#forcemajeure

In Thailand's dynamic business landscape, where rapid growth meets intricate legal formalities, the contract is the fundamental architecture of any commercial relationship. However, a signed document is not merely a statement of intent; it is a binding legal blueprint that will govern rights, obligations, and remedies in the event of a dispute. For foreign entities and investors, contract review in Thailand is not a passive exercise in legal scrutiny—it is an active, strategic process of risk assessment, cultural translation, and alignment with a civil law system that operates under distinct principles and potential pitfalls. A superficial review focusing solely on financial terms can leave parties dangerously exposed to unenforceable clauses, unexpected liabilities, and protracted legal battles.

The Foundational Framework: Thailand's Civil and Commercial Code

Unlike common law jurisdictions, Thai contract law is primarily codified in the Civil and Commercial Code (CCC), Books III (Specific Contracts) and IV (Obligations). This codification provides a structured baseline, but it also means that many implied terms common in Anglo-American law do not exist unless explicitly written. The principle of freedom of contract is upheld, but within the boundaries of mandatory law, public order, and good morals.

Key CCC principles that directly impact contract review include:

Good Faith (Section 5): Parties must exercise their rights and perform their obligations in good faith. This can influence judicial interpretation, particularly in disputes over termination or performance.

Prescription (Statute of Limitations): Most claims prescribe (expire) after ten years (Section 193/30), but shorter periods apply to specific claims (e.g., two years for overdue interest, one year for hotel or restaurant bills). A contract can shorten these periods, which must be flagged during review.

Specific Performance vs. Damages: While the CCC allows for specific performance, Thai courts often favor awarding damages as a remedy. Enforcing a specific performance order can be procedurally difficult, making liquidated damages clauses critically important.

Mandatory Provisions: Certain protections cannot be contracted away, particularly in labor contracts (governed by the separate Labor Protection Act) and consumer protection contexts.

Beyond Translation: The Cultural and Linguistic Imperative

The single most common and catastrophic error is treating contract review as a mere translation exercise. Language governs interpretation. If a contract is bilingual, it must contain a clause specifying which language version prevails (typically Thai). Relying solely on an English draft when the operative version is Thai is a profound risk.

A skilled reviewer must ensure:

Conceptual Equivalence: Legal and technical terms must have precise equivalents. For example, "joint and several liability" is a common law concept that must be carefully defined if intended.

Clarity in Thai: The Thai language can be more ambiguous than English. Provisions must be drafted with unambiguous, direct language to prevent interpretive disputes. Vague phrasing like "best efforts" or "in a timely manner" should be quantified where possible.

Understanding Nuance: Certain Thai phrases or formalities carry legal weight. The review must ensure that all mandatory legal terminology under the CCC is correctly employed.

Critical Clauses: A Red-Flag Analysis for the Thai Context

A strategic review focuses on clauses that carry heightened risk or require specific tailoring for enforceability in Thailand.

Governing Law and Dispute Resolution: This is the most crucial clause. While parties can choose foreign governing law for international transactions, enforcing a foreign judgment in Thailand is a complex, separate lawsuit. The pragmatic choice is often Thai law. The dispute resolution mechanism requires careful analysis:

Thai Courts: Specify the competent court (e.g., Civil Court, Intellectual Property and International Trade Court). Consider exclusive jurisdiction.

Arbitration: Often preferred for its speed and privacy. The clause must be explicit and detailed, specifying the rules (e.g., UNCITRAL, Thai Arbitration Institute rules), the seat of arbitration (Bangkok is common), the language, and the number of arbitrators. An poorly drafted arbitration clause may be deemed unenforceable.

Liability and Indemnity: Thai law does not naturally recognize broad, all-encompassing indemnity clauses common in Anglo-American drafts. Clauses seeking to indemnify for "all losses" or exclude "consequential damages" may be curtailed by a Thai court if deemed unfair or contrary to good morals. Caps on liability should be reasonable and clearly tied to the contract value. Gross negligence and willful misconduct typically cannot be exempted.

Termination Clauses: The CCC provides general termination rights, but a well-drafted contract must specify material breaches, cure periods, and immediate termination events. The process for notice and the effects of termination (e.g., return of property, payment for work-in-progress, survival of key clauses) must be meticulously outlined.

Intellectual Property (IP) Provisions: Given Thailand's robust IP law and specialized court, IP clauses must be precise. Define ownership of background and foreground IP. Ensure that assignments of IP rights (for employee/contractor creations) are in writing, as required by law. Licensing terms must be clear on scope, territory, and exclusivity.

Force Majeure: The CCC (Section 8) has a narrow doctrine of "impossibility of performance." Contracts should expand this with a detailed, non-exhaustive list of force majeure events (including pandemics, government orders, and severe political unrest), outlining notice procedures and consequences (suspension or termination).

Data Protection: With the enforcement of the Personal Data Protection Act (PDPA), contracts involving personal data processing must include data processing agreements (DPAs) outlining responsibilities, security measures, data subject rights, and cross-border transfer mechanisms.

The Review Process: A Systematic Approach

An effective contract review follows a disciplined methodology:

Phase 1: Context & Objective Setting: Understand the business deal, the parties' leverage, and the core commercial risks.

Phase 2: Structural & Compliance Review: Check formalities (authorized signatories, company registration), ensure mandatory Thai legal provisions are present, and verify alignment with internal corporate policies.

Phase 3: Clause-by-Clause Risk Analysis: Analyze each clause against Thai legal enforceability and business risk, flagging ambiguities, imbalances, and gaps.

Phase 4: Recommendations & Redlining: Provide clear, actionable advice—not just identification of problems. This includes proposing alternative wording, fallback positions, and "deal-breaker" items for negotiation.

Phase 5: Due Diligence Integration: For major agreements, the contract review must be integrated with due diligence on the counterparty (financial health, litigation history, property rights verification for leases).

The Role of Local Counsel: An Indispensable Guide

Engaging competent Thai legal counsel is not an expense; it is a critical investment. A local lawyer brings indispensable value:

Interpretive Insight: They predict how a Thai court or arbitrator will interpret ambiguous language.

Practical Knowledge: They understand the procedural realities of enforcement and the operational practices of Thai government agencies.

Negotiation Acumen: They can navigate negotiations with Thai counterparties, understanding both the legal and cultural subtext.

Precedent Awareness: They have access to and understanding of Thai judicial decisions and arbitration awards that shape the application of law.

Conclusion: From Document Review to Strategic Safeguard

In Thailand, a contract is not just a document to be signed and filed away. It is a living instrument that must be crafted to survive the test of the CCC, the scrutiny of Thai courts, and the realities of the local business environment. Effective contract review, therefore, shifts from a defensive, legalistic task to a proactive strategic safeguard. It is the process of transforming a handshake deal into a resilient, enforceable framework that protects the parties' commercial intent while respecting the sovereignty of Thai law. For the prudent investor or business, it is the essential first step in building a secure and successful long-term presence in the Kingdom. The goal is not to create a weapon for future litigation, but to draft a clear map that ensures the partnership never gets lost.

ONGC’s PRP-9 offshore project is highlighting an unusual overlap where execution continues even as a pipeline replacement force majeure claim remains active. According to Indian Petroplus analysis, this dual-track situation is creating a grey zone in how contractual risk and operational progress are being balanced.

The pipeline replacement force majeure was invoked by Lamprell citing geopolitical disruptions and mobilisation constraints. However, instead of halting work entirely, a partial execution strategy has emerged, with a priority offshore segment now under implementation using alternate resources.

This creates a layered scenario where execution is progressing selectively while the original disruption conditions have not fully cleared. Such an overlap indicates that constraints are restrictive but not completely prohibitive across all project segments.

For ONGC, this means visible progress without full execution certainty. For the contractor, retaining the pipeline replacement force majeure ensures protection against delays while continuing limited operations.

This evolving balance suggests a pragmatic but complex approach to offshore contracting, where execution and contractual safeguards are running in parallel rather than sequentially, Pipeline Replacement, Force Majeure, Oil And Gas Infrastructure, Pipeline Projects, Energy Risk.

Force Majeure: A Legal and Philosophical AnalysisLegal Foundations of Force Majeure 1. Civil Law Systems and Codification of Force MajeureFrench Law (Article 1218 of the Civil Code) German Law (BGB) and Other Civil Law Jurisdictions 2. Common Law Approach: Contractual Basis of Force MajeureInterpretation of Force Majeure Clauses in Common Law Alternative Doctrines: Frustration of Purpose and Impossibility of Performance 3. Global Trends and Evolving Interpretations of Force Majeure Events That Do Not Qualify as Force Majeure 1. Foreseeable and Manageable EventsExamples: 2. Business or Financial HardshipsExamples: 3. Events That Could Have Been Avoided with Reasonable EffortExamples: 4. Events Specifically Excluded in the ContractExamples: 5. Self-Induced or Voluntary ActionsExamples: Application of Force Majeure in Different Sectors Key Applications: Challenges and Disputes: Key Applications: Challenges and Disputes: Key Applications: Challenges and Disputes: Key Applications: Challenges and Disputes: Force Majeure: A Legal and Philosophical Analysis The concept of force majeure, derived from French law, refers to unforeseen events beyond human control that prevent the fulfillment of contractual obligations. In legal contexts, it serves as a mechanism to excuse non-performance when circumstances are extraordinary and unavoidable. However, beyond its legal implications, force majeure carries philosophical and ethical considerations about the nature of human agency, responsibility, and adaptability in the face of uncertainty. This essay explores the legal foundations of force majeure, its applications in various industries, and its broader implications in philosophy and governance.

Legal Foundations of Force Majeure The doctrine of force majeure plays a crucial role in contract law by providing relief from liability when unforeseen and uncontrollable events prevent contractual performance. While its fundamental purpose remains consistent across jurisdictions, its legal treatment differs between civil law and common law systems. This section explores its statutory and contractual foundations, its interpretation in various legal traditions, and its interaction with related legal doctrines. 1. Civil Law Systems and Codification of Force Majeure In civil law jurisdictions, force majeure is often explicitly defined and codified within national legal frameworks. These codifications establish clear criteria for an event to qualify as force majeure and typically relieve the affected party from liability without requiring explicit contractual provisions. French Law (Article 1218 of the Civil Code) One of the most detailed statutory definitions of force majeure comes from the French Civil Code. Under Article 1218, an event qualifies as force majeure if it meets the following three conditions: - Externality: The event must be beyond the control of the obligated party. - Unforeseeability: The event must be one that could not have been reasonably anticipated at the time of contract formation. - Irresistibility: The effects of the event must be unavoidable, meaning reasonable efforts cannot mitigate or prevent non-performance. In practice, French courts have applied these criteria strictly. For instance, economic hardships or financial difficulties alone typically do not qualify as force majeure, as they are often considered foreseeable business risks. German Law (BGB) and Other Civil Law Jurisdictions In Germany, force majeure is not explicitly defined in the Bürgerliches Gesetzbuch (BGB), the German Civil Code. However, legal scholars and courts interpret it through related doctrines, such as § 275 BGB (impossibility of performance) and § 313 BGB (frustration of contract). German courts tend to assess force majeure on a case-by-case basis, emphasizing whether the event was truly unavoidable and beyond the debtor’s sphere of control. Similarly, many other civil law countries, such as Italy, Spain, and China, follow principles akin to French law, incorporating force majeure as a recognized legal defense without requiring it to be explicitly stipulated in contracts. 2. Common Law Approach: Contractual Basis of Force Majeure Unlike civil law jurisdictions, common law systems do not automatically recognize force majeure unless a contract specifically includes a force majeure clause. This means that in jurisdictions such as the United States and the United Kingdom, the applicability of force majeure depends entirely on the wording of the contract. Interpretation of Force Majeure Clauses in Common Law Since force majeure is not a default legal doctrine in common law, contracts must explicitly define the circumstances under which it applies. Courts interpret these clauses narrowly, meaning that if a contract specifies certain force majeure events (e.g., natural disasters or wars) but omits others (e.g., pandemics), a court may refuse to extend the provision beyond its explicit terms. For instance, in Tennants (Lancashire) Ltd v CS Wilson & Co Ltd (1917), the court ruled that a force majeure clause covering "accidents beyond human control" did not excuse non-performance due to war-related disruptions. This illustrates the strict interpretation applied in common law jurisdictions. Alternative Doctrines: Frustration of Purpose and Impossibility of Performance When a contract lacks a force majeure clause, common law courts may rely on two related doctrines: - Frustration of Purpose: If an unforeseen event renders the contract’s fundamental purpose meaningless, parties may be relieved from performance. The classic case is Krell v Henry (1903), where a contract to rent a room for a coronation parade was deemed frustrated when the parade was canceled. - Impossibility or Impracticability: If performance becomes objectively impossible due to an unforeseeable event (e.g., a government ban on an activity essential to the contract), courts may excuse non-performance. In U.S. law, the Uniform Commercial Code (UCC § 2-615) recognizes commercial impracticability as a defense. While these doctrines provide some relief in the absence of force majeure clauses, they are applied more restrictively than in civil law jurisdictions. 3. Global Trends and Evolving Interpretations of Force Majeure Recent global events, such as the COVID-19 pandemic and climate-related disasters, have challenged traditional applications of force majeure. Courts and legal scholars are increasingly re-evaluating what constitutes an "unforeseeable" and "irresistible" event. - COVID-19 and Pandemic-Related Force Majeure Claims Many businesses attempted to invoke force majeure due to government lockdowns, supply chain disruptions, and labor shortages. Courts have been divided in their rulings, with some accepting the pandemic as a valid force majeure event, while others have rejected claims where alternative performance was possible. - Climate Change and Natural Disasters With extreme weather events becoming more frequent and predictable, courts may become less willing to accept certain natural disasters as "unforeseeable" under force majeure provisions. - Government Actions and Regulatory Changes Increasing use of sanctions, trade restrictions, and emergency regulations has led to more frequent force majeure claims based on government interventions. Courts must balance contract law principles with public policy considerations. The legal foundations of force majeure vary significantly between civil law and common law jurisdictions. While civil law systems generally recognize it as a statutory principle, common law jurisdictions rely on explicit contractual language and related doctrines like frustration of purpose. As the world faces new and evolving disruptions, the interpretation of force majeure will likely continue to shift, raising critical questions about risk allocation, foreseeability, and the limits of contractual obligations in an increasingly uncertain world. Events That Do Not Qualify as Force Majeure While force majeure applies to extraordinary, unforeseeable, and unavoidable events that prevent contractual performance, not all difficulties or disruptions qualify under this legal doctrine. Courts and legal scholars have established clear limitations on what constitutes force majeure, and certain types of events are routinely excluded from its application. Below are key categories of events that typically do not qualify as force majeure: 1. Foreseeable and Manageable Events A fundamental requirement for force majeure is that the event must be unforeseeable at the time of contract formation. If an event was reasonably predictable and could have been accounted for in the contract, it will not be considered force majeure. Examples: - Seasonal weather conditions – Heavy snowfall in winter or monsoon rains in tropical regions are predictable and do not qualify. - Routine economic fluctuations – Inflation, stock market downturns, or currency devaluations are part of normal business risks. - Political elections and policy shifts – If a country has scheduled elections, the resulting policy changes are foreseeable and generally do not excuse non-performance. 2. Business or Financial Hardships Financial difficulties, even severe ones, do not usually qualify as force majeure because economic risks are considered inherent to business operations. Courts typically rule that financial distress, labor shortages, or loss of profitability do not excuse a party from fulfilling contractual obligations. Examples: - Bankruptcy or insolvency – If a company runs out of funds or mismanages its resources, it is considered a business risk, not an extraordinary event. - Market volatility – Fluctuations in demand, supply chain costs, or trade restrictions that impact profitability do not qualify. - Loss of a key supplier or subcontractor – If a company fails to secure necessary supplies, it is generally seen as a failure to plan rather than an unavoidable disaster. 3. Events That Could Have Been Avoided with Reasonable Effort If a contracting party could have mitigated or prevented the impact of an event through reasonable planning and alternative solutions, courts will often reject force majeure claims. Examples: - Labor strikes by the company’s own workforce – If a business fails to address labor disputes through negotiations, it cannot claim force majeure. - Failure to obtain necessary permits or approvals – If a company fails to secure government licenses, it is seen as poor planning rather than an uncontrollable event. - Supply chain disruptions without proactive measures – If alternative suppliers or workarounds exist, force majeure will likely not apply. 4. Events Specifically Excluded in the Contract Many contracts include a force majeure clause that explicitly lists or excludes certain events. If an event is not mentioned or is explicitly excluded, it will not qualify. Examples: - Pandemics and health crises – If a contract does not mention pandemics as force majeure, some courts may refuse to recognize them as valid excuses. - Cyberattacks and hacking – Some contracts explicitly exclude technological disruptions unless otherwise specified. - Acts of terrorism – If not included in the contract’s list of force majeure events, a terrorist attack may not excuse non-performance. 5. Self-Induced or Voluntary Actions If a party’s own actions contribute to non-performance, it cannot invoke force majeure. Courts require that the event be truly external and beyond the party’s control. Examples: - Voluntary shutdown of business operations – If a company decides to close down or relocate, it cannot claim force majeure. - Failure to renew contracts with suppliers or service providers – If non-performance results from poor contract management, force majeure does not apply. - Corporate restructuring or mergers – Business decisions leading to contract disruptions are considered internal risks. While force majeure is a powerful legal defense, it does not cover foreseeable risks, economic hardships, avoidable disruptions, contractually excluded events, or self-induced failures. Companies and individuals must carefully draft contracts to explicitly define which events qualify as force majeure and anticipate potential risks through proper risk management strategies. Application of Force Majeure in Different Sectors The doctrine of force majeure has widespread applications across various industries, shaping how businesses, governments, and legal systems manage unforeseen disruptions. While its fundamental purpose remains consistent—to provide relief from contractual or legal obligations due to extraordinary events—its interpretation and enforcement vary significantly across different sectors.

1. Business and Commercial Contracts

In commercial agreements, force majeure clauses are crucial in mitigating risks associated with unpredictable events that prevent one or both parties from fulfilling contractual obligations. These clauses are common in industries reliant on global supply chains, manufacturing, and logistics, where external disruptions can significantly impact operations. Key Applications: - Supply Chain Disruptions: Companies rely on force majeure clauses when natural disasters, trade embargoes, or pandemics interrupt the supply of raw materials or goods. - Example: During the COVID-19 pandemic, many manufacturers invoked force majeure due to factory shutdowns and transportation restrictions, preventing them from fulfilling orders. - Service Agreements: Service providers may invoke force majeure when external factors make it impossible to deliver promised services. - Example: A telecommunications company unable to install infrastructure due to government-imposed movement restrictions might claim force majeure to avoid penalties. - Energy and Commodities Trading: Long-term supply contracts in energy, oil, and gas industries often include force majeure provisions to address interruptions caused by natural disasters, pipeline failures, or regulatory actions. - Example: A gas supplier unable to fulfill a contract due to government-imposed export restrictions might be excused under force majeure. Challenges and Disputes: - Courts and arbitral tribunals often assess whether the affected party took reasonable steps to mitigate the impact of the event. - Some contracts specify alternative performance obligations, meaning a party may still be required to seek alternatives before claiming force majeure. - If the contract lacks a force majeure clause, companies must rely on doctrines like frustration of purpose, which may be harder to prove in court.

2. Construction and Infrastructure Projects

In the construction industry, force majeure clauses are essential for managing risks related to delays, cost overruns, and liability for non-performance. Large-scale projects often span years and are vulnerable to natural disasters, geopolitical events, and regulatory changes. Key Applications: - Natural Disasters and Extreme Weather: Events like earthquakes, hurricanes, floods, and landslides may justify project delays or contract modifications. - Example: A contractor building a bridge may invoke force majeure if a hurricane damages critical infrastructure, making construction impossible. - Political and Security Risks: In war zones or politically unstable regions, construction projects may be halted due to conflict or government actions. - Example: A foreign company building a power plant may invoke force majeure if war breaks out, making the project site unsafe. - Regulatory and Government Actions: Sudden legal changes, such as stricter environmental regulations or expropriation of land, may make a project impossible to complete as originally planned. - Example: A government revoking building permits due to new zoning laws may trigger force majeure claims by developers. Challenges and Disputes: - Courts may scrutinize whether the contractor could have taken precautionary measures, such as designing for extreme weather resilience. - Contracts often include notice requirements, meaning a company must formally declare force majeure within a specific time frame to be excused from liability. - Insurance coverage may play a role in determining financial responsibility, with insurers sometimes refusing payouts if the event was deemed foreseeable.

3. Insurance and Finance

Force majeure under Dutch law, often referred to as "overmacht," means that a party cannot be held liable for failing to fulfill an obligation when an unforeseen event occurs beyond that party's control. According to Article 6:75 of the Dutch Civil Code, force majeure applies when the failure is not due to the debtor’s own fault or attributable risk by law, contract, or commercial practice.

The statutory provision in Article 6:75 DCC states that if a failure cannot be blamed on the debtor, either through their fault or any applicable law or legal standards, then it is considered force majeure. In such cases, the debtor is not responsible for any resulting damages if they can prove that the failure was beyond their control.

Contracts often contain force majeure clauses that can further define or modify the statutory definition. These clauses may specify which events are considered force majeure. It is crucial that these clauses are precisely formulated to avoid disputes.

In traffic situations, force majeure is narrowly defined. The Dutch Supreme Court has ruled that force majeure can apply when a driver cannot be blamed and when the fault caused by another party was so unlikely that it could not have been reasonably foreseen. This is particularly important in accidents involving children under 14, except in cases of intent or gross negligence.

What Exactly Is Force Majeure?

Force majeure in the Netherlands, known as "overmacht," is a legal concept that allows a party to escape liability if an unexpected event prevents them from fulfilling their contractual obligations. It’s more than a simple excuse—it must meet clear legal criteria. Think of it as a safety net for exceptional and unpredictable events that make it impossible to perform obligations.

According to Article 6:75 of the Dutch Civil Code, force majeure means that the non-performance is not attributable to the debtor’s fault, and the event itself was unavoidable and unexpected. Neither party could have reasonably predicted or prevented the occurrence.

When Can You Claim Force Majeure?

In Dutch contract law, a force majeure claim is only viable in specific circumstances:

Unpredictable circumstances: The event must be beyond the control of the parties, such as a natural disaster or government-imposed lockdown.

Impossibility of performance: The event must make fulfilling the contractual obligation impossible, not merely difficult or costly.

No fault of the debtor: The debtor must not be at fault for the situation, nor should they bear the risk according to the contract.

If these conditions are met, the non-performing party cannot be held liable for damages. The focus is on whether true impossibility exists, not just inconvenience or financial hardship.

Real-Life Examples of Force Majeure in the Netherlands

A notable recent example is the COVID-19 pandemic of 2020, which triggered numerous force majeure claims across the Netherlands. Many businesses faced closures, cancelled events, and broken supply chains. Dutch courts examined each situation to determine whether the pandemic rendered performance genuinely impossible. For instance, a company unable to deliver goods because of border closures could successfully claim force majeure.

Another example involves natural disasters. Suppose a river floods unexpectedly, halting a construction project—this scenario could qualify as a valid force majeure claim.

What Are the Consequences of Force Majeure Under Dutch Law?

Successfully invoking force majeure does not necessarily mean the end of a contract. Under Dutch law, force majeure can lead to different outcomes, including:

Temporary suspension: If the hindrance is temporary, performance obligations may be delayed without penalties.

Cancellation of obligations: If the contract cannot be fulfilled entirely, parties may be released from their obligations without liability.

No liability for damages: The party who failed to perform due to force majeure will generally not be liable for the damages caused by non-performance.

The effects of invoking force majeure depend largely on the wording of the contract itself. Contracts often contain specific clauses outlining which events qualify and what consequences follow. Clearly defining these terms in the contract is key to avoiding disagreements.

3 Tips for Drafting Contracts with Force Majeure Clauses Under Dutch Law

To effectively invoke force majeure in line with Section 6:75 of the Civil Code, it’s essential to carefully draft force majeure clauses. Here are three tips:

Be specific about events: Clearly list events that qualify as force majeure, making it easy for both parties to know what can be considered an excusable reason for non-performance.

Include general terms: After specifying certain events, add a catch-all term such as “any other unforeseeable circumstance beyond reasonable control.”

Define the outcomes: Specify what happens if force majeure is invoked. Will performance be delayed, or can one or both parties terminate the agreement?

How Dutch Courts Evaluate Force Majeure Claims

Dutch courts will scrutinize the language of the contract, the nature of the event, and the specific circumstances in evaluating a force majeure claim. They consider whether the event could have been foreseen and if the party took reasonable steps to reduce its impact. If performance could have been achieved through different means or extra effort, a force majeure claim may be rejected.

The party seeking to invoke force majeure bears the burden of proof. They must prove that the event was entirely outside of their control and made it impossible to meet their obligations.

Force Majeure vs. Hardship in Dutch Law

Force majeure is different from hardship (“onvoorziene omstandigheden”). Hardship applies when fulfilling contractual obligations remains possible, but has become excessively burdensome. Under Article 6:258 of the Dutch Civil Code, courts may amend the contract terms in case of hardship. However, proving hardship is more difficult as it requires demonstrating extreme changes in circumstances.

Final Thoughts on Force Majeure Under Dutch Law

Force majeure plays a crucial role in Dutch contract law, ensuring fairness when unforeseen events prevent a party from fulfilling their obligations. Given the potential impact, it’s essential for both parties to explicitly outline what qualifies as force majeure and the resulting consequences in their contracts.

If you are dealing with a force majeure situation, it’s vital to understand the relevant contract language and criteria under Dutch law. If you’re unsure, consulting a legal expert is wise. Remko Roosjn, an experienced Dutch contract lawyer, can provide valuable guidance in these complex situations.

Contact Our Dutch Contract Lawyers

If you need help with force majeure clauses or navigating the consequences, the team at MAAK Advocaten is ready to assist. We are committed to providing high-quality legal services tailored to your needs. Contact us via our website, by phone, or email.

Our approachable and experienced staff at MAAK Attorneys can schedule a meeting with one of our specialized lawyers in the Netherlands. Whether you need a Dutch litigation lawyer or a contract attorney in Amsterdam, we are here to help you navigate the complexities of the law and secure the best outcome.

Contact Details

Remko Roosjen | Attorney-at-law (‘advocaat’) +31 (0)20 – 210 31 38 [email protected]