Does COVID-19 represent a force majeure event, and can it be used in our favor (or against us) with respect to Kent State's contracts?

The most accurate answer is it depends. In many instances the outbreak of COVID-19 does not directly impede a supplier from performing its obligations under a contract. In those cases, force majeure would not apply. There are however certain instances in which the outbreak has impeded (or will impede)a supplier or Kent State to meet its obligations, and may be cited by either party as a reason for termination or other action under the contract. It is important to note that even in cases whereby the outbreak has affected the ability of either party to fulfill its obligations, it does not necessarily mean that force majeure would apply. For example, an organization’s voluntary policy response to the outbreak may not be justification to apply force majeure. On the other hand, an inability to perform services directly due to a declared pandemic and/or an organization’s compliance with federal or state emergency mandates may substantiate the force majeure argument.

Purchasing Services in coordination with the Office of General Counsel can help in resolving any major disputes related to the novel coronavirus outbreak. For assistance please contact sourcing@upenn.edu.