Act of God
An extraordinary natural event beyond the parties' control that may excuse performance under a contract.
While straightforward in theory, many businesses fail to actively track obligations tied to this concept - often resulting in missed deadlines, unintended renewals, penalties, or loss of contractual rights.
US Law · For business owners and foundersWhat is a Act of God?
An Act of God is an extraordinary natural event beyond the reasonable control of either party - such as earthquakes, floods, hurricanes, or severe lightning - that makes contract performance impossible or impracticable. At common law, an Act of God may excuse performance entirely.
Most modern contracts include a force majeure or "Acts of God" clause that explicitly identifies which events qualify and what happens if one occurs. Without such a clause, courts apply common law principles, which vary by state.
The distinction between Act of God (which excuses performance) and mere inconvenience or increased cost (which does not) is critical in contract disputes.
In practice, many teams rely on a contract expiry tracking system to stay on top of dates and obligations tied to clauses like this.
Key Elements
Natural Event
The event must be a natural occurrence, not caused by human action. Floods, earthquakes, and lightning qualify. Man-made disasters like war typically do not count as Acts of God.Unforeseeable and Extraordinary
The event must be unforeseeable or extraordinary. If flooding is common in a region and the contract was made with that knowledge, a flood may not constitute an Act of God.Beyond Reasonable Control
The party claiming Act of God must show they could not have prevented or mitigated the event through reasonable effort. If you could have installed backup systems or moved equipment, the excuse is weaker.Makes Performance Impossible
The Act of God must make performance impossible or impracticable, not merely difficult or expensive. If alternative performance is possible, the excuse fails.Real-World Example
You contract to deliver software services to a client. An unforeseen earthquake damages your data center, making service impossible for three months. You invoke the Act of God clause to suspend obligations.
If your contract has a clear Act of God clause naming earthquakes, you likely excuse performance or delay obligations. But if you had backup data centers in another seismic zone, a court might find you could have mitigated the harm and hold you liable for breach.
This is why many businesses adopt automated deadline tracking to ensure no critical dates are missed before they pass.
Sample Clause Language
Force Majeure / Act of God ClauseWatch Out For
Courts interpret narrowly
Courts are skeptical of Act of God claims and construe them narrowly. Unless your contract explicitly names the type of event that occurred, courts may not excuse performance.Burden is on the claiming party
You must prove the event was unforeseeable, extraordinary, and made performance impossible. Simply showing it was hard or expensive to perform is not enough.Mitigation is required
Even if an Act of God occurs, you must use reasonable efforts to mitigate harm and resume performance. Failing to find workarounds or alternatives may forfeit the excuse.Pandemic/epidemic confusion
Courts have split on whether COVID-19 qualifies as an Act of God. If pandemic coverage is important to you, negotiate specific language naming epidemics and their triggers.Don't let act of god deadlines catch you off guard
Key dates tied to act of gods - renewal windows, expiry cutoffs, notice periods - can easily slip through the cracks when tracked manually. Missing them triggers automatic extensions, penalties, or lost rights. ExpiryEdge tracks every critical deadline and sends automated reminders before they're due - so nothing slips.
Instead of relying on spreadsheets or manual follow-ups, a centralized renewal reminder system ensures every deadline is visible, tracked, and actioned automatically.
How to Use This in Your Favor
Include a detailed force majeure clause
Do not rely on common law Act of God doctrine. Draft explicit language listing the events you consider Acts of God and what obligations are suspended vs. terminated.Define notice and mitigation duties
Specify how quickly the affected party must notify the other and what steps they must take to mitigate harm and resume performance. Clear procedures reduce disputes.Set time limits for suspension
Add language that if performance cannot resume within a set period (e.g., 90 days), either party may terminate without penalty. This prevents indefinite suspension.Negotiate allocation for partial events
What happens if only part of your business is affected? Make sure you address partial events and whether performance must continue for unaffected obligations.Related Terms
Frequently Asked Questions
Does an Act of God excuse performance completely or just delay it?
At common law, an Act of God excuses performance entirely if it makes the obligation impossible. Under modern force majeure clauses, performance is usually suspended during the event, and if it cannot resume within a set period, the contract may be terminated.
Does a pandemic or epidemic count as an Act of God?
Courts are split. Some have held that COVID-19 was foreseeable and therefore not an Act of God. Others have excused performance based on force majeure clauses that explicitly name epidemics. If pandemic coverage matters, negotiate specific language.
If I could have prevented the harm with backup systems, does Act of God still apply?
Probably not. If you could have reasonably mitigated the impact through available technology or planning, courts may find you cannot claim the Act of God excuse. The obligation to mitigate is strong.