Joint and Several Liability Clause
(NY)

Summary

This joint and several liability clause template may be used in a commercial contract, governed by New York law, to specify whether an obligation imposed on two or more parties is joint, several, or joint and several. This template includes practical guidance and drafting notes. An obligation is joint when each of the obligors is responsible and may be compelled to render the entire performance. An obligation is several when each obligor is responsible only for their individual promise. In New York, a joint and several liability clause that comports with traditional contract principles will be upheld. A clause that allocates the risks between the parties and not in an unfair manner is valid. See Riverwalk on the Hudson, Inc. v Culliton, 62 Misc. 3d 351 (2018). For more information regarding general commercial contract clauses, see Commercial Contract Drafting and Review.