Several Liability | Practical Law

Several Liability | Practical Law

Several Liability

Several Liability

Practical Law Glossary Item 4-382-3818 (Approx. 2 pages)

Glossary

Several Liability

Also known as several. In the case of more than one obligor to an obligation, each obligor is liable for only its portion of the relevant obligation. A typical example of several liability is a syndicated loan agreement where multiple lenders are each liable for only their portion of the loan. If one lender fails to advance its portion of the loan to the borrower, the other lenders in the syndicate have no liability to fund that portion and the borrower can only sue the defaulting lender.
Another example is a stock purchase agreement with more than one seller where the sellers' indemnification obligations may be several, but not joint, so that each seller is liable to the buyer only for its proportionate share of the damages (rather than 100%). This generally happens when there are some sellers who own a large percentage of the target company and are actively involved in the target company's operations and some who own a small percentage with a passive involvement.