When drafting a commercial contract, you should strongly consider including a severability clause. A severability clause helps protect the commercial agreement if parts of the contract are unenforceable and need to be removed. Ideally, your business should have valid, enforceable and clear contractual terms. If there is an error in drafting, a severability clause will be a safety net. This article will explain the purpose and benefits of a severability clause and why your company should include them in your commercial contracts. <\/p>\n\n\n\n
Severability clauses (or \u2018severance clauses\u2019) protect a contract if part of it is unenforceable. Generally, an unenforceable clause may jeopardise the entire contract. However, the severability clause allows you to remove the ineffective term allowing the rest of the written agreement<\/a> to survive.<\/p>\n\n\n\n This is known as the blue pencil doctrine. In summary, the aim is to persuade a court that your commercial contract should still have legal power even if a clause is incorrect or unlawful. Thus, the judge can effectively strike through the impossible part of the wording in pencil and let the rest remain in place. Using this principle, your company could argue that 99% of the valid and fair contract should not suffer due to 1%.<\/p>\n<\/div>\n\n\n\n Additionally, it is technically possible for a court to ‘sever a clause’ without a severability clause in the contract. However, this is unusual and not something that judges do very often.<\/p>\n\n\n\n Businesses enter commercial agreements<\/a> to have confidence that the parties will abide by all of the terms within the deal. This is because companies tend to obey contractual provisions as failure to do so may lead to legal repercussions. Since severability clauses try to save the remaining provisions of a contract, they can promote certainty. Thus a court may apply the fundamental terms of the written agreement unless it is contrary to each party’s intentions.<\/p>\n\n\n\n\n\n Continue reading this article below the form\n <\/i>\n<\/a>\n1. Certainty<\/h2>\n\n\n\n