To the extent possible, take into consideration the location of the meeting and any special needs or responsibilities of your organization and the meeting participants.

Thus, it is especially important to specify any types of circumstances that you anticipate could prevent or impede your meeting from being held. For example, while acts of terrorism might be a specified force majeure event, it does not necessarily follow that a court would also excuse a party's performance based on 'threats' of terrorism. Provisions often cover natural disasters like hurricanes, floods, earthquakes, and weather disturbances sometimes referred to as 'acts of God.' Other covered events may include war, terrorism or threats of terrorism, civil disorder, labor strikes or disruptions, fire, disease or medical epidemics or outbreaks, and curtailment of transportation facilities preventing or delaying attendance by at least twenty-five percent of meeting participants.Ĭourts tend to interpret force majeure clauses narrowly that is, only the events listed and events similar to those listed will be covered. Whether negotiating with or without the assistance of legal counsel, the following key elements of a force majeure clause should be addressed:Īnticipate and Specify Force Majeure Events.ĭetermining which types of circumstances will be covered by the force majeure clause is essential.

Instead of relying on the common law, meeting planners can better achieve flexibility during times of crisis through a carefully negotiated force majeure clause. In the absence of a force majeure clause, parties to a contract are left to the mercy of the narrow common law contract doctrines of 'impracticability' and 'frustration of purpose,' which rarely result in excuse of performance. If disaster strikes, will you be able to cancel your meeting without liability for cancellation fees? Will you be able to go ahead with the meeting, despite reduced attendance, without liability for attrition damages? A key tool in managing the risk of such challenging circumstances is the force majeure clause.Ī 'force majeure' clause (French for 'superior force') is a contract provision that relieves the parties from performing their contractual obligations when certain circumstances beyond their control arise, making performance inadvisable, commercially impracticable, illegal, or impossible. The aftermath of recent large-scale disasters like the terrorist attacks of Septemand the storm and flood damage caused by Hurricane Katrina in 2005 have reinforced the importance of carefully planning for the unexpected when negotiating meeting contracts. This article was originally published in the February 2011 edition of Smart Meetings.

Cancellation due to acts of god