Contracts

Topkin Law drafts, reviews, and negotiates agreements for Florida businesses. The work is shaped by what the firm’s litigators see afterward. They have litigated the indemnity clause that did not cover the claim it was written for, the insurance requirement nobody enforced, the buy-out formula that made sense until two partners read it differently, the notice provision that quietly forfeited a right.

That experience shows up most in risk allocation. The provisions that decide who bears a loss, indemnity, additional-insured requirements, limitations, and default and remedy terms, are drafted by attorneys who spend the rest of their time enforcing and defending those same provisions in Florida courts.

What We Do

Drafting and negotiation

Service and vendor agreements, purchase and sale contracts, leases and license arrangements, and the ownership and operating documents a business runs on. Agreements are written to be administered as well as enforced, with obligations stated plainly, notice and cure mechanics that a company can actually follow, and defined terms used consistently from first page to last.

Indemnity, insurance, and risk transfer

We draft the indemnity clauses, defense obligations, and additional-insured requirements that the firm’s premises and casualty practice later enforces, which means we know which formulations hold up under Florida law and which read well but do nothing. Clients reviewing someone else’s paper get the same analysis in reverse, a clear reading of what the provision actually obligates them to do and which points are worth the negotiation.

Employment, contractor, and restrictive covenant agreements

Employment and independent contractor agreements, and the non-compete and non-solicitation provisions that protect a business when someone leaves. Because the firm both enforces and defends these covenants, they are drafted to the scope Florida courts actually sustain rather than the scope a client would prefer.

Review of existing agreements

Companies sign contracts faster than they read them. We review what a business already has in place, identify the exposure sitting in indemnity, renewal, termination, and fee provisions, and prioritize what should be renegotiated at the next opportunity.

Counseling before a dispute

When a relationship starts to deteriorate, the record a company creates over the following weeks usually shapes the litigation that follows. We advise on notice, documentation, and communications in real time, before letters become exhibits.

Awards & Accolades

Who We Represent

Florida businesses and business owners, property owners and tenants, vendors and service companies, franchise operators, and the physicians, medical practices, and healthcare businesses served by the firm’s healthcare practice.

How We Approach
the Work

Every provision that matters gets written with a view to how it will be read in a dispute, and every meaningful choice about what is covered, capped, or carved out is made deliberately and explained to the client in ordinary language.

We also draft to the size of the deal and the company administering it. An over-engineered contract fails in practice about as often as a thin one fails in court, and a document nobody in the organization can follow is not protection.

Frequently Asked Questions

When should counsel be involved?

Before signature. Once a document is executed it controls what can be argued, and fixing a problem after the fact costs several times what drafting it correctly would have.

What makes the firm’s contract work different?

The same attorneys who write the indemnity, insurance, and default provisions litigate them. That feedback loop is difficult to replicate in a purely transactional practice.

Will the firm review an agreement we have already signed?

Yes. A review of a signed contract tells a client what it is committed to, where the exposure sits, how to administer the agreement to protect its position, and what to change at renewal.

How are fees handled?

Fee structure is discussed at the outset and scoped to the work. Discrete drafting and review projects are frequently handled on a defined-scope basis.