## Facts

- Brian Styles (buyer) agreed to purchase a 1969 1/2 A12 Dodge Superbee (vehicle) from Movie Star Musclecars, Inc., Gary Pronman, and Dan Pronman (sellers) for $84,000.
- At the sellers’ direction, Styles wired the full $84,000 purchase price to a Canadian bank account owned or controlled by the sellers.
- After payment, the parties disputed where the vehicle was located and how delivery would occur.
- The vehicle remained in the sellers’ possession, and Styles was not provided access to take possession.
- When Styles asked for the vehicle’s location, the sellers did not provide an exact address, stating only that it was “in Canada” and later “20 minutes from Toronto.”
- Styles sued the sellers in Florida circuit court, asserting multiple claims including breach of contract and seeking specific performance.
- After the court allowed Styles to file a fourth amended complaint, Styles moved for partial summary judgment on Counts I (breach of contract) and V (specific performance).
- Styles sought an order requiring the sellers to provide unimpeded access to pick up the vehicle and to deliver associated original documents (including the original broadcast sheet and original registration/title paperwork so the vehicle could be transferred to Styles).
- The sellers opposed; the parties briefed the motion and the court held a hearing.
- For purposes of the motion, the parties agreed the Convention on Contracts for the International Sale of Goods (CISG) governed.

## Issues

1. Under CISG Articles 46(1) and 28, and Florida’s standards for equitable relief, could the buyer obtain specific performance compelling delivery of a unique vintage vehicle after paying the full purchase price?
2. When the parties’ agreement does not specify a delivery location, what obligations does CISG Article 31 impose on the seller regarding making the goods available for delivery or pickup?
3. If specific performance was appropriate, could the court condition that relief on the buyer posting a bond to account for unresolved delivery-related costs or disputes?

## Decision

- The court granted Styles’s motion for partial summary judgment awarding specific performance.
- The court ordered the sellers to provide Styles unimpeded access to pick up the vehicle and to provide the vehicle’s original broadcast sheet and other original paperwork associated with the vehicle.
- The court ordered the sellers to produce the original registration either endorsed in blank or to register the vehicle and sign it over to Styles as the purchaser.
- The court conditioned specific performance on Styles posting a bond in an amount to be agreed by the parties, or set by the court if they could not agree, due to remaining questions about delivery-related costs.

## Legal Principles

- CISG Article 46(1) permits a buyer to require performance by the seller, including delivery of the goods.
- CISG Article 28 provides that a court is not required to grant specific performance unless it would do so under its own law for similar non-CISG sales contracts; therefore, the forum’s law informs whether specific performance is available.
- Under Florida law, specific performance is an equitable remedy granted in the court’s discretion, generally requiring (1) a clear right to the relief sought, (2) no adequate remedy at law, and (3) circumstances where equity supports compelling performance.
- Uniqueness of the goods can make money damages inadequate; a rare antique vehicle may support specific performance rather than a damages-only remedy.
- CISG Article 31 addresses the seller’s delivery duties when no place of delivery is fixed by the contract, directing attention to whether the seller made the goods available in a legally sufficient way rather than withholding access while providing only vague location information.
- Florida’s summary judgment standard permits judgment when the record shows no genuine dispute of material fact and the movant is entitled to judgment as a matter of law; the court applied that standard in ordering specific performance and used a bond requirement to address unresolved cost questions connected to delivery.

## Conclusion

In *Styles v. Movie Star Musclecars, Inc.*, the Florida circuit court held that where the parties agreed the CISG governed and the buyer had paid in full for a unique antique vehicle, specific performance was available under CISG Article 46(1) because Florida law would grant that equitable remedy in a comparable case, consistent with CISG Article 28; the court ordered the sellers to provide access to pick up the vehicle and to deliver original transfer paperwork, but required the buyer to post a bond to protect against unresolved delivery-related costs.


Styles v. Movie Star Musclecars, Inc., 2017 Fla. Cir. LEXIS 9983 (2017)