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1. Plaintiff and Defendant are parties to a contract;
2. Plaintiff performed its obligation under the contract or is ready, willing and able to perform;
3. Defendant refused to perform its obligation under the contract; and
4. No adequate remedy at law exists.

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1. Plaintiff and Defendant are parties to a contract;
2. Plaintiff performed its obligation under the contract or is ready, willing and able to perform;
3. Defendant refused to perform its obligation under the contract; and
4. No adequate remedy at law exists.

The Florida Supreme Court long ago held that specific performance is an equitable remedy that, under Florida law, is effectively the same as, and synonymous with, injunctive relief. Seaboard Oil Co. v. Donovon, 99 Fla. 1296, 1306 (Fla. 1930) (“an injunction against the breach of a contract is a negative decree of specific performance of the agreement, and the general rule is that the power and the duty of a court of equity to grant the former is measured by the same rules and practice as its power and duty to grant the latter relief.”); Thompson v. Shell Petroleum Corp., 130 Fla. 652 (Fla. 1938) (“An injunction restraining the breach of a contract is a negative specific enforcement of that contract. The jurisdiction of equity to grant such injunction is substantially coincident with its jurisdiction to compel a specific performance. Both are governed by the same doctrines and rules”). This proposition stands as strongly today. See Northwestern Nat. Ins. Co. v. Greenspun, 330 So.2d 561, 563 (Fla. 3d DCA 1976) (same); Professional Golfer’s Ass’n of America v. Bankers Life & Cas. Co., 166 So.2d 488, 492 (Fla. 2d DCA 1964) (explaining why “the same general rules apply to injunctions against the breach of a contract that apply to specific performance”) (citations omitted); Grant v. U.S., 289 F. Supp. 2d 1361, 1367 (S.D. Fla. 2003) (“Specific performance is a form of injunctive relief”).

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FLORIDA STATE COURTS

Supreme Court: Rybovich Boat Works v. Atkins, 585 So.2d 270, 272 (Fla. 1991).


First District: Celano v. Dlabal, 591 So.2d 653, 655 (Fla. 1st DCA 1991).


Second District: Matousek v. Cooper, 111 So.2d 65, 67 (Fla. 2d DCA 1959).


Third District: IMC Grp., LLC. v. Outar Inv. Co., LLC., 2022 WL 163835, *2 (Fla. 3d DCA Jan. 19, 2022); All Seasons Condo. Ass’n, Inc. v. Patrician Hotel, LLC, 274 So.3d 438, 445-46 (Fla. 3d DCA 2019); DePrince v. Starboard Cruise Services, Inc., 163 So.3d 586, 597 (Fla. 3d DCA 2015) (explaining that in a breach of contract for the sale of real property, the seller can elect the remedy of specific performance).


Fourth District: Taylor v. Richards, 971 So.2d 127, 129 (Fla. 4th DCA 2007).


Fifth District: Boardwalk at Daytona Dev., LLC v. Paspalakis, 220 So.3d 457, 460 (Fla. 5th DCA 2016); Lusignan v. Lusignan, 972 So. 2d 1076, 1077 (Fla. 5th DCA 2008).

FLORIDA FEDERAL COURTS

Southern District:Sardinas v. Miami Veterinary Specialists, P.A., No. 1:20-CV-22987, 2020 WL 7241364, at *10 (S.D. Fla. Dec. 8, 2020); Kruse v. Massachusetts Mut. Life Ins. Co., No. 17-CV-61115, 2017 WL 3494334, at *7 (S.D. Fla. Aug. 15, 2017).


Middle District: FX Grp., LLC v. Astorga, 2021 WL 8200229, *7 (M.D. Fla. 2021); Positano Place at Naples I Condo. Ass’n, Inc. v. Empire Indem. Ins. Co., No. 2:21-CV-178-SPC-NPM, 2021 WL 1610089, at *2 (M.D. Fla. Apr. 26, 2021); American S. Ins. Co. v. Envtl. Innovations, Inc., No. 3:14–cv–1312–J–34JBT, 2015 WL 3863635, at *5 (M.D. Fla. June 22, 2015).


Northern District: In re Dunston, No. 04-40114-LMK, 2006 WL 1062573, at *9 (Bankr. N.D. Fla. Mar. 22, 2006).

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2 Defenses to Claim for Specific Performance

(1) Fla. R. Civ. P. 1.110(d) (pleading affirmative defenses), and other standard defenses. See § 1 and Temporary Injunction Chapter.

(2) Statute of Limitations: § 95.11(5)(a), Fla. Stat. (one year).

(3) “‘It is settled by an overwhelming weight of authority that, except in rare cases, where the right is clear and free from reasonable doubt, a mandatory injunction, commanding the defendant to do some positive act, will not be ordered except upon final hearing, and then only to execute the judgment or decree of the court.’” Grant v. GHG014, LLC, 65 So. 3d 1066, 1067 (Fla. 4th DCA 2010) (emphasis added; citations omitted); Miami Bridge Co. v. Miami Beach Ry. Co., 12 So.2d 438, 443 (Fla. 1943).

(4) Ambiguity: “Specific performance may be denied when a contract is unenforceable because, based on an ambiguity in the contract, the parties never reached a meeting of the minds regarding an essential term of the agreement.”Boardwalk at Daytona Dev., LLC v. Paspalakis, 220 So.3d 457, 461 (Fla. 5th DCA 2016); King v. Bray, 867 So. 2d 1224, 1226 (Fla. 5th DCA 2004). “The equitable remedy of specific performance is granted only where the parties have actually entered into an agreement that is definite and certain in all of its essential elements.” People’s Tr. Ins. Co. v. Valentin, No. 3D19-58, 2020 WL 1542061, at *2 (Fla. 3d DCA 2020).

(5) Noncompliance with Contract: Where plaintiff fails to comply with its contractual obligations, specific performance will be denied. JNC Enters., Ltd. V. ICP 1, Inc., 777 So. 2d 1182, 1185 (Fla. 5th DCA 2001), rev. denied, 792 So. 2d 1214 (Fla. 2001); Muniz v. Crystal Lake Project, LLC, 947 So.2d 464, 470 (Fla. 3d DCA 2006).

(6) Unable to Comply: A court of equity will not demand that a contract be specifically enforced against a party who, due to future circumstances, is unable to comply with the agreement. Camp. v. Parks, 314 So.2d 611, 615 (Fla. 4th DCA 1975).

(7) Doctrine of Unclean Hands: plaintiffs who seek a remedy in equity with “unclean hands,” which does not require the commission of a crime but only acts “condemned by honest and reasonable” persons, will be denied relief. Roberts v. Roberts, 84 So.2d 717, 720 (Fla. 1956); McMichael v. Deutsche Bank Nat’l Tr. Co., 241 So.3d 179, 181 (Fla. 4th DCA 2018); Nature’s Prods., Inc. v. Natrol, Inc., 990 F. Supp. 2d 1307, 1317 (S.D. Fla. 2013).

(8)Anticipatory Breach of Contract: A party that has repudiated its obligations under a contract cannot seek specific performance, as “anticipatory repudiation relieves the non-breaching party of its duty to further perform and creates in it an immediate cause of action for breach of contract.” Twenty-Four Collection, Inc. v. M. Weinbaum Const., Inc., 427 So.2d 1110, 1111 (Fla. 3d DCA 1983); accord Banks. v. Lardin, 938 So.2d 571, 575 (Fla. 4th DCA 2006) (“‘[W]here one party, even before the time for performance of the contract has arrived, renounces it to the other party, the latter may act on the renunciation, treat the contract as broken, and sue before the time for performance.’”) (citation omitted; emphasis added).

(9) Injunctive relief is an extraordinary and drastic equitable remedy, which should be granted sparingly and only after the moving party has satisfied every one of the demanding prerequisites for such relief. Florida High Sch. Activities Ass’n v. Kartenovich, 749 So.2d 1290, 1291 (Fla. 3d DCA 2000).

(10) A court may not enter a temporary injunction unless there are “[c]lear, definite and unequivocally sufficient factual findings support[ing] each of the four conclusions necessary to justify entry of a temporary injunction.” Bellach v. Huggs of Naples, Inc., 704 So.2d 679, 680 (Fla. 2d DCA 1997) (emphasis added); Snibbe v. Napoleonic Society of Am., Inc., 682 So.2d 568, 570 (Fla. 2d DCA 1996) (“[t]he [court’s] findings must ‘do more than parrot each tine of the four-prong test’”).

(11) “[P]laintiff must demonstrate likelihood of success on the merits as to asserted affirmative defenses as well as…elements of plaintiff’s prima facie case.” See, e.g., Bradley v. Health Coalition, Inc., 687 So.2d 329, 333 (Fla. 3d DCA 1997). Plaintiff bears the burden of establishing there is a clear legal right to the ultimate relief sought and a substantial likelihood of success on the merits. Airport Executive Towers v. CIG Realty, Inc., 716 So.2d 311, 313 (Fla. 3d DCA 1998); Naegele Outdoor Advertising Co., Inc. v. City of Jacksonville, 659 So.2d 1046, 1047 (Fla. 1995) (advancing a merely colorable claim is not enough to show a substantial likelihood of success).

(12) “Mandatory injunctions – [which require that a defendant do some positive act or that acts be undone] – are looked upon with disfavor, and the courts seem even more reluctant to issue them than prohibitory ones.” Shaw v. Tampa Elec. Co., 949 So.2d 1066, 1070, n.3 (Fla. 2d DCA 2007).

(13) Plaintiff cannot enforce a money judgment or prevent defendant from dispersing assets pending litigation through a temporary injunction. Proctor v. Eason, 651 So.2d 1301, 1301 (Fla. 2d DCA 1995).

(14) A tenant cannot seek specific performance of a lease against a landlord. Cardinal Inv. Group, Inc. v. Giles, 813 So.2d 262, 263 (Fla. 4th DCA 2002); Craven v. TRG-Boynton Beach, Ltd., 925 So.2d 476, 481 (Fla. 4th DCA 2006).

(15) In addition to satisfaction of prima facie elements, Florida courts must also consider the following in determining whether to grant injunctive relief: (a) the nature of the interest to be protected, (b) the relative adequacy to the plaintiff of injunction and of other remedies, (c) any unreasonable delay by the plaintiff in bringing suit, (d) any related misconduct on the part of the plaintiff, (e) the relative hardship likely to result to defendant if an injunction is granted and to plaintiff if it is denied, (f) the interests of third persons and of the public, and (g) the practicability of framing and enforcing the order or judgment’’. Davis v. Joyner, 409 So.2d 1193, 1195 (Fla. 4th DCA 1982), citing Restatement (Second) of Torts § 936 (1979).

(16) Unreasonable delay by a plaintiff in bringing suit may preclude the plaintiff from obtaining an injunction. Mercer v. Keynton, 127 So. 859 (Fla. 1930); Mora v. Karr, 697 So.2d 887 (Fla. 4th DCA 1997).

(17) Courts must consider the harm the defendant will suffer by the issuance of an injunction balanced against the harm, if any, the plaintiff may suffer by a denial of an injunction. Davis v. Joyner, 409 So.2d 1193, 1195 (Fla. 4th DCA 1982).

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