A force majeure clause is usually drafted like this:
“In the event that either party is unable to perform its obligations under the terms of this Agreement because of natural disasters, pandemic, strikes, acts of God, or any event reasonably beyond its control, such party shall not be liable for damages to the other for any damages resulting from such failure to perform or otherwise from such causes. Notice of a party’s failure or delay in performance due to force majeure must be given to the unaffected party promptly thereafter but no later than five (30) days after its occurrence which notice shall describe the force majeure event and the actions taken to minimize the impact thereof.”
You may however, need expert hands to help with all your legal documents.
For most businesses, the Coronavirus outbreak with its resultant effects such as the lockdown in place in some states in Nigeria and movement restrictions in other states has made it nearly impossible to fulfill the condition of employment or other certain contracts. This should automatically trigger the force majeure clause in their business contracts (if it was included).
What You Should Do Now
· Review your contract– As a business owner or founder, you need to ascertain whether your contracts have a force majeure clause and whether the Coronavirus outbreak has substantially impacted the performance of your contracts. Where your contracts do not contain a force majeure clause protecting you from any liability, it needs to be reviewed and updated by your lawyer. You may also be able to rely on a legal doctrine known as “Frustration”. We talk more about this later.
· Comply with notice requirements – Many force majeure clauses require a period of notice by the party triggering the clause (beginning from when they first became aware of the circumstances) for it to count. You need to comply with this notice period and give written notice to the other party.
· Renegotiate other key clauses in your contract and/or replace with a new contract if need be. This goes without saying. Thank goodness with the