How to Enforce a Personal Guaranty in Florida After a Business Defaults on a Commercial Lease
Florida landlords can often enforce a personal guaranty within 5 years of a commercial lease default, and in some cases may pursue the guarantor immediately after the tenant fails to pay. Commercial landlords in Florida frequently rely on guaranties to reduce risk when leasing to closely held businesses. This article explains Florida enforcement steps, defenses, evidence, venue, and practical strategies to collect.
Why personal guaranties matter in Florida commercial leasing
In Florida, most commercial tenants are limited liability entities—LLCs, corporations, or partnerships—formed to shield owners from personal liability. A personal guaranty is the tool landlords use to bridge that risk: it is a separate contract in which an individual (the “guarantor”) promises to pay the tenant’s lease obligations if the tenant defaults.
When a business stops paying rent, abandons the space, or is evicted, the landlord’s recovery often depends on the guaranty. Enforcing it successfully usually comes down to (1) the guaranty’s language, (2) the landlord’s documentation of the tenant’s default and damages, and (3) choosing the right enforcement path—negotiation, suit, or judgment collection.
Florida legal foundation: a guaranty is a contract—read the text first
Florida courts generally treat a guaranty as a contract governed by ordinary contract principles. That means the starting point is not what the parties “meant,” but what the written guaranty says. Key provisions that frequently decide Florida guaranty cases include:
1) Is it a “guaranty of payment” or a “guaranty of collection”?
Guaranty of payment typically allows the landlord to pursue the guarantor as soon as the tenant defaults—without first exhausting remedies against the tenant. Guaranty of collection may require the landlord to attempt collection from the tenant first (e.g., obtain a judgment against the tenant and attempt execution) before suing the guarantor.
Many commercial lease guaranties in Florida are drafted as guaranties of payment and include “absolute and unconditional” language. If your guaranty is of collection, enforcement may still be possible, but timing and proof requirements can change.
2) Scope: what obligations are guaranteed?
Guaranties can cover all lease obligations or only limited categories (e.g., “base rent only,” “first 12 months,” or “up to $50,000”). Review whether the guaranty includes:
Rent and additional rent (CAM, taxes, insurance, utilities), late fees, interest, attorney’s fees and costs, and damages after termination (such as accelerated rent or deficiency after re-letting).
3) Continuing guaranty vs. limited term
A “continuing guaranty” may cover renewals, extensions, amendments, and holdover periods—sometimes even if the guarantor claims they never signed the renewal. Many Florida forms also include language stating the guaranty remains effective despite modifications to the lease.
4) Waivers that reduce defenses
Commercial guaranties often contain waivers of notice, presentment, demand, and certain defenses. Enforceability depends on the wording and circumstances, but waivers are commonly litigated and can significantly strengthen a landlord’s position.
Typical Florida default scenarios that trigger guarantor liability
Personal guaranty enforcement most often follows one of these fact patterns:
- Nonpayment default: the tenant stops paying base rent and CAM but remains in possession.
- Abandonment: the tenant vacates without formally surrendering; keys are dropped off; utilities are cut.
- Eviction/possession action: landlord regains the premises through a commercial eviction and then seeks money damages.
- Bankruptcy filing by the tenant: landlord looks to the guarantor because the tenant entity is insolvent or protected by the automatic stay.
In many leases, the landlord may seek both possession and damages. Enforcement against the guarantor is often pursued in parallel with, or shortly after, tenant litigation depending on the guaranty type and the landlord’s strategic goals.
Step-by-step: how landlords typically enforce a guaranty in Florida
Step 1: Confirm the default and build a clean paper trail
Before making demand, assemble a litigation-ready file. At minimum:
- Executed lease (and all amendments, renewals, addenda)
- Executed guaranty (with signatures, dates, and exhibits)
- Rent ledger showing charges, payments, credits, and balance
- Default notices sent under the lease (if required)
- Correspondence showing the tenant’s admission of default, abandonment, or inability to pay (if available)
- Re-letting efforts and documentation (marketing, broker communications, new lease terms)
Documentation matters because guarantors frequently dispute the amount owed even when they cannot credibly dispute the tenant’s default.
Step 2: Send a demand letter to the guarantor (and the tenant)
Many Florida leases require notice and an opportunity to cure. Even if not required, a formal demand letter can accomplish three practical goals: (1) start settlement discussions, (2) create admissions, and (3) support attorney’s fee claims where the contract permits recovery for enforcement.
A strong Florida demand package often includes: the default date, an itemized payoff, a deadline to cure, and a copy of the guaranty. If the guaranty is “joint and several,” demand can be made on multiple guarantors.
Step 3: Decide: sue for possession, sue for money, or both
Commercial eviction in Florida is typically a fast path to regain the premises, but it does not automatically resolve the money claim. Landlords commonly:
- File an eviction (possession) action against the tenant, and
- File a separate damages action (or include a count for damages where procedurally appropriate) against the tenant and guarantor.
The best approach depends on the county, the lease terms, the amount at issue, and whether the tenant is still occupying the space.
Step 4: File suit for breach of guaranty
A typical Florida complaint alleges: (1) existence of a valid guaranty, (2) the tenant’s default under the lease, (3) the landlord’s performance (or excuse), (4) damages, and (5) the guarantor’s failure to pay after demand (or after default, depending on the guaranty).
Attach key documents when appropriate, and plead attorney’s fees if the guaranty/lease provides for them. Many guaranties contain a Florida venue clause (e.g., county where the premises is located) and a provision consenting to jurisdiction.
Step 5: Prove damages—especially after retaking the premises
Damages in commercial lease cases can be straightforward (past-due rent through the date of surrender) or complex (future rent/deficiency). Florida landlords should be prepared to prove:
- Past due amounts through the date of termination or re-letting
- Additional rent such as CAM reconciliations, taxes, insurance, and utilities
- Contractual late fees/interest if supported by the lease
- Re-letting credits and the methodology used to calculate any deficiency
- Mitigation evidence (marketing efforts, broker listing, reasonable re-letting timeline)
Example: A Tampa retail tenant stops paying and the landlord retakes possession in March. The space is re-leased in July at a lower rent with a tenant improvement allowance. The landlord may claim unpaid rent through March, re-letting costs, and a deficiency component depending on the lease language and how Florida law treats the landlord’s election of remedies in the specific facts.
Statute of limitations: how long do you have to sue a guarantor in Florida?
In Florida, a claim for breach of a written contract is generally subject to a five-year statute of limitations. In many guaranty cases, the limitations clock is tied to the date of breach—often when the tenant defaulted and the guarantor failed to pay as required under the guaranty’s terms (or after a required demand/cure period).
Because accrual can be fact-specific (for example, continuing obligations, installment payments, or a guaranty that conditions liability on certain events), landlords and counsel should analyze the particular lease and guaranty language early.
Common defenses guarantors raise in Florida—and how landlords counter them
Defense 1: “I didn’t sign” / signature authenticity
Guarantors may deny signature or authority. Landlords counter with: the executed original, email transmittals, notarization (if any), witness testimony, or proof the guarantor benefited from the lease (e.g., ownership interest, communications, personal financial statement submitted with the leasing package).
Defense 2: Lease modifications without consent
If the lease was amended (rent deferral, extension, expansion, assignment), guarantors sometimes argue they were released because the underlying obligation changed. Many Florida guaranties anticipate this with language stating the guaranty remains enforceable despite modifications, renewals, or indulgences. The outcome often depends on whether the guaranty is truly “continuing” and whether the change materially increased the guarantor’s risk beyond the waiver language.
Defense 3: Failure to provide required notice
Some guaranties waive notice of default, while others require specific written notice to the guarantor. If notice is required, landlords should be meticulous about the address, delivery method, and timing stated in the contract.
Defense 4: Landlord didn’t mitigate damages
After a tenant vacates or is removed, guarantors frequently challenge the landlord’s re-letting efforts. Landlords should preserve evidence of marketing, broker engagement, reasonable asking price, and negotiations. Even when a lease includes acceleration language, mitigation issues can
