Florida Business Litigation Lawyer Blog

When a company purchases the assets of another company, the circumstances in which the sale takes place could impact the enforceability of the seller’s non-compete agreements with its employees. For example, a 100 percent stock purchase of an active corporation will generally entitle the buyer to enforce the seller’s non-compete agreements. However, if the buyer…

Often, a member of a limited liability company can sue another member for a breach of an operating agreement in a corporate “derivative action” rather than in a “direct action” against the other member. This is because the victim is often the limited liability company, not the individual member. Aggrieved members of limited liability companies…

A shareholder wishing to file a derivative suit must generally present that dispute to the board of directors with a demand prior to filing a shareholder’s derivative suit. The way that this demand process works can vary between the states and can ultimately determine whether a shareholder is able to proceed with a lawsuit. A…

Businesses seeking to enforce their non-compete agreements often need to seek a temporary injunction to prevent irreparable harm. Non-compete law is unique because the moving party does not need to provide evidence quantifying the amount of possible damages in order to show irreparable harm. Under Florida law, the business instead needs to allege that immeasurable…

A company that successfully has its mark registered with the USPTO does not have immunity from other trademark owners claiming infringement. A trademark owner with a higher priority may nevertheless sue under the Lanham act if it can show that there is a “likelihood of confusion” between the two marks. Peter Mavrick is a Miami…

The Families First Coronavirus Response Act (CARES Act) requires that employers permit their employees to have paid leave in certain circumstances related to the COVID-19 pandemic. While the FFCRA is mandatory for qualifying businesses, the burden of this law is offset because employers receive a dollar-for-dollar tax credit for the wages paid pursuant to the…

Disgruntled purchases of goods or services may later claim fraud by asserting that they relied on untrue statements made by the selling company when deciding to make the purchase. However, a purchaser generally may not rely on a statement that qualifies as “puffery.” A statement is puffery if it is merely a statement of opinion…

Businesses often execute non-compete agreements separate from but contemporaneously with an employment agreement. When the employment agreement contains an arbitration provision, but the non-compete agreement does not, parties can dispute whether the non-compete agreement is arbitrable. Further, it becomes more complicated if the non-compete agreement contains wording that suggests that disputes must be litigated in…

The “opposition clause” of Title VII of the Civil Rights Act of 1964 prevents covered employers from retaliating against employees because they oppose a practice which is unlawful under the Act. Accordingly, an employer can be liable for terminating an employee for complaining about allegedly discriminatory conduct. A recent en banc case with the United…

The business judgment rule can shield directors of corporations, members of limited liability companies, and associations from liability against claims of negligent management. The business judgment rule is designed to prevent courts from “Monday morning quarterbacking” the decisions made by those in control of organizations merely because the plaintiff does not like the outcome of…