Joint and several liability is a contractual structure where multiple sellers are each individually liable for the full amount of any warranty or indemnity claim, regardless of their respective ownership percentages. Where joint and several liability applies, the buyer can pursue any one seller for the full claim amount; that seller’s recourse against co-sellers is then a matter of inter-seller arrangements.

In Australian deals with multiple sellers, joint and several liability is generally buyer-favourable. Sellers typically push for several (proportionate) liability based on equity ownership, sometimes with a separate cap per seller.