Construction Force Majeure in UAE: Pandemic and Unforeseen Events

A pandemic delay excuses performance in the UAE only where the event prevented it rather than made it costlier, and where the party relying on the clause gave notice and can show what it did to work around the obstruction.

Article 273 of the UAE Civil Code suspends obligations while a force majeure event lasts; it does not end the contract unless performance becomes impossible, and it does not reach performance that has merely become expensive. The article sets out the causation and mitigation evidence UAE courts and tribunals expected in pandemic claims, and what a usable clause must say.

By Nour Attorneys / 28 August 2026

Reviewed by Mohamed Noureldin, Founder, Managing Partner & Senior Legal Consultant

A contractor demobilises after a site closure order, comes back six weeks later, and claims the whole period as excusable delay plus the knock-on effect on every trade that followed. The employer answers that no notice was served in the form the contract required, that the blockwork supplier twenty kilometres away was open throughout, and that the programme was already slipping before the order was issued. Liquidated damages are levied against the next payment certificate. By the time the dispute reaches a tribunal, almost none of the argument is about whether a pandemic can be a force majeure event at all. It is about which particular days of delay the order actually caused, and what the contractor did about the days it did not.

That is the shape of nearly every pandemic-era construction claim in the UAE that went badly for the party bringing it. The event was rarely in doubt. The link between the event and the specific non-performance was, and so was the record of what the affected party tried before it stopped.

Related Services: Our contract drafting and construction contract teams advise on force majeure allocation and claims.

What Article 273 Actually Does

Force majeure in the UAE sits inside the general law of obligations rather than in a standalone statute. Articles 273 to 282 of the Civil Code (Federal Law No. 5 of 1985) supply the doctrine, and Article 273 carries the operative rule. It treats force majeure as an extraordinary event that is unforeseeable, unavoidable and external to the parties, and it relieves the affected party of liability for the non-performance the event caused.

The remedy Article 273 gives is narrower than most claim letters assume. The obligation is suspended while the event lasts. The contract does not come to an end merely because the event happened. It ends only where the event persists to the point that performance has become impossible. A three-week closure of a tower crane operation is a suspension question, not a termination question, and a party that treats it as termination has repudiated a contract it was entitled to keep alive.

That distinction matters commercially because the two outcomes distribute money in opposite directions. Suspension typically produces time relief and leaves each side carrying its own standing costs unless the contract says otherwise. Termination unwinds the bargain, and the party who called it wrongly pays for the unwinding.

Impossible, Not Merely Expensive

Force majeure is not the same as hardship, and UAE law keeps the two apart. Hardship describes performance that has become severely onerous but remains capable of being carried out. Frustration, as common law jurisdictions understand it, is not a doctrine UAE law expressly recognises; what the Civil Code offers instead is termination where force majeure has rendered performance impossible.

The consequence for construction is direct. A contractor whose steel supplier tripled its price, whose freight costs quadrupled, or whose labour force had to be housed at lower density and therefore in more accommodation, has a cost problem. Under the test the Civil Code applies, a cost problem is not an excuse for non-performance. The party invoking the clause has to show that the event prevented performance or made it unlawful, not that it made performance a loss-making exercise.

Take a façade package priced at AED 8 million, figures invented for the sake of the sum. Shipping and material escalation add AED 1.4 million, so roughly a sixth of the contract value evaporates. That is a serious commercial injury and no part of it is force majeure, because the panels could still be bought, shipped and installed. If the same contractor's crew was barred from the site for eleven working days by an order it had no hand in, those eleven days are the force majeure claim. The AED 1.4 million belongs to a different conversation about price adjustment, escalation clauses or a negotiated settlement.

What Tribunals Looked For

UAE courts and arbitral tribunals treated lockdown measures and travel bans as events outside the parties' control without much argument. They were considerably less generous about causation. The question they put to claimants was not whether the pandemic disrupted the industry, which was obvious, but whether this order, on these dates, stopped this activity on the critical path of this programme.

Mitigation was the second filter. Tribunals asked what the contractor did to re-sequence works that could continue, whether alternative suppliers were approached, whether labour was moved onto activities that were still permitted. A claim resting on a general assertion that the pandemic caused delay tended to fail, not because the assertion was false but because it was unquantified. The party who kept dated records of what it tried came out of the same event with a claim the other side could not easily answer.

The Clause Sitting on Top of the Code

Most UAE construction contracts do not rely on the Civil Code alone. They carry a force majeure clause that lists qualifying events and sets out what happens when one occurs. Parties are free to define those consequences, and UAE courts respect that freedom, but they read the clause as written. A clause that is vague about notice will be enforced as a vague clause, which usually means it is argued about for a year.

The pandemic exposed a specific gap. A great many contracts signed before 2020 listed war, riot, fire, flood and act of government without naming epidemics or public health measures at all. Whether COVID-19 fell inside such a definition became a live issue in its own right, arguable both ways, and expensive to resolve. Contracts written since have generally closed that particular gap, though the underlying lesson is broader: an enumerated list is only as good as the imagination of the person who wrote it, which is why lists should be backed by a general catch-all describing the character of the event rather than its name.

What a Usable Clause Has to Say

A force majeure clause that will survive a contested claim needs to answer, in terms, the questions a tribunal will ask.

Which events qualify. Name epidemics, pandemics, public health orders, government-imposed closures, natural disasters and strikes, and add a general limb covering events of a similar character that are unforeseeable, unavoidable and outside the affected party's control.
Notice: how long, to whom, in what form. A fixed period running from the date the affected party became aware of the event, a named recipient, and a required content — the event, the obligations affected, the anticipated duration.
Whether late notice is fatal. Silence here is the single most common source of dispute. Say whether notice is a condition precedent to relief or whether late notice merely reduces the claim to the delay that timely notice would have avoided.
Mitigation, expressed as a duty. An obligation to take reasonable steps to reduce the effect of the event, and to record those steps. What is not written down is very hard to prove eighteen months later.
Time relief. The mechanism for extending the completion date, who assesses it, on what evidence, and within what period.
Money. Whether prolongation costs, standing plant and preliminaries are recoverable, shared, or borne where they fall. Time and money are separate questions and clauses that address only the first invite an argument about the second.
Payment during suspension. Whether certification and payment continue for work already executed while the event runs.
Termination. A stated duration of continuous or cumulative force majeure after which either party may terminate, and the accounting that follows.
How disputes escalate. Notified claim, engineer's or employer's determination, negotiation between senior representatives, then the forum. Our arbitration practice regularly sees clauses whose escalation ladder is unworkable because it fixes no time limits at any rung.

Where Weak Clauses Failed

Consider a fit-out subcontract with a notice period of fourteen days, that figure used only to make the point concrete. The site is closed on 1 March. The subcontractor, occupied with demobilising, serves its notice on 2 April — thirty-two days later, more than double the contractual window. Whether it recovers anything now turns on a question the clause never answered: was the fourteen-day period a condition of the right to relief, or a procedural step whose breach costs the subcontractor only the delay that earlier warning would have prevented? Two competent lawyers will read the same clause opposite ways, and the parties will pay both of them to do it.

A second pattern was over-claiming. A contractor submits a 200-day extension of time claim, of which the closure order plainly explains 60 days — under a third. The remaining 140 days are attributed to labour shortage, supplier delay and re-mobilisation, none of it broken down. Tribunals confronted with that presentation did not simply award the 60 days; the unsupported bulk tended to damage the credibility of the part that was sound. A narrower claim with a day-by-day link to the order would have recovered more.

Government Orders and the Causal Chain

Orders closing worksites, restricting movement, quarantining labour accommodation and limiting international travel carried real weight in these claims, because they were plainly external to both parties. The difficulty was that they were temporary, revised frequently, and different from emirate to emirate. A claim that treats the whole of 2020 as a single undifferentiated force majeure period is asking a tribunal to do work the claimant should have done: identify each order, its date of effect, its date of relaxation, and the activity it stopped.

The harder claims were the indirect ones. A contractor unable to procure imported curtain walling was not usually stopped by any UAE order at all. It was stopped by manufacturing shutdowns and freight restrictions in another jurisdiction, which reach the contract through a chain of causes rather than a single prohibition. Those claims are provable, but they require the chain to be evidenced link by link — the supplier's own suspension notice, the transport restriction that applied to it, the dates, and the record of what alternative sourcing was attempted and why it did not work.

Circulars and Their Weight

During the pandemic the Ministry of Justice, Dubai Municipality and other authorities issued circulars and guidance notes addressing the treatment of COVID-19 and the associated measures as force majeure. These documents are not binding law. Courts and tribunals nonetheless treated them as persuasive, particularly where a contract clause was ambiguous and an official statement of the government's own position on its own orders helped resolve the ambiguity.

Their practical value was evidential as much as interpretive. A circular describing which construction activities were permitted during a given period, and on what conditions, fixes the factual baseline against which a contractor's conduct is judged. It is far more difficult for an employer to argue that works could have continued when the relevant authority's own guidance said they could not.

Supply Chain Disruption as an Indirect Route

Where materials rather than access were the obstruction, the burden of preparation shifts. The affected party has to show that the disruption was genuinely unforeseeable and unavoidable at the time it committed to the programme, and that reasonable alternatives were pursued. Courts examined whether local or regional sourcing was attempted. A contractor who kept a single specified supplier because switching would have required a variation, and never raised the variation, is in a weak position.

The working answer is a documented contingency posture: approved alternative vendors identified in advance, lead times tracked rather than assumed, and early written warning to the employer the moment a delivery date moves. Our construction contracts team routinely finds that the claims which succeed were being assembled months before anyone described them as claims.

Running the Claim

Compliance with the contractual notice provision comes first, because in many contracts nothing else survives its omission. The notice should identify the event precisely, state the clause relied on, describe the obligations affected and the anticipated duration, and record the mitigation already under way. It should then be followed by updates as the position changes, because a single notice sent at the outset and never revisited invites the argument that the event stopped affecting performance long before the claimant says it did.

The evidence file is built in parallel, not afterwards. What consistently carried weight was: the government orders and circulars themselves, in their successive versions; correspondence with suppliers and subcontractors about specific delayed deliveries; site records showing headcount and permitted activities day by day; a log of re-sequencing decisions and alternative sourcing attempts, including the ones that failed; and the invoices and payroll records behind any cost claimed.

Where suspension has run long enough that performance is genuinely impossible rather than merely delayed, termination becomes available. It should be approached as the last option it is. Terminating on a mistaken view of impossibility exposes the terminating party to a claim for wrongful termination, and the commercial consequences — abandoned preliminaries, bonds, the cost of re-procuring an incomplete building — usually exceed whatever the termination was meant to avoid. A negotiated variation of the completion date, a revised payment schedule, or an agreed sharing of prolongation cost preserves the project and the relationship, and UAE law's insistence that parties perform in good faith gives that conversation a foundation. Where negotiation fails, a properly drafted arbitration clause determines whether the dispute is resolved in eighteen months or five years.

Drafting for the Next Event

The next disruption will not be a pandemic. It may be a port closure, a regional conflict affecting freight, a sanctions regime that removes a specified supplier overnight, or a sustained failure of a utility connection. A clause drafted around COVID-19 specifically will be as poorly fitted to that event as the pre-2020 clauses were to this one.

Allocation is the substance of the exercise. Force majeure clauses that give time but never mention money leave the contractor carrying prolongation costs for an event neither party caused, which is a choice worth making deliberately rather than by omission. Options include sharing prolongation costs on a defined basis, capping liquidated damages so that an uncontrollable event cannot consume the contractor's whole margin, and fixing a duration threshold after which termination rights crystallise so that neither side is held indefinitely to a contract that has stopped functioning. Each of these is a commercial bargain, and each should be priced into the tender rather than discovered in a dispute. This is where drafting earns its keep.

Force majeure provisions also have to be read against the rest of the contract. They interact with the liquidated damages regime, the variation and price adjustment mechanisms, suspension and termination clauses, and the insurance obligations. Delay-in-start-up and business interruption cover can absorb losses that the contract itself leaves with one party, but only where the policy's triggers match the contract's definition of the event. Where the two documents describe the same risk in different words, the gap between them is uninsured and unallocated, and it surfaces at the worst possible time.

Where This Leaves the Parties

Article 273 is a narrower instrument than the volume of pandemic claim correspondence suggested. It suspends what the event actually prevented, for as long as the event actually prevented it, and it ends the contract only when performance has become impossible. It does nothing for performance that became expensive, and it does nothing for a party who cannot connect a specific order to a specific day of delay.

Everything else is contractual and evidential. The clause decides how much notice is required and what late notice costs, whether time relief comes with money, and when a long suspension turns into a right to walk away. The file decides whether the claim is provable. Parties that treated both as live obligations during the disruption, rather than as paperwork to be reconstructed once the dispute began, recovered what they were owed. Our construction, real estate and arbitration teams advise employers, contractors and subcontractors on both sides of that line.

Disclaimer: This article is for informational purposes only and does not constitute legal advice.

Additional Resources

Contact Nour Attorneys

For advice on a live force majeure claim, or on the clause that will govern the next one, contact Nour Attorneys.
Explore our Construction Law Services