Lewis I. WADE, Jr., Appellant, v. N.G. WADE INVESTMENT COMPANY, Appellee.
No. 1D00-4827.
District Court of Appeal of Florida, First District.
Jan. 8, 2002.
James A. Bledsoe, Jr. of Bledsoe, Schmidt, Moonly & Roberson, P.A., Jacksonville, for Appellant.
David M. Wells, Michael Cavendish of McGuire Woods LLP, Jacksonville, for Ap-pellee.
PER CURIAM.
We are unable to determine from the face of the May 12, 1999, letter whether it is an integrated contract incorporating the entire agreement between the parties without indulging in at least one inference in favor of appellee. Accordingly, we conclude that there are disputed issues of fact which preclude summary judgment, see Cox v. CSX Intermodal, Inc., 732 So.2d 1092 (Fla. 1st DCA 1999); Young v. Morris Realty Co., 569 So.2d 813 (Fla. 1st DCA 1990); Pinnacle Holding, Inc. v. Biologies, Inc., 643 So.2d 642 (Fla. 2nd DCA 1994); see also Restatement (Second) of Contracts: Evidence of Prior or Contemporaneous Agreements and Negotiations ยง 214 (1981), and we reverse and remand for further proceedings.
WEBSTER and VAN NORTWICK, JJ. concur.
WOLF, J., dissents with written opinion.
WOLF, J.,
dissenting.
The letter agreement of May 12, 1999, addressed all outstanding issues between the parties. Specifically, it addressed the issue of the purchase of the additional stock which is the basis of the present dispute between the parties. The letter was unambiguous, and it addressed this issue in a manner which was inconsistent with the terms of the alleged prior oral agreement. There is no reason to send the case back to the trial court. See Evans v. Borkowski, 139 So.2d 472 (Fla. 1st DCA 1962).