Force Majeure

What Is Force Majeure? Force majeure, French for "superior force," is a common contract provision that excuses a party from liability when unforeseen circumstances beyond their control make performance impossible or impracticable. These events typically include natural disasters, wars, pandemics, government actions, and other extraordinary occurrences. ## How Force Majeure Works A force majeure clause must be explicitly included in a contract to be enforceable. Courts interpret these clauses narrowly and require: - The event must be beyond the reasonable control of the affected party - The event must prevent or significantly hinder performance - The affected party must have taken reasonable steps to mitigate the impact - The party must provide timely notice to the other side ## Key Considerations Not every disruption qualifies as force majeure. Financial hardship, market downturns, or foreseeable difficulties generally do not trigger the clause. The specific language of the provision determines what events are covered. After the COVID-19 pandemic, many businesses revised their force majeure clauses to explicitly address public health emergencies and government-mandated shutdowns.