This clause specifically names epidemics, pandemics, or disease outbreaks as qualifying force majeure events and often sets special rules for them. Before COVID-19, many contracts did not mention epidemics, which created disputes about whether lockdowns counted as "force majeure"; this clause removes that ambiguity. It may also specify different suspension or termination periods for epidemics than for other events (for example, allowing longer suspension before termination is permitted). This matters because epidemics can last months or years, and the parties need clear rules in advance.
Check whether the epidemic clause requires government action (like a lockdown order) or whether it covers epidemics that simply make performance impractical—the broader definition protects you better. Negotiate that the clause covers not just the disease itself but also government-ordered closures, supply chain disruptions, and workforce unavailability caused by illness or quarantine. If the clause sets a longer suspension period for epidemics than other events, make sure you're comfortable with that (for example, don't agree to 12 months of suspension if your business cannot survive that long).
Frequently Asked Questions
What does this clause mean in simple terms?
This clause specifically names epidemics, pandemics, or disease outbreaks as qualifying force majeure events and often sets special rules for them.
Why should I care about this clause?
Before COVID-19, many contracts did not mention epidemics, which created disputes about whether lockdowns counted as "force majeure"; this clause removes that ambiguity.
What are my options?
It may also specify different suspension or termination periods for epidemics than for other events (for example, allowing longer suspension before termination is permitted).
How does this affect small businesses?
This matters because epidemics can last months or years, and the parties need clear rules in advance.