 114 Fla. 531, 154 So. 141. The decree appealed fro......
  • Request a trial to view additional results

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