This clause allows either party to cancel the contract if a force majeure event prevents performance for longer than a specified period (often 30–90 days). This protects both sides from being trapped in a dead contract—if a supplier cannot deliver for four months due to a factory fire, you shouldn't be forced to keep waiting indefinitely. Without this clause, you might be stuck in legal limbo, unable to get out of the contract but unable to receive performance. This principle is recognized in both UK and US law as a matter of fairness.
Negotiate for a termination right that kicks in at a reasonable timeframe for your industry—typically 60–90 days for goods, longer for complex services. Make sure the clause specifies what happens to any advance payments you've made (they should be refunded). Also clarify whether termination is automatic or requires written notice, so you're not accidentally locked in because you didn't send a letter on time. ---
Frequently Asked Questions
What does this clause mean in simple terms?
This clause allows either party to cancel the contract if a force majeure event prevents performance for longer than a specified period (often 30–90 days).
Why should I care about this clause?
This protects both sides from being trapped in a dead contract—if a supplier cannot deliver for four months due to a factory fire, you shouldn't be forced to keep waiting indefinitely.
What are my options?
Without this clause, you might be stuck in legal limbo, unable to get out of the contract but unable to receive performance.
How does this affect small businesses?
This principle is recognized in both UK and US law as a matter of fairness.