Question 1

Does every contract need a severability clause?

Accepted Answer

Yes. It's one sentence, costs nothing to include, and protects the entire agreement. Without one, a court could void your whole contract because of a single unenforceable provision. There's no downside to including it and significant downside to leaving it out.

Question 2

What happens without a severability clause?

Accepted Answer

If one provision is unenforceable, the court decides what happens to the rest. Some courts will sever the bad clause anyway (especially if the rest can stand on its own). Others might void the entire contract. Why gamble? Include the clause.

Question 3

Can a court rewrite a severed clause?

Accepted Answer

Some severability clauses include a 'reformation' provision — authorizing the court to modify an unenforceable clause to the minimum extent needed to make it enforceable. For example, a 5-year non-compete might be reformed to 1 year. Not all jurisdictions allow reformation, but including the language gives the court the option.

Question 4

Does severability apply to all clauses equally?

Accepted Answer

In theory, yes. But in practice, if a core clause (like the payment terms or the scope of work) is struck down, the contract might be so fundamentally altered that it doesn't make sense anymore. Severability works best for peripheral clauses — non-competes, specific warranty terms, individual restrictions.

Question 5

What does a severability clause look like?

Accepted Answer

Standard language: 'If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.' Some add: '...and the invalid provision shall be modified to the minimum extent necessary to make it enforceable.' Short, simple, essential.

Severability

Definition

In Practice

Common in these contract types

Related terms

Frequently asked questions about severability

Create a contract with proper severability clauses