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Warrant of attorney
Also called cognovit clause, confession clause, warrant of attorney to confess judgment.
A clause authorising someone else to appear in court on the signer's behalf and consent to judgment against them, which is the operative mechanism inside a confession of judgment.
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What it means
The signer appoints an attorney-in-fact — typically anyone the creditor designates — with authority to appear, waive process and service, waive defences, and allow judgment to be entered for a stated sum. It converts a contract dispute into an entered judgment without the signer being notified in advance or appearing.
Once judgment is entered, the creditor moves straight to enforcement: writs of execution, bank levies, garnishment of receivables from the business's own customers. The signer's route back is a motion to vacate or open the judgment, which is a harder posture than defending a claim in the first place and often has to be brought in the creditor's chosen court.
Treatment varies significantly by state and by borrower type. Some states prohibit these instruments outright, some restrict them to commercial transactions above a threshold or with counsel present, some require specific formalities and conspicuous warnings, and some enforce them broadly. Federal rules restrict them in consumer credit. There have also been regulatory and legislative interventions aimed at their use in commercial financing, and courts in some jurisdictions have declined to enforce out-of-state confessions. This is an area where the answer depends on the state and on the year.
Where this one catches people
The clause frequently does not carry the words "confession of judgment" anywhere near it. "Warrant of attorney", "cognovit", or a paragraph beginning "the undersigned hereby irrevocably authorises any attorney of any court of record to appear" all do the same job. A merchant told the contract contains no confession of judgment may be reading an accurate answer to the wrong question. Search for the authorisation to appear and confess, not for the heading.
Where you will meet this term
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Warrant of attorney — common questions
What does warrant of attorney mean?
A clause authorising someone else to appear in court on the signer's behalf and consent to judgment against them, which is the operative mechanism inside a confession of judgment.
Where does warrant of attorney catch people out?
The clause frequently does not carry the words "confession of judgment" anywhere near it. "Warrant of attorney", "cognovit", or a paragraph beginning "the undersigned hereby irrevocably authorises any attorney of any court of record to appear" all do the same job. A merchant told the contract contains no confession of judgment may be reading an accurate answer to the wrong question. Search for the authorisation to appear and confess, not for the heading.
Is warrant of attorney the same as an interest rate?
Warrant of attorney is defined above; if you are comparing it against a rate, check whether the two measures share a time dimension before you put them side by side.
Which products does warrant of attorney apply to?
Merchant Cash Advance, Working Capital, Term Loan.
Is there a worked example of warrant of attorney?
Not on this entry. Where a term is arithmetic, the arithmetic is shown; this one is not primarily a calculation.
What else should I read alongside warrant of attorney?
Choice of law, Confession of judgment, Personal guarantee, Waiver of jury trial, Writ of execution.
Has this definition been checked?
Not yet. This entry is drafted and live, and the notice at the top says so. Confirm anything you are about to act on.
Is this legal advice?
No. It is a definition. What a clause does in your contract, in your state, is a question for a lawyer licensed where you are.
Can I suggest a term?
Yes — [email protected]. The glossary grows from what people are actually shown in contracts.