Miami Electronics Center, Inc. v. Saporta, No. 91-2118

CourtCourt of Appeal of Florida (US)
Writing for the CourtPER CURIAM
Citation597 So.2d 903
PartiesMIAMI ELECTRONICS CENTER, INC., a Florida corporation, Appellant, v. Moises SAPORTA and Gladys Saporta d/b/a London Paris Gifts Shop, et al., Appellees. 597 So.2d 903, 17 Fla. L. Week. D1050
Docket NumberNo. 91-2118
Decision Date21 April 1992

Page 903

597 So.2d 903
MIAMI ELECTRONICS CENTER, INC., a Florida corporation,
Appellant,
v.
Moises SAPORTA and Gladys Saporta d/b/a London Paris Gifts
Shop, et al., Appellees.
No. 91-2118.
597 So.2d 903, 17 Fla. L. Week. D1050
District Court of Appeal of Florida,
Third District.
April 21, 1992.
Rehearing Denied June 9, 1992.

Podhurst, Orseck, Josefsberg, Eaton, Meadow, Olin & Perwin and Joel D. Eaton, for appellant.

White, White & Associates, Lawrence R. Metsch, for appellees.

Before BARKDULL, HUBBART and BASKIN, JJ.

PER CURIAM.

This is an appeal by the plaintiff Miami Electronics Centers Inc. from an adverse

Page 904

final judgment entered after a non-jury trial in an action for an injunction, declaratory decree, breach of contract and fraud, [together with a countersuit for declaratory decree] arising out of a dispute concerning a non-compete covenant in a management agreement entered into between the plaintiff and the defendants. 1 The trial court concluded that (1) the parties to this agreement could, by majority vote, eliminate the non-compete covenant of the agreement, thereby disentitling the plaintiff to an injunction to enforce a violation of this provision, and (2) the plaintiff had proven no damages in connection with his breach of contract and fraud claims, and, for that and other reasons not relevant here, the plaintiff could not prevail on such claims. We affirm in part and reverse in part.

First, the plaintiff concedes that the judgment entered against it on the breach of contract and fraud claims were properly entered below for failure to prove damages. Accordingly, the final judgment must be affirmed as to the trial court's rulings on these claims.

Second, the trial court erred, however, in concluding that the following provision in the management agreement empowered a majority of the parties to the agreement to cancel the non-compete provision of the agreement: "A majority vote of the unit owners shall have the power to make, alter and modify reasonable rules for the occupancy of the property." This provision clearly empowered the majority of the parties to the agreement to adopt reasonable rules governing the occupancy of the subject property, but, without doubt, did not and could not empower a majority of the parties to cancel covenants or promises made in the agreement, else the minority's contractual rights would be essentially illusory and an enforceable contract would not exist. Pick Kwik Food Stores, Inc. v....

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6 practice notes
  • Sun Elastic Corp. v. O.B. Industries, No. 91-2199
    • United States
    • Court of Appeal of Florida (US)
    • June 9, 1992
    ...466 So.2d 212 (Fla.1985); Miller Mechanical, Inc. v. Page 519 Ruth, 300 So.2d 11 (Fla.1974); Miami Electronics Center, Inc. v. Saporta, 597 So.2d 903 (Fla. 3d DCA 1992). See generally Douglas Laycock, The Death of the Irreparable Injury Rule 47, 70 n. 114 (1991) (citing Capraro, 466 So.2d a......
  • White v. Miami Electronics Center, Inc., No. 95-3564
    • United States
    • Court of Appeal of Florida (US)
    • July 31, 1996
    ...be inequitably to interfere with the enforcement of the agreement specifically approved in Miami Electronics Center, Inc., v. Saporta, 597 So.2d 903 (Fla. 3d DCA 1992), review denied, 613 So.2d 8 (Fla.1992). See Fisher v. Davenport, 84 So.2d 910 (Fla.1956); Rosen v. Marlin, 486 So.2d 623 (F......
  • Rauch, Weaver, Norfleet, Kurtz & Co. v. AJP Pine Island Warehouses, Inc., Nos. 4D20-352
    • United States
    • Court of Appeal of Florida (US)
    • March 17, 2021
    ...covenant under section 542.335 ’s predecessor, section 542.33, is an affirmative defense. See Miami Elecs. Ctr., Inc. v. Saporta , 597 So. 2d 903, 904 (Fla. 3d DCA 1992) ("[W]e reject the defendants’ contentions that (a) the non-compete provision of the agreement was illegal and therefore u......
  • Jupiter Med. Ctr. Inc. v. Visiting Nurse Ass'n of Fla. Inc., No. 4D10–1803.
    • United States
    • Court of Appeal of Florida (US)
    • November 10, 2011
    ...the arbitration award can be enforced.”). VNA also argues that JMC waived the defense of illegality. Miami Elecs. Ctr., Inc. v. Saporta, 597 So.2d 903, 904 (Fla. 3d DCA 1992) (“The defendants did not plead illegality as an affirmative defense, and the issue was not tried below by consent; a......
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6 cases
  • Sun Elastic Corp. v. O.B. Industries, No. 91-2199
    • United States
    • Court of Appeal of Florida (US)
    • June 9, 1992
    ...466 So.2d 212 (Fla.1985); Miller Mechanical, Inc. v. Page 519 Ruth, 300 So.2d 11 (Fla.1974); Miami Electronics Center, Inc. v. Saporta, 597 So.2d 903 (Fla. 3d DCA 1992). See generally Douglas Laycock, The Death of the Irreparable Injury Rule 47, 70 n. 114 (1991) (citing Capraro, 466 So.2d a......
  • White v. Miami Electronics Center, Inc., No. 95-3564
    • United States
    • Court of Appeal of Florida (US)
    • July 31, 1996
    ...be inequitably to interfere with the enforcement of the agreement specifically approved in Miami Electronics Center, Inc., v. Saporta, 597 So.2d 903 (Fla. 3d DCA 1992), review denied, 613 So.2d 8 (Fla.1992). See Fisher v. Davenport, 84 So.2d 910 (Fla.1956); Rosen v. Marlin, 486 So.2d 623 (F......
  • Jupiter Med. Ctr. Inc. v. Visiting Nurse Ass'n of Fla. Inc., No. 4D10–1803.
    • United States
    • Court of Appeal of Florida (US)
    • November 10, 2011
    ...the arbitration award can be enforced.”). VNA also argues that JMC waived the defense of illegality. Miami Elecs. Ctr., Inc. v. Saporta, 597 So.2d 903, 904 (Fla. 3d DCA 1992) (“The defendants did not plead illegality as an affirmative defense, and the issue was not tried below by consent; a......
  • Rauch, Weaver, Norfleet, Kurtz & Co. v. AJP Pine Island Warehouses, Inc., Nos. 4D20-352
    • United States
    • Court of Appeal of Florida (US)
    • March 17, 2021
    ...covenant under section 542.335 ’s predecessor, section 542.33, is an affirmative defense. See Miami Elecs. Ctr., Inc. v. Saporta , 597 So. 2d 903, 904 (Fla. 3d DCA 1992) ("[W]e reject the defendants’ contentions that (a) the non-compete provision of the agreement was illegal and therefore u......
  • Request a trial to view additional results

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