Question 1

Does every contract need a force majeure clause?

Accepted Answer

If you want protection from events outside your control — yes. Without one, you're relying on common law defenses like impossibility or frustration of purpose, which are harder to prove and vary by jurisdiction. Force majeure gives you clear, contractual protection. After COVID-19, there's no excuse for leaving it out.

Question 2

Does COVID-19 count as force majeure?

Accepted Answer

It depends on your clause. Contracts that specifically listed 'pandemics' or 'government orders' covered COVID. Contracts with vague language like 'acts of God' were a coin flip — some courts said yes, others said no. The lesson: be specific in your force majeure list. Name pandemics, epidemics, and government-mandated shutdowns explicitly.

Question 3

Can you invoke force majeure for supply chain problems?

Accepted Answer

Only if the clause covers supply chain disruptions or their root cause. If a war causes a shipping blockade and your clause lists 'war' or 'trade embargoes,' you're likely covered. But general supply shortages or price increases usually don't qualify unless specifically listed. 'It got more expensive' isn't force majeure.

Question 4

What's the difference between force majeure and impossibility?

Accepted Answer

Force majeure is a contractual term you negotiate and include in the agreement. Impossibility is a legal defense that exists even without a clause — but it's much harder to prove. Force majeure says 'we agreed these events excuse performance.' Impossibility says 'it was literally impossible to perform.' Courts set a high bar for impossibility.

Question 5

Do you still have obligations during a force majeure event?

Accepted Answer

Usually yes — you're required to mitigate the impact and resume performance as soon as reasonably possible. Most clauses also require you to notify the other party promptly and provide evidence of the event. You can't just invoke force majeure and disappear. And if the event lasts too long (often 30–90 days), either party may be able to terminate.

Question 6

Can a force majeure clause be one-sided?

Accepted Answer

Technically yes, but that's a red flag. If only one party gets force majeure protection, the other side bears all the risk of extraordinary events. Push for mutual coverage. Both parties should be protected from events outside their control — anything else is an uneven deal.

Force Majeure

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