Introduction What Is Force Majeure, Really? 
Every contract is built on a basic idea that both sides will keep their word. But in the real world, things don’t always go to plan. A factory floods. A war breaks out. The government suddenly announces a lockdown. What happens then?
Can you be blamed for not doing something that became impossible? Can the other side sue you for breach of contract? This is exactly where a Force Majeure clause matters. 

In simple terms, Force Majeure means “an act of God” or a situation beyond your control that stops you from fulfilling your contract. It could be a natural disaster, a riot, a legal ban, or even a pandemic anything unexpected that makes performance genuinely impossible. 
But it’s not a magic excuse. It only works if it’s written clearly in the contract, and if you act responsibly when the crisis hits. 

WHY BUSINESSES NEED IT 
You don’t need a pandemic to realize how fragile business deals can be. Let’s say you’ve signed a contract to deliver goods to a client by the 30th. But a state-wide strike shuts down transport. You can't get trucks on the road. You miss the deadline. 
Now, if you don’t have a Force Majeure clause, your client might demand damages. But if you do, and if it’s properly worded, you might be protected or at least given more time to perform without penalty. 
It’s not just about protection. It’s about clarity. Everyone knows what to expect when something unusual happens. And that kind of clarity can save relationships, reputations, and lawsuits. 

THE LEGAL ANGLE WHAT INDIAN LAW SAYS 

There’s no specific “Force Majeure Law” in India. But there are two important legal sections that come into play: 

∙Section 32 of the Indian Contract Act: This applies when the contract itself talks about certain events like floods or war and says what will happen if they occur. If the clause is there, courts will follow it. 

∙Section 56: This is the doctrine of “frustration of contract.” It applies when no clause exists, but an outside event has made it impossible to fulfil the contract. It’s harder to prove and not always accepted. 

Bottom line? Don’t rely on courts to interpret things later. Put it in writing, upfront. A well-drafted Force Majeure clause saves time, money, and confusion. 

WHAT COUNTS AS FORCE MAJEURE? 

There’s no fixed list, but these are commonly included: 

∙Floods, earthquakes, tsunamis 

∙War, invasion, terrorism 

∙Riots, civil unrest 

∙Lockdowns or legal bans by government 

∙Strikes or industrial action 

∙Epidemics or pandemics (like COVID-19) 

∙Cyber-attacks (especially in tech contracts) 

Example 1: A builder signs a contract to deliver 10 flats in 12 months. Six months in, a court order halts all construction activity due to an environmental issue. If the contract has a Force Majeure clause covering “government or judicial restrictions,” the builder can seek an extension. 

Example 2: A textile exporter agrees to deliver goods to Europe. Just before shipping, a port workers’ strike disrupts cargo movement. The contract includes “labour unrest” as Force Majeure. The delay is covered. 

The important thing is these examples only work if the events are specifically covered in your clause. 

HOW TO WRITE IT RIGHT  

Let’s be honest most businesses just copy a clause from another contract. Or worse, they use some outdated template found online. That’s risky. Here’s how to build a good Force Majeure clause: 

1. Be Specific 

Don’t just say “any unforeseen event.” Mention examples like pandemics, floods, bans, strikes the more relevant to your industry, the better. 

2. Mention the Level of Impact 

Does the event need to make performance impossible? Or is a delay enough? Write it clearly: “performance is rendered impossible or materially hindered.” 

3. Add a Notice Period 

Always include a timeline. “The affected party must inform the other within 7 days of becoming aware of the event.” 

4. Mention Duty to Mitigate 

The party claiming Force Majeure must show they tried to overcome the problem. This builds trust and shows you’re acting in good faith. 

5. Termination Option 
What happens if the disruption continues for 60 or 90 days? Add a clause allowing either party to terminate the contract without penalty if the situation goes on too long. 

COVID-19: THE WAKE-UP CALL 

Before 2020, many contracts never even mentioned “pandemics.” Then came COVID-19. Lockdowns, curfews, factory shutdowns contracts across India became impossible to perform. 

The courts were flooded with cases. Businesses fought over penalties, refunds, and delays. One key case was Halliburton vs Vedanta in the Delhi High Court. The court agreed that lockdowns could qualify as Force Majeure. But it also made this clear: you can’t use the clause just because things got harder. It has to be truly impossible to perform. Many government departments also issued circulars saying that COVID-19 should be treated as Force Majeure for official contracts. 

So yes, the clause matters. But so does how you act during the crisis. 

WHAT INDIAN COURTS LOOK AT 

If you ever end up in court over a Force Majeure claim, here’s what the judge will check: 

∙Is the event covered in the clause? If not, you’re on weak ground. 

∙Did you inform the other party on time? Silence can kill your case. 

∙Did you try other ways to perform? Courts want to see that you didn’t just give up. 

∙Is there a clear link between the event and non-performance? You can’t blame a flood in Mumbai for delays in Delhi unless they’re connected. 

∙Is the clause worded properly? Vague language usually backfires. 

PRACTICAL ADVICE FOR BUSINESSES 

∙Review your contracts. If your Force Majeure clause is one line long, fix it. 

∙Don’t rely on “industry standards.” What works for one sector won’t work for another. 

∙Make it mutual. Protect both sides not just yourself. 

∙Keep records. Emails, notices, government orders all of it matters. 

∙If you need to invoke the clause, do it politely, clearly, and promptly. 

CONCLUSION PREPARE, DON’T PANIC 

Force Majeure is not a shortcut. It’s not something you pull out when you mess up. It’s a safety valve for real situations where no one is at fault. 

In today’s world with climate disasters, pandemics, and geopolitical turmoil not having a solid 

Force Majeure clause is a gamble. And in business, gambling isn’t strategy. Whether you’re a builder, an exporter, a tech company, or a service provider protect your deals. 

A few lines written today can save lakhs (or crores) tomorrow.