Facts
- Suzanne Walker & Associates, Inc. (Walker) operated a consulting business in Seminole County, Florida.
- Qualtec Quality Services, Inc. (Qualtec) had its principal place of business in Palm Beach County, Florida.
- The parties contracted for Walker to provide consulting services to Qualtec, with services to be performed at Walker’s Seminole County office.
- Before completion, Qualtec sent a termination letter to Walker’s Seminole County office, stating the contract was ended for “unsatisfactory performance.”
- Walker alleged the termination was an unjustified repudiation and sued for breach of contract in Seminole County.
- Qualtec moved to dismiss or transfer venue to Palm Beach County, asserting its residence, contract formation, and invoicing/payment location supported venue there.
- The trial court granted the motion and transferred the case to Palm Beach County; Walker appealed.
Issues
- Under Florida’s general venue statute, was Seminole County a proper venue because the contract was to be performed there and the alleged repudiation by letter was received there?
- Did Qualtec meet its burden to show Walker’s chosen venue was improper, warranting transfer to Palm Beach County?
Decision
- The Fifth District Court of Appeal reversed the order transferring venue and remanded for proceedings in Seminole County.
- Seminole County was a proper venue because the contract contemplated performance there.
- Seminole County was also a proper venue because the alleged breach was a repudiation by letter that became effective upon receipt at Walker’s Seminole County office.
- Qualtec did not carry its burden to establish that Seminole County was an improper venue, even if Palm Beach County might also have been permissible.
Legal Principles
- Under Florida Statutes § 47.011, venue is proper in the county where the defendant resides or where the cause of action accrued (among other bases not relevant here).
- In contract actions, venue may lie in the county where the contract was to be performed.
- When a contract is repudiated by a mailed letter, the cause of action accrues where the repudiation is received (the addressee’s location).
- A plaintiff’s chosen venue is presumptively correct; the party seeking transfer bears the burden to show the chosen venue is improper, not merely that another venue is available.
Conclusion
The appellate court held that the case belonged in Seminole County because performance was to occur there and the alleged repudiation by mailed termination letter was received there; the defendant failed to prove the plaintiff’s selected venue was improper under Florida’s venue statute.