How to structure a force majeure clause in a contract

The framework the law already provides: TBK art. 136

TBK art. 136/I: 'If performance of an obligation becomes impossible for reasons for which the obligor is not responsible, the obligation is extinguished.' This applies even when parties do not write an additional force-majeure clause. Four conditions must be met together for an event to qualify: (1) it must not stem from the obligor's fault, (2) it must be unforeseeable, (3) it must be unavoidable, (4) it must cause impossibility of performance.

Events that merely make performance more difficult are NOT force majeure — they qualify as 'excessive performance difficulty' under TBK art. 138, and an adaptation suit (revising the contract to new conditions) may be filed. Mixing the two concepts is a common error.

If it applies without a clause, why write one?

Three practical reasons:

• 1. Definitional clarity: 'force majeure' is broad; listing the events that qualify (earthquake, flood, epidemic, government prohibition, war, terrorism) in the contract reduces ambiguity.
• 2. Notice period: stating how many days the affected party has to notify the other (typically 7–15 days) prevents loss of rights from missed notice.
• 3. Fate selection: TBK art. 136 says the obligation 'is extinguished' upon impossibility; parties can also define 'suspension' (e.g., until the epidemic ends) or 'adaptation' (e.g., rent reduced) in the contract.

Typical force-majeure events (and non-examples)

Events accepted as force majeure in Turkish Court of Cassation precedent: earthquake (especially magnitude 7+), flood, avalanche, storm and other natural disasters; war, revolution, uprising; epidemic (COVID-19 was accepted as force majeure); government prohibitions (export ban, curfew, lockdown order).

Events that are NOT force majeure: currency rate fluctuations (these fall under excessive performance difficulty); raw-material price increases; labor shortages; supply-chain delays (foreseeable); financial difficulty; technical infrastructure failure (managed via insurance). These can be the subject of an adaptation suit under TBK art. 138.

Sample force-majeure clause (for a rental contract)

Here is a tested clause structure:

'Force Majeure: When events beyond the parties' control (including but not limited to earthquake, flood, fire, war, terrorism, epidemic, government prohibitions) make performance impossible, the affected party shall notify the other in writing within ten (10) business days of learning of the situation. If the force majeure continues for more than thirty (30) days, either party may terminate the contract without indemnity. If the force majeure lasts less than thirty (30) days, the contract is suspended and performance resumes from where it left off when the force majeure ends.'

This clause grants the parties both suspension and termination options without losing the framework provided by the law (art. 136).

Force majeure's special cases in rental contracts

In residential and roofed-workplace leases, if use becomes impossible due to force majeure (e.g., heavy damage after an earthquake), the rent is reduced proportionally under TBK art. 331. If use becomes entirely impossible, the contract ends automatically.

In heavy equipment or event equipment rentals, force majeure's effect creates a different issue: the equipment has been delivered even if it cannot operate. In these cases, a 'rain protocol for outdoor events' or 'in case of force majeure half of the rent is collected' mechanism in the contract provides fair allocation. Akitle templates include these mechanisms by sector by default.