A prevalent issue arising in business litigation is whether a party wrongfully interfered with another parties’ business relationships. Parties in business litigation often assert claims under Florida law for tortious interference with their prospective or existing business relationships. These relationships must be identifiable. Such relationships are often governed by existing contractual relationships between parties, but valid claims may also exist against parties who interfere with non-contractual business relationships as well. Parties can sue a business or person for tortious interference where the business or person unjustifiably interfered with the party’s business or contractual relationships. “The tort of tortious interference teeters between two competing values—the desire to protect the reasonable expectations of the parties to a business relationship on the one hand, and the need to avoid excessive restrictions on freedom of competition on the other.” Jay v. Mobley, 783 So. 2d 297 (Fla. 4th DCA 2001). Peter Mavrick is a Fort Lauderdale business litigation attorney, and represents clients in Miami, Boca Raton, and Palm Beach. The Mavrick Law Firm represents clients in breach of contract litigation, non-compete agreement litigation, trade secret litigation, trademark infringement litigation, employment litigation, and other legal disputes in federal and state courts and in arbitration.
Tortious interference with a contract and tortious interference with a business relationship are very similar causes of action. The primary difference is that one claim involves an express contract, while the other involves only a business relationship. Plain Bay Sales, LLC v. Gallaher, 2018 WL 4208343 (S.D. Fla. Aug. 23, 2018). The elements essential to recovery for tortious interference with a contract are: “(1) the contract; (2) the wrongdoer’s knowledge thereof; (3) his intentional procurement of its breach; (4) the absence of justification; and (5) damages resulting therefrom.” Smith v. Ocean State Bank, 335 So. 2d 641 (Fla. 1st DCA 1976).
The elements of a claim for tortious interference with a business relationship are: (1) “the existence of a valid business relation (not necessarily evidenced by an enforceable contract) or expectancy; [ (2) ] knowledge of the relationship or expectancy on the part of the interferer; [ (3) ] an intentional interference inducing or causing a breach or termination of the relationship or expectancy; and [ (4) ] resultant damage to the party whose relationship or expectancy has been disrupted.” Smith v. Ocean State Bank, 335 So. 2d 641 (Fla. 1st DCA 1976). Tortious interference with a business relationship requires interference with “business relations of another, both existing and prospective, by including a third person not to enter into or continue a business relation with another or by preventing a third person from continuing a business relation with another.” Plain Bay Sales, LLC v. Gallaher, 2018 WL 4208343 (S.D. Fla. Aug. 23, 2018).
“To satisfy the first prong of a tortious interference of a business relationship claim, the plaintiff may allege ‘tortious interference with present or prospective customers but no cause of action exists for tortious interference with a business’s relationship to the community at large.’” Ethan Allen, Inc. v. Georgetown Manor, Inc., 647 So. 2d 812 (Fla. 1994). “As a general rule, an action for tortious interference with a business relationship requires a business relationship evidenced by an actual and identifiable understanding or agreement which in all probability would have been completed if the defendant had not interfered.” Bell v. Tampa Bay Downs, Inc., 2011 WL 6718266 (M.D. Fla. Dec. 21, 2011).
To recover damages for a tortious interference claim, parties must show that there were actual relationships that were disrupted. Speculative relationships will not suffice. For example, in Vibo Corp. v. U.S. Flue-Cured Tobacco Growers, Inc., the United States District Court for the Southern District of Florida dismissed a tortious interference claim because the plaintiff “ha[d] not identif[ied] any legal rights at stake, and it had not allege[d] any instances of customers, distributors or retailers not performing pursuant to those legal rights.” 2018 WL 11149759 (S.D. Fla. May 15, 2018). Vibo further noted that “[a]bsent an allegation of an identifiable agreement [or understanding]…that they would return for future business, [Plaintiff] has failed to state a claim. The mere hope that some of its past customers may choose to buy again cannot be the basis for a tortious interference claim.” Vibo Corp. v. U.S. Flue-Cured Tobacco Growers, Inc., 2018 WL 11149759 (S.D. Fla. May 15, 2018).
Peter Mavrick is a Fort Lauderdale business litigation lawyer, and represents businesses in Miami, Boca Raton, and Palm Beach. This article does not serve as a substitute for legal advice tailored to a particular situation.