Template of clause dealing with unforeseeable change, intended to be inserted in an autonomous international contract (contract without law). This clause is essentially reminiscent of French ordinary law. It is not useful when the contract is governed by French law.
By Franck BEAUDOIN, avocat (attorney-at-law registered in France)
Published on droit.co on 1st December 2021
If a change in circumstances unforeseeable at the time of the conclusion of the contract renders performance excessively onerous for a party that had not agreed to assume the risk, that party may request a renegotiation of the contract from its counterpart. That party shall continue to fulfill its obligations during the renegotiation.
In the event of refusal or failure of the renegotiation, the parties may agree on the termination of the contract, on the date and on the conditions they determine, or request by mutual agreement the competent judges or arbitrators to proceed with its adaptation. In the absence of agreement within a reasonable time, the judges or the arbitrators may, at the request of a party, revise the contract or terminate it, on the date and on the conditions they determine.
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