What is Force Majeure? A force majeure clause allows parties to pause or exit a contract if something truly unforeseen or extraordinary happens — something that makes it impossible to fulfil the agreement.
Traditionally, this covered events like natural disasters, wars, or "acts of God." Think of it like a legal break clause, but only for the most extreme circumstances.
When COVID-19 hit the UK, many businesses turned to their contracts in search of relief. The force majeure clause quickly became the most relevant — but not always the most helpful — depending on how it was written and what was covered.
Post-COVID: What Counts as “Unforeseen” Now?
One major shift post-COVID is the redefinition of what’s considered “unforeseeable.” Pandemics, once seen as rare, are now expected risks — especially in long-term contracts.
Courts have become stricter. If the contract was signed after the start of the pandemic, COVID (or its consequences) may not be considered a valid force majeure event — because it was foreseeable. Timing matters.
To be effective, modern force majeure clauses need to specifically mention:
- Pandemics or epidemics.
- Government restrictions or lockdowns.
- Supply chain disruptions.
- Labour shortages or staffing crises.
- Vague phrases like “acts of God” are no longer effective.
What We Learned From COVID-Related Disputes
Many businesses tried to invoke force majeure to cancel or delay contracts during the pandemic — but not all were successful.
Courts looked at:
- The exact wording of the clause
- Whether performance was truly impossible, or just more difficult or expensive
- Whether the event was foreseeable at the time of signing
- If the contract didn’t clearly cover pandemics, or if the business could still technically deliver (even at a higher cost), force majeure usually didn’t apply.
Why Renegotiation & Hardship Clauses Now Matter More Than Ever
- Force majeure isn’t the only safety net. Businesses are now turning to hardship clauses, which allow parties to renegotiate the terms if continuing becomes unreasonably difficult — not just impossible.
- These clauses offer flexibility and help avoid expensive disputes or court action. They’re about adapting, not cancelling.
- If your contract doesn’t include one, now’s the time to add it.
Conclusion & Action points
- Review and update your contracts — especially long-term or supplier agreements,
- Be specific: name pandemics, cyberattacks, labour shortages, and similar events.
- Add a hardship or renegotiation clause as a practical safety net.
- Don’t wait for disruption — plan for uncertainty now.
If you’d like help reviewing or updating your force majeure clause, GR Ace Legal Compliance is here to guide you through it.