Force Majeure Clause Example: What It Means For Your Business Contracts

Imagine your business is ticking along, and-out of nowhere-a major supplier can’t deliver because of a natural disaster. Or new government restrictions suddenly halt your operations. This isn’t just frustrating-it can be potentially disastrous from a legal and financial perspective.

But here’s the good news: it’s exactly these types of unpredictable situations that a strong force majeure clause is designed to address in your contracts. Having a solid grip on what “force majeure” actually means (and what a good force majeure clause example looks like) is essential if you want to protect your business from unexpected setbacks.

In this guide, we’ll walk you through how force majeure works in the UK, what you should look for in your contracts, and show you a practical example. That way, you can feel confident your agreements protect you-come what may.

What Is A Force Majeure Clause?

Let’s start with the basics. In plain English, a force majeure clause is a section in a contract that frees both parties from their obligations if certain extraordinary events happen-typically things completely out of anyone’s control.

Think of it as a legal “get-out-of-jail” card, but only for the most extreme circumstances. A well-drafted force majeure clause means neither you nor your business partners are liable for delays or failures caused by events such as:

• Natural disasters (floods, earthquakes, severe storms, etc.)
• Government action or new laws
• Pandemics or epidemics
• Wars, terrorism, or civil unrest
• Major supply chain disruptions due to unforeseen national or global events

It’s important to remember: force majeure doesn’t cover events you could or should have planned for. It’s for things absolutely outside your (or the other party’s) reasonable control.

You can read more about how force majeure operates in English contract law and what sort of unexpected events can trigger it in our in-depth article: Force Majeure Clauses Explained: Protecting Your Business Contracts From Unexpected Events.

Why Does Your Business Need A Force Majeure Clause?

Including a force majeure clause in your contracts is about risk management. You never want to find yourself liable for breach of contract or subject to costly legal claims for something you genuinely couldn’t control.

Here’s how a well-drafted clause helps protect you:

• Allocates risk fairly between parties if something goes very wrong
• Prevents claims for damages and penalties if performance becomes impossible
• Clarifies what happens next (e.g. delay, suspension, or termination)
• Encourages both sides to communicate and seek solutions if problems arise

Without such a clause, courts will generally expect businesses to fulfil contractual obligations-even if circumstances make this extremely difficult! Don’t assume “everyone will understand if a disaster hits”-if it isn’t written in the contract, you may find yourself stuck.

If you want to avoid common pitfalls with your contracts, here’s a guide to crucial contract clauses that protect you.

What Is A Force Majeure Example Clause?

Now, let’s get practical. What does a force majeure clause example actually look like? Here’s a sample clause, with plain English explanations so you know what each bit means:

Example:

“In this Agreement, ‘Force Majeure Event’ includes events beyond the reasonable control of either party, including but not limited to:

• acts of God (such as flood, earthquake, storm, or other natural disasters),
• epidemics or pandemics,
• war, terrorism, civil unrest,
• government action, law or regulation made after the date of this Agreement,
• industrial dispute not involving the party seeking relief.

If, due to a Force Majeure Event, either party is prevented or delayed in performing its obligations under this Agreement:

• the affected party must promptly notify the other party in writing, detailing the Force Majeure Event and likely impact;
• the obligations of the affected party will be suspended for the duration of the Force Majeure Event;
• if the Force Majeure Event continues for more than days, either party may terminate this Agreement by written notice without penalty.”

Let’s decode this:

• Specific events listed: This stops disputes later about what counts (for example, COVID-19 would fall under “pandemic”).
• Written notice required: The party experiencing disruption must tell the other side as soon as possible and say what the actual impact will be.
• Suspension of duties: While the disruption lasts, neither side can claim breach of contract if those duties aren’t met.
• Termination after long disruptions: There’s usually a time period after which either side can bring the agreement to an end if things don’t improve.

Remember: each force majeure clause should be tailored to your specific business and risks-don’t copy and paste!

For tips on what else you should consider when reviewing or drafting commercial contracts, check out our contract drafting checklist: Crystal Clear Contracts: The Key To Enforceability.

What Events Are Usually Covered By Force Majeure?

It’s good practice to clearly define force majeure events within your contracts. Typical events specified include:

• Natural disasters (including extreme weather and “acts of God”)
• Fire or flood
• Disease, plagues, pandemics
• Acts of terrorism or war
• Civil commotion or riots
• Government intervention (new laws, lockdowns, or restrictions)
• Supply chain breakdowns, where outside your reasonable control

What is not included? Usually, events which:

• Could reasonably have been foreseen or mitigated (like normal market fluctuations)
• Are caused by one of the parties themselves
• Relate to a party’s lack of funds or cashflow (unless due to a force majeure event)

Every contract is different, so make sure the definition of “force majeure event” matches your industry and unique risks. A SaaS business will face different risks compared to a retailer or construction company, for example. Need help? Our expert contract review and drafting team can ensure your force majeure clause covers all the right scenarios.

How Does A Force Majeure Clause Work In Practice?

Here’s a simple scenario for context:

• You run an e-commerce business, and your supplier is based overseas.
• Out of the blue, a government-imposed lockdown in your supplier’s country delays production and shipping by several weeks.
• Your agreement has a force majeure clause stating pandemics and government action count as force majeure events, and that obligations are suspended for the event’s duration.
• Your supplier promptly notifies you in writing, explaining what’s happened.
• As both parties agree it’s a valid force majeure event, neither can claim damages for the delay. If the delay stretches on, there’s a right for either of you to terminate the contract without penalty after a defined time.

This approach minimizes souring business relationships and, crucially, prevents expensive legal battles.

What Should You Watch Out For In Force Majeure Clauses?

It’s not enough just to have a force majeure clause in your contract-the details really matter. Key points to watch for:

• What counts as a force majeure event? Always check the definition carefully, and ensure it is relevant to your business.
• Notification requirements: Do you have to provide notice within a set time? What information is required?
• Duration: How long can obligations be suspended before the contract can be terminated?
• Effect on payment obligations: Does the clause suspend all obligations, or do some (like paying for goods already delivered) continue?
• Best endeavours: Is there an obligation to do everything reasonable to overcome the event, or to mitigate loss?

If these elements are missing or poorly worded, you might find your business exposed when the unexpected strikes. For more on refining and updating your existing contracts, see our guide on amending contracts in the UK.

Best Practices When Using Force Majeure Clauses

If you want to maximise protection for your UK business, here are some force majeure best practices to follow:

• Make the list of force majeure events as relevant as possible to your sector and business risks
• Include the process for notification and proof, so both parties know what’s expected
• Define whether obligations are suspended or terminated if an event goes beyond a certain point
• Oblige parties to take reasonable steps (often called “best endeavours”) to minimise the impact of the event
• Clarify what happens to payment, refunds, and goods or services already delivered
• Regularly review your contracts-don’t just set and forget!

Do UK Laws Cover Force Majeure? Or Is It Just Contractual?

Unlike some countries, UK law doesn’t automatically recognise force majeure as a concept. If you want this protection, you must include a clause in your contract.

If a contract is silent on what happens in case of a disaster or pandemic, you may be left arguing for frustration of contract instead-a much trickier and riskier legal route. That’s another good reason to get your contracts reviewed and up-to-date.

To understand more about how frustration (the contract law term for when obligations become impossible) is different, check out Frustration of Contract: Handling Unexpected Terminations.

Should I Draft A Force Majeure Clause Myself?

It’s tempting to use a force majeure clause example you find online, but here’s why that can be a mistake:

• Contract wording needs to fit your industry and your specific risks
• Getting the definition wrong can mean the clause is unenforceable
• Vagueness can cause disputes or delays if the clause is triggered
• Insurers and major customers often have their own requirements

For peace of mind, have a legal expert draft or review your contracts-especially before relying on them in tough situations. Here’s why legal review is worthwhile.

Key Takeaways

• Force majeure clauses protect your business if extreme, unforeseeable events make contract performance impossible or delayed.
• A strong force majeure clause example will clearly define what events count, set out the notification process, and explain what happens if an event drags on.
• UK law does not automatically protect you-force majeure must be included in your commercial contracts to be effective.
• Poorly worded or missing force majeure clauses can leave your business exposed to liability and costly disputes if disaster strikes.
• It’s wise to have your contracts reviewed by legal experts to ensure your business is protected from day one.

If you’d like tailored advice on drafting force majeure clauses or reviewing your business contracts, get in touch with the Sprintlaw team at 08081347754 or team@sprintlaw.co.uk for a free, no-obligations chat. We’re here to make sure your agreements actually protect you-whatever comes your way.