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ARTICLE · 25 FEBRUARY 2020

Force Majeure With Chinese Characteristics

Mayer Brown
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Force majeure provisions are by their nature, negotiated without any knowledge of the precise circumstances in which they will apply.

ChinaGovernment, Public Sector
Ian Lewis
Ian Lewis
Elfie J.Y. Wang
Elfie J.Y. Wang
Mirror Zhou
Mirror Zhou
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Force majeure provisions are by their nature, negotiated without any knowledge of the precise circumstances in which they will apply. Such provisions will ordinarily provide relief from obligations based on events or circumstances beyond the control of the party claiming force majeure. Clearly, many companies have been reviewing such provisions in recent weeks given the very difficult circumstances encountered in the People's Republic of China in connection with the COVID-19 virus.

Force majeure, in Article 117 of the PRC Contract Law, refers to "the objective circumstances that are unforeseeable, unavoidable and insurmountable". Almost all force majeure contractual provisions will specifically refer to events broadly within this definition subject to an express duty to mitigate. The COVID-19 outbreak was obviously not foreseeable and in many cases parties can do little to mitigate circumstances, particularly during periods that government directives cover. However

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