On March 5, 2025, Florida’s Fourth District Court of Appeal issued its decision in First Financial Northwest, Inc. v. Richard Craig Laver, reversing a trial court’s denial of attorney’s fees to First Financial Northwest, Inc. (“Lender”). The court held that the contract’s explicit use of “will” mandated an award of fees to the prevailing party, leaving no discretion to the trial judge. This ruling underscores the principle that precise contractual language establishes definitive obligations, ensuring consistent legal consequences.
Case Overview
In 2021, Richard Craig Laver entered into a financing agreement for a Rolls-Royce, subsequently assigned to Lender. Following Laver’s default, the Lender prevailed in a breach of contract suit, securing over $200,000. The agreement provided: “If we hire an attorney to collect what you owe, you will pay the attorney’s fees and court costs as the law allows.” Post-judgment, the Lender sought fees, but the trial court denied the request without elaboration. Lender appealed, asserting that the contract’s terms required an award.
The Court’s Holding
The appellate court determined that the term “will” imposed a compulsory obligation, distinct from the permissive “may.” This clarity obligated the trial court to grant fees once the Lender engaged counsel to enforce payment, eliminating judicial latitude. The case was remanded to award the Lender its fees and costs, affirming that unambiguous terms dictate enforceable results.
Impact on Litigants
This decision carries broad implications for parties in contract disputes, extending beyond attorney’s fees to the enforcement of contractual provisions generally. When agreements use definitive language like “will”—whether mandating fees, setting payment schedules, requiring delivery dates, or imposing penalties—courts are bound to uphold these terms as written, ensuring predictable outcomes across various obligations. This rigidity provides litigants with a reliable framework to evaluate risks and obligations, whether calculating financial exposure from missed deadlines or anticipating enforcement of performance clauses. Such certainty reduces the likelihood of judicial reinterpretation, enabling parties to make strategic decisions—whether to litigate or settle—based on the contract’s explicit directives rather than uncertain judicial discretion.
Conclusion
The First Financial ruling reinforces the authority of clear contractual language. For litigants, it emphasizes the necessity of understanding precise terms—where “will” is stipulated, compliance is assured, and courts are compelled to uphold the agreement as drafted.
Contact Rosenthal Law Group to assist you with your litigation and contract matters. Call us today at (954) 384-9200 or www.rosenthalcounsel.com.