
Is Your Letter of Intent Binding in Florida? Usually Not — and That Cuts Both Ways
Florida courts call most letters of intent unenforceable agreements to agree. What that means for a founder who signs one — and the terms that do bind.

The Florida Share Exchange: The Deal Structure Nobody Talks About
Florida’s statutory share exchange under section 607.1102 delivers 100% of a target’s stock without chasing every holdout signature. Why almost nobody uses it.

Florida Trucking Company Sales: The Authority Does Not Ride Along
In a Florida trucking company sale, the USDOT number, safety rating, and driver files do not simply transfer — and the trucks themselves can trigger sales tax.

Florida Brownfield M&A — Why the DEP Voluntary Cleanup Program Is the Asset Buyer’s Best Insurance
Florida brownfield M&A turns on the DEP Voluntary Cleanup Tax Credit Program. Why VCTC enrollment caps the buyer’s environmental exposure better than a Phase II report alone.

Florida Workers Comp Class Code Transfer in Asset M&A — Why the NCCI Experience Mod Travels With the Payroll, Not the Entity
Florida workers comp experience mod under FL § 440 follows the payroll, not the entity. Asset buyers in labor-heavy deals should diligence the NCCI mod 90 days before the LOI to avoid a mid-deal pricing surprise.

Florida Bar Ethics Opinion 24-1 and M&A Engagement Letters — The Concurrent Representation Trap Most Deal Lawyers Run Through
Florida Bar Ethics Opinion 24-1 reshaped concurrent-representation analysis in M&A — what your engagement letter should say if the same firm represents the entity and the selling founders.
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