Force majeure clauses: what event vendors must know

A force majeure clause says what happens when an event outside both sides' control, such as a storm, a fire or a government order, stops a booked service. For an event vendor the clause should name the events it covers, say whether the date moves or money comes back, and state what happens to the deposit either way.

The guidance below is general information about writing contracts for a service business, not legal advice. How a force majeure clause is read depends on its exact words and on your state's law, so have an attorney look at the version you use.

What counts as a force majeure event?

A force majeure event is whatever your clause names, which is why the list matters more than the label. A vague phrase such as "circumstances beyond our control" leaves the hard question for a dispute: was this particular storm, closure or illness one of the covered circumstances?

Name the force majeure events you want covered. A practical list for event work:

• natural disasters such as floods, wildfires, hurricanes and earthquakes
• government orders that close the venue or ban gatherings of the planned size
• fire, or damage that makes the venue unusable
• serious illness or death of the vendor or a client, defined in the clause
• war, terrorism or civil unrest
• a utility failure at the venue lasting longer than a stated number of hours

Then name the events you do not want covered, so the force majeure clause cannot be stretched into a free exit. Most vendors exclude their own staffing problems, equipment failures, double bookings, a supplier going out of business, and weather that is merely unpleasant rather than dangerous. A permit or license you were responsible for is your risk too.

Postpone, refund, or a mix of both

Force majeure clauses take one of three positions, and each one shifts the cost of a cancelled date to a different person.

Postponement only. The client moves the booking to a new date within a set period and no money comes back. The vendor keeps the income and the work. The client carries the risk that no new date suits them, which can feel harsh after a disaster.

Refund on request. The client can ask for the money back instead of moving the date. The client carries little risk; the vendor may refund money already spent on suppliers, staff or planning time.

Hybrid. Postponement first, and a partial refund only when no new date works within the window. The vendor keeps a stated share for work already done. Many event vendors find the hybrid the easiest position to explain to a client in a crisis, because it offers something to both sides.

Whichever force majeure position you choose, write the window in months, say who picks the new date, and say what happens to any price change between the old date and the new one.

How does the BookNox contract handle it?

The BookNox service template lets either party, by written notice, postpone the service date or cancel the agreement when an event outside their reasonable control prevents performance, and on a cancellation the template refunds what was paid except the deposit. The listed events include natural disaster, war or terrorism, government order, and serious illness or death of either party.

Under the BookNox template, the deposit is refunded too when the force majeure event is solely on the vendor's side. For wedding planners, officiants, venues and florists the template adds two sentences: pandemics, epidemics and government limits on gatherings are named as covered events, and where postponement is possible, money already paid applies to the new date within 12 months of the original one. A web design contract uses a separate version that extends timelines and leaves refunds to the cancellation section.

How does force majeure differ from a cancellation?

A cancellation is a choice; force majeure is an event nobody chose. Keep cancellation and force majeure as separate clauses so a client who changes their mind cannot point to a rainy forecast, and so a client hit by a hurricane is not handled like one who found a cheaper vendor. The cancellation policy guide covers the change of heart side.

Insurance sits next to the clause, not inside it

A force majeure clause decides what the vendor and the client owe each other. The clause does not pay anyone's losses. Liability insurance protects your business, and event cancellation coverage is something a client can ask an insurer about for their own costs. A licensed insurance agent can say what is available for your trade and what coverage would cost; mention the option to clients early so nobody first hears of it after a cancellation.

Preparing for the questions clients will ask

Clients test a force majeure clause the moment something goes wrong, usually with three questions: does this event count, why can't we move to next month, and why can't we have all our money back. Answer the three questions before the crisis:

• Show the clause in the proposal and point to it when the client signs.
• Use plain words. "If the venue is ordered closed, we move your date or refund as below" beats a paragraph of Latin.
• Reply fast after an event. Silence makes a reasonable client unreasonable.
• Put every agreed change, including a new date, in writing that both of you sign.

If a cancelled booking later turns into a card dispute, Stripe's documentation says that for services bought in advance, such as reservations, evidence of a cancellation policy can be material. A signed contract with the force majeure clause in it is that evidence.

Worked example: a caterer's hybrid clause

A caterer books a 100 guest dinner eight months out and takes a $1,500 deposit. The contract carries a hybrid force majeure clause:

If the Service cannot take place because the venue is ordered closed by government authority or is made unusable by fire, flood, storm or other natural disaster, Client may move the Service to any available date within 12 months at no added charge. If no available date suits Client within that period, Vendor will refund 75% of the deposit within 14 days and keep 25% for planning work already performed. Vendor will notify Client within 24 hours of learning of the closure and will offer at least three new dates in writing within 3 business days.

Six weeks before the dinner, a wildfire closes the venue.

Path one: the client reschedules. The caterer offers three dates within the 12 month window, the client picks one, and the full $1,500 deposit moves to the new date. No money changes hands, and the menu price is fixed in the signed amendment.

Path two: no date works. The client is relocating and cannot use any date in the window. The caterer refunds 75% of $1,500, which is $1,125, and keeps $375, the 25% share for menu planning, tastings and supplier calls already done.

The $375 kept for planning work is the number to sanity check before you sign anything. An amount fixed in advance as compensation can draw scrutiny in some states: Montana's statute and South Dakota's treat damages fixed in anticipation as void to that extent unless the actual damage would be impracticable or extremely difficult to fix. A share that tracks real, documented planning work, kept in a log for each booking, is much easier to explain than a round number chosen to sound firm.