Contract obligation vs contractual warrant
A clause can impose a clear obligation and still rest on a proposition no one could prove. Telling the two apart is the whole game.
An obligation is what a party is bound to do or achieve: deliver, complete, pay, maintain. A warrant, in Warrant Check's sense, is the proposition the clause relies on to make its consequence fire — the fact that has to be true, and provable, for the obligation to bite.
These come apart more often than people expect. Consider "the Contractor shall complete the works to the Employer's satisfaction." The obligation is plain: complete the works. But the warrant — that the works are, in fact, satisfactory — rests on one party's own state of mind. There is no independent proof and no named standard, so the proposition can't be established by anyone but the Employer. The obligation is clear; the warrant is empty.
The reverse also happens: a modest-sounding obligation can carry a rock-solid warrant. "Each inbound truck is weighed on a calibrated weighbridge and the ticket signed by the store manager" is undramatic, but the proposition it relies on is fully provable.
The six checks Warrant Check runs on every promise
- Independent Verification — could the evidence be produced to, and checked by, an independent third party (an accredited certificate, a result from an independent method, a measurement), rather than one party's own assertion?
- Suitable Method — does the method reliably establish what is claimed, at the strength or magnitude claimed, rather than a weaker proxy standing in for proof?
- Defined Benchmark — is there a specific threshold, technical specification, or named standard the result is measured against, rather than a vague term like "good quality"?
- Conclusive Link — does meeting that benchmark actually establish the promise itself, rather than something merely adjacent to it?
- Comprehensive Coverage — does the evidence cover the full scope of the claim (the whole lot, area or population), whether directly or through a properly representative sample?
- Relevant Timeline — does the evidence cover the period the commitment runs for: the full term of a continuing obligation, or the relevant moment for a one-off one?
Warrant Check deliberately keeps reliance on the parties' agreement off the path. A clause that only works while both sides agree — "resolved amicably between them" — gives way exactly when it is needed. Separating the obligation from its warrant is how you find those clauses before a dispute does.
Check a clause free with Warrant Check →