/fɔːrs mɑːˈʒɜːr/
Etymology: French legal concept adopted into English law and international contract practice. Civil law jurisdictions use the term 'cas fortuit'. UNIDROIT Principles and ICC contracts use it extensively.
Force majeure (French: 'superior force') is a contractual clause that excuses one or both parties from performance obligations when an extraordinary, unforeseeable event beyond their control prevents or delays performance. The event must be external to the parties, unavoidable, and unforeseeable at the time of contracting.
Indian Contract Act 1872 does not contain an express force majeure provision, but Section 56 (doctrine of frustration) provides relief when performance becomes impossible or radically different. Courts require genuine impossibility, not mere commercial inconvenience. Force majeure clauses in contracts are generally enforceable.
English law does not recognise a general doctrine of force majeure in common law — it must be expressly included in the contract. The doctrine of frustration (Taylor v Caldwell [1863]) applies where no force majeure clause exists. Courts construe such clauses narrowly.
UCC § 2-615 provides a statutory defence of commercial impracticability for sale of goods. Common law frustration applies to services contracts. Post-COVID-19, courts split on whether pandemics trigger force majeure.
Article 1218 of the French Civil Code codifies force majeure requiring: an unforeseeable event, beyond the debtor's control, that prevents performance. Temporary force majeure suspends rather than terminates the contract.
UAE Civil Code (Federal Law No. 5/1985) Articles 893–895 recognise force majeure. UAE courts require strict proof of impossibility, not mere difficulty. DIFC Contract Law (Article 76) follows common law principles.
It depends on the contract and jurisdiction. Courts in India generally held COVID-19 lockdowns as qualifying force majeure for affected sectors. UK courts took a stricter approach, requiring full impossibility. US courts were divided. Specific contract wording ('epidemic', 'government action', 'pandemic') was determinative.
Force majeure is a contractual clause agreed in advance; frustration is a common law doctrine that operates when no such clause exists. Frustration terminates the contract; force majeure may only suspend it. The threshold for frustration is typically higher than for force majeure.
No. Unless the contract specifies otherwise, force majeure usually suspends performance obligations for the duration of the event. If the event continues beyond a threshold period, either party may terminate. Termination rights must be expressly stated.
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