Business and Legal Insights

Introduction

Jury trial waivers are common contract provisions found in commercial leases, construction contracts, purchase agreements, and other business agreements. Although these provisions are often overlooked during contract negotiations, they can significantly impact litigation strategy if a dispute later arises.

Unlike arbitration agreements, which are governed by both state and federal statutes, jury trial waivers are contractual. While the right to a jury trial is an important constitutional right under the state Constitution, in Florida, contract waivers of the right to a jury trial are generally enforceable, provided the waiver is entered into knowingly, voluntarily, and intelligently. See Amquip Crane Rental, LLC v. Vercon Constr. Mgmt., Inc., 60 So. 3d 536 (Fla. 4th DCA 2011). Because the right to a jury trial is constitutionally protected, Florida courts scrutinize these provisions carefully before enforcing them.

Drafting Effective Jury Trial Waivers

Careful drafting is often the best defense against a later challenge to the enforceability of a jury trial waiver. To maximize the likelihood that a waiver will be enforced, practitioners should use clear, unambiguous language that expressly states each party knowingly, voluntarily, and intelligently waives its constitutional right to a trial by jury. Placing the provision under a separate heading and using bold, capitalized, or otherwise conspicuous text may further support the argument that the waiver was entered into knowingly and voluntarily. See § 672.204 Form 8 Jury Waiver Clause, 1 Fla. UCC Forms F.S.A. § 672.204 Form 8 (4th ed.).

Practitioners should also pay careful attention to the scope of the waiver. Narrowly drafted provisions may apply only to claims arising directly under the contract, while broader language—such as disputes “arising out of or relating to” the agreement or the parties’ relationship—may extend to related tort claims and other non-contractual claims. Id.

Notably, Florida courts have rejected arguments that a jury trial waiver is unenforceable merely because it appears in a contract of adhesion, involves a large corporation contracting with an individual, or was executed by an unrepresented party. See, e.g., Wave Length Hair Salons of Fla., Inc. v. CBL & Assocs. Props., Inc., No. 6:17-cv-1532-Orl-40TBS, 2018 WL 3817763, at *5 (M.D. Fla. Aug. 10, 2018) (holding that a jury trial waiver in a “take-it-or-leave-it” situation was not unconscionable and remained enforceable despite the parties’ unequal bargaining positions); Collins v. Countrywide Home Loans, Inc., 680 F. Supp. 2d 1287, 1295 (M.D. Fla. 2010) (“[A] term in a contract waiving a party’s right to a jury trial is not unenforceable even though one party to a contract is a large corporation and the other party is simply an individual who is in need of the corporation’s services.”).

Accordingly, practitioners seeking to maximize enforceability should focus less on the relative bargaining power of the parties and more on ensuring that the waiver is drafted clearly, presented conspicuously, and broad enough to encompass the dispute(s) the parties intend to cover.

Practical Considerations for Litigators

Questions concerning the right to a trial by jury should be resolved in favor of the party seeking a jury trial. See Pierre’s Caribbean Cuisine LLC v. LeaseFlorida LLC, 408 So. 3d 853, 855 (Fla. 3d DCA 2025). At the same time, Florida courts have consistently enforced contractual jury trial waivers where the party against whom enforcement is sought agreed to the waiver.

Even where a contractual jury trial waiver appears enforceable on its face, practitioners should carefully evaluate whether to enforce, or challenge, the provision. Practitioners should first determine whether the waiver binds all parties to the litigation. That inquiry is rarely mechanical. Whether a waiver reaches a person or entity that never signed the underlying agreement is highly fact-dependent, turning on the breadth of the waiver language, the relationship between the signatories and the non-signatories, and how closely the claims at issue are intertwined with the contract. The stakes are significant: the analysis can determine whether a party that never signed the agreement is nonetheless stripped of a jury trial—or, conversely, is able to compel a bench trial against a party that did sign such a waiver.

Broadly worded waivers frequently reach claims involving non-signatories. See Bakrac, Inc. v. Villager Franchise Sys., Inc., No. 02-23434-CIV-HUCK, 2003 WL 25730511, at *4 (S.D. Fla. Nov. 3, 2003) (holding that a waiver covering “any action related to” the agreement applied to all claims asserted by and against all parties—including non-signatory defendants—because those claims were intertwined with the agreement). Florida courts have likewise permitted non-signatories to enforce a waiver against a signatory. See Bergeron Env’t & Recycling, LLC v. LGL Recycling, LLC, 398 So. 3d 988, 994–96 (Fla. 4th DCA 2024) (holding that non-signatory individual defendants could enforce a broad jury trial waiver—covering “any litigation” “arising out of” or “in connection with” the agreement—against a signatory under theories of equitable estoppel and agency, where the signatory’s tort and statutory claims were inextricably intertwined with the agreement).

The reach of a waiver is not unlimited, however, and a court will not impose one on a party that never agreed to it. See Pierre’s Caribbean Cuisine LLC, 408 So. 3d at  855–57 (holding a jury trial waiver contained in a guaranty signed only by an individual guarantor unenforceable against the non-signatory corporate tenant, and declining to extend Bergeron, because equitable estoppel permits a non-signatory to enforce a waiver against a signatory asserting contract-based claims—not a signatory to impose a waiver on a non-signatory who never agreed to it—and the guarantor’s status as the tenant’s principal did not change that result).

Read together, the foregoing decisions show that non-signatory enforcement turns on the direction of enforcement and the particular facts: who seeks to enforce the waiver against whom, how broadly the clause is drafted, and how closely the claims track the agreement. Because these issues commonly arise with affiliated entities, corporate principals, guarantors, and third-party beneficiaries, they can meaningfully affect the litigation rights of parties that never signed the underlying contract.

In addition, practitioners should raise the issue of a jury trial waiver as early as possible in litigation. Waiting until the eve of trial—or actively participating in litigation as though a jury trial will occur—may invite arguments that the right to enforce the waiver has itself been waived. Practitioners should address the waiver at the outset of the case, through a motion to strike the jury demand or other appropriate motion practice. Importantly, a trial court commits reversible error by disregarding the parties’ contractual waiver and ordering a jury trial absent a sufficient basis for declining to enforce the waiver. See Vista Ctr. Venture v. Unlike Anything, Inc., 603 So. 2d 576, 578 (Fla. 5th DCA 1992).

Finally, practitioners should also consider whether enforcing the waiver advances the client’s interests. Bench trials, which are far less costly than jury trials, often provide a more streamlined and efficient forum for resolving complex commercial disputes. By contrast, cases turning on witness credibility, emotionally driven facts, or sympathetic parties may present strategic reasons for a jury trial.

Conclusion

Although jury trial waivers often occupy only a few lines within a contract, they can fundamentally shape the course of litigation. Careful drafting, thoughtful contract review, and early evaluation can reduce disputes regarding enforceability and better position clients should litigation arise. By understanding both the contract principles governing jury trial waivers and the practical considerations that accompany their enforcement, practitioners can more effectively protect their clients’ interests long before a case reaches the courthouse.

As part of their mentorship plan for the year, Eric and Melodie will be authoring 10 articles throughout the year on the 10 most impactful contractual provisions in commercial litigation. The blog post above serves as Article 5 in their 10-part blog post series.