Burton v. Linotype Co., 556 So. 2d 1126 (Fla. 3d DCA 1989). · Go Syfert
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Burton v. Linotype Co., 556 So. 2d 1126 (Fla. 3d DCA 1989). Cases Citing This Book View Copy Cite
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cited 3× by 3 distinct cases · …fraud is ordinarily inappropriate for summary disposition; only after a full explanation of the facts and circumstances can the occurrence of fraud be determined.
41 citation events (18 in the last 25 years) across 9 distinct courts.
Strongest positive: GROVE HARBOUR MARINA AND CARIBBEAN MARKETPLACE, LLC, etc. v. GROVE BAY INVESTMENT GROUP, LLC, etc. (fladistctapp, 2023-05-31) · Strongest negative: Kee v. National Reserve Life Insurance (ca11, 1990-12-14)
Treatment trajectory · 1989 → 2026 · click a year to view as-of
1989 2007 2026
Top citers, strongest first. 33 distinct citers.
discussed Cited "but see" Kee v. National Reserve Life Insurance
11th Cir. · 1990 · signal: but see · confidence high
See also Rolls v. Bliss & Nyitray, Inc., 408 So.2d 229, 237 (Fla.Dist.Ct.App.1981) (stating that “since plaintiffs failed to prove that they sustained compensatory damages based on a theory of fraud which were in any way separate or distinguishable from their compensatory damages based on the contract, we conclude that the plaintiffs have failed to meet the strict pleading and proof requirements necessary to recover compensatory and punitive damages based on fraud.”); but see Burton v. Linotype Co., 556 So.2d 1126, 1128 (Fla.Dist.Ct.App.1989) (reversing summary judgment in favor of the def…
discussed Cited "but see" Kee, Ctl v. National Reserve Life Insurance Company
11th Cir. · 1990 · signal: but see · confidence high
See also Rolls v. Bliss & Nyitray, Inc., 408 So.2d 229, 237 (Fla.Dist.Ct.App.1981) (stating that "since plaintiffs failed to prove that they sustained compensatory damages based on a theory of fraud which were in any way separate or distinguishable from their compensatory damages based on the contract, we conclude that the plaintiffs have failed to meet the strict pleading and proof requirements necessary to recover compensatory and punitive damages based on fraud."); but see Burton v. Linotype Co., 556 So.2d 1126, 1128 (Fla.Dist.Ct.App.1989) (reversing summary judgment in favor of the defenda…
discussed Cited as authority (verbatim quote) GROVE HARBOUR MARINA AND CARIBBEAN MARKETPLACE, LLC, etc. v. GROVE BAY INVESTMENT GROUP, LLC, etc.
Fla. Dist. Ct. App. · 2023 · signal: see also · quote attribution · 1 verbatim quote · confidence high
fraud is ordinarily inappropriate for summary disposition; only after a full explanation of the facts and circumstances can the occurrence of fraud be determined.
discussed Cited as authority (verbatim quote) Global Quest, LLC v. Horizon Yachts, Inc.
11th Cir. · 2017 · signal: see also · quote attribution · 1 verbatim quote · confidence high
fraud is ordinarily inappropriate for summary disposition; only after a full explanation of the facts and circumstances can the occurrence of fraud be determined.
discussed Cited as authority (verbatim quote) Gorrin v. Poker Run Acquisitions, Inc.
Fla. Dist. Ct. App. · 2011 · quote attribution · 1 verbatim quote · confidence high
the law in florida is well settled that a party may not contractually thwart liability for its own fraud.
discussed Cited as authority (verbatim quote) PERSHING IND., INC. v. Estate of Sanz
Fla. Dist. Ct. App. · 1999 · signal: see · quote attribution · 1 verbatim quote · confidence high
fraud is ordinarily inappropriate for summary disposition; only after a full explanation of the facts and circumstances can the occurrence of fraud be determined.
discussed Cited as authority (verbatim quote) Williams Elec. Co., Inc. v. Honeywell, Inc.
N.D. Fla. · 1991 · signal: see · quote attribution · 1 verbatim quote · confidence high
fraud in the inducement and deceit are independent torts for which compensatory and punitive damages may be recovered
discussed Cited as authority (quoted) Grove Harbour Marina and Caribbean Marketplace, LLC, etc. v. Grove Bay Investment Group LLC, etc.
Fla. Dist. Ct. App. · 2024 · signal: see also · quote attribution · 1 verbatim quote · confidence low
failure of consideration is an affirmative defense and is the neglect, refusal, or failure of one of the parties to perform or furnish the consideration agreed upon.
discussed Cited as authority (rule) Viridis Corporation v. TCA Global Credit Master Fund, LP
11th Cir. · 2018 · confidence medium
See Oceanic Villas, Inc. v. Godson, 4 So. 2d 689, 690-91 (Fla. 1941) (holding that a contract provision cannot preclude a fraud claim unless the contract expressly states that it is incontestable on the ground of fraud); 12 Burton v. Linotype Co., 556 So. 2d 1126, 1127 (Fla. Dist.
discussed Cited as authority (rule) Genuinely Loving Childcare, LLC v. Bre Mariner Conway Crossings, LLC
Fla. Dist. Ct. App. · 2017 · confidence medium
Co., 162 So.3d 1079, 1080-81 (Fla. 5th DCA 2015) (quoting Lazar v. Allen, 347 So.2d 457, 458 (Fla. 2d DCA 1977)); Burton v. Linotype Co., 556 So.2d 1126, 1128 (Fla. 3d DCA 1989) (citing Moore Meats, Inc. v. Strawn, 313 So.2d 660, 661-62 (Fla. 1975)).
discussed Cited as authority (rule) Genuinely Loving Childcare v. Bre Mariner
Fla. Dist. Ct. App. · 2017 · confidence medium
Co., 162 So. 3d 1079, 1080-81 (Fla. 5th DCA 2015) (quoting Lazar v. Allen, 347 So. 2d 457, 458 (Fla. 2d DCA 1977)); Burton v. Linotype Co., 556 So. 2d 1126, 1128 (Fla. 3d DCA 1989) (citing Moore Meats, Inc. v. Strawn, 313 So. 2d 660, 661-62 (Fla. 1975)).
discussed Cited as authority (rule) Haynes v. Arman
Fla. Dist. Ct. App. · 2016 · confidence medium
Summary judgment was also improperly entered on Appellees’ fraud in the inducement claim. “[F]raud in the inducement is not ordinarily appropriate for summary disposition, since only after a full explanation of the facts and circumstances can the occurrence of fraud be determined.” Joseph v. Liberty Nat’l Bank, 873 So.2d 384, 389 (Fla. 5th DCA 2004) (citing Burton v. Linotype Co., 556 So.2d 1126, 1128 (Fla. 3d DCA 1989)).
discussed Cited as authority (rule) Viridis Corp. v. TCA Global Credit Master Fund, LP
S.D. Fla. · 2015 · confidence medium
In opposition, Plaintiffs argue that any "releases” are unenforceable because: (1) Defendants "may not contractually thwart liability for [their] own fraud,” Burton v. Linotype Co., 556 So.2d 1126, 1127 (Fla. 3d DCA 1989), and (2) the releases are unenforceable as they were procured by means of economic duress.
discussed Cited as authority (rule) Bosem v. Commerce & Industry Insurance Co.
Fla. Dist. Ct. App. · 2010 · confidence medium
Ordinarily, we would agree with Bosem that cases centering on allegations of fraud are unsuitable for summary judgment, see Burton v. Linotype Co., 556 So.2d 1126, 1128 (Fla. 3d DCA 1989); however, we have before us the extraordinary case where the facts evidencing fraud are so clear from the record that entry of summary judgment is not only appropriate, but compelled.
discussed Cited as authority (rule) Florida State Bd. of Ad. v. Engin., Environ. Serv., Inc.
D. Minnesota · 2003 · confidence medium
Assoc., Inc. v. Sand Cove Apartments, Inc., 749 So.2d 520 (F1.2d DCA 1999)(reversing trial court's decision to dismiss negligent misrepresentation claim based upon economic loss doctrine); see also Williams v. Bear Steams & Co., 725 So.2d 397 (Fla. 5th DCA 1998)(holding economic loss rule did not bar negligent *1020 misrepresentation claim where parties had no contract); Burton v. Linotype Co., 556 So.2d 1126, 1128 (Fla. 3d DCA 1989)(holding that negligent misrepresentation is a tort independent of breach of warranty claim).
discussed Cited as authority (rule) Florida State Board of Administration v. Law Engineering & Environmental Services, Inc.
D. Minnesota · 2003 · confidence medium
Assoc., Inc. v. Sand Cove Apartments, Inc., 749 So.2d 520 (Fl.2d DCA 1999)(reversing trial court’s decision to dismiss negligent misrepresentation claim based upon economic loss doctrine); see also Williams v. Bear Steams & Co., 725 So.2d 397 (Fla. 5th DCA 1998)(holding economic loss rule did not bar negligent misrepresentation claim where parties had no contract); Burton v. Linotype Co., 556 So.2d 1126, 1128 (Fla. 3d DCA 1989)(hold-ing that negligent misrepresentation is a tort independent of breach of warranty claim).
discussed Cited as authority (rule) Allocco v. City of Coral Gables
S.D. Fla. · 2002 · confidence medium
See Watson v. Jones, 25 So. 678 , 683 (Fla.1899) (explaining that case for false material statement negligently made is one of fraud); Burton v. Linotype Co., 556 So.2d 1126, 1129 (Fla. 3d DCA 1989) (stating that negligent misrepresentation is tantamount to fraud).
discussed Cited as authority (rule) Soler v. Secondary Holdings, Inc.
Fla. Dist. Ct. App. · 2000 · confidence medium
Nessim v. De Loache, 384 So.2d 1341, 1344 (Fla. 3d DCA 1980) (citations omitted); see Lewis v. Kranz, 599 So.2d 253 (Fla. 3d DCA 1992); Burton v. Linotype Co., 556 So.2d 1126, 1128 (Fla. 3d DCA 1989).
discussed Cited as authority (rule) Future Tech International, Inc. v. Tae Il Media, Ltd.
S.D. Fla. · 1996 · confidence medium
Thus, a fraud in the inducement claim [is not barred by] the Economic Loss Rule discussed in AFM Corp.”) (citations omitted); Burton v. Linotype Co., 556 So.2d 1126, 1128 (Fla. 3d Dist.Ct.App.1989) rev. denied, 564 So.2d 1086 (Fla.1990) (“[Plaintiffs] urge that negligent misrepresentation, fraud and misleading advertising are torts independent of their breach of warranty claims.
discussed Cited as authority (rule) Williams v. PEAK RESORTS INTERN. INC.
Fla. Dist. Ct. App. · 1996 · confidence medium
Co., 282 F.2d 106, 110 (9th Cir.1960), cert. denied, 368 U.S. 822 , 82 S.Ct. 41 , 7 L.Ed.2d 27 (1961)); see also HTP, Ltd. v. Lineas Aereas Costarricenses, S.A., 661 So.2d 1221 (Fla. 3d DCA 1995), rev. granted, 670 So.2d 938 (Fla.1996) (affirming trial court's ruling that plaintiff's action for fraud in the inducement was an independent tort that was not barred by the economic loss rule); Burton v. Linotype Co., 556 So.2d 1126, 1128 (Fla. 3d DCA 1989), rev. denied, 564 So.2d 1086 (Fla.1990) ("Fraud in the inducement and deceit are independent torts for which compensatory and punitive damages m…
cited Cited as authority (rule) Value House, Inc. v. MCI Telecommunications Corp.
D.D.C. · 1996 · confidence medium
See Pulte Home Corp. v. Osmose Wood Preserving, Inc., 60 F.3d 734, 742 (11th Cir.1995); Burton v. Linotype, 556 So.2d 1126, 1127-28 (Fla.Dist.Ct.App.1989).
discussed Cited as authority (rule) HTP v. Lineas Aereas Costarricenses
Fla. Dist. Ct. App. · 1995 · confidence medium
Burton v. Linotype Co., 556 So.2d 1126, 1128 (Fla. 3d DCA 1989), review denied, 564 So.2d 1086 (Fla. 1990) ("Fraud in the inducement and deceit are independent torts for which compensatory and punitive damages may be recovered.").
discussed Cited as authority (rule) Pulte Home Corp. v. Osmose Wood Preserving, Inc.
3rd Cir. · 1995 · confidence medium
See AFM Corp., 515 So.2d at 181-82 ; Burton v. Linotype Co., 556 So.2d 1126, 1128 (Fla. 3d Dist.Ct.App.1989) ("Fraud in the inducement and deceit are independent torts for which compensatory and punitive damages may be recovered."), review denied, 564 So.2d 1086 (Fla.1990). 28 Nevertheless, at trial, Pulte failed to prove its claim of fraud in the inducement.
discussed Cited as authority (rule) Pulte Home Corp. v. Osmose Wood Preserving, Inc.
11th Cir. · 1995 · confidence medium
See AFM Corp., 515 So.2d. at 181-82; Burton v. Linotype Co., 556 So.2d 1126, 1128 (Fla. 3d Dist.Ct.App.1989) (“Fraud in the inducement and deceit are independent torts for which compensatory and punitive damages may be recovered.”), review denied, 564 So.2d 1086 (Fla.1990).
cited Cited as authority (rule) Adee Resort Corp. v. Brewer & Co.
Fla. Dist. Ct. App. · 1995 · confidence medium
Co. v. Honeywell, Inc., 772 F.Supp. 1225, 1237-38 (N.D.Fla.1991); Burton v. Linotype Co., 556 So.2d 1126, 1128 (Fla. 3d DCA 1989), rev. denied, 564 So.2d 1086 (Fla.1990).
cited Cited as authority (rule) Smith v. Bank of New York
Bankr. S.D. Florida · 1993 · confidence medium
See C & J Sapp Publishing Co. v. Tandy Corp., 585 So.2d 290, 291 (Fla.Ct.App.1990); and Burton v. Linotype Co., 556 So.2d 1126, 1128 (Fla.Ct.App.1989).
cited Cited as authority (rule) Kingston Square Tenants Ass'n v. Tuskegee Gardens, Ltd.
S.D. Fla. · 1992 · confidence medium
Burton v. Linotype Co., 556 So.2d 1126, 1128 (Fla. 3d Dist.Ct.App.1989); Williams, 772 F.Supp. at 1237 .
cited Cited "see" Joseph v. Liberty Nat. Bank
Fla. Dist. Ct. App. · 2004 · signal: see · confidence high
See Burton, 556 So.2d at 1128 .
discussed Cited "see" Dembovich v. Donald B. Rice Tire Co.
Fla. Dist. Ct. App. · 2001 · signal: see · confidence high
See Burton v. Linotype Co., 556 So.2d 1126 (Fla. 3d DCA 1989), review denied, 564 So.2d 1086 (Fla.1990); Nessim v. DeLoache, 384 So.2d 1341 (Fla. 3d DCA 1980); Hermes v. Anton, 300 So.2d 46 (Fla. 3d DCA 1974).
discussed Cited "see" Atlantic Security Bank v. Adiler S.A.
Fla. Dist. Ct. App. · 2000 · signal: see · confidence high
See Burton v. Linotype Co., 556 So.2d 1126 (Fla. 3d DCA 1989)(coneluding double recovery may not be derived from one element of damages); Besett v. Basnett, 437 So.2d 172 (Fla. 2d DCA 1983)(double recovery on. both fraud and negligent misrepresentation prohibited).
cited Cited "see" Skyline Computer Corp. v. Encore Computer Corp.
Fla. Dist. Ct. App. · 1997 · signal: see · confidence high
See Burton v. Linotype Co., 556 So.2d 1126, 1128 (Fla. 3d DCA 1989).
discussed Cited "see" Perlman v. Prudential Ins. Co.
Fla. Dist. Ct. App. · 1997 · signal: see · confidence high
See Burton v. Linotype Co., 556 So.2d 1126 (Fla. 3d DCA 1989), review denied, 564 So.2d 1086 (Fla.1990); Machado v. Foreign Trade, Inc., 478 So.2d 405 (Fla. 3d DCA 1985); Gold v. Wolkowitz, 430 So.2d 556 (Fla. 3d DCA 1983), pet. for review denied, 437 So.2d 677 (Fla.1983); Ashland Oil, Inc. v. Pickard, 269 So.2d 714 (Fla. 3d DCA 1972), cert. denied, 285 So.2d 18 (Fla.1973).
cited Cited "see, e.g." Beach Community Bank v. CBG Real Estate LLC
11th Cir. · 2017 · signal: see also · confidence medium
See also Burton v. Linotype Co., 556 So.2d 1126, 1129 (Fla. 3d DCA 1989) ("Negligent misrepresentation is tantamount to fraud.”) (citations omitted).
Harvey BURTON, Bonnie Burton, His Wife, and Miami Laser Graphics, Inc., Appellants,
v.
LINOTYPE Company, Bunker-Ramo Eltra Corporation and Dennis Eaves, Appellees.
88-2352.
District Court of Appeal of Florida, Third District.
Nov 14, 1989.
556 So. 2d 1126
Hubbart, Baskin and Ferguson.
Cited by 34 opinions  |  Published
1 passage pin-cited by 1 case
Pinpoint authority: bottom 64%
Citer courts: District Court of Appeal of Fl… (1)

[*1127] Thornton, David & Murray and Linda Ann Singer, Miami, for appellants.

Kaufman, Miller, Dickstein, Grunspan & Oster and Jonathan Oster, Miami, for appellees.

Before HUBBART, BASKIN and FERGUSON, JJ.

BASKIN, Judge.

Harvey Burton, Bonnie Burton, and Miami Laser Graphics, Inc., [MLG] sued Linotype Company, Bunker-Ramo Eltra Corporation, and Dennis Eaves for damages predicated on fraud and deceit, negligent misrepresentation, and false advertising. They claimed that appellees' conduct induced them to enter a contract to lease the Linotype Graphic System — ST. They also alleged breach of express and implied warranties under the lease agreement. Linotype counterclaimed, asserting breach of contract and replevin claims as well as breach of guaranty by the Burtons. Linotype requested a summary judgment, alleging that the warranty disclaimers and limitation of liability clauses in the lease foreclosed its liability, and that Burton and MLG's claims for fraud, negligent misrepresentation and false advertising were barred by their failure to allege a tort independent of contract claims, a fact they contended also precluded claims for economic damages. The trial court granted the motion and entered final summary judgment. Burton and MLG appeal; we reverse.

The law in Florida is well settled that a party may not contractually thwart liability for its own fraud. "Fraud is an intentional tort and thus not subject to the cathartic effect of the exculpatory clauses found in contracts." L. Luria & Son, Inc. v. Honeywell, Inc., 460 So.2d 521, 523 (Fla. 4th DCA 1984); Oceanic Villas v. Godson, 148 Fla. 454, 4 So.2d 689 (1941); Goyings v. Jack and Ruth Eckerd Found., 403 So.2d 1144 (Fla. 2d DCA 1981); Zuckerman-Vernon Corp. v. Rosen, 361 So.2d 804 (Fla. 4th DCA 1978); Fuentes v. Owen, 310 So.2d 458 (Fla. 3d DCA 1975). Thus, the claims of Burton and MLG for damages arising from fraud and deceit and false advertising are not precluded by the exculpatory clauses contained in the lease.

[*1128] The law is equally clear that clauses exculpating negligence liability are disfavored and will not be enforced unless the language of the exculpatory clause is clear and unambiguous. Mankap Enter., Inc. v. Wells Fargo Alarm Serv., 427 So.2d 332 (Fla. 3d DCA 1983); Goyings; Fuentes.[1] In the case before us, the exculpatory clauses do not specifically exclude liability for the lessor's negligence, and do not bar the claims of Burton and MLG based on negligent misrepresentation.

Next, Burton and MLG argue that the language of the disclaimer clause does not specifically preclude a breach of warranty claim. That argument lacks merit under ordinary principles of contract construction. See Royal Inv. & Dev. Corp. v. Monty's Air Conditioning Serv., Inc., 511 So.2d 419 (Fla. 4th DCA 1987); Bay Management, Inc. v. Beau Monde, Inc., 366 So.2d 788 (Fla. 2d DCA 1978). As an affirmative defense, Linotype asserted the limited warranty clause. However, the contention that the limited warranty failed of its essential purpose was an avoidance which Burton and MLG waived by failing to plead in a reply. See Moore Meats, Inc. v. Strawn, 313 So.2d 660 (Fla. 1975); Gulf Life Ins. Co. v. Ferguson, 59 So.2d 371 (Fla. 1952); North Am. Philips Corp., Inc. v. Boles, 405 So.2d 202 (Fla. 4th DCA 1981); Foliage Corp. of Fla., Inc. v. Watson, 381 So.2d 356 (Fla. 5th DCA 1980); Tax v. Keiser, 328 So.2d 517 (Fla. 4th DCA 1976); see also Reno v. Adventist Health Systems/Sunbelt, Inc., 516 So.2d 63 (Fla. 2d DCA 1987); Kitchen v. Kitchen, 404 So.2d 203 (Fla. 2d DCA 1981). The general denial was insufficient to overcome waiver, and summary judgment was therefore appropriate.

Third, MLG and Burton urge that negligent misrepresentation, fraud and misleading advertising are torts independent of their breach of warranty claims. We agree. Fraud in the inducement and deceit are independent torts for which compensatory and punitive damages may be recovered. Gold v. Wolkowitz, 430 So.2d 556 (Fla. 3d DCA), review denied, 437 So.2d 677 (Fla. 1983); Sprayberry v. Sheffield Auto & Truck Serv., Inc., 422 So.2d 1073 (Fla. 1st DCA 1982); Ashland Oil, Inc. v. Pickard, 269 So.2d 714 (Fla. 3d DCA 1972), cert. denied, 285 So.2d 18 (Fla. 1973). Because the claim based on misleading advertising requires the same proof as the fraud claim, it is also an independent tort claim. See Vance v. Indian Hammock Hunt & Riding Club, Ltd., 403 So.2d 1367 (Fla. 4th DCA 1981). Linotype urges that notwithstanding this general principle of law, MLG and Burton have failed to plead damages or facts different from those suffered from the breach of contract, and therefore their tort claims cannot be maintained. Rosen v. Marlin, 486 So.2d 623 (Fla. 3d DCA), review denied, 494 So.2d 1151 (Fla. 1986); Rolls v. Bliss & Nyitray, Inc., 408 So.2d 229 (Fla. 3d DCA 1981). Linotype anticipates that MLG and Burton will be unable to prove fraud damages distinct from contract damages because the relief segments of the complaint are identical. Linotype presumes too much: Burton and MLG seek general relief and not specific dollar amounts. At trial, Burton and MLG may be able to establish, for example, that the loss of business suffered as a result of the alleged fraud is different from the loss of business occasioned by the failure of the machinery to work properly. Under the facts of this case, it would be premature to foreclose proof of differentiated damages.[2]

Fraud is ordinarily inappropriate for summary disposition; only after a full explanation of the facts and circumstances can the occurrence of fraud be determined. Department of Revenue v. Rudd, 545 So.2d 369 (Fla. 1st DCA 1989); Brock v. G.D. Searle & Co., 530 So.2d 428 (Fla. 1st[*1129] DCA 1988); Richards v. Wax, 511 So.2d 433 (Fla. 3d DCA 1987); Levey v. Getelman, 408 So.2d 663 (Fla. 3d DCA 1981); Alepgo Corp. v. Pozin, 114 So.2d 645 (Fla. 3d DCA 1959), cert. denied, 117 So.2d 842 (Fla. 1960). Negligent misrepresentation is tantamount to fraud, Ostreyko v. B.C. Morton Org., Inc., 310 So.2d 316 (Fla. 3d DCA 1975); Kutner v. Kalish, 173 So.2d 763 (Fla. 3d DCA), cert. denied, 183 So.2d 210 (Fla. 1965). Unresolved issues of fact remain concerning whether Linotype fraudulently induced MLG and Burton to enter the lease and the guaranty; thus, summary judgment was inappropriate as to fraud, negligent misrepresentation, and misleading advertising questions.

Our reversal compels us to reverse the summary judgment entered in favor of Linotype on its corresponding counterclaim for breach of contract, breach of guaranty and replevin of the LGS-ST, now rendered premature.

In summary, we affirm the summary judgment as to the breach of warranty claim and reverse the summary judgment in all other respects.

Affirmed in part; reversed in part; remanded for further proceedings.

1 For an example of an enforceable exculpatory clause which precludes liability for negligence, see Meeting Makers, Inc. v. American Airlines, Inc., 513 So.2d 700 (Fla. 3d DCA 1987).
2 Of course, a double recovery may not be derived from one element of damages, National Aircraft Serv., Inc. v. Aeroserv Int'l, Inc., 544 So.2d 1063 (Fla. 3d DCA 1989); Besett v. Basnett, 437 So.2d 172 (Fla. 2d DCA 1983), nor may punitive damages be recovered in the absence of proof of conduct independent of the conduct constituting the breach of contract. Taylor v. Kenco Chemical & Mfg. Corp., 465 So.2d 581 (Fla. 1st DCA 1985).