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Do you still have to perform under your contract?

Our everyday lives have been turned upside down due to the outbreak of COVID-19, commonly referred to as coronavirus. The social distancing measures we have been forced to undertake in an effort of containment demonstrate that we are living in somewhat uncertain times. A vast majority of us have been forced to stay at home, away from our jobs, our friends, and our families, with the only real acceptable time to leave our homes being to get groceries or to visit any other essential retailer.

Most of us have been impacted in some way, one way or another. That impact has been felt financially, professionally, socially and emotionally. For many, that impact has been felt in a multitude of ways. What you may not have considered is the impact the fallout from COVID-19 may have on your business, specifically as to the effect on any contractual obligations you might have.

As a business owner, you know that entering into a contract usually requires some sort of performance on your part. However, what if your performance obligation under that contract has become impracticable or even impossible due to no fault of your own? Maybe, due to something like a pandemic, our community has not previously seen.

As mentioned before, our community as a whole, with few exceptions, has been instructed to remain at home and to leave only when necessary. You might imagine this might make it difficult for you to perform under your contract.

The law offers a potential remedy in this unfortunate situation. There exists a doctrine in which the law recognizes that unforeseeable circumstances, beyond a person’s control, or sometimes referred to as an “act of God” that may prevent that person from performing under or fulfilling a contract. More specifically, when those unforeseeable circumstances make performance inadvisable, commercially impracticable (legally meaning unfeasibly difficult, burdensome or expensive), illegal, impossible or frustrates the purpose of the contract.

This doctrine, amongst others, is a potential avenue through which, if you find yourself having difficulty performing your contractual obligations, an experienced lawyer may be able to seek out avenues of relief under the law. While this COVID-19 pandemic is a unique situation, experienced lawyers who understand and draft contracts are in a unique position to advise you when an unforeseeable circumstance or “acts of God” such as this affects your business.