Third District Court of Appeal
State of Florida
Opinion filed April 14, 2021.
Not final until disposition of timely filed motion for rehearing.
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No. 3D20-1660
Lower Tribunal No. 19-27083
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FM 3 Liquors, Inc., et al.,
Appellants,
vs.
Stanley Bien-Aime,
Appellee.
An Appeal from a non-final order from the Circuit Court for Miami-Dade
County, Mavel Ruiz, Judge.
Easley Appellate Practice, PLLC., and Dorothy F. Easley; Samuel A.
Rubert, P.A., and Samuel A. Rubert (Weston), for appellants.
Coffey Burlington P.L., and Jeffrey B. Crockett; Silver & Silver
Attorneys, and Ira S. Silver, for appellee.
Before FERNANDEZ, LINDSEY, and BOKOR, JJ.
PER CURIAM.
FM3 Liquors, Inc. and its principal, Franklin Marie (“Tenant”), appeal
an order granting the motion of Stanley Bien-Aime (“Landlord”) for immediate
possession of a commercial property Tenant had been occupying for the
past decade pursuant to a written lease.1 The sole issue before us is
whether the lower court properly awarded Landlord immediate possession
of the property following the expiration of the lease term. While the
expiration of the lease was not disputed, Tenant contends he was entitled to
either renew the lease or purchase the property.
Renewal is foreclosed by this court’s recent opinion in Jahangiri v.
1830 N. Bayshore LLC,
253 So. 3d 699, 701 (Fla. 3d DCA 2018) (“[T]he
amount of rental is an essential element of a lease, if not the basis for a
lease, and an agreement to make a lease, or to renew or extend a lease,
that fails to specify either the amount of the rental or a definite procedure to
be followed to establish the amount of the rental, is too indefinite to be legally
binding and enforceable.” (quoting Edgewater Enters., Inc. v. Holler,
426 So.
2d 980, 983 (Fla. 5th DCA 1982))).
Thus, the remaining issue for our resolution is the interpretation of the
purchase option embodied within the lease. We review de novo. See Dezer
1
Florida Rule of Appellate Procedure 9.130(a)(3)(C)(ii) authorizes appeals
of nonfinal orders that determine “the right to immediate possession of
property . . . .”
2
Intracoastal Mall, LLC v. Seahorse Grill, LLC,
277 So. 3d 187, 190 (Fla. 3d
DCA 2019) (“The interpretation of a contract involves a pure question of law
for which this court applies a de novo standard of review.” (quoting Dirico v.
Redland Estates, Inc.,
154 So. 3d 355, 357 (Fla. 3d DCA 2014))).
The relevant language, which the lower court interpreted to allow for a
one-time option to purchase at the end of the first year, provides:
LEASE PAYMENTS. Tenant shall pay to Landlord
monthly installments of $1,900.00, payable in
advance on the first day of each month, for the initial
One (1) years of the lease term. Tenant has option
to purchase property at the end of first year lease
for $320,000. The next five years shall be at
market value or CPI. The remaining five years will
also be at market value or CPI.
(Emphasis added).
The lower court interpreted the additional language set forth below as
allowing Tenant a right of first refusal to purchase the property should there
be another potential buyer within the term of the lease.
RENEWAL TERMS. This Lease shall renew with 90
day prior notice from tenant for an additional period
of five years renewal term, unless tenant gives
written notice of termination no later than 90 days
prior to the end of the term or renewal term. This
lease may be terminated within 30 days if the city or
zoning department will not renew or allow the tenant
to conduct business operations as stated under “use
of premises”. The lease terms during any such
3
renewal term shall be the same as those contained
in this Lease except that the lease installment
payments shall be current market value at the time of
the renewal. Tenant will have first option to
purchase property during lease term. Tenant will
have 30 days to exercise its option with written
notice to landlord. This lease shall withstand any
sales or transfers of the property with the same
terms and conditions.
(Emphasis added).
We agree with the lower court’s interpretations. Further, Tenant’s
letter purporting to exercise the option to purchase, which stated its purchase
offer, in its entirety, as follows: “Pursuant to the paragraph titled LEASE
PAYMENTS on page one of the Lease, my client, Franklin Marie, hereby
exercises his option to purchase the Premises as defined therein for its
‘market value or CPI’” was too indefinite to be enforceable under Jahangiri.
Affirmed.
4
