The Blue Pencil Doctrine is a law in Minnesota that allows a Court to change and make a contract clause more “reasonable”. Unfortunately, what is reasonable is going to be very fact specific and likely exclusive to the parties involved.
Generally, the blue pencil rule or doctrine has applied against non-compete agreements. But, it would not surprise me to find or see a court apply it to other contracts unrelated to employment.
In my experience, the blue pencil doctrine in Minnesota is a difficult rule because it is left to the mercy of the courts. For those wishing to read a court case reviewing this issue, consider reading Klick v. Crosstown State Bank, Inc.
Otherwise, contact me directly.