Force majeure

A clause that excuses performance when extraordinary events outside either party’s control (storms, strikes, public-health orders) make the event impossible.

How it works in practice

A force majeure clause lists events that excuse a party from performing: severe weather, fire, flood, strikes, government orders, public-health restrictions, sometimes “acts of God” or terrorism. When one occurs and makes the event impossible (or, in better-written clauses, illegal or commercially impracticable), the clause says what happens next: refund, credit, reschedule, or each party keeps what it has.

The clause does not cover a change of heart, low ticket sales, a keynote speaker cancelling or a forecast of bad weather. Those are cancellation situations, and cancellation fees apply.

In Ontario and the GTA

The realistic risks here are winter storms that close highways and transit, summer thunderstorms at outdoor events, transit or hotel labour disputes, and public-health orders. Since 2020 most Toronto venues have rewritten their clauses, and some now exclude pandemics explicitly or limit the remedy to rescheduling. Do not assume your venue’s current wording matches the last contract you signed with them.

How to handle it

1. Read the list of covered events and ask for additions that matter to your event, such as transit strikes for a downtown conference.
2. Check the trigger. “Impossible” is a high bar. “Illegal, impossible or commercially impracticable” protects you more.
3. Check the remedy. Is it a full refund of deposits, a credit, or a reschedule within a stated window?
4. Make the clause mutual, so it protects you as well as the venue.
5. Line up your vendor contracts so each one has a compatible clause. A venue that refunds is little help if the band keeps a non-refundable deposit.
6. Consider event cancellation insurance for large events, and read its exclusions alongside the contracts.

Questions to ask

• Who decides that a force majeure event has occurred, and how quickly must notice be given?
• If we reschedule, does the original pricing hold?
• Is a government advisory (not an order) enough to trigger the clause?
• What happens to costs already incurred, like printed materials or custom décor?

Related tools

Record the force majeure exposure of each contract in your risk register, with the deposit at stake and the notice deadline. It is far easier to act calmly at 6 a.m. during an ice storm if that sheet already exists.