Case Explained: T&T Management, Inc., a Florida corporation v. Choice Hotels International, Inc., a Delaware corporation; Sunshine Fund Port Orange, LLC, Florida limited liability company; Country Inn & Suites by Radisson, Inc

Court: United States Court of Appeals for the Eighth Circuit Filed: 2026-06-25 The eighth-circuit affirmed the district court’s dismissal of T&T Management, Inc.’s claims against Choice Hotels International, Inc., Country Inn & Suites by Radisson, Inc., and Sunshine Fund Port Orange, LLC, ruling that the plaintiff failed to state a claim upon which relief could be granted. Applying de novo review under Federal Rule of Civil Procedure 12(b)(6) and Florida contract law, the court held that the License Agreement’s plain and unambiguous language authorized Choice to license its WoodSpring hotel brand within T&T’s protected geographic area. The court determined that the agreement’s capitalized terms “Marks” and “System” referred exclusively to the Country Inn & Suites brand identifiers, while Section 1.2(b)(2) expressly reserved the right for the franchisor to license other acquired marks and systems anywhere at any time. Consequently, Choice’s actions did not breach the express contract terms, which precluded T&T’s claims for breach of the implied covenant of good faith and fair dealing under Florida law. Furthermore, the court affirmed the dismissal of tortious interference claims against Sunshine, finding that because no underlying contract breach occurred, there could be no interference with a contract, and T&T’s claim regarding business expectancies was dismissed as purely speculative due to a failure to allege an identifiable business relationship or legal rights to future customers. Finally, the court upheld the district court’s denial of leave to amend the complaint further, concluding that T&T lacked good cause for seeking a fourth amendment after missing procedural deadlines and failing to comply with local rules, rendering any further amendment futile. The judgment is affirmed, leaving the dismissal with prejudice in place. Do It For The Case Law is a news reporting service. Nothing in this episode constitutes legal advice.