Florida Statute of Limitations on Business Debt: 6 Deadlines That Kill a Collection Claim

Four Facts Decide Whether the Claim Is Still Alive

A collection lawyer calling about a 2019 advance is counting on you not knowing which statute applies or when it started. In Florida the answer is almost never a single number, because the deadline depends on whether the obligation is founded on a written instrument, on when the cause of action accrued rather than when you stopped paying, on whether anything you did in the meantime tolled the clock, and on whether the paper points at another state’s law. Getting those four pieces right is the whole exercise.

One structural note before the list, because it matters to the citations. Section 95.11 has been amended repeatedly in recent years, most recently by the 2025 legislature, and the paragraph letters have moved as items were added and removed. Everything on this page is keyed to the current text as published in the 2025 Florida Statutes, where the five-year written contract provision sits at §95.11(2)(b) and the four-year provision for obligations not founded on a written instrument sits at §95.11(3)(j). An older article citing §95.11(3)(k) for the same rule is not wrong about the law, only about the letter.

Six deadlines, in the order they actually decide a file, ending with the choice-of-law problem that sits in nearly every merchant cash advance agreement written for a Florida business.

1. Five Years on the Document You Actually Signed

Fla. Stat. §95.11(2)(b) gives five years to a legal or equitable action on a contract, obligation, or liability founded on a written instrument, with two express exceptions: an action to enforce a claim against a payment bond, which is routed to other provisions, and an action for a deficiency judgment, which is handled separately. That is the deadline that governs a signed funding agreement, a written personal guarantee, a promissory note, an executed equipment lease and a signed credit application with terms on the reverse.

The phrase doing the work is “founded on a written instrument,” and it has real edges. The obligation has to arise from the writing itself rather than merely be evidenced by paperwork generated afterward, which is why a stack of invoices reflecting an oral arrangement does not convert a four-year claim into a five-year one. If the funder is suing on the advance agreement and the guaranty you signed, five years is the number. If it is suing on an account stated built out of statements it mailed you, the analysis is different and shorter.

For a merchant cash advance file this usually means the funder has five years from accrual to sue your company on the agreement and five years to sue you individually on the guarantee, and those two clocks can start on different dates because the guarantee often becomes enforceable only on a defined event of default. Pull the signature pages of both documents and note the dates and the parties before you accept anyone’s characterization of how much time is left.

2. Four Years With No Signature, Including Goods Delivered

Fla. Stat. §95.11(3)(j) allows four years for a legal or equitable action on a contract, obligation, or liability not founded on a written instrument, and the paragraph goes on to say that it includes an action for the sale and delivery of goods, wares, and merchandise, and on store accounts. That single sentence covers a large share of what a distressed business is actually being chased for: the fuel supplier, the parts distributor, the food purveyor, the packaging vendor and the open account that ran on purchase orders and handshake terms.

There is a point worth knowing here that trips up out-of-state counsel. Most states supply a separate four-year limitations rule inside their enactment of Article 2 of the Uniform Commercial Code, at the section numbered 2-725. Florida did not adopt it. Chapter 672, Florida’s sales article, ends at §672.724 on the admissibility of market quotations, and there is no §672.725 in the Florida Statutes. Supplier claims for goods therefore run through chapter 95, which is exactly why the legislature wrote the sale and delivery of goods into §95.11(3)(j) in the first place.

The practical consequence is that the shorter four-year period, not a UCC provision, is the one to check against your vendor ledger, and that a written supply contract can push the same relationship back to five years under §95.11(2)(b). Where a supplier has both a signed credit agreement and years of open-account activity, expect its lawyer to plead the writing and expect the length of the deadline to be genuinely contested.

3. Accrual, Which Decides More Than the Length Does

Fla. Stat. §95.031 provides that, except as stated in its own subsection (2), in §95.051 and elsewhere in the statutes, the time within which an action must be begun runs from the time the cause of action accrues. Neither the four-year nor the five-year paragraph says a word about when that happens on a defaulted payment obligation, which is where nearly every real dispute lives. A funder wants the clock to start on the last unpaid installment. You want it to start on the first missed debit, or on the date the funder accelerated and demanded the whole balance.

That difference is worth years, not weeks. A daily-debit advance that first bounced in March 2021 and limped along with partial payments into 2022 has at least three candidate accrual dates, and which one a court picks decides whether a suit filed today is timely. The related question is whether an installment obligation produces a separate accrual for each missed payment or a single accrual at acceleration, and the answer turns on the specific default and acceleration language in your agreement rather than on any general rule. This is not a question to settle from a template.

Two statutory guardrails are worth knowing while you argue about the date. Fla. Stat. §95.03 makes void any provision in a contract fixing the period for bringing an action at less than the applicable statute of limitations allows, so a funder cannot contractually shrink your window to sue it. And nothing in chapter 95 lets a private agreement stretch the period the other way in the abstract, which is one reason funders reach for a foreign choice-of-law clause instead.

What to gather: the agreement with its default and acceleration provisions, the bank record of the last payment that actually cleared, any notice of default or demand letter with a date on it, and the funder’s own payoff statements. Those four documents are what an attorney needs to build a timeline that survives a motion, and they are usually easier to obtain now than after a lawsuit is filed.

4. Tolling and Revival, Where Florida Is Narrower Than Most

Fla. Stat. §95.051(1) is a closed list, and subsection (2) says so directly: a disability or other reason does not toll the running of any statute of limitations except those specified in the section and in a handful of probate and guardianship provisions. The grounds that matter to a business file are absence from the state of the person to be sued, use of a false name that prevents service, concealment within the state so that process cannot be served, the pendency of an arbitral proceeding pertaining to the dispute, and, at §95.051(1)(f), the payment of any part of the principal or interest of any obligation.

Read paragraph (f) twice, because it is the one that costs merchants years. A partial payment on a live obligation tolls the clock. That means the $500 you sent in good faith to keep a collector calm, or the last successful ACH pull the funder took before the account was closed, can extend the window in which you can be sued. It applies to any obligation, not merely to consumer debt, and it does not require you to acknowledge anything in writing or even to intend the payment as an admission.

Reviving a debt that is already barred is a different and harder thing in Florida, and this is where the state is stingier than most. Fla. Stat. §95.04 requires that an acknowledgment of, or a promise to pay, a debt barred by a statute of limitations must be in writing and signed by the person sought to be charged. A phone call in which a collector coaxes you into agreeing you owe the money does not resurrect a dead claim, and neither does a verbal payment plan. That is a meaningful protection, and it is worth knowing before you return the call.

5. Twenty Years on the Judgment, Shorter on Every Lien

Once a judgment exists, the contract deadlines stop mattering and a new set begins. Fla. Stat. §95.11(1) allows twenty years for an action on a judgment or decree of a court of record in this state, which is one of the longest such periods in the country. Note the words: a court of record, in this state. Section 95.11(2)(a) supplies five years for an action on a judgment or decree of any court not of record of this state, or of any court of the United States, any other state or territory in the United States, or a foreign country, which is why the timing of a sister-state judgment deserves its own look rather than an assumption.

The liens run on shorter and separate clocks than the judgment itself. A certified copy recorded under §55.10(1) creates a real property lien lasting ten years from recording, extendable once for another ten by rerecording with a current-address affidavit under §55.10(2). A judgment lien certificate filed with the Department of State under §55.202 lapses five years after filing under §55.204, with one renewal available in the six months on either side of that lapse and a permanent end five years after the second filing.

Sitting over all of it is Fla. Stat. §55.081: subject to §55.10, no judgment, order or decree is a lien on real or personal property in this state after twenty years from the date of entry. So a creditor can hold an enforceable judgment while holding no lien at all, which happens constantly when a five-year personal property lien lapses and nobody diaries the renewal. Pulling the county records and the Department of State judgment lien database against your own name is a twenty-minute exercise that regularly changes a negotiating posture. The enforcement side of these liens is mapped on our page about what a Florida creditor can seize.

6. The New York Clause, and the Statute That Cuts Back

Turn to the paragraph in your advance agreement that names a governing law. If the answer is New York, the funder is reaching for a six-year contract limitations period under New York’s C.P.L.R. §213(2) in place of Florida’s five, and one extra year on a stale file is worth real money to a collector deciding whether to sue. Whether a Florida court applies that clause to the limitations question, as opposed to applying it to the substantive terms, is a genuine choice-of-law issue rather than a settled one, and it deserves a Florida attorney’s read of your specific agreement instead of a general rule.

Florida has its own statute pointing the other direction. Fla. Stat. §95.10 provides that when the cause of action arose in another state or territory of the United States, or in a foreign country, and its laws forbid the maintenance of the action because of lapse of time, no action shall be maintained in this state. It is a one-sentence borrowing statute, and it works only as a shortener: a claim already dead where it arose cannot be revived by filing here. It does not import a longer foreign period to help a plaintiff.

The practical sequence is to check both ends. If the funder is a New York entity that funded from New York and is suing in Florida on a claim that would now be time-barred in New York, §95.10 is worth raising. If the claim is live in New York but dead under Florida’s five years, the fight is over whether the contractual choice of law reaches the limitations question at all. Either way this is an argument made by counsel on a specific record, and it is also one of the most useful things to have documented before a settlement conversation, because a funder facing a real limitations problem prices the file very differently.

One more caution. A statute of limitations is an affirmative defense in Florida, and a defense nobody pleads is a defense nobody has. The extra section below explains what happens to a stale claim that goes unanswered, and it is the most common way a business owner loses a case it should have won outright.

Two Things an Expired Deadline Does Not Do For You

The first is that it does not make the obligation disappear. Chapter 95 bars the remedy of suit; it does not declare the underlying debt paid or void, which is why a collector can keep calling about a fifteen-year-old balance and why a buyer of charged-off paper will pay real money for it. The federal collection statute that restricts that conduct, the Fair Debt Collection Practices Act, reaches consumer obligations only under 15 U.S.C. §1692a(3) and (5), so it supplies no remedy at all against someone collecting a business debt from your company. That is a common and expensive misconception.

The second is that an expired deadline does not defend itself. Limitations is an affirmative defense, which means it must be raised in a responsive pleading in the case, and a defendant who never answers gets a default judgment entered on a claim that was dead on the day it was filed. That judgment is then enforceable for twenty years under Fla. Stat. §95.11(1), can be recorded as a real property lien under §55.10, and can support a judgment lien certificate under §55.202. Vacating it afterward is a much heavier lift than answering would have been.

So the order of operations when a summons arrives is fixed regardless of how old the debt feels: calendar the response date first, get the agreement and payment records to counsel second, and raise the limitations question inside the answer rather than in a phone call to the plaintiff’s lawyer. If nothing has been filed yet and you believe the period has run, that is precisely the moment to have the analysis done, because a documented limitations problem is one of the few arguments that moves a settlement number before anyone spends a dollar on litigation.

Who Should You Call? Our Top-Rated Business Debt Firms

One firm on this list works the entire lifecycle of a business debt file, from stopping the daily debits through attorney-led negotiation, UCC lien removal, and a signed release. The other two cover broader debt categories that often sit alongside the advances. Choose accordingly.