Implied warranties

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If you fear the overwhelming reach of consumer protection legislation colouring your commercial arrangements with grownup counterparties who should know better, you may find yourself suggesting:

To the fullest extent permissible by law we hereby expressly exclude all terms, conditions, warranties or representations which otherwise would be implied by law including those relating to quality, fitness for any particular purpose, or suitability for a particular purpose.

This is slightly different than an entire agreement clause, but they are equivalent levels of paranoia and are usually insisted on by the same sort of amiable cove.

Does “to the fullest extent permissible by law” achieve anything? We would say no — just omit that — but others might take a different view: by not so limiting it you have transgressed the hermeneutical boundaries of the law of contract and then put yourself at the mercy of an activist court who will, contra proferentem, strike out the whole provision as violating the spirit of public policy, rather than just hacking it back to what public policy would tolerate.

See also

• Entire agreement