Effect of headings and table of contents: Overview, definition, and example
What is effect of headings and table of contents?
Effect of headings and table of contents refers to a standard contract clause that explains how section titles, headings, and the table of contents should (or should not) be used when interpreting the agreement. It typically states that these elements are included for convenience only and do not affect the legal meaning or interpretation of the contract terms.
Why is effect of headings and table of contents important?
Contracts often use section titles and a table of contents to improve readability. However, these headings are not always precise and may not capture the full meaning of the clauses they label. This clause prevents either party from using a heading or formatting structure to argue for a different interpretation of the agreement. It helps ensure the focus stays on the actual contract language, not on how it’s labeled or organized.
Understanding effect of headings and table of contents through an example
A supply agreement includes a section labeled “Termination for Cause,” but the text underneath also covers “Termination for Convenience.” Without a clause about the effect of headings, one party might argue that the heading limits the scope of the section to just cause-based termination. The clause makes it clear that the heading is just a label—and the full text of the section governs.
Similarly, if the table of contents summarizes a section incorrectly or oversimplifies its purpose, this clause ensures the body text still controls.
Example of an effect of headings and table of contents clause
Here’s how an effect of headings and table of contents clause may look like in a contract:
The headings and titles used in this agreement, including those in the table of contents, are for reference and convenience only. They shall not affect the meaning, construction, or interpretation of any provision of this agreement.
Conclusion
This clause protects the integrity of the contract by making clear that convenience features like headings and tables of contents are not legally binding. It keeps the focus on the actual terms and helps avoid misinterpretation based on formatting choices. Always read the full section—not just the heading—when reviewing a contract.
This article contains general legal information and does not contain legal advice. Cobrief is not a law firm or a substitute for an attorney or law firm. The law is complex and changes often. For legal advice, please ask a lawyer.