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“Ordinary course of business” shows up everywhere. It’s in operating agreements, stock purchase agreements, credit documents, consent rights, covenants, earnouts, and interim operating covenants between
Transfer restrictions are a core feature of closely held companies. Founders, investors, and minority owners rarely want unrestricted transfers that introduce unknown or misaligned owners.
Not every investment vehicle ends with a sale, a merger, or a clean cash exit. Sometimes the most practical—and least disruptive—way to wind down a
As companies grow, bring in investors, and restructure ownership, founders often hear the same question from counsel and investors: “Does this belong in the Certificate
Stock Options and 409A Valuations: What Startup Founders Need to Get Right Early Equity compensation is one of the most powerful tools a startup has
Fraud in the inducement is one of the most frequently litigated claims in Miami business disputes. It arises when one party signs a contract based
When a business is sold in Florida—whether a Miami restaurant, a healthcare practice, or an industrial services company—the first major decision is how the transaction
Non-compete and non-solicitation cases in Florida move quickly because the primary remedy businesses seek is injunctive relief—a court order stopping certain conduct before the damage becomes
Understanding the 57.105 Process in Florida: How Miami Businesses Can Use (and Defend Against) Fee Sanctions In commercial litigation, few tools are as misunderstood—and as
When a Contract Dispute Becomes Litigation: A Breakdown for Miami Businesses Commercial litigation in Florida often begins long before a lawsuit is filed. For Miami
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