Who this is for
Business owners and managers who sign agreements regularly but do not have in-house counsel: a restaurant group negotiating a lease, a contractor signing on with a general contractor, a software or services company with a new enterprise customer, a medical or professional practice bringing on independent contractors. If someone just sent you “their standard form” and asked you to sign by Friday, this page is for you.
Our Business Law division, led by Marcus T. Ellison, works with companies throughout Miami-Dade and Broward County.
Agreements we draft and review
- Vendor and supplier agreements — pricing, delivery, warranties, and what happens when a shipment is late or wrong
- Customer and master services agreements, statements of work, and terms and conditions
- Non-disclosure agreements, one-way and mutual
- Commercial leases for office, retail, restaurant, and warehouse space
- Independent-contractor agreements that reflect how the working relationship actually operates
- Non-competition, non-solicitation, and confidentiality covenants for employees, contractors, and business sales
- Licensing, distribution, and referral agreements
Review before you sign
Most contract problems we see were visible on the page before anyone signed. A pre-signing review focuses on the clauses that decide how much a bad outcome costs you:
- Payment terms, late fees, and the right to stop work if you are not paid
- Limitation of liability and indemnification — who pays when something goes wrong, and how much
- Term, renewal, and termination, including automatic renewals that are easy to miss
- Personal guarantees that put your own assets behind the company’s promise
- Dispute resolution — venue, governing law, arbitration, jury waivers, and attorney’s-fee provisions
- Intellectual property and confidentiality — who owns the work product and the data
You get a plain-English summary of the risks, suggested redlines, and a clear sense of which points are worth pushing on and which are standard.
Non-competes under Florida law
Florida enforces restrictive covenants such as non-competes and non-solicitation agreements, but only on its terms. Under Fla. Stat. §542.335(1)(a), a court will not enforce a restrictive covenant unless it is in a writing signed by the person against whom enforcement is sought. The party seeking enforcement must also prove a legitimate business interest — such as trade secrets, confidential business information, substantial customer relationships, or specialized training (§542.335(1)(b)) — and that the restraint is reasonably necessary to protect it (§542.335(1)(c)).
The statute also sets presumptions about duration. For a former employee, a restraint of 6 months or less is presumed reasonable and one longer than 2 years is presumed unreasonable (§542.335(1)(d)); for the seller of a business, 3 years or less is presumed reasonable and more than 7 years is presumed unreasonable (§542.335(1)(e)). Whether you are asking someone to sign a covenant or being asked to sign one, the details of the drafting matter.
How we work
- Understand the deal. We start with what you are trying to accomplish and what worries you about it.
- Draft or review. We prepare a draft or mark up the other side’s paper, with notes explaining each change.
- Negotiate. We can work behind the scenes or deal with the other side’s counsel directly.
- Templates for repeat use. For agreements you sign often, we build a standard form your team can use without calling us every time.
This page provides general information about contracts in Florida and is not legal advice. Laws change and every situation is different. Reading this page or contacting the firm does not create an attorney-client relationship. Please consult a licensed attorney about your specific situation.