A force majeure clause is a part of many contracts designed to protect parties when extraordinary events prevent them from fulfilling their obligations. These extraordinary events, often called “acts of God,” can be natural or man-made, such as fires, floods, storms, war, labor disputes, outbreaks, pandemics, governmental action, and acts of terrorism.
To determine if a worldwide computer outage qualifies as a force majeure event, you need to look at the specific language in the contract. Some contracts may specifically mention technological failures or cyber-attacks as force majeure events. If not, you must see if the outage fits under broader terms like “governmental action” or “acts of terrorism,” especially if the outage was caused by a cyber-attack.
Proving Causation in a Force Majeure Case
Once you’ve established that a worldwide computer outage could be considered a force majeure event under the contract, the next step is to prove causation. This means showing that the outage directly prevented you from meeting your contractual obligations. For instance, if your business relies on computer systems to operate and the outage made these systems unusable, resulting in missed deadlines or unfulfilled orders, you could argue that the outage caused the non-performance. It’s important to gather evidence and documentation that shows how the outage impacted your operations.
Mitigating the Impact of the Event when there is Force Majeure
Another critical aspect of invoking a force majeure clause is demonstrating that you made reasonable efforts to mitigate the impact of the event. This means you must try to find alternative ways to meet your contractual obligations despite the outage. For example, if you could continue some operations manually or use different technology, you should do so. If you fail to take reasonable steps to lessen the impact, your force majeure claim could be invalidated.
Duration of the Force Majeure Event
The duration of the force majeure event is also important. Force majeure clauses usually specify that the relief they provide is only valid for the duration of the event. Once the extraordinary event is over, you are expected to resume your contractual obligations. In the case of a worldwide computer outage, the force majeure clause would cover the time during which the systems were down. When the systems are restored, and normal operations can resume, the clause would no longer apply.
Notice Requirements in Force Majeure
Notice requirements are another key part of force majeure clauses. You typically need to notify the other party about the force majeure event within a certain timeframe. This notice should include details about the event, how long you expect it to last, and its impact on your ability to meet your contractual obligations. If you fail to provide timely and proper notice, you might lose the right to claim force majeure.
Navigating the Complexities of Force Majeure Claims
A worldwide computer outage is a complex situation for force majeure claims because of its broad and varied impacts. Whether a force majeure clause applies will depend on the specific wording of the clause, the direct impact of the outage on your contractual obligations, the efforts you made to mitigate the effects, and your adherence to notice requirements.
EPGD Business Law can provide a thorough assessment of your contract and guidance on how to proceed. Our expertise can help you navigate this situation effectively, ensuring that your legal and business interests are safeguarded.
