We close complicated residential deals every day, and the same handful of issues account for most of the deals that go sideways. The good news: nearly all of them are avoidable with a little planning. Whether you’re a real estate professional guiding a client through a transaction or a buyer or seller preparing for one, here are the ten issues we see most often — plus a spotlight on super-high-end closings and a look at where residential leases go wrong.
1. The Standard Contract Isn’t One-Size-Fits-All
Most Florida residential deals are written on the Florida Realtors / Florida Bar form contract. It’s a solid starting point — but “standard” doesn’t mean neutral, and several provisions deserve attention (and often revision) depending on which side of the deal you’re on.
A few examples of what we flag most often. Under Section 8(b), once the Loan Approval Period expires, a buyer generally can’t terminate except for the seller’s default or a property-condition failure — meaning a low appraisal after that date can still leave the buyer obligated to close. Section 8(b)(v) gives the seller a three-day right to terminate if the buyer didn’t deliver a loan-approval or termination notice; when we represent a financing buyer, we delete it. Section 12(c) addresses open and expired permits but doesn’t actually require the seller to spend a dollar closing them out — for a buyer, we add a provision requiring the seller, at its expense, to close all open or expired permits and clear violations and municipal liens. On the remedies side, Sections 15(a) and 15(b) can be tailored so a defaulting buyer’s exposure is limited to the deposit, or a seller’s exposure is limited to returning the deposit or specific performance. And under the force majeure provision in Section 18(G), we often remove the seller’s right to terminate when representing a buyer.
The point isn’t any single revision — it’s that which provisions get cut, kept, or added depends entirely on whether you’re sitting on the buyer’s side or the seller’s. Have counsel review the contract before it’s signed, not after.
2. Title Surprises: Permits, Liens, and the Survey
The title search and survey routinely turn up problems nobody mentioned when the deal was struck. Most are curable — but only with time and the right team.
Open or expired permits must be closed out with final inspections before title is clean. That’s the seller’s job, and it takes time. Unpermitted work — additions, decks, or pools built without permits — means retroactive permitting or removal, with valuation and insurance consequences either way. Mechanic’s liens, code-enforcement liens, and judgments must be cleared by payoff or bonding before closing. And the survey can reveal fences or structures over the property line, or easements crossing the lot, that turn into disputes with the neighbors.
This is where having construction and real estate capabilities under one roof matters: our construction team scopes and closes out permits and unpermitted work, while our real estate team clears contested liens and boundary issues — so a surprise doesn’t kill the deal.
3. Spec Homes: What Is Your Client Actually Getting?
On a newly built spec home, the warranties are part of what the buyer is paying for — but only if they actually transfer.
There are typically several layers: the builder’s warranty, manufacturer warranties (roof, HVAC, windows, appliances), and subcontractor warranties, each with its own terms. None of them transfers automatically. Many must be formally assigned at closing, and some manufacturer warranties require registration or a transfer fee. The buyer also needs to understand the scope: what’s covered, for how long, what’s excluded, and who they actually call when something fails after move-in.
The fix is straightforward: require a complete schedule of every warranty plus a written assignment of warranties delivered at closing, and confirm transferability — including any registration steps or fees — during the inspection period, not after.
4. Post-Closing Escrows for Unfinished Work
When the work isn’t done at closing — a punch list, an open permit, a repair — a post-closing escrow lets the deal close while protecting the buyer. But the structure decides whether it actually works.
Four terms matter most. First, size the escrow with a cushion: hold roughly 1.25 to 1.5 times the estimated cost of completion, not the bare quote. Second, name the responsible party and set a hard deadline to finish. Third, build a real default path — if the work isn’t done, the buyer should be able to complete it and draw on the escrow. Fourth, make the release mechanics clear: funds should release only on verified completion, not just a say-so.
Because we have an in-house construction team, we can scope the work, size the holdback correctly, and verify completion — so the escrow protects the client instead of becoming the next dispute.
5. The Simultaneous Buy-and-Sell
Clients who must sell one home and buy another at the same time can’t assume both deals close on schedule. The answer is to plan for the worst case and build in optionality: sale and financing contingencies, extension rights on both sides, a post-closing occupancy or leaseback arrangement, and bridge financing as a fallback.
We’ve seen it go wrong. A client had to sell and buy simultaneously; the purchase wasn’t ready to close, but they were still obligated to sell — with no extension right and no post-closing occupancy built into either deal. The result was a hotel stay (or moving in with family) while everything got sorted out. A single optionality clause would have prevented all of it.
6. Taking Over a Contract by Assignment
When a client is stepping into someone else’s contract by assignment, four threshold questions decide whether it’s a good deal — and they need answers before the assignment is signed.
Does the assignee get their own due-diligence window, or do they inherit a clock that’s already running (or already expired)? Is the assignor forcing the deposit to go non-refundable on day one, before the assignee can do any diligence? When is the assignment fee paid — at signing or at closing? (Tie it to closing wherever you can.) And if the deal doesn’t close, who is liable on a default — and does the original buyer stay on the hook to the seller?
7. Developer Preconstruction Deals: Follow the Deposit
In a preconstruction purchase, the deposit is large, paid in stages, and tied up for years. Your client needs to know exactly how it’s held — and what happens if the project never delivers.
Start with how the deposit is handled. Is it escrowed and protected, or released to the developer to fund construction — which Florida law permits in defined circumstances? That choice changes the buyer’s risk entirely. Deposits are typically paid in tranches (for example, 10% / 10% / 20%) across the build, so each payment is more money committed to a building that doesn’t exist yet. And if the deal falls through — developer default, long delays, or cancellation — is the deposit secured and recoverable, or is your client an unsecured creditor waiting in line?
Before signing, review the deposit’s security, the escrow-versus-construction-use question, interest, the outside delivery date, and the cancellation remedies. The answers live in the purchase agreement and the developer’s offering documents.
8. Condo and HOA Hurdles
In Florida, the association can make or break the closing timeline — and most of it is outside your control. Start these items the day the property goes under contract.
Estoppel certificates are time-limited and can be costly, and they’re where unpaid dues, fines, and open violations surface — closing waits on them. Many condominiums and HOAs must also approve the buyer, with an application, fees, and sometimes an interview, so build that approval window into the schedule. A pending or newly levied special assessment — or a milestone-inspection or SIRS reserve shortfall — can surface late and reset the economics of the deal; the contract should say who pays. Finally, the buyer’s statutory right to review the governing documents is short. Calendar it, and actually read the budget and the rules.
9. Insurability: Can the Buyer Actually Cover It?
A financeable deal at an agreed price can still die if the buyer can’t get — or can’t afford — an insurance policy. In this market, raise insurance early.
During the inspection period, the buyer should obtain an insurance quote and confirm the roof’s age, the flood zone, and any prior claims history. An uninsurable home is, in practice, an unsellable home.
10. The Lawyer–Broker Partnership
For the real estate professionals reading this: bring the attorney in early. We have the same goal — protect the client and get the deal done.
These are your clients, and our job is to keep them protected and happy, which is exactly what keeps them coming back to you. Our role is optionality, not friction: we partner with you to give the client choices, not to slow the deal down. And one well-handled transaction compounds — a single well-served client relationship can generate an enormous amount of business over time. Getting this deal done right is how you set up the next one.
Spotlight: Super-High-End Closings and the Buyer-Side Addendum
At the top of the market, the AS-IS form contract is only a starting point. Buyer’s counsel typically attaches a custom addendum that effectively re-papers the deal. Here’s what one usually addresses.
On the protection side: seller representations and warranties that survive closing (commonly for six months) covering liens, litigation, condemnation, tenants, and environmental notices, along with FIRPTA status and an affidavit; affirmative seller duties to clear all monetary liens by payoff or bond, close open permits and code violations, pay utilities, and deliver the survey, plans, insurance information, and tax bills; buyer-controlled title, with buyer’s counsel serving as title agent, the buyer selecting the insurer, a sole-discretion review period, a pre-closing bring-down, and gap and possession affidavits; and tailored remedies — the buyer isn’t obligated for damages (refund or specific performance only, filed within a set window), with cost reimbursement if specific performance is defeated, liquidated damages on a buyer default, and a short cure period.
On privacy, control, and process: strict confidentiality — the price and the identity of the principals stay private, with no press, surviving both termination and closing; a confidential arbitration provision with a jury waiver, an experienced arbitrator, and prevailing-party fees; assignment limited to the buyer’s own LLC or trust (or the principal and spouse) with no release of the buyer’s liability; pre- and post-inspection access, including for the buyer’s interior designers; and escrow-agent protections, including exculpation, indemnity, and an interpleader right.
Beyond the Sale: Where Residential Leases Go Wrong
The purchase contract isn’t the only document with traps. In residential leasing, two lease sections cause the most friction — and one involves a statutory requirement landlords routinely miss.
Maintenance. The single biggest source of landlord–tenant disputes is who maintains what — and who pays for it. Complete the maintenance section carefully and walk through every line before anyone signs: A/C, heating, appliances, lawn, pool, pest control — each item should be assigned to the landlord or the tenant, with responsibility and any dollar caps spelled out. Ambiguity here is what ends up in court.
The security deposit. Landlords routinely overlook the interest requirement in Fla. Stat. § 83.49. There are three permissible ways to hold a deposit: a separate non-interest-bearing account, a separate interest-bearing account, or a surety bond. If the account bears interest, the tenant is entitled to at least 75% of the annualized average rate or 5% simple interest, at the landlord’s election. Critically, the landlord must disclose how the deposit is held — in the lease or within 30 days of receiving it. Miss that disclosure and the landlord forfeits the right to claim against the deposit.
Early termination. The early-termination addendum is the most misread page in the lease: two checkboxes with opposite outcomes. One gives the tenant the right to end the lease early for an agreed fee, capped at two months’ rent under § 83.595; the other gives the tenant no early-termination right and preserves all of the landlord’s statutory remedies. Check the box that matches the deal.
A handful of other provisions decide how smoothly the tenancy runs: the required disclosures (lead-based paint for pre-1978 homes, radon, the deposit, and landlord/agent identity), landlord access (at least 12 hours’ notice for repairs under § 83.53), default notices (the 3-day notice for nonpayment and the 7-day cure or non-cure notice for other breaches under § 83.56), condo or HOA approval and leasing limits, and the practical terms — late fees, holdover, renewal, subletting and assignment, and reciprocal attorney’s fees.
One Firm, Three Teams — Built for the Complicated Closing
When a residential deal gets complicated, the answer usually spans more than one discipline. We keep all three under one roof. Our real estate team handles the complicated closings — extensions, assignments, escrows, new construction, and preconstruction — start to finish. Our commercial litigation team steps in when an issue becomes a dispute, so a problem at the closing table doesn’t become a problem for your client. And our construction team scopes and prices the work, supports post-closing escrows, and verifies completion — a rare in-house advantage.
If you have a closing on the horizon — or one that’s already gotten complicated — we’d be glad to help.
