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Don’t take your force majeure clause for granted

On Behalf of | Mar 13, 2024 | Business And Commercial Law

As a Florida contractor, you know that any number of things can derail a construction project. Natural events like a sinkhole opening up or a hurricane ravaging an entire neighborhood are among them. However, so can unexpected events or occurrences like labor strikes, sudden material shortages or even a war breaking out thousands of miles away.

You likely already include a force majeure clause in your contracts. These clauses can help you avoid liability if an unforeseen circumstance or event prevents you from completing a project as scheduled – or possibly at all.

However, not all force majeure clauses are created equally. Like any part of a contract, if it’s not written properly, it’s not protecting you in the way you intended.

What should be included in a force majeure clause

It is crucial for a force majeure clause to be thorough as well as specific. It needs to define the conditions under which the clause will take effect. Beyond that, it’s important to list which parties can invoke the clause (typically the contractor) and who will be notified if the clause needs to be invoked. It should also describe what their continued obligations are to the project. These are just a few considerations to include.

As with all contract clauses, thoroughness and specificity are key. It’s crucial to define under what conditions the force majeure clause will go into effect. It’s also important to detail things like how and when the relevant parties will be notified if a contractor is invoking the clause and what their obligations are to the project if it must be delayed or abandoned. 

Why you still want to avoid having to use this clause

A force majeure clause – even a well-written one – won’t protect you from liability. For example, if your client can claim that you could have foreseen a circumstance (like maybe a material shortage or labor strike), it may not help you. 

It’s always important to have a back-up plan or two. It’s also important to stay in touch with your client to maintain clear communication and set expectations. This can help prevent future disputes leading to litigation.

While you don’t want to have to invoke your force majeure clause, it’s still crucial to have one that will help you prevent unnecessary legal issues if something beyond your control delays or ends your project. Having legal guidance as you draft your contracts can help you avoid ending up in court.