What’s the biggest mistake sellers make when exiting a Florida business? Underestimating the power of a non-compete agreement. Unlike employment non-competes, which courts scrutinize for fairness and necessity, business sale non-competes are backed by Florida Statute § 542.335. The law presumes the seller has received substantial value and knows the business intimately, so restrictions can be broader and longer-lasting.
When a business changes hands, the buyer’s investment and goodwill are at stake. Florida courts enforce these agreements aggressively, often upholding terms that would be invalid in an employment context. For example, a five-year restriction may be reasonable in a sale, but excessive for an employee. The statute requires clear, written terms and prohibits vague or overreaching language, but gives buyers strong protection if the agreement is properly drafted.
Missing a deadline or failing to specify geographic scope can leave you exposed. Sellers must understand that once the ink is dry, courts rarely hesitate to enforce these clauses. Buyers should insist on precise language and consult counsel to avoid loopholes. If you’re involved in a Florida business sale, don’t treat your non-compete like an afterthought—make it a cornerstone of your deal.
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Disclaimer: This content is for informational purposes only and does not constitute legal advice, and laws and legal interpretations may change after the date of publication.
Written by:
Gil Sánchez, Esq.
CEO | Civil Trial Attorney
Black Rock Trial Lawyers
Abogados Law
