The concept of a written contract dates back thousands of years, with the earliest known agreements etched into clay tablets by the ancient Sumerians. While the medium has evolved, the underlying purpose remains the same: to formalize relationships, define responsibilities, and protect the rights of those entering into a business arrangement.
In today’s complex commercial landscape, contracts are the foundation of nearly every business relationship, from vendor agreements and partnership deals to employment terms and service arrangements. Understanding the language, obligations, and implications of these contracts is essential for entrepreneurs and business owners who want to protect their interests and operate with confidence.
At Clearwater Business Law, we proudly serve entrepreneurs and companies throughout the Clearwater area and surrounding communities, including Largo, Dunedin, Oldsmar, Tarpon Springs, St. Petersburg, Pinellas Park, and Palm Harbor.
To speak with a knowledgeable contract law attorney and ensure your business is protected, contact us today at (727) 502-6874.
Non-Disclosure Agreements
When two businesses agree to work together, they may exchange confidential information. This exchange may be unavoidable, and a business partner may need to learn about trade secrets and other sensitive details in order to fulfil their contractual obligations. For example, a soft drink manufacturer might agree to let a business in another country manufacture and sell their products to a foreign market. In this situation, the foreign business may need to learn the secret recipe. A non-disclosure agreement (NDA) is a type of contract clause that can help companies feel more confident about sharing these trade secrets and other intellectual property.
Florida NDAs are governed by the Florida Uniform Trade Secrets Act (FUTSA), found in Chapter 688 of the Florida Statutes. FUTSA safeguards trade secrets and provides legal remedies for misappropriation, including monetary damages and injunctions.
Non-Compete Clauses
Non-compete clauses are also useful tools in the business world. An employee might learn about various trade secrets, intellectual property, patents, and other sensitive information while working at a specific company. This information could be extremely damaging to the employer if it ever becomes public. Under Florida Statute 542.335, a non‑compete is enforceable if:
- It is in writing and signed by the employee.
- It protects a legitimate business interest, such as trade secrets, customer relationships, or specialized training.
- Its duration, geographic scope, and line of business are reasonable. Courts typically uphold time limits of six months to two years and it is supported by consideration, such as hiring or continued employment.
- Effective July 1, 2025, the CHOICE Act (Contracts Honoring Opportunity, Investment, Confidentiality, and Economic Growth) allows non‑competes with high‑paid employees to extend up to four years.
These legislative updates reinforce Florida’s strong stance on protecting business interests through well-drafted non-compete agreements. Employers should review and tailor their contracts carefully to align with the new requirements and maximize enforceability.
Dispute Resolution Clauses
Dispute resolution clauses are very common across many types of business contracts. Regardless of the type of industry or business relationship, companies benefit from creating clear conflict resolution strategies ahead of time. Often, these dispute resolution clauses prevent parties from proceeding straight to litigation when a conflict arises. The accused party may have a certain amount of time to respond and “make things right” before a lawsuit can occur. Dispute resolution clauses are highly customizable, and our experienced and dedicated Florida business lawyers at Clearwater Business Law can help entrepreneurs review options for conflict resolution.
Arbitration clauses fall under the general umbrella of dispute resolution. As the name implies, these clauses force parties to arbitrate their disputes instead of proceeding to trials. Arbitration is an example of alternative dispute resolution (ADR) that involves private negotiations and an arbitrator. This individual is often a retired judge tasked with overseeing negotiations in an unbiased manner. At the end of the discussions, arbitrators provide legally binding resolutions to business disputes.
Termination Clauses
Termination clauses are important because they provide entrepreneurs with exit routes. These clauses describe the circumstances in which one or both parties may terminate their contractual obligations. Without these clauses in place, it may be difficult to end business relationships. Although entrepreneurs are free to personalize termination clauses, they often provide a means to end the contract if one party is failing to fulfill their obligations. For example, a manufacturer might activate a termination clause if a supplier is failing to provide them with high-quality raw materials. Entrepreneurs can also choose “voluntary termination” clauses, which allow either party to terminate the contract at any time, and for any reason. This may allow parties to enter into agreements with greater confidence.
Payment Clauses
Payment clauses are common across many types of contracts, since business relationships almost always involve payments. These clauses clarify the exact amounts required, the timelines involved, and many other details. Should a supplier receive payments every week? Or are monthly payments more appropriate? What if the purchaser provides late payments? Will they experience any penalties? Will the seller charge interest on these late payments? These are just a few examples of questions that a payment clause can help clarify.
Review Your Contract Clauses With an Experienced Florida Business Attorney at Clearwater Business Law
Contract clauses provide entrepreneurs with many options when drafting agreements. There are many contract clauses to consider, and the full list is too long to cover in a single article. As a result, entrepreneurs might want to discuss their unique business goals and priorities with experienced lawyers when approaching new contracts. The most appropriate contract clauses depend on the industry in question and many other factors. In addition, it is important to remember that choosing the right contract clauses is only part of the challenge. Entrepreneurs also need to ensure that their contracts are drafted properly to avoid legal issues. To discuss these various needs and circumstances, consider contacting the Florida business attorneys at Clearwater Business Law at (727) 502-6874. We can help you understand your legal and financial rights with issues related to business transactions, business disputes, and business contracts in Pinellas County.