ROBIN L. ROSENBERG, District Judge.
This cause is before the Court on Defendant's Motion to Dismiss [DE 18]. The Motion has been fully briefed. For the reasons set forth below, the Motion is granted.
Plaintiff attempted to purchase a vehicle from Defendant. DE 1 at 7. In connection therewith, Plaintiff executed various agreements. See generally DE 1; DE 18. Plaintiff agreed to grant Defendant a "seller's right to cancel." DE 1 at 2. That right permitted Defendant the opportunity to locate financing (at terms acceptable to Plaintiff) after Plaintiff took possession of the vehicle. Id; DE 18. If Defendant was unable to locate auto financing for Plaintiff, Defendant's right to cancel allowed Defendant the opportunity to cancel the sale of the vehicle and retake possession of the vehicle, provided that Defendant returned all consideration it previously received from Plaintiff back to Plaintiff. Id. Defendant was unable to locate auto financing for Plaintiff. DE 1 at 9. Defendant invoked its right to cancel the sale. Id. This lawsuit followed.
When deciding a motion to dismiss under Federal Rule of Civil Procedure 12(b)(6), this Court must accept all factual allegations in a complaint as true and take them in the light most favorable to the plaintiff; however, a plaintiff is still obligated to provide grounds of his or her entitlement to relief which requires more than labels, conclusions and a formulaic recitation of the elements of a cause of action. Bell Atlantic Corp. v. Twombly, 550 U.S. 544, 561-563 (2007). Unwarranted deductions of fact in a complaint cannot be admitted as true for the purposes of testing the sufficiency of the allegations. Aldana v. Del Monte Fresh Produce, N.A., Inc., 416 F.3d 1242, 1248 (11th Cir. 2005). The facts as pled must state a claim for relief that is plausible on the face of the pleading. Iqbal, 556 U.S. at 678-69.
Plaintiff invokes the federal question jurisdiction of this Court by bringing three federal claims: Violation of the Truth in Lending Act (Count I), Violation of the Motor Vehicle Information and Cost Savings Act (Count V), and a count styled as a "Constitutional Challenge" alleging that certain Florida statutes violate the federal Truth in Lending Act (Count VIII). Each count is addressed in turn.
As best as the Court can discern, Plaintiff has alleged two different grounds for her Truth in Lending Act claim. The first is that Defendant's unilateral right to cancel the sale of a vehicle violates TILA. The second is that Defendant did not disclose to Plaintiff that it—the Defendant—was a creditor.
A seller's unilateral right to cancel a sales contract or a contract conditioned upon seller-located financing, does not, by itself, violate TILA. See, e.g., Bragg v. Bill Heard Chevrolet, Inc., 374 F.3d 1060, 1068 (11th Cir. 2004). Numerous cases support this proposition because, importantly, a sales contract conditioned upon financing does not relieve the seller of TILA disclosure obligations. Id. Thus, a unilateral right to cancel a sale or a sales contract conditioned upon seller-located financing does not, in and of itself, violate TILA because TILA applies to the entire transaction from the moment the buyer executes the sales contracts:
Id. Therefore, to the extent Plaintiff's Count I is premised upon the mere existence of the right to cancel in Plaintiff's sales agreements, Plaintiff fails to state a claim.
Furthermore, to the extent Defendant has refused to assume the role of a creditor to Plaintiff in this case, again the Court must examine the exhibits, which govern, in the context of Plaintiff's allegations. Defendant's position "that it is not a creditor" is intertwined with Plaintiff's allegations on page nine of her Complaint: "[Defendant] contacted Plaintiff telling her to sign a second [agreement] or Defendant would repossess the [vehicle]. . . . Plaintiff refused [Defendant's] demands and repeatedly asked where to send her payments." But, pursuant to Plaintiff's own allegations, Defendant merely invoked its contractual right to cancel the sale. Defendant never assumed the role of a creditor—Defendant cancelled the sale and retook possession of its vehicle before Plaintiff made any payments, pursuant to Plaintiff's own allegations. Consistent with the terms of the sales agreements Plaintiff signed and consistent with Plaintiff's allegations, Defendant attempted to locate financing—Defendant did not finance any loan itself.
Plaintiff does not allege that Defendant disclosed improper TILA information. Plaintiff does not allege, for example, that Defendant improperly disclosed the amount to be financed, the principal of Plaintiff's loan, or finance charges. Plaintiff relies solely upon the fact that Defendant had a right to cancel the sale and that Defendant did not assume the role of a creditor. For all of the foregoing reasons, both contentions fail as a matter of law and Plaintiff's Count I is dismissed. Because Plaintiff's dispute with Defendant is legal—not factual—further amendment on this issue would be futile and the Court's dismissal is with prejudice.
Plaintiff alleges that Defendant violated the Motor Vehicle Information and Cost Savings Act by: failing to show Plaintiff the title of the vehicle she purchased, failing to disclose the mileage of the vehicle Plaintiff purchased, and by making a false statement about the mileage of the vehicle Plaintiff purchased. A fundamental premise in each of Plaintiff's contentions is that Plaintiff purchased a vehicle. Pursuant to Plaintiff's own allegations and the relevant exhibits (which govern when they conflict with Plaintiff's allegations), Plaintiff did not purchase a vehicle—she merely took possession of a vehicle. Plaintiff's own allegations admit that title was never signed over to Plaintiff. DE 1 at 14. Plaintiff's allegations establish that she never made a monthly payment on the vehicle. Id. at 9. Plaintiff's agreements with Defendant gave Defendant the right to repossess its own vehicle if it was unable to locate financing for Plaintiff. DE 1-1 at 4. Plaintiff even admits that "[a]n integral part of every motor vehicle sale is the legal transfer of title from the dealer to the buyer," an event which Plaintiff alleges never occurred in this case. DE 25 at 2 (emphasis added). Plaintiff's own quotations to the United States Code establish that her Count V requires the transfer of ownership. DE 1 at 13-14. In summary, Plaintiff has provided no authority to this Court that Defendant may be held liable for improperly disclosing mileage on a vehicle Plaintiff did not buy or for failing to provide Plaintiff a title to a vehicle for which Plaintiff did not pay. Plaintiff's Count V is dismissed. Because further amendment on this issue would be futile, the Court's dismissal is with prejudice.
Plaintiff's Count VIII contends that two Florida statutes are unconstitutional because they conflict with TILA. Those statutes are section 319.001(9) section 320.60(10). Both statutes permit conditional sales agreements like the agreements in the instant case. Numerous cases have declined to find these Florida statutes are unconstitutional because, as discussed above, TILA is compatible with right-to-cancel clauses like the clauses in the instant case. See, e.g., Vereen v. Lou Sobj Auto. of Jax, Inc., No. 3:10-CV-1174-J-12JBT (M.D. Fla. Feb. 23, 2012). Indeed, Plaintiff's own counsel is recorded as having "acknowledg[ed] that most courts addressing conditional sale[] practices have found that the failure to obtain financing may permit cancellation of the [sales agreement] and does not violate the TILA or other similar statutes." Id. at 19 n.10. This Court sees no reason to depart from the conclusions of "most courts," as acknowledged by Plaintiff's counsel, that Florida law permitting conditional contracts such as the contracts in the instant case is constitutional. Plaintiff's Count VIII is dismissed with prejudice.
As a result of the foregoing,