Commercial Reasonableness

147 Florida cases classified under this topic · sorted by citation count · see the citation graph · browse and sort

• Tropical Jewelers, Inc. v. Nationsbank
  781 So. 2d 392· Fla. 3d DCA· 2000-12-27 ·cited 11×
  The Florida Third District Court of Appeal held that a guarantor is a 'debtor' under Article 9 of the Uniform Commercial Code and therefore cannot waive the statutory requirement that a secured creditor dispose of collateral in a commercially reasonable manner. The court reversed
• Trisha L. Ciffo v. Pub. Storage Mgmt., Inc.
  622 So. 2d 1053· Fla. 4th DCA· 1993-07-28 ·cited 10×
  Trisha Ciffo appeals a summary judgment dismissing her conversion claim against a public storage company. The trial court relied on a prior summary judgment against her from an earlier lawsuit, but the appellate court reverses, holding that the prior judgment's bar on her standin
• Republic Nat'l Bank OF Miami v. Fid. & Deposit Co. OF Md.
  894 F.2d 1255· 11th Cir.· 1990-02-20 ·cited 10×
  The dissent argues the majority erred in holding that the bank could not recover under the Banker's Blanket Bond for losses arising from reliance on forged bills of lading.
• In re Excello Press, Inc.
  890 F.2d 896· 7th Cir.· 1989-11-20 ·cited 10×
  The court held that the district court's determination that Metlife failed to provide adequate notice of the sale of collateral and failed to rebut the presumption of value was not clearly erroneous, thus affirming the judgment.
• Williams v. Kloeppel
  537 So. 2d 1033· Fla. 1st DCA· 1988-12-29 ·cited 10×
  Williams, a secured creditor, repossessed and sold a boat after the debtor defaulted, but the trial court applied the doctrine of estoppel to bar his deficiency judgment claim based on an inconsistent valuation stated in the replevin complaint. The appellate court reversed, holdi
• Leasing Serv. Corp. v. River City Constr., Inc.
  743 F.2d 871· 11th Cir.· 1984-10-09 ·cited 10×
  The court held that the assignee was a holder in due course, the sale of repossessed equipment was commercially reasonable, and the lease was not a conditional sale, but modified the damages award by striking the award for breach of the purchase option.
• United States v. Warwick
  695 F.2d 1063· 7th Cir.· 1982-12-22 ·cited 10×
  The court held that the appellants were principals on the note, not sureties, and that even if they were sureties, they waived their right to release due to loan modifications. The court also held that the sale of collateral was commercially reasonable.
• RCM Supply Co., Inc. v. Hunter Douglas, Inc.
  686 F.2d 1074· 4th Cir.· 1982-09-07 ·cited 10×
  The court held that the plaintiff failed to present sufficient evidence to establish the relevant geographic market for its antitrust claim and failed to prove specific expenditures for its detrimental reliance claim. The court also found the jury instructions for malicious inter
• United States v. Irby
  618 F.2d 352· 5th Cir.· 1980-06-05 ·cited 10×
  The court held that Mississippi real property law, not the Uniform Commercial Code, governs the reasonableness of a foreclosure sale of real property interests, and that sovereign immunity does not bar counterclaims arising from the same transaction as the government's claim.
• Leasing Assocs., Inc. v. Slaughter & SON, Inc.
  450 F.2d 174· 8th Cir.· 1971-10-21 ·cited 10×
  The court held that the defense of illegality based on failure to qualify to do business was not properly preserved, but the evidence was insufficient to prove reasonable notice of the log loader sale, requiring a remand for that portion of the judgment.
• The Original Great Am. Chocolate Chip Cookie Co. v. River Valley Cookies
  970 F.2d 273· 7th Cir.· 1992-07-20 ·cited 9×
  The dissenting judge would affirm the district court's judgment, disagreeing with the majority's reversal.
• First Nationwide Bank v. Fla. Software Servs., Inc.
  770 F. Supp. 1537· M.D. Fla.· 1991-07-19 ·cited 8×
  The court held that the acquisitions of the insolvent financial institutions by FNB did not violate the anti-assignment clauses of the software license agreements, and Kirchman and FSS were not entitled to new license fees.
• In re Kirkland v. Kirkland
  915 F.2d 1236· 9th Cir.· 1990-10-15 ·cited 8×
  A guarantor is considered a debtor under California Commercial Code § 9504(3) and is entitled to notice of collateral disposition, and failure to provide such notice bars a deficiency claim.
• Ren-Del Enters., Inc. v. Fla. Keys First State Bank
  539 So. 2d 541· Fla. 3d DCA· 1989-03-07 ·cited 8×
  The court held that a creditor is entitled to a deficiency judgment if the collateral is disposed of in a commercially reasonable manner.
• OLD Colony Tr. Co. v. Penrose Indus. Corp.
  398 F.2d 310· 3d Cir.· 1968-07-25 ·cited 8×
  The court held that the sale of pledged collateral was commercially reasonable and the debtor's petition to redeem was untimely.
• SUN Bank/Miami, N.A. v. Arnold
  575 So. 2d 798· Fla. 4th DCA· 1991-03-13 ·cited 7×
• Barnes v. Diamond Aircraft Indus., Inc.
  499 F. Supp. 2d 1311· S.D. Fla.· 2007-07-25 ·cited 6×
  The court held that the reservation agreement did not constitute a binding contract for a specific aircraft due to undefined essential terms and that the defendant was permitted to change specifications and price under the agreement's express terms.
• Allapattah Servs., Inc. v. Exxon Corp.
  61 F. Supp. 2d 1300· S.D. Fla.· 1999-07-01 ·cited 6×
  Extrinsic evidence is admissible to explain or supplement a contract's terms, particularly regarding the implied covenant of good faith and open price terms, under the Uniform Commercial Code.
• Sorrels v. Rebecca's ICE Cream, Inc.
  696 So. 2d 1313· Fla. 2d DCA· 1997-07-18 ·cited 6×
  Appellants purchased an ice cream shop's assets with a promissory note secured by a security agreement, then defaulted. The trial court awarded damages to the seller after the seller resold the collateral to third parties. The appellate court partially affirmed, but reversed on t
• Fla. Nat'l Bank v. Isaac Indus., Inc.
  560 So. 2d 1203· Fla. 3d DCA· 1990-03-06 ·cited 6×
  The court held that genuine issues of material fact exist regarding delivery and commercial reasonableness, precluding summary judgment on the conversion claim.
• Interfirst Bank Clifton v. Fernandez
  844 F.2d 279· 5th Cir.· 1988-05-11 ·cited 6×
  The court held that personal jurisdiction was properly exercised over the defendant, Texas law was correctly applied, and the sale of the repossessed aircraft was commercially reasonable.
• Leasing Serv. Corp. v. First Tenn. Bank Nat'l Ass'n
  826 F.2d 434· 6th Cir.· 1987-08-13 ·cited 6×
  The court held that the trustee's rejection of executory lease agreements did not divest LSC of its prior perfected security interest, and LSC's sale of the collateral was commercially reasonable.
• FSC Paper Corp. v. SUN Ins. Co. OF NEW York
  744 F.2d 1279· 7th Cir.· 1984-09-25 ·cited 6×
  The dissenting judge holds that the trial court correctly interpreted the insurance contract, finding the reporting requirement ambiguous and limiting recovery to the reported value based on extrinsic evidence and parties' intent.
• Coast Trading Co. v. Cudahy Co.
  592 F.2d 1074· 9th Cir.· 1979-03-09 ·cited 6×
  The court held that the agent exceeded his authority for speculative contracts, but apparent authority existed for some contracts. The court further held that the seller's resale damages were invalid due to commercial unreasonableness, but allowed market value damages up to actua
• Ralston-Purina Co. v. Bertie
  541 F.2d 1363· 9th Cir.· 1976-09-07 ·cited 6×
  The court held that the $95,000 provision in the guaranty limited the guarantors' liability, not the debtor's underlying obligations, and that the exclusion of expert testimony regarding collateral disposition was proper due to lack of foundation.
• B.M.B. Corp. v. McMAHAN'S Valley Stores & Sussex Grp., Ltd.
  869 F.2d 865· 5th Cir.· 1989-04-12 ·cited 5×
  The court held that a landlord cannot unreasonably withhold consent to a lease assignment based on projections of future rent, especially when the lease does not contain an implied covenant to maximize rent. The denial of attorneys fees was also affirmed.
• Amjems, Inc. v. F.R. Orr Constr. Co.
  617 F. Supp. 273· S.D. Fla.· 1985-06-26 ·cited 5×
  The court held that the consent provision in the prime lease applied to the assignment of the option agreement, and that the lessor did not unreasonably withhold consent.
• Thomas v. Price
  975 F.2d 231· 5th Cir.· 1992-10-21 ·cited 4×
  The court held that a procedurally adequate foreclosure sale under UCC § 9.504 transfers all of the debtor's rights in the collateral, cutting off the debtor's ability to assert claims for post-default losses, even if the purchaser's good faith is questionable, provided the sale
• Fed. Deposit Ins. Corp. v. Payne
  973 F.2d 403· 5th Cir.· 1992-09-25 ·cited 4×
  The court held that the D'Oench, Duhme doctrine bars Payne's fraudulent inducement defense, but the federal holder in due course doctrine does not apply to non-negotiable guaranties, allowing Payne to assert defenses regarding notice of collateral sale and commercial reasonablene
• Ford Motor Credit Co. v. Jones
  584 So. 2d 205· Fla. 2d DCA· 1991-08-16 ·cited 4×
  The court held that a genuine issue of material fact exists regarding the commercial reasonableness of the collateral disposition, specifically concerning the notice provided to one of the debtors.
• Fed. Deposit Ins. Corp. v. Blanton
  918 F.2d 524· 5th Cir.· 1990-12-06 ·cited 4×
  The court held that the FDIC's sale of securities on recognized markets did not require notice to the debtor, and defects in foreclosure sales of real property entitled the debtor to a credit for fair market value, not full discharge.
• Apcoa, Inc. v. Fid. Nat'l Bank
  906 F.2d 610· 11th Cir.· 1990-07-19 ·cited 4×
  The court held that the bank's actions in opening unauthorized accounts and allowing withdrawals on a single signature were commercially unreasonable, breaching its contractual agreement with the depositor and precluding the bank from asserting defenses.
• Apex OIL Co. v. The Belcher Co. OF NEW York, Inc.
  855 F.2d 997· 2d Cir.· 1988-08-30 ·cited 4×
  A seller may recover resale damages under UCC § 2-706 even if the resold goods are not the exact goods originally identified to the contract, provided the resale is commercially reasonable and the goods are fungible. However, the resale must accurately reflect the market value of
• In re Millard Kennedy and Glenwodyne B. Kennedy v. Millard Kennedy and Glenwodyne B. Kennedy
  785 F.2d 1553· 11th Cir.· 1986-04-08 ·cited 4×
  The court held that the Kennedys did not waive their right to notice and that federal regulations did not preempt state notice requirements. The court certified a question of state law to the Georgia Supreme Court.
• Gen. Foods Corp. v. Valley LEA Dairies, Inc.
  771 F.2d 1093· 7th Cir.· 1985-08-30 ·cited 4×
  The court held that the jury instructions on the "incurred risk" defense were inadequate because they did not properly distinguish between general risks inherent in a product and specific, undisclosed risks arising from the seller's misconduct, and that the buyer's diligence in t
• Am. Exploration Co. v. Columbia GAS Transmission Corp.
  779 F.2d 310· 6th Cir.· 1985-07-30 ·cited 4×
  The court held that Columbia's proposed purchase schedule was a permissible curtailment under the contract, as 'market demand' includes price considerations, and Columbia acted within its contractual rights and good faith obligations.
• Tosco Corp. v. Fed. Deposit Ins. Corp.
  723 F.2d 1242· 6th Cir.· 1983-12-23 ·cited 4×
  The court held that the bank was bound by the actions of its agent who issued the letter of credit under the doctrine of apparent authority, and that the draft presented did not fail to comply strictly with the letter of credit's terms. However, the court modified the judgment to
• Piper Acceptance Corp. v. Wilburn Y. Yarbrough and Sarah Yarbrough
  702 F.2d 733· 8th Cir.· 1983-03-28 ·cited 4×
  The court held that the sale of the repossessed airplane was conducted in a commercially reasonable manner under the Arkansas Uniform Commercial Code.
• Am. Nat'l Ins. Co. v. Fid. Bank
  691 F.2d 464· 10th Cir.· 1982-10-15 ·cited 4×
  The court held that the bank acted in good faith and within reasonable commercial standards, and that the insurance company's negligence substantially contributed to the unauthorized endorsements, precluding its claim.
• Vern Lettinga v. Agristor Credit Corp.
  686 F.2d 442· 6th Cir.· 1982-08-26 ·cited 4×
  The court held that Agristor's possession and sale of cows not subject to its security interest constituted conversion, but Lettinga failed to prove the identity of most cows in which he held a security interest.
• Cont'l Ctr., Inc. v. Walter E. Heller & Co. OF Fla.
  415 So. 2d 751· Fla. 3d DCA· 1982-05-18 ·cited 4×
  The court held that while Continental Center, as a successor in interest, could challenge the commercial reasonableness of the sale of collateral, the Uniform Commercial Code provisions regarding notice and sale of personalty did not apply to the real estate mortgage.
• First Nat'l State Bank OF NEW Jersey v. Reliance Elec. Co.
  668 F.2d 725· 3d Cir.· 1981-12-30 ·cited 4×
  An assignee seeking to enforce a waiver of defense clause under UCC 9-206 must demonstrate they took the assignment for value, in good faith, and without notice of defenses, which the Bank failed to do.
• Winfield v. First NEW Haven Nat'l Bank
  392 So. 2d 957· Fla. 4th DCA· 1980-12-31 ·cited 4×
  First New Haven National Bank sued to recover on a default retail installment sales contract for an aircraft. The bank obtained a summary final judgment against appellant Winfield, who had personally guaranteed the debt. Appellant appealed the denial of her Rule 1.540 motion for
• Carondelet Sav. & Loan Ass'n v. Citizens Sav. & Loan Ass'n
  604 F.2d 464· 7th Cir.· 1979-08-03 ·cited 4×
  The court held that the defendant's actions in modifying loan terms and delaying foreclosure did not constitute a breach of fiduciary duty or contract, as the participation agreement granted broad discretion to the seller/servicer.
• C.I.T. Corp. v. LEE Pontiac, Inc.
  513 F.2d 207· 9th Cir.· 1975-04-04 ·cited 4×
  The court held that the trial court's findings regarding the reasonable value of the repossessed aircraft and the commercial reasonableness of the sale were not clearly erroneous, and that the Idaho usury statute did not apply to the time-price differential in the installment pur
• Textron Fin. Corp. v. Lentine Marine Inc.
  2009 U.S. Dist. LEXIS 33874· S.D. Fla.· 2009-04-20 ·cited 3×
  The court granted partial summary judgment for the plaintiff on claims for inventory sold without repayment, repossession costs, interest, and the guarantors' liability, but denied it on the amount of the deficiency due to issues of commercial reasonableness.
• Tropical Jewelers, Inc. v. NationsBANK
  781 So. 2d 381· Fla. 3d DCA· 2000-01-21 ·cited 3×
  A Florida appellate court reversed summary judgment against a company and its individual guarantors in a deficiency action, holding that guarantors cannot waive their UCC rights to require commercially reasonable disposition of collateral, even when the underlying loan documents
• Citi-Lease Co. v. Ent. Fam. Style, Inc.
  825 F.2d 1497· 11th Cir.· 1987-08-27 ·cited 3×
  The court held that the contract created a security interest, and the lessor's failure to provide notice of repossession and sale of the collateral forfeited its right to a deficiency judgment.
• Gray v. Giant Wholesale Corp.
  758 F.2d 1000· 4th Cir.· 1985-04-04 ·cited 3×
  The court affirmed the district court's judgment, holding that the creditor had a perfected security interest, did not receive voidable preferential transfers, and was not subject to bulk transfer provisions, and that the sale of repossessed collateral was commercially reasonable
• Mercedes-Benz OF N. Am., Inc. v. The Dep't OF Motor Vehicles OF the State of Fla.
  455 So. 2d 404· Fla. 2d DCA· 1984-07-11 ·cited 3×
  Mercedes-Benz of North America appealed a trial court order compelling it to approve the transfer of a car franchise from Fifth Avenue Motors to Dwayne Hawkins under the New Jersey Franchise Practices Act. The appellate court affirmed the injunction compelling the franchise trans