The recent Covid-19 Pandemic has caused a number of issues regarding the holding of pre-planned events that were scheduled to be held during Federal, State and local government shut-downs and restrictions. Obviously, it is very difficult to hold an event, such as a wedding or concert, when the number of people allowed to attend is restricted to a certain number of people (25 for example), and when people are required to wear masks at all times and keep what is deemed to be a safe distance from one another (social distancing). Further complicating these matters, is the fact that the advice, restrictions, and warnings have been moving targets. Understandably, as medical science advances the knowledge with regard to how a virus spreads and how to minimize its effects, there will be confusion. The uncertainty of the situation pertains not only to how to handle an event in the near future, but even events six months to a year away.
The two sides to a contract are known as “parties” of the contract. Sometimes events such as weddings involve numerous parties (DJs, Event Planners, Venues, Bridge, Groom, Caterer, Flower Company, Cake Maker, etc.) Let’s face it. No one wants to cancel or change a wedding date. The businesses rely on the revenue from the event to pay their employees. Certainly, the Bride and Groom chose a date that was important to them and now have to scurry to either have a wedding that is not what they wanted, or pick a less meaningful date. If something like a Pandemic occurs, or a situation is something that neither party is responsible for and something that would not be particularly foreseeable, both parties stand to lose financially.
The first thing that must be done is the parties must review the contract between them. It must be ascertained whether there is any sort of provision in the Contract that permits the parties to terminate the contract. However, sometimes the only way out of a contract involves one of the parties losing money that may have been deposited. For some events, this could be a substantial sum of money.
Some contracts have a provision called a “Force Majeure” clause. Such a clause is inserted into contracts to provide a “plan” or “remedy” should there be, what is sometimes referred to, as an ”Act of God.” A Force Majeure clause in a contract relieves one or both parties of liability in the event that a party is unable to perform their obligations due to circumstances beyond the control of the party, such as a Pandemic.
If there is no clause in the contract that gives either or both parties a way to get out of their obligations without any damage or too much damage, then the concept of “Impossibility” could come into play. A party should take care to not rely upon this doctrine, however. Impossibility is not an easy way out of a breach of contract action. For example, If a contractual obligation becomes more difficult, that does not necessarily mean it is impossible. Furthermore, if an occurrence is foreseeable, then a Court might decide that Impossibility cannot be utilized as a defense.
When Is the Right Time to Consult an Attorney?
The answer to this is simple. Understanding a contract BEFORE you sign it is the best time to speak with an attorney. Most attorneys do not charge thousands of dollars to review a contract. This can often prevent many issues from occurring. It can’t prevent a Pandemic obviously, but it does make sure you are aware of the implications within the contract and the dangerous clauses that need to be discussed before signing so that there is a “meeting of the minds” between the parties. When you are about to be bound by a Contract, consider that there are obligations, which both contracting parties will have to fulfill, including money being exchanged. In short, Contracts are enforceable in a Court of Law, sometimes even if the breach of such a contract is neither parties’ fault. Waiting until there is a problem is a much more expensive way to resolve a dispute.
The Attorneys at Rick Stock Law are available to consult with you regarding your contract and we can do for a reasonable fee. Not only do we review the contract for potential dangers, we break down the “legal jargon” and put it into terms that everyone can understand. If you have a contract that you’d like to have reviewed and explained so you can be confident in signing it, or you have a contractual dispute you want consultation on, give us a call. We are happy to help.