The Lien You Didn’t Find Because the Name Was Off — Florida UCC Searches and the “Seriously Misleading” Rule
In a Florida asset deal, a UCC search is only as good as the name you search. Section 679.5061 makes the debtor’s exact name a closing risk. How to search so liens surface.
The Florida Alternative to a Bankruptcy Sale — Buying Assets Through an Assignment for the Benefit of Creditors
Chapter 727 gives Florida a state-court alternative to a 363 sale. For a buyer of a distressed business it can be faster — but the protections differ. How the structure works.
Your Florida Target Was Administratively Dissolved — Why That Stops a Closing and How Reinstatement Fixes It
A “administratively dissolved” status can stall a Florida closing. How dissolution hits an entity, and how reinstatement under s. 605.0715 relates back to fix it.
Why a Non-Reliance Clause Doesn’t Stop a Fraud Claim in Florida — The Economic Loss Rule After Tiara
After Tiara, Florida’s economic loss rule no longer bars fraud claims between contracting parties. For M&A, that means a non-reliance clause does real work but is not a fraud…
Buying or Selling a Florida Car Dealership — The Manufacturer’s 60-Day Clock Under § 320.643 Runs Your Deal
A Florida franchised dealership sale lives or dies on the manufacturer’s approval of the buyer. Section 320.643 gives the factory 60 days and a reasonableness standard — here is…
Buying or Selling a Florida Pharmacy — The Permit and the DEA Number Don’t Come With the Building
A Florida pharmacy permit is not transferable. On a sale, the buyer applies for a new permit and a new DEA registration, and the controlled-substance inventory has to be handled…
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