Equitable Estoppel

What is equitable estoppel?

Equitable estoppel is a legal doctrine in Florida that prevents a person from making a claim or taking a position in court that contradicts previous actions or statements. It prevents someone from “going back on their word” when it would cause harm to another person who relied on that word.

For example, suppose A promises to transfer a piece of property to B, and B relies on that promise and acts accordingly (such as making improvements to the property). In that case, A may be estopped, or denied, from going back on their commitment and refusing property transfer,

In Florida, the doctrine of equitable estoppel applies when it would be unfair or unjust to allow a person to assert a right to possession, given their prior conduct or statements. The doctrine of equitable estoppel can be a powerful tool for protecting parties’ rights in a legal dispute. For example, parties often use it in contract or property disputes.

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What legal issues typically arise related to equitable estoppel?

The following disputes are among the most common to equitable estoppel:

Reliance: The party asserting estoppel must show that they relied on a false representation or concealment of material facts. The other party may argue that the person asserting estoppel did not actually rely on the false representation or that their reliance was not reasonable or foreseeable.
Materiality: The false representation or concealment must be material to a decision to act. The defendant may argue that the false representation or concealment was not material or that the person asserting estoppel would have acted the same way regardless of the representation or concealment.
Intent: The defendant must have intended to make a false representation or conceal material facts. The defense may support this position by arguing that the defendant made the representation innocently or did not intend to deceive.
Statute of limitations: Equitable estoppel claims must be brought within a specific time, as determined by the statute of limitations. The other party may argue that the person asserting estoppel waited too long to bring their claim and that the statute of limitations now bars it.

What are relevant laws related to equitable estoppel in Florida?

Because equitable estoppel is the result of common law, no statutes or regulations govern it; instead, judge-made case law governs.

Courts have found instances of equitable estoppel in a range of situations, including:

Contract disputes, such as when a contractor initially agrees to a price to perform work on a house and then later increases the price.
Real estate disputes, such as when a homeowner agrees to sell their property and changes their mind after the would-be purchaser forgoes other options.
A person withholding from filing a lawsuit because of a representation made, causing the statute of limitations to run on the claim. Florida courts generally find equitable estoppel as a defense to the claim that the statute of limitations has run. See Major League Baseball v. Morsani, 790 So. 2d 1071, 1078–79 (Fla. 2001).
Insurance disputes where the policyholder relied on the promise to their detriment, such as a promise to provide coverage for a particular type of loss.

What is required to prove a case of equitable estoppel in Florida?

In Florida, the following elements must be present to establish equitable estoppel:

A false representation or concealment of material facts by the person against whom the estoppel is sought (the “representor”);
The representor knew the truth when making the representation;
The representor made the representation intending for the other party to rely upon it;
The person asserting the estoppel (the “representee”) had a right to rely on the representation and did, in fact, rely on it;
The representee’s reliance was reasonable and foreseeable; and
The representee was prejudiced as a result of their reliance on the representation.

In Florida, equitable estoppel can apply to both parties in a contract dispute and to third-party actors who are not parties to the contract but have relied on representations made by one of the parties. Additionally, equitable estoppel may apply to property disputes, such as disputes involving property lines or usage. In these cases, the elements of equitable estoppel may be slightly different. Still, the overall purpose of the doctrine remains the same: to prevent a party from going back on their word or taking a position in court that contradicts previous actions or statements.

When a set of facts is appropriate to meet the requirements of equitable estoppel, there are many paths a claimant may take. We are value-based attorneys at Jimerson Birr, which means we look at each action with our clients from the point of view of costs and benefits while reducing liability. Then, based on our client’s objectives, we chart a path forward to seek appropriate remedies, such as:

Injunctive relief: A court may order the defendant to the action to stop certain activities or behavior or to perform specific measures to prevent further harm to the person asserting estoppel.
Monetary damages: A court may award monetary damages to the person asserting estoppel due to their reliance on the false representation.
Equitable relief: A court may grant equitable relief, such as an order for the specific performance of a contract, to provide the person asserting estoppel with the benefit of the bargain that they reasonably expected from the false representation.
Declaratory relief: A court may issue a declaratory judgment clarifying the rights and obligations of the parties in a dispute, thereby establishing the validity of the person’s claim of equitable estoppel.

To see what actions may be available for your unique situation, please contact our office to set up your initial consultation.

What are common defenses to equitable estoppel in Florida?

The primary defenses to equitable estoppel in Florida include:

Lack of reliance: The person asserting estoppel must show that they relied on the false representation or concealment of material facts. Suppose the defendant can show that the person asserting estoppel did not actually rely on the false representation or that their reliance was not reasonable or foreseeable. In that case, the defense of lack of reliance may be successful.
Unconscionability: If the defendant made the alleged false representation in circumstances that involved inherent unfairness or grossly inequitable bargaining power, a court may find that the representation was unconscionable and that estoppel should not apply.
Fraud: If the defendant falsely represented with the intent to deceive, a court may find that estoppel should not apply on the grounds of fraud.
Statute of limitations: Equitable estoppel claims must be brought within a particular time, as determined by the statute of limitations. If the person asserting estoppel waits too long to bring their claim, the defense of the statute of limitations may be successful.
Waiver: If the defendant can show that the person asserting estoppel voluntarily and intentionally waived their right to rely on the false representation, the waiver defense may be successful.

One core strategy for defending against equitable estoppel is to argue that the plaintiff did not actually rely on the false representation or that their reliance was not reasonable or foreseeable. Evidence like emails, letters, or other correspondence indicating the plaintiff was not relying on the representation may all support this strategy.

Another core strategy is challenging the materiality of the representation. The defendant can argue that the false representation or concealment was not material to the plaintiff’s decision to act, so the plaintiff has no right to claim reliance on it. The defendant could prove this by showing other reasons why the plaintiff might have acted this way.

To see what defenses may be available for your unique situation, please contact our office to set up your initial consultation.

Have more questions about an equitable estoppel-related situation?

Crucially, this overview of equitable estoppel does not begin to cover all the laws implicated by this issue or the factors that may compel the application of such laws. Every case is unique, and the laws can produce different outcomes depending on the individual circumstances.

Jimerson Birr attorneys guide our clients to help make informed decisions while ensuring their rights are respected and protected. Our lawyers are highly trained and experienced in the nuances of the law, so they can accurately interpret statutes and case law and holistically prepare individuals or companies for their legal endeavors. Through this intense personal investment and advocacy, our lawyers will help resolve the issue’s complicated legal problems efficiently and effectively.

Having a Jimerson Birr attorney on your side means securing a team of seasoned, multi-dimensional, cross-functional legal professionals. Whether it is a transaction, an operational issue, a regulatory challenge, or a contested legal predicament that may require court intervention, we remain a tireless advocate every step of the way. Being a value-added law firm means putting the client at the forefront of everything we do. We use our experience to help our clients navigate even the most complex problems and come out the other side triumphant.

If you want to understand your case, the merits of your claim or defense, potential monetary awards, or the amount of exposure you face, you should speak with a qualified Jimerson Birr lawyer. Our experienced team of attorneys is here to help. Call Jimerson Birr at (904) 389-0050 or use the contact form to set up a consultation.