NAGEL v. GLOBAL GROWTH HOLDINGS INC (2024)

ORDER

Defendant Global Growth Holdings, Inc. moves to dismiss Plaintiff Robbi Nagel's Complaint pursuant to Federal Rule of Civil Procedure 12(b)(6) and Local Rules 1.01(d)(4) and 3.01. (Motion, Dkt. 14.) Plaintiff opposes the Motion. (Dkt. 15.) For the reasons that follow, Defendant's Motion is denied.

Plaintiff sued Defendant alleging Defendant breached the severance agreement executed by the parties on April 3, 2023, by failing to pay the severance amounts required by the contract. (Dkt. 1 ¶¶ 6–10.) Plaintiff also seeks an award of attorney's fees. (Dkt. 1.) Defendant argues the Complaint should be dismissed because the contract at issue does not provide for an award of reciprocal attorney's fees. (Dkt. 14.) Plaintiff responds that the pleading standard in Florida has been met, and that her attorney's fee demand is permitted by Fla. Stat. § 57.105(7). (Dkt. 15.) The court agrees.

“Under Florida law, ‘[t]he elements of a breach of contract action are (1) a valid contract; (2) a material breach; and (3) damages.’ ” IPS Avon Park Corp. v. Kinder Morgan, Inc., No. 22-10547, 2023 WL 3750708, at *2 (11th Cir. June 1, 2023) (citing Beck v. Lazard Freres & Co., LLC, 175 F.3d 913, 914 (11th Cir. 1999)). Here, Plaintiff alleges on April 3, 2023, “the parties entered into a contract entitled Severance Agreement and General Release” which required Defendant to make severance payments to Plaintiff in the amount of “$400,000.08, payable in twenty-four semimonthly installments over a period of one year.” (Dkt. 1 ¶¶ 6–7.) Plaintiff further alleges “Defendant made a single payment of $5,000.00 on or about April 25, 2023, and thereafter has paid nothing, thereby breaching the contract.” (Dkt. 1 ¶ 9.) Lastly, Plaintiff alleges she has been “damaged by Defendant's breach of the parties’ contract and will continue to be damaged in ever-increasing sums by Defendant's ongoing failure to pay the amounts due and owing.” (Dkt. 1 ¶ 10.) Plaintiff seeks an award of attorney's fees as a component of her damages. (Dkt. 1.)

The party seeking attorney's fees bears the burden of establishing entitlement to the fees. Hensley v. Eckerhart, 461 U.S. 424, 437, 103 S.Ct. 1933, 76 L.Ed.2d 40 (1983); Norman v. Hous. Auth. of Montgomery, 836 F.2d 1292, 1303 (11th Cir. 1988). “Florida courts follow the ‘American Rule’ that attorney's fees may only be awarded pursuant to an entitling statute or agreement among the parties.” Dade Cnty v. Pena, 664 So. 2d 959, 960 (Fla. 1995).

Here, the contract at issue provides in pertinent part:

16. Attorneys’ Fees. Each party shall pay her or its own attorneys’ fees, costs and expenses related to this Agreement. In the event Employee breaches any of the provisions of this Agreement and Employer prevails, Employee agrees to pay Employer's reasonable costs of prosecuting such claims, including attorneys’ fees and costs.

(Dkt. 1, Ex. 1.) Thus, considering the plain language of the clause, attorney's fees are available to Defendant if Plaintiff breaches the parties’ contract.

Section 57.105 of the Florida Statutes “provides for the reciprocal application of any otherwise unilateral contractual clause for prevailing party attorney's fees.” Onemata Corp. v. Rahman, Case No. 20-V-62002, 2023 WL 6534501 (S.D. Fla. Aug. 23, 2023). Section 57.105(7) expressly provides:

If a contract contains a provision allowing attorney's fees to a party when he or she is required to take any action to enforce the contract, the court may also allow reasonable attorney's fees to the other party when that party prevails in any action, whether as plaintiff or defendant, with respect to the contract.

“Section 57.105(7) applies when (1) the contract includes ‘a provision allowing attorney's fees to a party when he or she is required to take any action to enforce the contract,’ and (2) the other ‘party prevails in any action, whether as plaintiff or defendant, with respect to the contract.’ ” Ham v. Portfolio Recovery Assoc., LLC., 308 So. 3d 942, 947 (Fla. 2020).

Here, the contract at issue provides for an award of attorney's fees to Defendant if Plaintiff breaches any of its provisions and Defendant prevails in the action. The attorney's fee clause is broadly worded and encompasses any action related to the contract. Thus, attorney's fees are available pursuant to the contract at issue and the unilateral attorney's fee clause in the contract is applied reciprocally pursuant to § 57.105(7). Plaintiff has sufficiently alleged each of the elements required to establish a breach of contract claim and attorney's fees under Florida law.

Accordingly, Defendant's Motion to Dismiss (Dkt. 14) is DENIED. Defendant shall respond to the Complaint within 14 days pursuant to Fed. R. Civ. P. 12(a)(4)(A).

ORDERED in Orlando, Florida, on April 19, 2024.

JULIE S. SNEED, UNITED STATES DISTRICT JUDGE