Force majeure is a term that has been making rounds in the legal world, especially in the aspect of contract law. As the world becomes more uncertain, both parties to a contract are looking for ways to ensure that they are protected in case of unforeseen circumstances. Force majeure clauses are becoming more prominent in contracts, but the question remains; is force majeure implied in a contract?
The short answer is no, force majeure is not implied in a contract. A force majeure clause is a provision that allows a party to a contract to be excused from performing its obligations under the contract due to unforeseeable circumstances beyond its control, such as natural disasters, acts of war, or government action. However, a force majeure clause is not a legal requirement for a contract, nor is it automatically implied in a contract.
Therefore, if a contract does not include a force majeure clause, the party seeking relief will need to rely on other provisions in the contract or common law principles to excuse its non-performance. For example, the doctrine of frustration may apply, which occurs when an unforeseen event occurs that makes the performance of the contract impossible, illegal, or radically different from what both parties had agreed. In such cases, the contract will be terminated, and the parties will be discharged from their obligations.
It is always advisable to include a force majeure clause in a contract. The clause will provide clarity on how unforeseen events will be handled, and it is an effective tool for risk management. It can also prevent litigation or disputes, as both parties will have a clear understanding of their obligations in the event of unforeseeable circumstances.
When drafting a force majeure clause, it is essential to be specific about the events that will trigger the clause and the remedies available to the parties. The clause must also provide for notice requirements and the timeline for invoking the force majeure clause. It is also critical to define what constitutes a force majeure event and how it will affect the performance of the contract.
In conclusion, force majeure is not implied in a contract, and parties must include it in the contract if they wish to rely on it. While force majeure clauses are not legally required, they are essential in managing risks and preventing disputes in case of unforeseeable events. Therefore, it is advisable to draft a comprehensive force majeure clause that clearly defines the rights and obligations of the parties to the contract.