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Florida Business Disputes & Breach of Contract

When a contract is breached in Florida, typical remedies are money damages and — where damages are inadequate — specific performance. The deadline to sue (§ 95.11) is 5 years for a contract founded on a written instrument and 4 years for an oral or unwritten contract.

By Find Local Law Editorial Team · Last reviewed: May 26, 2026

Researched and drafted with AI assistance and verified against primary sources (statutes, Judicial Council forms, and official court websites). This is general information, not legal advice.

This is general information, not legal advice. Deadlines apply — talk to a Florida attorney promptly.

When a business deal goes wrong, two questions usually come first: what can I recover, and how long do I have to sue.

Remedies for breach

When a contract is breached, the typical remedy is money damages. Where damages are inadequate to make things right, a court may order specific performance — requiring the breaching party to actually perform the contract.

Deadlines to sue

Florida’s statute of limitations (§ 95.11) sets the clock for breach-of-contract claims:

  • 5 years for a contract founded on a written instrument.
  • 4 years for an oral or unwritten contract.

The shorter window for oral agreements is one more reason to get important deals in writing.

Next steps

Want to prevent disputes in the first place? Review contract basics and make sure your structure fits in choosing a business entity. For the full overview, visit the Florida business law hub. If a contract has been broken, connect with a lawyer.

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Frequently asked questions

What can I recover for breach of contract in Florida?
Typical remedies are money damages, and where damages are inadequate, specific performance (a court order to perform the contract).
How long do I have to sue for breach of a written contract?
Five years for a contract founded on a written instrument (§ 95.11).
How long do I have to sue on an oral contract?
Four years for an oral or unwritten contract (§ 95.11).

Sources

Related guides

  • Choosing a Business Entity in Florida Florida businesses commonly operate as sole proprietorships, partnerships, LLCs (Florida Revised LLC Act, ch. 605), or corporations (Florida Business Corporation Act, ch. 607). LLCs and corporations are formed by filing with the Division of Corporations and generally shield owners' personal assets; sole proprietors and general partners do not get that shield. Florida has no state personal income tax.
  • Florida Contract Basics A valid Florida contract generally needs offer, acceptance, and consideration. Florida's statute of frauds (§ 725.01) makes certain agreements unenforceable unless in writing and signed — including a promise to answer for another's debt, an agreement in consideration of marriage, the sale of land or an interest in land, a lease of land for more than one year, and any agreement that can't be performed within one year.
  • Florida Fictitious Name (DBA) Registration A Florida business operating under a name other than its legal name must register the fictitious name with the Division of Corporations (§ 865.09). Before registering, the registrant must have advertised the intention to register at least once in a newspaper in the county of the principal place of business.
  • How to Form a Corporation in Florida To form a Florida corporation you file Articles of Incorporation under § 607.0202 with the Division of Corporations — name, principal/mailing address, authorized shares, registered agent, and incorporators. You file an annual report between January 1 and May 1 (§ 607.1622). An S corporation is a federal IRS tax election, not a separate Florida entity. State filing fees apply — confirm current fees on Sunbiz.
  • How to Form an LLC in Florida To form a Florida LLC you file Articles of Organization with the Division of Corporations under § 605.0201, stating the name, principal/mailing address, and registered agent with acceptance. You must continuously maintain a Florida registered agent (§ 605.0113) and file an annual report between January 1 and May 1 each year (§ 605.0212). State filing fees apply — confirm current fees on Sunbiz.

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