|
|
The 2025 Florida Statutes
|
|
|
|
|
F.S. 320.641320.641 Discontinuations, cancellations, nonrenewals, modifications, and replacement of franchise agreements.—(1)(a) An applicant or licensee shall give written notice to the motor vehicle dealer and the department of the licensee’s intention to discontinue, cancel, or fail to renew a franchise agreement or of the licensee’s intention to modify a franchise or replace a franchise with a succeeding franchise, which modification or replacement will adversely alter the rights or obligations of a motor vehicle dealer under an existing franchise agreement or will substantially impair the sales, service obligations, or investment of the motor vehicle dealer, at least 90 days before the effective date thereof, together with the specific grounds for such action. (b) The failure by the licensee to comply with the 90-day notice period and procedure prescribed herein shall render voidable, at the option of the motor vehicle dealer, any discontinuation, cancellation, nonrenewal, modification, or replacement of any franchise agreement. Designation of a franchise agreement at a specific location as a “nondesignated point” shall be deemed an evasion of this section and constitutes an unfair cancellation. (2) Franchise agreements are deemed to be continuing unless the applicant or licensee has notified the department of the discontinuation of, cancellation of, failure to renew, modification of, or replacement of the agreement of any of its motor vehicle dealers; and annual renewal of the license provided for under ss. 320.60-320.70 is not necessary for any cause of action against the licensee. (3) Any motor vehicle dealer who receives a notice of intent to discontinue, cancel, not renew, modify, or replace may, within the 90-day notice period, file a petition or complaint for a determination of whether such action is an unfair or prohibited discontinuation, cancellation, nonrenewal, modification, or replacement. Agreements and certificates of appointment must continue in effect until final determination of the issues raised in such petition or complaint by the motor vehicle dealer. A discontinuation, cancellation, or nonrenewal of a franchise agreement is unfair if it is not clearly permitted by the franchise agreement; is not undertaken in good faith; is not undertaken for good cause; or is not based on a material and substantial breach of the franchise agreement by the motor vehicle dealer; or, if the grounds relied upon for termination, cancellation, or nonrenewal have not been applied in a uniform and consistent manner by the licensee. If the notice of discontinuation, cancellation, or nonrenewal relates to an alleged failure of the new motor vehicle dealer’s sales or service performance obligations under the franchise agreement, the new motor vehicle dealer must first be provided with at least 180 days to correct the alleged failure before a licensee may send the notice of discontinuation, cancellation, or nonrenewal. A modification or replacement is unfair if it is not clearly permitted by the franchise agreement; is not undertaken in good faith; or is not undertaken for good cause. The applicant or licensee has the burden of proof that such discontinuation, cancellation, nonrenewal, modification, or replacement is fair and not prohibited. (4) Notwithstanding any other provision of this section, the failure of a motor vehicle dealer to be engaged in business with the public for 10 consecutive business days constitutes abandonment by the dealer of his or her franchise agreement. If any motor vehicle dealer abandons his or her franchise agreement, he or she has no cause of action under this section. For the purpose of this section, a dealer shall be considered to be engaged in business with the public if a sales and service facility is open and is performing such services 8 hours a day, 5 days a week, excluding holidays. However, it will not be considered abandonment if such failure to engage in business is due to an act of God, a work stoppage, or a delay due to a strike or labor difficulty, a freight embargo, or other cause over which the motor vehicle dealer has no control, including any violation of ss. 320.60-320.70. (5) Notwithstanding any other provision of this section, if a motor vehicle dealer has abandoned his or her franchise agreement as provided in subsection (4), the licensee may give written notice to the dealer and the department of the licensee’s intention to discontinue, cancel, or fail to renew the franchise agreement with the dealer at least 15 days before the effective date thereof, specifying the grounds for such action. A motor vehicle dealer receiving such notice may file a petition or complaint for determination of whether in fact there has been an abandonment of the franchise. (6) If the complainant motor vehicle dealer prevails, he or she shall have a cause of action against the licensee for reasonable attorneys’ fees and costs incurred by him or her in such proceeding, and he or she shall have a cause of action under s. 320.697. (7) Except as provided in s. 320.643, no replacement motor vehicle dealer shall be named for this point or location to engage in business and the franchise agreement shall remain in effect until a final judgment is entered after all appeals are exhausted, provided that, when a motor vehicle dealer appeals a decision upholding a discontinuation, cancellation, or nonrenewal based upon abandonment or revocation of the dealer’s license pursuant to s. 320.27, as lawful reasons for such discontinuation, cancellation, or nonrenewal, the franchise agreement shall remain in effect pending exhaustion of all appeals only if the motor vehicle dealer establishes a likelihood of success on appeal and that the public interest will not be harmed by keeping the franchise agreement in effect pending entry of final judgment after such appeal. (8) If a transfer is proposed pursuant to s. 320.643(1) or (2) after a notice of intent to discontinue, cancel, or not renew a franchise agreement is received but, prior to the final determination, including exhaustion of all appellate remedies of a motor vehicle dealer’s complaint or petition contesting such action, the termination proceedings shall be stayed, without bond, during the period that the transfer is being reviewed by the licensee pursuant to s. 320.643. During the period that the transfer is being reviewed by the licensee, pursuant to s. 320.643, the franchise agreement shall remain in full force and effect, and the motor vehicle dealer shall retain all rights and remedies pursuant to the terms and conditions of the franchise agreement and applicable law, including all rights of transfer until such time as the licensee has accepted or rejected the proposed transfer. If the proposed transfer is rejected, the motor vehicle dealer shall retain all of its rights pursuant to s. 320.643 to an administrative determination as to whether the licensee’s rejection is in compliance with the provisions of s. 320.643, and during the pendency of any such administrative proceeding, and any related appellate proceedings, the termination proceedings shall remain stayed without bond, the franchise agreement shall remain in full force and effect, and the motor vehicle dealer shall retain all rights and remedies pursuant to the terms and conditions of the franchise agreement and applicable law, including all rights of transfer. If a transfer is approved by the licensee or mandated by law, the termination proceedings shall be dismissed with prejudice as moot. This subsection applies only to the first two proposed transfers pursuant to s. 320.643(1) or (2) after notice of intent to discontinue, cancel, or not renew is received. History.—s. 9, ch. 70-424; s. 1, ch. 70-439; s. 3, ch. 76-168; s. 1, ch. 77-457; ss. 6, 16, 17, ch. 80-217; ss. 2, 3, ch. 81-318; s. 6, ch. 84-69; ss. 11, 20, 21, ch. 88-395; s. 4, ch. 91-429; s. 373, ch. 95-148; s. 22, ch. 2001-196; s. 2, ch. 2007-195; s. 3, ch. 2017-187; s. 2, ch. 2025-38.
| |
Annotations, Discussions, Cases:
Cases Citing Statute 320.641
Total Results: 33
459 F.3d 1249, 2006 U.S. App. LEXIS 20593, 46 Bankr. Ct. Dec. (CRR) 255, 2006 WL 2327562
Court of Appeals for the Eleventh Circuit | Filed: Aug 11, 2006 | Docket: 213206
Cited 58 times | Published
the Distribution/Franchise Agreement (Fla.Stat. § 320.641) against all defendants; (12) Illegal Conduct
316 So. 2d 557, 1975 Fla. LEXIS 3544
Supreme Court of Florida | Filed: Jul 2, 1975 | Docket: 1746157
Cited 32 times | Published
days notice of termination as required by Section 320.641(1)(a). That order is the subject of this appeal
773 F.2d 1193, 1985 U.S. App. LEXIS 23701
Court of Appeals for the Eleventh Circuit | Filed: Oct 15, 1985 | Docket: 271345
Cited 25 times | Published
Honda violated sections 320.64(4) and (8) and section 320.641 of the Florida Statutes. Under section 320
32 F.3d 528, 1994 U.S. App. LEXIS 26174
Court of Appeals for the Eleventh Circuit | Filed: Sep 21, 1994 | Docket: 1036393
Cited 24 times | Published
dissent.
1
Section 320.641(1)(a) requires a manufacturer to give 90 days
356 So. 2d 908
District Court of Appeal of Florida | Filed: Mar 28, 1978 | Docket: 1478828
Cited 18 times | Published
dealership franchise of Alpine Motors, Inc. Section 320.641(3), Florida Statutes (1977), provides:
*909
694 So. 2d 61, 1997 WL 174345
District Court of Appeal of Florida | Filed: Apr 14, 1997 | Docket: 1732769
Cited 15 times | Published
Florida ADDA. Appellant alleges violation of section 320.641, unfair cancellation of franchise agreements;
35 B.R. 544, 80 A.L.R. Fed. 361, 1983 Bankr. LEXIS 4920, 11 Bankr. Ct. Dec. (CRR) 517
United States Bankruptcy Court, S.D. Florida. | Filed: Nov 30, 1983 | Docket: 1463591
Cited 14 times | Published
Safety and Motor Vehicles, pursuant to Fla.Stat. § 320.641 on or before September 30, 1983."
E. Thus, as
616 So. 2d 512, 1993 Fla. App. LEXIS 3213, 1993 WL 74951
District Court of Appeal of Florida | Filed: Mar 18, 1993 | Docket: 2517668
Cited 11 times | Published
Motor Vehicles (DHSMV) on the authority of section 320.641, Florida Statutes (1987), seeking a determination
134 B.R. 676, 22 Bankr. Ct. Dec. (CRR) 656, 1991 Bankr. LEXIS 1839
United States Bankruptcy Court, M.D. Florida | Filed: Dec 20, 1991 | Docket: 1454138
Cited 10 times | Published
agreement terminated pursuant *678 to Fla.Stat. § 320.641(4). From this it follows that there is no longer
865 F. Supp. 1504, 1994 U.S. Dist. LEXIS 15349, 1994 WL 592318
District Court, N.D. Florida | Filed: Sep 30, 1994 | Docket: 1628694
Cited 7 times | Published
reported decision of a Florida court construing Section 320.641, Florida Statutes, in the context of the claim
750 F.2d 895, 1985 U.S. App. LEXIS 27550
Court of Appeals for the Eleventh Circuit | Filed: Jan 16, 1985 | Docket: 484228
Cited 7 times | Published
and motor vehicle consumers. In addition, section 320.641 prohibits unfair cancellations of franchise
455 So. 2d 404
District Court of Appeal of Florida | Filed: Jul 11, 1984 | Docket: 1692599
Cited 6 times | Published
of the 1980 amendment, reasoning that under section 320.641(3), Florida Statutes (1971), all beneficial
275 So. 2d 26
District Court of Appeal of Florida | Filed: Mar 8, 1973 | Docket: 1726803
Cited 6 times | Published
a license to operate a Datsun dealership. Section 320.641 et seq., Florida Statutes, F.S.A.
Nissan Motor
561 So. 2d 620
District Court of Appeal of Florida | Filed: May 3, 1990 | Docket: 1480920
Cited 5 times | Published
complaint with the Department pursuant to section 320.641, Florida Statutes (1985), alleging unfair termination
773 F.2d 1193
Court of Appeals for the Eleventh Circuit | Filed: Oct 15, 1985 | Docket: 66210936
Cited 4 times | Published
Honda violated sections 320.64(4) and (8) and section 320.641 of the Florida Statutes. Under section 320
353 So. 2d 144
District Court of Appeal of Florida | Filed: Nov 29, 1977 | Docket: 424303
Cited 4 times | Published
Rich Motors. The Director has so acted under Section 320.641, Florida Statutes (1975), which allows him
290 So. 2d 576
District Court of Appeal of Florida | Filed: Feb 14, 1974 | Docket: 450882
Cited 4 times | Published
between the parties until complying with Florida Statute 320.641, F.S.A.
The trial court entered a final
60 F. Supp. 3d 1252, 2014 U.S. Dist. LEXIS 163334, 2014 WL 6601150
District Court, N.D. Florida | Filed: Nov 20, 2014 | Docket: 64298459
Cited 2 times | Published
would be in violation of any of the provisions of § 320.641.
(8) The applicant or licensee discontinued, canceled
315 B.R. 148, 2004 U.S. Dist. LEXIS 17401, 2004 WL 2137360
District Court, M.D. Florida | Filed: Aug 26, 2004 | Docket: 2518287
Cited 2 times | Published
Distribution/Franchise Agreements, Florida Statute § 320.641; and (XIV) Constructive Termination of Distribution
261 So. 3d 600
District Court of Appeal of Florida | Filed: Jan 9, 2019 | Docket: 8485193
Cited 1 times | Published
determination that the dealers were entitled to
section 320.641 fairness hearings on the challenged policies;
720 So. 2d 563, 1998 WL 658274
District Court of Appeal of Florida | Filed: Sep 28, 1998 | Docket: 1371139
Cited 1 times | Published
challenge to the facial constitutionality of section 320.641(3), Florida Statutes (1995). Key Haven Associated
32 F.3d 528, 1994 WL 478594
Court of Appeals for the Eleventh Circuit | Filed: Sep 21, 1994 | Docket: 64018138
Cited 1 times | Published
resolved the management dispute.1
Pursuant to § 320.641, MSP filed an administrative complaint with the
District Court of Appeal of Florida | Filed: May 4, 2022 | Docket: 63285682
Published
following the procedures set forth in
Florida Statute §320.641. [The dealer] seeks a declaration
District Court of Appeal of Florida | Filed: Apr 20, 2022 | Docket: 63249407
Published
following the procedures set forth in
Florida Statute §320.641. [The dealer] seeks a declaration
38 So. 3d 205, 2010 Fla. App. LEXIS 8178, 2010 WL 2292933
District Court of Appeal of Florida | Filed: Jun 9, 2010 | Docket: 1658348
Published
for an administrative hearing pursuant to section 320.641(3), Florida Statutes (2008), which provides:
814 So. 2d 1237, 2002 Fla. App. LEXIS 6032, 2002 WL 851242
District Court of Appeal of Florida | Filed: May 3, 2002 | Docket: 64814706
Published
Complaint, the Plaintiff alleges violation of § 320.641 and § 320.645, Fla. Stat., and has asked that
675 So. 2d 661, 1996 Fla. App. LEXIS 6303, 1996 WL 324665
District Court of Appeal of Florida | Filed: Jun 14, 1996 | Docket: 64765446
Published
the limited class of dealers protected by section 320.641, Florida Statutes (1993). The Department of
658 So. 2d 1187, 1995 Fla. App. LEXIS 8488, 1995 WL 469641
District Court of Appeal of Florida | Filed: Aug 10, 1995 | Docket: 64758156
Published
Auto Dealerships, Inc. (Crown) pursuant to section 320.641, Florida Statutes (1993). We affirm.
Ferrari
623 So. 2d 810, 1993 Fla. App. LEXIS 8937, 1993 WL 328485
District Court of Appeal of Florida | Filed: Aug 30, 1993 | Docket: 64698532
Published
1991, Machado filed a petition pursuant to section 320.641(5) for determination of whether an abandonment
581 So. 2d 637, 1991 Fla. App. LEXIS 5638, 1991 WL 103480
District Court of Appeal of Florida | Filed: Jun 12, 1991 | Docket: 64659591
Published
dismiss the petition as untimely. It relied on section 320.641(5) which provides:
[I]f a motor vehicle dealer
750 F.2d 895
Court of Appeals for the Eleventh Circuit | Filed: Jan 16, 1985 | Docket: 66203134
Published
and motor vehicle consumers. In addition, section 320.641 prohibits unfair cancellations of franchise
419 So. 2d 385, 1982 Fla. App. LEXIS 21166
District Court of Appeal of Florida | Filed: Sep 14, 1982 | Docket: 64592075
Published
complaint for attorneys’ fees filed pursuant to Section 320.-641(5), Florida Statutes (1981). The basis for
356 So. 2d 908, 1978 Fla. App. LEXIS 15561
District Court of Appeal of Florida | Filed: Mar 28, 1978 | Docket: 64563588
Published
dealership franchise of Alpine Motors, Inc. Section 320.641(3), Florida Statutes (1977), provides:
*909(3)
