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Specific Performance

Make Them Close the Deal with an Orlando Specific Performance Attorney

Specific performance is a court order forcing a party to complete the contract—not just pay damages—when the deal involves something unique, like real estate or a business. As an Orlando, Florida specific performance attorney, Keough Law enforces the deal you signed.

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Why It Matters

You didn't want a check—you wanted the deal

You found the right building for your next location. You negotiated to buy a competitor's business. You agreed to purchase your partner's shares. Then the other side got a better offer—or cold feet—and walked away. A damages award won't buy you that exact property or company.

Specific performance asks the court to enforce the bargain itself. It's one of the most powerful remedies in a breach of contract lawsuit—and one with a short deadline.

  • A seller backed out of a commercial or residential sale.
  • A business owner refused to close an agreed acquisition.
  • A partner won’t transfer shares under a buy-sell agreement.
  • A counterparty is withholding a unique asset you paid for.
Business owner holding a purchase agreement outside a commercial property in Florida
The Elements

What it takes to enforce the deal

Because specific performance is equitable, judges look closely at both sides' conduct. These four showings are the foundation.

A clear, enforceable contract

A valid agreement with definite terms—price, property, and closing conditions—and, for real estate, a signed writing.

You were ready to perform

You did your part or were ready, willing, and able to—funds or financing in place and conditions satisfied.

The other side refused

The seller or counterparty backed out, stalled, or demanded new terms instead of closing as agreed.

Money isn’t enough

The subject is unique—land, a specific business, closely held shares—so damages can’t replace it.

Common Defenses

Readiness is everything

The most common defense is that the buyer wasn't truly ready to close—no financing, missed deadlines, unmet conditions. The second is that the contract terms are too vague for a court to enforce.

We build the readiness record from day one, because it's what decides these cases.

Their Defense

“The deal was off”

  • "You couldn’t have closed anyway"
  • "The terms were never final"
  • "Damages are good enough"
  • "The contract limits your remedy"
Our Answer

Ready, willing, and able

  • Proof of funds or loan commitment
  • Signed terms that define the deal
  • An asset that can’t be replaced
  • Contract language preserving the remedy
Proven results

A signed deal should mean something

Keough Law enforces purchase agreements, business sales, and buy-sell provisions —and defends sellers against specific performance claims built on incomplete or conditional deals. Prior results do not guarantee a similar outcome.

“The seller tried to walk away for a higher offer. Shaun held them to the contract and we got the property we'd planned our expansion around.”

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Contract Enforcement Matter

What You Can Recover

The deal—and what the delay cost

We pursue the transaction itself and the losses around it, and plead damages in the alternative so you're protected either way.

An order to close

Conveyance of the property, business, or shares on the original contract terms.

Price abatement

A reduced price where the seller can’t deliver exactly what was promised.

Incidental losses

Costs caused by the delay, offset against the price where equity allows.

Fees where provided

Attorney’s fees when the contract includes a prevailing-party provision.

How We Help

From refusal to closing

01

Lock down the deal

We review the contract, document your readiness to close, and send a formal demand to perform.

02

Protect the asset

For real estate, we record a lis pendens so the property can’t be sold out from under you while the case proceeds.

03

File & push for resolution

We sue for specific performance, plead damages in the alternative, and move for summary judgment where the record allows.

04

Close the deal

A judgment can order conveyance on the contract terms—and the court can enforce it if the other side won’t sign.

Transparent Pricing

Start with a demand to perform

Many deals get back on track after a formal demandfrom counsel. If litigation is needed, it's billed hourly with a clear estimate up front—and your contract may let you recover fees.

Bring your contract to a free consultation and we'll tell you where you stand.

Why Keough Law

Deal lawyer and litigator in one

You work directly with Shaun Keough, who drafts the same kinds of agreements he enforces. When a deal stalls, we pair specific performance with emergency injunctions to freeze the status quo, and handle buy-sell fights through our partnership and shareholder practice.

FAQ

Specific performance questions

What is specific performance?

Specific performance is a court order requiring a party to do what the contract says—most often, to complete a sale—instead of just paying damages. It is an equitable remedy, which means the judge has discretion and will grant it only when money damages would not adequately make you whole.

When will a Florida court order specific performance?

Florida courts generally require a valid contract with clear and definite terms, proof that you performed or were ready, willing, and able to perform, the other party’s failure to perform, and no adequate remedy at law. Real estate is the classic case because every parcel is considered unique. Sales of a particular business, closely held shares, and rare goods can qualify too.

How long do I have to sue for specific performance in Florida?

Florida Statute §95.11 sets a one-year statute of limitations for actions seeking specific performance of a contract—much shorter than the five years for most written contract claims. If a seller has refused to close, talk to a lawyer promptly.

Can a seller be forced to sell a house or commercial property?

Yes, if the purchase contract is enforceable, you were ready to close, and your contract allows the remedy. Many Florida real estate contracts expressly give the buyer the choice between specific performance and a return of the deposit, while sometimes limiting the seller’s remedies. The exact contract language matters, so we start there.

Can a court force someone to perform services?

Generally no. Courts won’t order a person to personally perform services, such as working for you, because supervising that performance is impractical. In those cases the remedy is usually damages, or an injunction preventing the person from breaching a related restriction like a non-compete.

Let's Talk

Ready to protect what you've built?

Schedule a free, confidential consultation. We'll talk through your situation and figure out the right next step together.