Remedies For Breach Of Contract: When Florida Courts Award Specific Performance Vs Monetary Damages

In a Florida breach of contract case, the default remedy is money. Courts try to award damages that put the nonbreaching party in the position it would have been in if the contract had been performed, without handing them a windfall.

But sometimes money is not enough, or it is too messy to calculate, or the contract subject is truly unique. That is where specific performance comes in. It is an equitable remedy that forces the breaching party to do what they promised, and Florida courts treat it as discretionary, not automatic. If you and your business are suffering from a breach of contract, our Miami, FL breach of contract lawyer today.

Monetary Damages: The Normal Remedy And How Florida Measures Them

Florida’s core damages principle is straightforward: compensatory damages aim to put the injured party “in as good a position” as full performance would have, but not necessarily the same physical position.

In real business disputes, that usually breaks down into a few buckets:

• Expectation damages (benefit of the bargain): profits or value the party should have received if the deal was performed.
• Cost of repair vs diminution in value (construction and build disputes): Florida follows the Restatement approach adopted by the Florida Supreme Court in Grossman Holdings v. Hourihan: cost to complete or repair is typical unless it would involve unreasonable economic waste, in which case diminution in value may be used.
• Incidental and consequential damages (sales of goods): Florida’s UCC expressly allows incidental and consequential damages in the right circumstances, with foreseeability and mitigation concepts built in.

Money damages also interact with practical limits: proof, causation, and the duty to mitigate. The reality is if you cannot prove the amount with reasonable certainty, you may win liability and still recover very little.

Specific Performance: What It Is And Why Florida Courts Treat It Differently

Specific performance is an order that compels performance, usually used when damages are inadequate. Florida courts repeatedly say it is an equitable remedy granted in the trial court’s discretion.

A useful way to think about it is: specific performance is a remedy of precision. Florida courts will not order it unless the contract and the plaintiff’s performance posture are clean and clear.

The Core Requirements Florida Courts Apply

Florida decisions consistently emphasize:

1. No adequate remedy at law. If money damages can make the plaintiff whole, specific performance is typically off the table. In DiMauro v. Martin (4th DCA 2023), the court reaffirmed that specific performance is appropriate only when there is no adequate remedy at law, citing cases like Vagabond Travel and Bird Lakes Development.
2. Clear, definite, and certain contract terms. Florida courts require the agreement to be “clear, definite, and certain” in essential elements. Invego Auto Parts v. Rodriguez (3d DCA 2010) states that the plaintiff must prove the contract by competent and satisfactory proof that is clear, definite, and certain, quoting Miller v. Murray (Fla. 1953).
3. Plaintiff must be ready, willing, and able to perform. This is a repeated theme in the specific performance cases, including Invego.
4. Equity and discretion. Even if the technical elements exist, the court still asks whether justice requires the remedy. Florida courts describe the remedy as discretionary and governed by legal and equitable principles.

Where Florida Courts Are Most Likely To Award Specific Performance

Real Estate And Unique Property Interests

Land is treated as unique in the sense that damages may be inadequate, but Florida courts still stress discretion and will deny specific performance when damages are adequate or the contract is too loose on essential terms. DiMauro is a good example of a Florida appellate court affirming denial of specific performance because money damages were adequate, even though land is often considered unique.

Also, for real estate deals, Florida’s statute of frauds requires a writing signed by the party to be charged in many scenarios involving interests in land, which becomes a threshold enforcement issue before you even get to remedies.

Sale Of Goods When The Goods Are Unique Or Cover Is Impractical

Florida’s UCC expressly authorizes specific performance where goods are unique or in other proper circumstances.
If a buyer cannot reasonably “cover,” replevin can also be available for identified goods in the statutory circumstances.

Think specialized equipment, custom manufactured components, or supply chain failures where substitution is not realistic on the timeline the business needs.

Deals Where The Contract Itself Makes Damages Hard To Calculate

Courts are more open to equitable relief when damages are speculative or cannot realistically put the plaintiff in the right position. That said, Florida courts will still look for tight contract terms and a plaintiff who has done its part.

When Florida Courts Tend To Refuse Specific Performance

Florida appellate decisions give a pretty clear “no” list:

• Damages can fully compensate. DiMauro collects authority that adequate compensatory damages can preclude specific performance, even in land-sale contexts.
• The agreement is missing essential clarity. Florida courts require definite, certain, complete essential terms.
• Plaintiff is not ready, willing, and able. If the plaintiff cannot prove it can perform, it usually cannot force the other side to perform.
• Equitable defenses or practicality problems. Because it is an equitable remedy, the court can deny it where the remedy would be unjust or unworkable under the circumstances.

Drafting And Litigation Takeaways For Businesses

If you want specific performance to be a real option, build the record for it:

• Put essential terms in writing and make them specific enough to be “clear, definite, and certain.”
• Keep your performance clean: document tenders, deadlines met, financing readiness, and your ability to close.
• Draft remedies clauses thoughtfully. Even if you include “specific performance available,” courts still analyze adequacy of damages and equity, but clean drafting helps frame the argument.

If you want money damages to be the main remedy, make that clear too:

• Add liquidated damages where appropriate
• Limit consequential damages where enforceable
• Define what “damages” means in the agreement, especially for lost profits and delay claims

Practical Takeaway

Florida courts award monetary damages as the standard remedy, aiming to restore the benefit of the bargain without economic waste. Specific performance is the exception: it is discretionary, requires contract clarity, proof the plaintiff is ready and able to perform, and a showing that money is not an adequate fix.

Contract Disputes Handled Statewide

At Perez Mayoral, P.A., we handle business litigation matters involving breached agreements and commercial disputes throughout Florida. We represent clients in cases involving nonpayment, failed performance, and contractual disagreements.

If you would like to discuss your options, call 305-928-1077 or email [email protected].