Does illness make a business contract unenforceable?

One of these is called the doctrine of impossibility of performance. If an unexpected event — such as a serious medical condition — makes it truly impossible to perform the key duties in the contract, a court may excuse your non-performance. Importantly, this applies when performance is objectively impossible, not just harder or more costly. Some states also recognize a related doctrine called impracticability, which may apply when performance becomes extremely difficult or unreasonably burdensome, even if not strictly impossible.

Another possible factor is a Force Majeure clause, if your contract includes one. These clauses release parties from liability when extraordinary events beyond their control prevent performance. However, Force Majeure rarely applies to personal illness unless the clause expressly includes it or uses very broad language. Most clauses focus on large-scale events like natural disasters, strikes, or government actions.

The bottom line: illness does not automatically void a contract, but in some situations it may support a defense like impossibility or impracticability, depending on the contract language, the facts, and applicable state law.

What to consider in your specific situation

While these general rules apply broadly, the details of your situation will make a big difference. The specific contract terms, the role of the person affected, and the response of the other party all matter.

Here are some reasons why your case may differ:

• The type of contract and whether it requires personal services or general business obligations.
• The exact wording of clauses, especially Force Majeure or termination provisions.
• Applicable local, state, or federal laws in your jurisdiction.
• How essential the ill person is to fulfilling the contract.
• The impact on both parties and their willingness to negotiate a solution.

Because circumstances differ, you can use Rocket Copilot to get legal information about impossibility or force majeure, or connect with a Legal Pro to learn more.