If your customer is an LLC or corporation, collecting a large unpaid balance can turn into a “paper victory” problem: you may prove the debt, win the case, and still struggle to collect. One clause often changes that outcome—a personal guaranty.
A personal guaranty is a separate promise by an individual (often an owner) to pay if the company doesn’t. In Florida, guaranties can be enforceable contracts, but details matter—especially how the guaranty is written, who signed, what it covers, and whether it was later changed.
This guide is written for two audiences:
- Businesses trying to collect significant amounts owed (creditors)
- Business owners facing a guaranty demand or lawsuit (guarantors/defendants)
Why personal guaranties matter when the amounts get serious
When you’re owed meaningful money, the practical question becomes: Is there a reliable path to collection? A guaranty can:
- Expand the target from the company to the individual signer
- Increase settlement leverage (because the exposure is personal)
- Reduce the risk that the company becomes judgment-proof mid-dispute
On the other side, if you signed a guaranty, you should treat any demand letter or lawsuit as time-sensitive. Florida litigation deadlines can move quickly, and default judgments happen.
Florida’s “writing requirement” (the first enforceability checkpoint)
Florida’s Statute of Frauds generally requires certain promises—including a promise to answer for the debt of another—to be in writing and signed by the party to be charged.
What that means in real life:
- If the “guaranty” is vague, missing pages, not signed by the individual, or only signed in a representative capacity, enforceability can become a major issue.
- If someone is relying on “emails/texts” alone to prove a guaranty, that’s often a red flag—and it’s also why strong contract documentation matters before a dispute starts.
Common drafting mistakes that kill creditor leverage (and create defenses for owners)
1) The signature block problem (extremely common)
Many guaranty disputes start with one question: Did the person sign personally, or only as an officer?
Issues we often see include:
- The signer only signs as “Manager/President” of the company
- There is no separate line identifying the signer as “Guarantor”
- The document is unclear about who is guaranteeing what
2) Scope that’s too vague (or doesn’t match the debt)
A strong guaranty is explicit about what’s covered, such as:
- A specific lease (rent/CAM/damages)
- A credit account and all invoices under it
- Change orders, renewals, extensions, and related fees
Florida courts interpret guaranties like contracts—clarity wins.
3) Missing “successors and assigns” language
If the underlying contract or the debt is assigned (common with leases and certain financing/receivables situations), you want the guaranty drafted to flow to successors and assigns. Drafting guidance from The Florida Bar Journal highlights this as a key enforcement point.
“Continuing guaranties” and why “I thought it ended” often fails
Many guaranties are written as continuing guaranties, meaning they may cover future transactions within the contemplation of the agreement and may remain effective until revoked—depending on the wording and the facts. Florida appellate decisions repeatedly describe the rule that a continuing guaranty remains in effect until revoked.
Practical takeaway for owners: if you believe your guaranty ended (ownership change, leaving the company, time passing, account inactivity), do not assume. The real question is what the document requires for revocation and whether revocation was actually provided.
Attorney’s fees: why guaranty cases can get expensive fast
Many guaranty disputes are fee-driven. If the underlying contract (or the guaranty itself) includes an attorney-fee clause, Florida law can make certain one-sided fee clauses reciprocal in contract disputes.
Meaning: the fee clause can push settlement pressure on both sides, because the risk is not limited to the principal amount.
A practical roadmap: enforcement vs. defense
What creditors should do before filing suit
- Gather the full paper trail: contract, guaranty, invoices/ledger, account statements, notices, change orders
- Confirm the parties are named correctly (entity name and guarantor name)
- Send a demand letter that attaches the guaranty, states the default, and sets a clear deadline (without overreaching)
What guarantors should do immediately after a demand or lawsuit
- Avoid “explaining it away” in emails or texts (informal admissions often become exhibits)
- Preserve documents (emails, texts, invoices, payment proofs)
- Request the ledger and the exact guaranty being relied upon
- Calendar response deadlines and avoid default
Creditor move vs. guarantor response (quick comparison table)
| Issue | Creditor leverage move | Guarantor defense move |
|---|---|---|
| Signature / capacity | Prove individual signed personally and the guaranty is complete | Argue the signature is only representative or the document is incomplete/unclear |
| Scope (what’s covered) | Tie the debt to defined “obligations” in the guaranty | Challenge whether the specific debt falls within scope |
| Renewals / future debt | Use “continuing” language and show no revocation | Show revocation/limits or argue extensions weren’t covered |
| Fees exposure | Use fee clause and reciprocity risk under §57.105(7) | Narrow fee entitlement and pressure-test prevailing-party scenario |
FAQs about Florida personal guaranties
Is a personal guaranty enforceable if it isn’t notarized?
Often, yes. Notarization can help with proof, but enforceability usually turns on contract formation and whether it satisfies the writing/signature requirement where applicable.
Can a creditor sue the guarantor without suing the company?
Sometimes. It depends on whether the guaranty is written as absolute/independent or conditional, and what the underlying documents require.
How long does someone have to sue on a written guaranty in Florida?
Florida generally provides a five-year limitations period for actions founded on a written instrument (with important nuances depending on the facts).
If I left the company, am I automatically off the hook?
Not automatically. With continuing guaranties, Florida courts often focus on whether the guaranty was revoked (and how).
Talk to a Florida business attorney before you escalate (or ignore) a guaranty claim
Whether you’re trying to collect a serious balance or you’ve been hit with a guaranty demand, the winning strategy usually comes down to:
- the exact guaranty language
- how it was signed
- what debt it covers
- what happened after signing (renewals, modifications, credits, revocation, and communications)
Douglas Firm represents Florida businesses in high-stakes collections and business disputes—both enforcing payment rights and defending lawsuits. If you want us to evaluate your guaranty (or your exposure), we can review the documents and map the fastest path to leverage.
Disclaimer: This article is general information and not legal advice. Every case depends on the specific facts and contract language.