Contracts · Impossibility
Clear answer to: Can A Party Impossibility in Contracts? with key cases, examples, and exam tips for law students.
Yes, a party can assert impossibility as a defense to performance of a contract when an unforeseen event renders the contractual duties impossible to perform.
In contract law, the doctrine of impossibility allows a party to be excused from performance when an unforeseen event occurs that makes fulfillment of the contract objectively impossible. This principle ensures that parties are not held liable for circumstances beyond their control, which they could not have reasonably anticipated at the time of contract formation.
Most courts require that the impossibility be absolute rather than just difficult or costly. For instance, if a party contracts to lease a building but the building is destroyed by a natural disaster, the tenant may invoke impossibility. Although the risk of such an event can sometimes be mitigated through contractual provisions or insurance, the contract may be deemed void if the event fundamentally frustrates the purpose of the agreement.
It is also important to differentiate between subjective impossibility (where one party simply cannot perform) and objective impossibility (where no party can perform). Courts generally recognize only objective impossibility as a valid defense. If a party can still fulfill the contract by an alternative means, the defense will typically not apply.
Additionally, some jurisdictions have adopted the doctrine of frustration of purpose, which allows for discharge from a contract where the fundamental reason for entering into the contract has been undermined by an unforeseen event. This can lead to scenarios where contracts are discharged even if performance is still theoretically possible, aligning closely with the principles of impossibility.
Overall, while a party can claim impossibility, they bear the burden of proving that the event was truly unforeseen and not attributable to their own actions or neglect.
A band contracts to perform at a venue. A week before the performance, the venue is condemned due to unsafe building conditions, making it impossible for the band to fulfill the contract. Here, the band may successfully claim impossibility as a defense against breach of contract claims.
Impossibility is often tested in contracts exams by presenting hypothetical contractual scenarios where students must analyze whether a party can assert impossibility and the conditions that must be met for it to be valid.