NOT FINAL UNTIL TIME EXPI RES TO FILE REHEARING MOTION AND, IF FIL ED, DETERMINED IN THE DISTRICT COURT OF APPEAL OF FLORIDA SECOND DISTRICT ST. CROIX LANE TRUST & M.L. ) SHAPIRO, TRUSTEE, ) ) Appellant, ) ) v. ) Case No: 2D13-3636 ) ST. CROIX AT PELICAN MARSH ) CONDOMINIUM ASSOCIATION, INC., ) ) Appellee. ) ) Opinion filed August 8, 2014. Appeal from the Circuit Court for Collier County; Hugh D. Hayes, Judge. Jeffrey Bluestein of M arc L. Shapiro, P.A., Naples, for Appellant. Todd B. Allen of Geode, Adamczyk & DeBoest, PLLC, Naples, for Appellee.

WALLACE, Judge. The owner of a condominium unit appeals a final summary judgme nt declaring that no accord and sati sfaction occurred when the con dominium association accepted a check that the unit o wner tendered in full satisfact ion of the association's disputed claim for past due a ssessments and other charges. Bec ause the circuit court- 2 - erred in relying on section 718. 116(3), Florida Statutes (2011) , in ruling that an accord and satisfaction did not occur, we reverse the final summary ju dgment. I. THE FACTUAL AND PR OCEDURAL BACKGROUND St. Croix at Pelican Marsh Condom inium Association, Inc. (the Association), filed an action to foreclose its lien on a condom inium unit for past due assessments, interest, late fees , costs, and attorney's fees. The Association obtained a final judgment of foreclosure, and the unit was scheduled for s ale. The unit was subject to a first mortgage, and the Asso ciation elected not to bid at the sale. St. Croix Lane Trust (the Trust) was the succe ssful bidder at the sale. On Ma rch 13, 2012, the clerk of the court issued and recorded a ce rtificate of title in favor o f the Trust. The Trust bid $100 for the pr operty at the sale. The $100 bid was insufficient to pay the amount of t he Association's foreclosure judgment. On March 21, 2012, the Association's attorney wrote the Trust a letter deman ding payment of $36,584.54. This figure included unpaid quarterly assessments against the unit for several years, accrued interest, l ate fees, a substantial balan ce for a delinquent water bill, costs, and attorney's fees . The Association also demande d payment of the quarterly assessment that fell due on January 1, 2012, the firs t day of the quarter during which the Trust took title to t he unit. The Trust did not pay the amount demanded, and the Association filed a clai m of lien against the unit. On May 7, 2012, the Association's attorney sent a letter to the Trust demanding payment of $38,58 6.11, plus interest through the date of payment. The Trust's attorney responded in writing on May 18, 2012. Th e Trust disputed the amount of the Associat ion's claim. In the Trust's view, its liability to the- 3 - Association was limited to its s hare of the first quarterly ass essment for 2012, prorated from March 13, 2012, the date t hat it took title to the unit. However, the Trust offered to pay the Association $840, the fu ll amount of the first quarterl y assessment, to settle the matter. In pertinent part, the le tter from the Trust's attorne y to the Association's attorney said: At worst[,] my client only ow es the pro rata first quarter assessment for the period of i ts ownership. However, in a good faith effort to resolve th is matter I have enclosed herewith a check in the am ount of $840.00 payable to your Trust Account for the full Janu ary 1, 2012 assessment. Be advised and warned, this che ck is tendered in full and final satisfaction of all claims made against the Trust and the property for the amounts dem anded in your May 7, 2012 correspondence. Regardless of intent, negotiation of the enclosed check shall be deemed an acceptance of the offer of settlement made herein, and shall be in full and final satisfaction of all claims agai nst the Trust and the property . . . as more particularly set forth in your May 7, 2012 correspondence. (Footnotes omitted.) The parties (or their attorneys) evidently had a history that preceded the current dispute. On May 18, 20 12, the Association's attorney r esponded by e-mail to the Trust's attorney as follows: "We've been through this argu ment before, so I'm not going to recite it here again. Y ou know our position, and the case law[ 1 ] used to support it. I have instructed my staff to apply this as a partial paym ent once it's received (despite the restrictive endorsem ent)." In fact, the Associati on received the Trust's check for $840 and negotiated it.

1 We assume that the "case law" re ferenced here is Ocean Two Condominium Ass'n v. Kliger, 983 So. 2d 739 (Fla. 3d DCA 2008).- 4 - Despite its receipt and ret ention of the $840 tendered in sett lement of its claims, the Association threat ened to file an action to foreclo se its claim of lien against the Trust's condominium unit. The Trust responded by filing an action against the Association. The Trust's comp laint contained two counts. In c ount one, the Trust sought declaratory relief as follows: (1) an adjudication conce rning whether it was obligated to pay the Association for the past due assessments a nd other amounts claimed; (2) an order d ischarging the Associ ation's claim of li en against the unit; and (3) an award of attorney's fees and co sts. In count two, the Trust sought damages for the loss of the rental value of t he unit. The Trust alleged that t he declaration of condominium authorized t he Association to prohibit the leasing of a unit if the unit owner was delinquent in the payment o f assessments when a unit owner submitted an application to lease a unit. The Trust alleged further that th e submission of an application to lease the unit woul d "be futile" under the circu mstances. II. THE CIRCUIT COURT'S RULING The facts were essentially undis puted, and the parties filed c ross-motions for summary judgment. In June 2013, the circuit court granted the Association's motion for summary judgment as to coun t one and denied the Trust's mot ion. In its order, the circuit court determined that the Trust was jointly and several ly liable with the previous unit owner for all amounts claim ed by the Association through t he date of the foreclosure sale, less the $840 payment. The circuit court's r uling was as follows: 1. Florida Statutes Section 718.116(1)(a) provides that a parcel owner, regardless of how his or her title to property was acquired, including by purchase at a foreclosure sale, is jointly and severally liable with the previous parcel owner for a ll unpaid assessments that came- 5 - due up to the time of transfe r of title. The common law doctrine of merger is inapplic able in this instance. 2. [The Trust] acquired titl e to the subject property by purchase at a foreclosure s ale. Therefore, [the Trust] became jointly and severally li able with the prior owner for unpaid assessments that wer e due and owing to [the Association] when [the Trust] took title to the subject property, pursuant to Florida Statutes Section 718.116(1)(a). 3. By operation of § 718. 116(3), Fla. Stat. [the Association's] acceptance of a payment from [the Trust] as an accord and satisfaction was ineffective to satisfy [the Association's] claims agains t [the Trust] for amounts in excess of the amount paid. 4. The assessments for whic h the [Trust] is jointly and severally liable with t he previous owner to the [Association] include intere st, costs, late fees[,] and attorney's fees. In July 2013, the circuit court entered a final judgment in acc ordance with its prior order. The final judgment dismissed coun t two of the Trust's complaint with prejudice. This appeal followed. III. THE TRUST'S ARGUMENTS On appeal, the Trust raises three arguments. First, the Assoc iation's negotiation of the Trust's che ck that was tendered in full sati sfaction of the Association's claims resulted in an accord and satisfaction. Second, the Ass ociation's claim for the assessment and other charges tha t accrued before the Trust acqu ired title to the unit was extinguished by the common law doctrines of merger and esto ppel. Finally, and in the alternative, the Trust's li ability to the Association was l imited to the past due assessments only, exclusive of i nterest, late fees, interest, u tility expenses, costs, and attorney's fees. We need address only the issue of accord and satisfaction. Our- 6 - standard of review is de novo. V olusia Cnty. v. Aberdeen at Or mond Beach, L.P., 760 So. 2d 126, 130 (Fla. 2000). IV. DISCUSSION Section 673.3111, Florida Statut es (2011), "Accord and satisfa ction by use of instrument," provides, in pertinent part, as follows: (1) If a person against w hom a claim is asserted proves that that person in good faith tendered an instrument to the claimant as full satisf action of the claim, that the amount of the claim was unliqui dated or subject to a bona fide dispute, and that the clai mant obtained payment of the instrument, the following subsections apply. (2) Unless subsection (3) applies, the claim is discharged if the person agains t whom the claim is asserted proves that the instrument o r an accompanying written communication contained a c onspicuous statement to the effect that the instrument was tendered as full satisfaction of the claim. None of the exceptions provided fo r in the statut e are applicab le here. When the Association negotiated the Trus t's check that was tendered in f ull and final satisfaction of the Association's disputed cl aim, an accord and satisfaction resulted. See MillerDunn Co. v. Green, 16 So. 2d 637 , 638 (Fla. 1944); United Auto. Ins. Co. v. Palm Chiropractic Ctr., Inc., 51 So . 3d 506, 509 (Fla. 4th DCA 2010) ; Martinez v. S. Bayshore Tower, L.L.L.P., 979 So. 2d 1023 , 1024 (Fla. 3d DCA 2008). If the Association did not wish to accept the $840 check in full settlement of its claims in accordance with the Trust's conditional tender, then it should have returned the ch eck instead of negotiating it. See The Burke Co. v. Hilton Dev. Co., 802 F. Supp. 434, 43 9 (N.D. Fla. 1992) (applying Florida law). "Simply p ut, the [Association] cannot have [its] cake and eat it too." Id.- 7 - The Association argues that s ection 718.116(3) of the Condomin ium Act requires a different result. Sec tion 718.116(3) provides as fo llows: Assessments and installment s on assessments which are not paid when due bear interest at the rate provided in the declaration, from the due dat e until paid. The rate may not exceed the rate allowed by law, and, if no rate is provided in the declaration, int erest accrues at the rate of 18 percent per year. If provided by the declaration or bylaws, the association may, in additi on to such interest, charge an administrative late fee of up to the greater of $25 or 5 percent of each delinquent insta llment for which the payment is late. Any payment receiv ed by an association must be applied first to any interest accrued by the association, then to any administrative late fee, then to any costs and reasonable attorney's fees incurred in collection, and then to the delinquent assessment. T he foregoing is applicable notwithstanding any restrictive endorsement, designation, or instruction placed on or acco mpanying a payment. A late fee is not subject to ch apter 687 or s. 718.303(4). (Emphasis added.) In the Associat ion's reading of the statute, the penultimate sentence of subsection three protects a c ondominium association against a claim of accord and satisfaction when it negotiates a check tendered in payment of claim for assessments and related charges. We disagree. We interpret the statutory language to mean that the condominium association mus t apply such payments to amounts due in accordance with the statutory co mmand without regard to any accompanying i nstructions to the contrary. We do not think tha t the legislature intended the pe nultimate sentence of subsection three to amend sect ion 673.3111 tacitly or to otherw ise alter the law of accord and satisfaction in favo r of condominium associations wh en they accept payments for assessments and related charges. The pertinent legislative histor y confirms our interpretation of the statute. The language in questi on was added to subsection three of secti on 718.116 by chapter- 8 - 91-103, section 9, at 735, Laws of Florida (1991). The staff a nalyses for the House and Senate explain the purpose of the amendment as follows: Subsection (3) [of section 718. 116] addresses the late fee which is charged for unpaid a ssessments. Currently the fee can be the greater of $25 or 5 percent of the assessment. Language is added to provide that the late fee applies to each installment. Currently, t he statute provides a formula which determines how payment s are to be applied, with payments first applied to interes t, then to late fees, then to costs and attorney[']s fees[,] and then to delinquent assessments. This bill would apply this statutory formula even if the check which was t endered contained a restrictive endorsement which provided some other formula for payment. Fla. H.R. Comm. on Judiciary , CS for HB 1465 (1991) Staff Analy sis 12 (Mar. 28, 1991); Fla. S. Comm. on Fin. & Tax , CS for SB 1408 (1991) Staff Analys is 7 (Apr. 19, 1991) (available at Fla. Dep' t of State, Fla. Sta te Archives, Tallaha ssee, Fla.) (emphasis added). Thus the staff analyses c onfirm that the pertinent lan guage was added to subsection three to invalidate restrictive endorsements that pr ovide a formula for the application of payment s other than that set forth in the statut e. There is nothing in the staff analyses suggesting that t he amendment was intended to ma ke section 673.3111 inapplicable to condominium associ ations or that the amendment would otherwise alter Florida law concerning accord and satisfaction solely for the b enefit of condominium associations. We recognize that part of the discussion in Ocean Two Condomin ium Ass'n v. Kliger, 983 So. 2d 739 (Fla. 3d DCA 2008), can be read to interpret section 718.116(3) differently. We thin k that the Third District reach ed the correct result in Kliger. However, we do not find its discussion of section 718. 116(3) persuasive here for two reasons. First, the monthly maintenance payments for which the unit owners- 9 - tendered their payments in Kliger were conceded to be due and w ere not subject to any dispute. Id. at 741. Here, ther e was a bona fide dispute abou t the amounts for which the Trust was liable. This fac t is sufficient to distinguish K liger from the case under review. Second, it does not appear from t he discussion in Kliger that the Third District had the benefit of the per tinent legislative history a s an aid to its interpretation of section 718.116(3) when it issued the opinion in that case. We are inclined to believe that if the Third District had c onsidered the legi slative histo ry, its discussion of the purpose and effect of the stat ute might have been different. Before concluding, we also not e that the undisputed nature of the condominium association's clai ms in Kliger rendered any conside ration of the role of the statute in protecting a condominium associat ion from prejudice or jeopardy by acceptance of a partial paymen t unnecessary to the Third Distri ct's decision in that case. In short, the discussion in K liger on which the Associat ion relies so heavily here in support of an affirmanc e is only dicta. V. CONCLUSION For the foregoing reasons, we re verse the circuit court's summ ary judgment order and the final j udgment entered in accordance wit h it. On remand, the circuit court shall enter a parti al summary judgment declaring that any obligations of the Trust to the Association for amou nts that became due before the Trust acquired title to the property were discharged by an accord and satisfaction. In addition, the partial summary judgment to be entered sha ll also declare that the Trus t is entitled to have the Association's claim of lien aga inst the condominium unit in que stion cancelled and- 10 - vacated. The Trust's claim for the lost rental value of the un it as asserted in count two of the complaint remains to be resolved on remand. Reversed and rem anded with directions.

DAVIS, C.J., and CRENSHAW, J. Concur.