Force Majeure in Venue Contracts: the 4 Scenarios Most Clauses Don't Cover

In March 2020, most venue contracts had force-majeure language that covered “acts of God, government order, war, and national emergency.” When state governments issued stay-at-home orders, those clauses applied and planners generally recovered their deposits. But the planners who booked events in October 2020 in states that had partially reopened found something different. The government order had technically lifted. The event couldn’t safely happen. And the clause didn’t apply.

That’s the gap most standard force-majeure language leaves. It’s specific enough to cover the dramatic cases and vague enough to miss the ones where the event is technically possible but practically impossible.

What standard language actually says

A typical hotel or convention center force-majeure clause reads something like this:

“Neither party shall be liable for failure to perform its obligations under this Agreement if such failure results from acts of God, governmental actions, war, national emergency, acts of terrorism, fire, flood, explosion, or other events beyond the reasonable control of the party failing to perform.”

This language has four problems.

First, it requires a formal government action, not a government-adjacent condition. Travel restrictions, quarantine recommendations, and CDC advisories are not “governmental actions” in the contractual sense unless your state issued a binding order. Voluntary compliance with federal guidance doesn’t trigger this clause.

Second, it doesn’t cover venue-side infrastructure failure. If the hotel’s HVAC system collapses two days before your conference or the venue’s electrical system fails, “acts of God” doesn’t apply. That’s a maintenance failure. Under standard language, the venue can offer you an alternate date but doesn’t owe you a refund.

Third, labor action isn’t named. A service-employee strike at a hotel can make the venue functionally unusable, but it’s not on the standard enumerated list. Courts have gone both ways on whether a labor strike constitutes an “event beyond reasonable control.”

Fourth, the pandemic-era scenario made clear that partial restrictions create ambiguity. An event that can legally proceed with 50% capacity when you contracted for 300 people is technically possible but operationally untenable. Standard language gives you nothing.

The 4 additions that close these gaps

These are clause additions you can propose to a venue, not legal advice. Have your general counsel review before signing, particularly for events above $100,000 in total value.

Addition 1: Infrastructure failure

After the standard enumerated list, add:

“…or failure of building infrastructure, including but not limited to HVAC, electrical systems, plumbing, or elevator service, that renders the event space unsuitable for the contracted use, as determined by mutual agreement of the parties or by a licensed building inspector.”

This protects you from the scenario where the venue’s systems fail before your event. The mutual-agreement language is a compromise because venues won’t accept unilateral determinations of “unsuitable.” A building inspector is the objective standard.

Addition 2: Labor action

Add to the enumerated list:

“…labor strikes, work stoppages, or collective action by the venue’s employees or contractors that materially impairs the venue’s ability to provide contracted services.”

“Materially impairs” is the operative standard. A picket line outside doesn’t trigger this. A strike that eliminates kitchen staff and your catering service does.

Addition 3: Government-adjacent conditions

This is the harder addition to get a venue to accept, but it’s the most important for association events and large conferences.

“Force majeure events shall also include public health emergency declarations, federal or state travel advisories at Level 3 or above affecting the event destination, or restrictions on gathering size that reduce the venue’s permitted capacity below 75% of the contracted headcount.”

The 75% threshold is chosen to align with standard attrition clauses. If government restrictions would trigger attrition exposure anyway because you can’t fill the room, the force-majeure clause should provide an exit right.

Addition 4: Notice and remedy period

Standard force-majeure clauses are vague about what happens when the clause triggers. Most say “the affected party shall notify the other party promptly.” Add:

“Upon invocation of this clause by either party, the parties shall have 10 business days to negotiate an alternate date or alternate remedy before either party may terminate this Agreement without penalty. If no alternate date or remedy is agreed within the 10-day period, Client shall be entitled to a full refund of all deposits paid, and Venue shall be released from its performance obligations.”

The 10-day negotiation window protects the venue from frivolous force-majeure claims while guaranteeing you a refund path if no agreement is reached.

Deposit protection when force majeure doesn’t apply

Even with improved force-majeure language, there will be scenarios that fall outside the clause. For those, deposit protection comes from two other mechanisms.

First, event cancellation insurance. A policy covering 100% of non-refundable deposits for a $75,000 event typically costs $700-1,400. Association events and multi-day conferences should carry this as standard. The policy covers weather, sudden illness of a key executive, and supplier failure, depending on the specific coverage terms.

Second, deposit refundability in the contract itself. For events booked more than 12 months out, negotiate a refundability window. A standard ask: “Deposits paid more than 12 months before the event date are 50% refundable if cancellation occurs more than 9 months before the event.” Venues with strong forward demand won’t take this. Venues that need to fill Q1 inventory often will.

For convention centers, force-majeure language is typically more standardized and less negotiable than at hotel properties. Convention centers operate under quasi-municipal authority in some jurisdictions, which creates additional complexity in government-order scenarios. Ask specifically how a state public-health directive would be treated under their standard contract before signing.

For hotels and resorts, the contract is typically negotiable through the venue’s legal team, not the sales department. Request a redline from their legal department for events above $50,000 in total value. Most sales managers don’t have authority to approve contract language changes.

For conference centers, purpose-built facilities often have event cancellation policies that are separate from force majeure and more planner-friendly. Ask for the full cancellation and refund policy before reviewing the force-majeure section, because they may already address some of these scenarios.

One more clause to look for

Some venue contracts include language that limits force majeure to events “unforeseeable at the time of contracting.” This matters because if your event is in Miami in August and a hurricane causes cancellation, a court could find that a hurricane in August in Miami was foreseeable. Request removal of the foreseeability qualifier, or change it to “beyond the reasonable control of the party.”

The goal is a clause that protects you from events you can’t prevent or control, not just events that no one could have imagined. That distinction is worth the negotiation.

What’s your event date, location, and budget? Those variables determine which of these additions are most important for your specific contract.