What is Severability Clause?

Definition

A severability clause states that if any provision of the contract is found to be invalid, illegal, or unenforceable by a court, the remaining provisions continue in full effect. Without this clause, a single unenforceable provision could potentially void the entire agreement, leaving both parties without a binding contract. This is a protective mechanism for both sides, ensuring that one bad clause does not unravel the whole deal. Severability is standard boilerplate in most contracts, but the specific language matters. For example, if a court strikes down an overly broad non-compete clause in your employment agreement, a severability provision keeps the rest of the contract (salary, benefits, IP assignment, confidentiality) intact. Watch for 'blue pencil' severability language, which allows a court to modify an unenforceable clause rather than remove it entirely. Blue pencil provisions can work against you because a court might narrow an unreasonable non-compete to a scope it considers enforceable, rather than eliminating the restriction altogether.

Related Terms

Found this in your contract?

Upload it for a full AI analysis. Get a risk score, every flagged clause quoted and explained, and a clear sign-or-walk-away recommendation in under a minute.