Real Estate Contract Disputes

Real Estate Contract Disputes: Resolving Purchase, Sale, and Closing Conflicts

Real estate transactions move large sums of money against tight deadlines, complex contingencies, and legally significant deliverables. When a deal goes sideways — a seller refuses to close, a buyer waives inspection contingencies and then changes course, a lender pulls financing the morning of closing, or a survey reveals a structure encroaching across a boundary — the resulting dispute can put earnest money, financing, and the property itself at risk. John Montague, Esq. represents buyers, sellers, developers, investors, and brokers in real estate contract disputes across Florida, with a focus on practical resolution that preserves transactional value while protecting his clients’ legal position.

Whether the conflict stems from a residential purchase contract, a commercial sale agreement, a build-to-suit lease, an option contract, or a development joint venture, our firm brings together courtroom litigation experience and deep transactional fluency. That combination matters: many real estate disputes are resolved not by who has the strongest legal theory, but by who can credibly threaten litigation while simultaneously identifying a path to closing.

Common Categories of Real Estate Contract Disputes

Specific Performance and Failure to Close

Real estate is treated as legally unique, which is why courts will often order specific performance — forcing a defaulting seller to convey title — rather than awarding monetary damages alone. We pursue and defend specific performance claims when sellers attempt to walk away from signed contracts, often after a competing offer surfaces or after market conditions shift. Time-of-the-essence clauses, ready-willing-and-able buyer status, and lis pendens strategy all become critical leverage points.

Earnest Money and Escrow Disputes

Disputes over earnest money deposits frequently outlast the underlying transaction. Florida escrow agents are bound by statutory dispute-resolution procedures, and brokers holding contested funds face their own regulatory exposure. We handle interpleader actions, demand letters, and Florida Real Estate Commission (FREC) escrow disbursement processes to recover or defend deposits ranging from a few thousand dollars on residential deals to seven-figure deposits on commercial assets.

Inspection, Financing, and Due Diligence Contingencies

Most modern real estate contracts include layered contingencies — inspection periods, financing approval, appraisal thresholds, environmental review, title objection rights, and entitlement contingencies on raw land. Disputes arise when one party claims a contingency has been improperly invoked, waived by conduct, or extended without consideration. We dissect contract language, email correspondence, and broker communications to establish whether a contingency was timely and properly exercised.

Breach by Misrepresentation or Nondisclosure

Florida imposes affirmative disclosure obligations on residential sellers under Johnson v. Davis, and commercial sellers face fraud, negligent misrepresentation, and FDUTPA exposure when they conceal material defects. We litigate post-closing claims involving undisclosed structural defects, mold, prior flooding, easements, code violations, septic and well failures, and zoning issues, as well as defending sellers and brokers wrongly accused of nondisclosure.

Commercial Lease and Build-to-Suit Disputes

Commercial real estate disputes routinely involve sophisticated counterparties, escalation clauses, CAM reconciliations, and tenant improvement allowances. We handle disputes over base rent calculations, percentage rent audits, exclusivity covenants, co-tenancy rights, casualty and condemnation provisions, and assignment / sublease consent.

Practical Approach to Resolving Real Estate Disputes

Successful real estate dispute resolution starts with understanding what the client actually wants. A buyer who needs to occupy the property for an operating business has very different priorities than an investor whose deal economics no longer pencil out. Our intake process focuses on three questions: what is the client’s preferred outcome, what is the realistic best alternative to a negotiated agreement, and what is the time-sensitivity of the underlying business need?

From there, we layer in the legal work — contract interpretation, statutory rights under Chapter 475 (real estate brokers) and Chapter 689 (conveyances), local code and zoning analysis, and where relevant, lis pendens recording to preserve the buyer’s interest pending resolution. Many disputes settle quickly once a properly drafted demand letter sets out the legal exposure and the path to closing on revised terms. When litigation is required, John Montague, Esq. brings hands-on courtroom experience — including motion practice, depositions, and trial work — developed over more than fifteen years representing clients in commercial disputes.

For brokers and title agents pulled into disputes, we offer measured, defense-oriented representation. Many broker disputes are best handled by clarifying the broker’s limited contractual role and documenting the timeline of communications — not by pretending the dispute will simply go away.

Frequently Asked Questions

Can a seller back out of a real estate contract in Florida?

Generally no — not without a contractual basis or buyer default. A seller who refuses to close on a fully executed contract typically faces a buyer’s claim for specific performance plus damages. Some contracts include limited seller termination rights (for example, if the buyer fails to deposit earnest money on time), but most attempts to walk away after signing will expose the seller to significant litigation risk. We routinely advise sellers being approached by competing offers post-contract about the consequences of breach.

What happens to my earnest money if the deal falls apart?

It depends on which party is in default and which contingencies were properly invoked. Earnest money typically returns to the buyer if the buyer terminates within an inspection or financing contingency period, or if the seller defaults. It typically goes to the seller as liquidated damages if the buyer defaults outside any contingency. Disputed funds usually require either a written mutual release, a court order, or a FREC escrow disbursement order. The escrow agent is not the decider — it is a neutral stakeholder.

Should I file a lis pendens?

A lis pendens is a powerful tool that gives constructive notice of a pending claim affecting title and effectively freezes the seller’s ability to convey to a third party. It is appropriate when the buyer is seeking specific performance or otherwise asserting a claim “founded on a duly recorded instrument” or a construction lien. It is not appropriate for a pure money-damages claim. Filing an unwarranted lis pendens can expose the buyer to slander-of-title liability, which is why this should always be evaluated by counsel before recording.

How long do real estate disputes take to resolve?

Pre-litigation negotiations often resolve in 30 to 90 days, particularly when one party has deal pressure. Filed lawsuits move on a longer timeline — six months to two years through trial in most Florida circuits, depending on the complexity and venue. Many real estate cases are resolved at mediation, which courts typically require before trial. We aim to maintain settlement leverage throughout while preparing the case as if it will be tried.