A breach of contract occurs when one party fails to comply with the terms of a contractual agreement, or when there is interference with the other party’s ability to fulfill the contract. Unfinished work, late payments, or failure to meet standards are some common examples that lead to frustration and financial harm.

At the Florida Small Business Legal Center, we often represent shareholders and partners in litigation involving one or more partners. In closely held corporations, shareholders’ breaches of contract or fiduciary duties can also give rise to legal disputes between business partners.

Besides monetary awards, other forms of compensation can also be granted. Depending on the particulars of your case, the court may:

• Require the other party to carry out their obligations under the contract
• Serve an injunction against them

If you are having a serious dispute with your business partner, you must act as soon as possible to protect your business and the equity interests that you have worked so hard to build. Your partner may also try to freeze you out if you don’t act quickly.

Attorney Rich Sierra and the team at the Florida Small Business Legal Center can assist you with partnership dispute matters like the following:

• Claims for breach of fiduciary duty
• Fraudulent use of funds
• Interfering with a contract
• Partnership dissolution
• Disputes arising from divorce and probate

Our firm provides legal representation and advice in the following areas of business litigation:

• Business torts, such as fraud, nondisclosure, and misrepresentation
• Enforcement of intellectual property rights under trade secrets, licensing, and distribution agreements
• Commercial lending and financing issues, including Uniform Commercial Code (UCC) disputes
• Lease disputes involving equipment or real estate
• Contractual claims against customers, vendors, or joint venture partners
• Coverage disputes under commercial general liability policies

We also represent clients from outside of Florida who have been sued here or have a claim against a defendant residing in the state. When necessary, we will work with outside firms representing clients in Florida.

Buyers and sellers may feel tempted to save money by using online forms instead of hiring an attorney. This can lead to problems, however, as these documents often fail to cover key elements of your transaction, compromising your interests and costing you much time and money later on. Working with an attorney can result in a transaction that benefits both sides.

Attorney Rich Sierra and his team can handle all aspects of your business or franchise purchase or sale, including:

• Preliminary negotiations
• Due diligence to determine the viability of a business
• Determining tax liabilities
• Drafting key documents, including the Letter of Intent (LOI), Asset
• Purchase Agreement or Stock Purchase Agreement that incorporates the terms of your business acquisition
• Preparing the promissory note and Security Agreement if owner financing is involved in the transaction
• Carrying out reviews prior to closing
• Closing

Our practice focuses on business law in Florida. We represent entrepreneurs, startups, and both emerging and established small businesses in a variety of industries including professional services, food and beverage, Internet ventures, education, retail, advertising and the media.

Attorney Rich Sierra and his team provide legal services to clients in the areas of entity formation, real estate, employment, franchising, intellectual property, litigation, alternative dispute resolution, and general business law. We can advise you on issues such as:

• Business entity formation and capital structure
• Negotiating and drafting shareholder agreements, operating agreements, and partnership agreements
• Real estate matters, including leasing, purchasing, selling, developing, and financing
• Protection of trademarks, copyrights, and other intellectual properties
• Agreements relating to non-disclosure, confidentiality, non-compete, and non-solicitation

For those wanting to purchase a franchise, we recommend seeking legal advice to assist you with the process. As your legal advisors, we review the FDD (Franchise Disclosure Document) and franchise agreement, negotiate terms with the franchisor, if necessary, and advise you of your obligations and rights under the franchise agreement.

If you have a successful business that you wish to franchise, we can assist you with the preparation of master franchise agreements and disclosure documents that can help you quickly expand in large territories. Once your franchise is established, we can help you update and file your disclosure documents.

As a general rule, a well-drafted commercial lease has been prepared by attorneys hired by the landlord to protect their interests. In these documents, the legal language can be very complicated, and you could be signing a blank check to the landlord if you’re not familiar with how to interpret the contents. By hiring an attorney to review and advise you on a commercial lease, you put yourself on an equal standing with the landlord.

When reviewing commercial leases, the Florida Small Business Center will identify all of the current and future charges that are included and take the time to explain these charges to you. Furthermore, we will negotiate the lease terms with the landlord to avoid unexpected and unreasonable charges and help you grow your business. Other services include:

• Preliminary Ensuring that services, maintenance and repair, services guaranteed by the landlord are provided
• Providing dispute resolution and litigation services arising from commercial lease disagreement
• Renegotiating terms
• Negotiating termination of a commercial lease

The Florida Small Business Legal Center provides corporate counsel services to business owners seeking to grow and build value in their companies. Our practice regularly addresses a wide range of key business and legal issues faced by decision-makers in a variety of industries.

For a flat monthly fee, Attorney Rich Sierra can assist you with services such as:

• General business consulting
• Drafting and reviewing contracts
• Development and modification of strategic business plans
• Creating and updating corporate documents
• Corporate governance
• Employee contracts and new hire onboarding
• Advice on capital-raising initiatives
• Intellectual property matters
• Mergers and acquisitions

eDiscovery is one of the most critical and least understood phases of litigation. Issues related to search, spoliation, and withholding of evidence are increasingly complicated, but they now have a significant role in the litigation process. You want to work with a Florida business attorney who understands these constantly-evolving laws and knows how to apply them to protect your rights.

The Florida Small Business Center works with clients and their IT departments in the early stages of a dispute or investigation. We develop a custom plan to identify, review, and analyze documents with minimal disruption to your business.

We regularly assist clients with:

• Retrieving archived information
• Preparation of appropriate litigation hold documents
• Confidentiality matters, trade secrets, and intellectual property management
• Presenting electronic evidence during hearings and trials
• Creating policies regarding the use of computers, the Internet, email, and other
• electronic communication devices
• Creating policies for creating, retaining, and destroying documents