MATTAMY FLORIDA LLC, A DELAWARE LIMITED LIABILITY COMPANY, SUCCESSOR BY CONVERSION TO MATTAMY (JACKSONVILLE) PARTNERSHIP, A FLORIDA GENERAL PARTNERSHIP vs RESERVE AT LOCH LAKE HOMEOWNERS ASSOCIATION, INC., A FLORIDA NOT FOR PROFIT CORPORATION

• Court: District Court of Appeal of Florida
• Decided: May 6, 2022
• Docket: 21-0565
• Status: Published

Opinion

IN THE DISTRICT COURT OF APPEAL OF THE STATE OF FLORIDA FIFTH DISTRICT

NOT FINAL UNTIL TIME EXPIRES TO FILE MOTION FOR REHEARING AND DISPOSITION THEREOF IF FILED

MATTAMY FLORIDA LLC, A DELAWARE LIMITED LIABILITY COMPANY, SUCCESSOR BY CONVERSION TO MATTAMY (JACKSONVILLE) PARTNERSHIP, A FLORIDA GENERAL PARTNERSHIP,

Appellant,

v. Case No. 5D21-565 LT Case No. 2020-CA-001506 CORRECTED

RESERVE AT LOCH LAKE HOMEOWNERS ASSOCIATION, INC., A FLORIDA NOT FOR PROFIT CORPORATION,

Appellee.

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Opinion filed May 6, 2022

Nonfinal Appeal from the Circuit Court for Seminole County, Donna L. McIntosh, Judge.

Adam R. Alaee, C. David Harper, and S. Nicole Burt, of Foley & Lardner LLP, Tampa, for Appellant.

Robyn Marie Severs, of Becker & Poliakoff, P.A., Orlando, for Appellee. SASSO, J.

Appellant, Mattamy Florida, LLC (“Mattamy”), seeks review of the trial

court’s nonfinal order denying its Motion to Dismiss or Stay and Compel

Arbitration. Mattamy argues the trial court erred in denying its motion

because the appellee, Reserve at Loch Lake Homeowners Association, Inc.

(the “Homeowners Association”), was required to address its claims through

arbitration. We affirm because, under the specific circumstances of this case,

Mattamy failed to meet its burden in demonstrating an enforceable

agreement to arbitrate exists.

On June 22, 2020, the Homeowners Association filed a five-count

complaint against Mattamy, all of which were predicated on a common

allegation that Mattamy and its subcontractors failed to reasonably and

adequately plan, develop, design and/or construct the Reserve at Loch Lake

Community. The Homeowners Association’s complaint, while referencing

warranties, did not reference or attach any express warranties nor did it

attach to the complaint any purchase agreements between Mattamy and

homeowners.

Mattamy responded to the complaint with a motion to dismiss and

compel arbitration. The motion provided background and argument as

2 presented by counsel and alleged, generally, that Mattamy sold the

townhomes pursuant to a Home Purchase Agreement (collectively the

“Agreements”). In support, Mattamy attached a single purchase agreement

as “an exemplary copy.” Mattamy also alleged “a limited warranty was

provided for the Home” and attached a single copy of the referenced

warranty. Relevant to the disposition of this appeal, Mattamy did not attach

any affidavits to its motion, and its motion did not specify to which

homeowners the purchase agreement applied, did not allege whether all

homeowners were original purchasers, and did not attempt to explain how

any non-signatories to the purchase agreements were bound by the

arbitration provisions contained therein.

In response, the Homeowners Association highlighted gaps in

Mattamy’s motion to compel. Specifically, the Homeowners Association

noted there was no evidence before the trial court demonstrating that all

homeowners in the community signed an agreement similar to the single

agreement attached to Mattamy’s motion. In support, the Homeowners

Association attached an affidavit from its Board President, who alleged that

the Homeowners Association had never provided agreements for all 114

townhomes in the Loch Lake Community, that the Homeowners Association

did not know how many, if any, of its homeowners have agreements or

3 limited warranties with arbitration provisions, and that, if homeowners did

have such agreements, the Homeowners Association did not know the

substance of those agreements or warranties.

Thereafter, the Homeowners Association filed a notice of hearing that

was set to take place on March 4, 2021. However, on February 1, 2021,

before the hearing could occur, the trial court entered an unelaborated order

denying Mattamy’s motion to arbitrate.

After the trial court entered its order denying the motion to arbitrate,

Mattamy filed a request for judicial notice and filed 98 home purchase

agreements. Mattamy also filed a motion for reconsideration, but that motion

did not present argument challenging the trial court’s decision to dispose of

the motion before a hearing.

On appeal, and as it did below, Mattamy presents various legal

arguments that the Homeowners Association is required to arbitrate its claim

due to the underlying purchase agreements and limited warranties binding

on the homeowners that comprise the Homeowners Association. However,

we do not reach that issue because we ultimately conclude that Mattamy

failed to meet its burden of demonstrating the threshold issue of whether any

of the Homeowners Association’s members are, in fact, bound by the

arbitration clauses, either as signatories or non-signatories.

4 It is well-settled that the party seeking enforcement of an agreement

has the burden of establishing the existence of an enforceable agreement.

See, e.g., Palm Garden of Healthcare Holdings, LLC v. Haydu, 209 So. 3d

636, 638–39 (Fla. 5th DCA 2017). Here, Mattamy submitted its motion,

unsupported by affidavits and with only a single purchase agreement and

accompanying warranties attached. This left several factual questions

unaddressed and Mattamy’s position supported only by argument of counsel

as presented in its initial motion to dismiss. And while it appears Mattamy

attempted to supply evidentiary support after its motion was denied, the trial

court was not required to consider the filing. See, e.g., Best v. Educ.

Affiliates, Inc., 82 So. 3d 143, 146 (Fla. 4th DCA 2012) (holding trial court

was not required to consider affidavits opposing a motion to compel

arbitration which were presented for the first time with motion for rehearing).

While this opinion should not be read to suggest that an affidavit and/or

supporting documentation is always required in order for a party seeking to

compel arbitration to satisfy its burden, Mattamy’s filings were insufficient to

meet its burden in this case. Accordingly, we affirm.

AFFIRMED.

WALLIS and HARRIS, JJ., concur.