Force Majeure Clause Coffee Contract: Who Bears the Loss When a Ugandan Cargo Slips

Force Majeure Clause Coffee Contract: Who Bears the Loss When a Ugandan Cargo Slips

A force majeure clause coffee contract decides whether a seller is excused when an event outside its control stops a Ugandan shipment, while a delay clause sets the consequence of missing the shipment period. Before signing, a buyer should fix which events count, how notice is given and the date after which the buyer may annul.

What does a force majeure clause coffee contract do?

According to the International Chamber of Commerce, commercial contracts often include force majeure or hardship clauses that set out the requirements for establishing an event that prevents or impedes a party's performance. The ICC Force Majeure Clause combines listed force majeure events with a general formula intended to catch circumstances outside the list.

The ICC states that its 2020 clauses update the 2003 versions and add a Short Form Force Majeure Clause covering some essential provisions.

How does a delay clause differ in practice?

A delay clause is about the shipment period, not the cause. The KDE Green Coffee Sourcing Terms, published by Koninklijke Douwe Egberts on 01/11/2025, are a useful example of a buyer's standard wording.

Under those terms, the total contractual quantity must be available on the first calendar day of the agreed shipment period. If the seller cannot place the freight booking as instructed, it must notify the buyer without delay, and both parties consult on an alternative solution satisfactory to the buyer.

The same clause says that if shipment is delayed by fourteen calendar days after the last day of the agreed shipment period, the buyer may apply a late shipment claim or annul the contract. The terms do not use the words force majeure. They state that the European Standard Contract for Coffee general conditions also apply, and that the KDE terms prevail in case of conflict.

Does a failed crop excuse the seller?

Not automatically. The European Coffee Federation, through FoodDrinkEurope, describes the European Standard Contract for Coffee as covering shipment, delivery and spot contracts, first published in 2018.

For delivery contracts, it states that any failure by the sellers to obtain coffee does not release the sellers from the obligation to tender. That statement concerns delivery contracts at an agreed place in Europe, not a shipment contract from a Ugandan port, so a buyer should check what the general conditions say for the contract type actually signed.

What should a buyer pin down before signing with a Ugandan exporter?

Which events count. Decide whether the clause uses a list, a general formula or both, as the ICC model does. Then state in writing whether a late crop or a vessel that rolls the booking is covered.

Notice. The KDE terms require notice without delay when a booking cannot be placed. Make the notice written and give it a deadline.

Cut-off. Fix a number of days after the shipment period at which the buyer may annul or claim, as the KDE terms do at fourteen calendar days.

Whose terms prevail. State which document wins when the contract, the buyer's sourcing terms and the general conditions disagree. The KDE terms show one such precedence rule.

FAQ

Q: Does the ICC publish a model force majeure clause?
A: Yes. The ICC Force Majeure Clause has 2020 versions that update the 2003 ones, and the 2020 set adds a Short Form Force Majeure Clause, according to the ICC page read on 28 October 2026.

Q: Is a seller released under the European Standard Contract for Coffee if it cannot obtain coffee?
A: For delivery contracts, the European Coffee Federation page states that failure to obtain coffee does not release the sellers from the obligation to tender. That statement, on a page published 04/04/2021, concerns delivery contracts, so a buyer on a shipment contract should check the general conditions for that contract type.

Q: How late can shipment be under the KDE Green Coffee Sourcing Terms before the buyer may annul?
A: The terms published on 01/11/2025 give the buyer the right to apply a late shipment claim or annul once shipment is fourteen calendar days past the last day of the agreed shipment period.

Sources: International Chamber of Commerce | KDE Green Coffee Sourcing Terms | European Coffee Federation