What is a force majeure clause?
What it covers
Force majeure means 'superior force' in French. In event contracts, it typically lists events like acts of God, war, terrorism, government shutdowns, epidemics, and sometimes extreme weather. If such an event occurs, the affected party may be excused from performing—or the contract may be suspended or terminated.
The clause should specify what happens: whether deposits are refunded, whether the event can be rescheduled without penalty, and how long the parties must wait before terminating. Without a force majeure clause, common law doctrines like impossibility or frustration might apply, but they are harder to prove.
- List specific events: pandemics, natural disasters, government orders.
- State the remedy: refund, reschedule, or termination.
- Include a notice requirement: how soon must the affected party inform the other?
- Define 'beyond control' to avoid disputes over what qualifies.
Why it matters for venues
For event venues, a force majeure clause protects you if a hurricane forces you to close, or if a government mandate limits gatherings. It also protects clients if they can't travel due to a pandemic. The key is to be clear about what triggers the clause and what happens next.
Courts interpret force majeure clauses narrowly. If an event isn't listed, it might not be covered. So it's wise to include a catch-all phrase like 'other events beyond the parties' reasonable control'—though even that isn't foolproof.
Common mistakes
- Assuming any unexpected event qualifies—courts require the event to be truly unforeseeable and beyond control.
- Not specifying whether deposits are refundable, leading to disputes when the clause is invoked.
- Thinking a force majeure clause automatically terminates the contract; it may only suspend obligations temporarily.
