Titles: Overview, definition, and example

What is titles?

Titles in a contract refer to the headings or labels assigned to sections, clauses, or provisions throughout the document. A titles clause—also known as a headings clause—typically states that these titles are included for convenience or reference only and do not affect how the contract is interpreted.

Why is titles important?

While titles help organize a contract and make it easier to read, they don’t always fully capture the scope or meaning of the section that follows. The titles clause prevents parties from using headings to argue for a different interpretation of the actual language in the body of the contract. It ensures that the substance of the agreement—not the labels—is what governs the parties' rights and obligations.

Understanding titles through an example

A clause titled “Payment Terms” also contains language about late fees and early termination penalties. Later, one party argues that penalties don’t apply because they weren’t mentioned in the heading. The titles clause allows the enforcing party to point out that headings are for reference only and that the actual text—not the title—controls the outcome.

Example of a titles clause

Here’s how a titles clause may look like in a contract:

"The titles and headings in this agreement are for convenience only and shall not affect the interpretation of any provision of this agreement."

Conclusion

The titles clause keeps the contract focused on its actual content, not its formatting. It protects against narrow or misleading interpretations based on section headings and ensures that legal meaning comes from the full language of each clause. Including this provision helps maintain clarity and enforceability throughout the agreement.

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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.