The Legal Consequences of Canceling an Event Due to the Coronavirus

Web Admin - Monday, March 16, 2020

Schaumburg breach of contract lawyer coronavirusAs a result of the growing threat from the coronavirus, numerous events have been canceled, postponed, or modified out of fear that this virus might continue to spread and put attendees’ health in jeopardy. Some sporting events have been canceled or postponed, such as international rugby games, FIFA World Cup qualifiers, and the NCAA March Madness tournament. In addition, many sporting activities have adapted with the times: some events will not allow crowds, and most professional leagues in the U.S. have restricted locker-room access.

In terms of cultural events, the South by Southwest festival has been canceled. Annual St. Patrick’s Day parades in both Ireland and Boston have been canceled. In addition, many conferences and other educational opportunities have been canceled. With so many events being canceled due to the coronavirus, understanding how you can legally safeguard your company against such cancelations and postponements is critically important, especially when it comes to corporate law.

Breach of Contract and Force Majeure Provisions

The easiest way to make sure you are covered in case the coronavirus causes the cancellation or postponement of your event is to review your contract and see if it contains any force majeure provisions. A force majeure clause in a contract enables both parties to legally breach the contract. However, for something to be considered “force majeure,” it must meet the following requirements:
  • - The events must be unavoidable and unforeseeable.
  • - The events must not be a consequence of either party’s actions.

Most force majeure arguments imply there was an “Act of God” involved. Some examples of force majeure include:

  • - Unpredicted natural disasters like earthquakes and tornadoes
  • - A war or other type of massive violent activity like riots
  • - Government laws taking effect that prevent the event from taking place

What to Do if You Have to Cancel an Event Due to the Coronavirus

If your contract has a force majeure clause, you should check to see if it explicitly enumerates epidemics like the coronavirus as a possible reason for not being able to complete what is expected from the contract. In those cases, any breach of contract charge brought against you will probably be dismissed.

If, however, you do not have epidemics specifically spelled out in the force majeure clause, then you may need to defend against a breach of contract claim. If your contract has no force majeure clause at all, the case would revert to the common law doctrine of “impossibility of performance,” which states that an unforeseen circumstance has rendered your execution of the contract objectively impossible. When addressing these issues, you should work with an attorney to determine the best strategy for demonstrating that you should not be held liable for a breach of contract.

Upon reviewing your contract, if you find that there is no force majeure clause, or if the clause contained therein does not address epidemics, you may want to add that to a newer draft of that contract and all future drafts. If you enumerate epidemics in your contract, you will not be held in breach of contract. It is also a good idea to include contingency plans in case an epidemic like the coronavirus does cause you to cancel an event, such as plans for rescheduling.

Contact a Palatine Corporate Lawyer

The coronavirus is having a significant effect on the economy. This means that more events will be canceled, and more companies could be considered in breach of their contracts for not hosting a promised event as agreed to in the contract. If your business is faced with this predicament, contact an Inverness breach of contract attorney with the experience necessary to renegotiate your contract or prove that it is impossible for you to fulfill the obligations of your contract. Give Drost, Gilbert, Andrew & Apicella, LLC, at 847-934-6000 a call for a free consultation.

About the Author: Attorney Jay Andrew is a founding partner of Drost, Gilbert, Andrew & Apicella, LLC. He is a graduate of the University of Dayton School of Law and has been practicing in estate planning, probate, trust administration, real estate law, residential/ commercial leasing, contracts, and civil litigation. Since 2005, Jay has been a Chair of the Mock Trial Committee for the Annual Northwest Suburban Bar Association High School Mock Trial Invitation which serves over 240 local Illinois students each year.





Why Your LLC Needs an Operating Agreement

Web Admin - Tuesday, March 18, 2014

illinois corporate attorney llcsLimited Liability Companies (LLCs) are a form of business structure that allows owners to have some of the benefits of a standard corporation, but with more flexibility to control the particulars of the business. This flexibility makes it important to make thoughtful choices about things like voting rules and members’ rights and responsibilities at the start of the formation process. That is where the LLC operating agreement comes in. While operating agreements are not required by law in Illinois, it is still highly beneficial to have them because of the extra control that they provide.

What is an Operating Agreement?

An operating agreement is a document that controls the structure of the company and the members’ relationships. This can mean many different things, but operating agreements often include provisions related to:

  • - Each member’s percentage of ownership;
  • - Management of the LLC- Member Managed v. Manager Managed;
  • - The rights and responsibilities of the different members;
  • - Voting powers and dispute resolution mechanisms;
  • - Voting and meeting procedures; and
  • - Conditions relating to the sale of the LLC and the members’ related rights.

The Benefits of an Operating Agreement

Given the importance of the types of provisions that operating agreements contain, each LLC should have one, even if it is not technically required by law. The law forgoes this requirement because the legislature drafted a set of default rules to apply to LLCs for cases in which the members decide not to draft an operating agreement. While people often rely on these default rules, that is not the best strategy for their business. The major benefit of the LLC is the freedom and control provided by the operating agreement, so skipping the drafting of the operating agreement defeats the purpose.

This is especially problematic because often times the default rules do not make the most sense for a particular business. For instance, most actions under the default rules require only a simple majority vote of the members to be approved. Drafting an operating agreement would allow the members to introduce supermajority votes and other control provisions on more important issues. Similarly, another central issue to any business is the distribution of profits.

In Illinois, the default rule is that distributions must be made in equal shares to all of the members. This rule seldom makes sense for businesses in which different members have invested different amounts. People often want to tie their distribution to the members’ stakes in the company, which requires a separate provision in the operating agreement. Of course, these are just some of the many choices that operating agreements allow LLC members to make about their business and its structure.

If you are in the process of forming an LLC and need an operating agreement tailored to your business’s specific concerns, contact an Illinois corporate law attorney. We help businesses across the northwest suburbs in towns like Rolling Meadows, Palatine, Schaumburg, and Inverness.

About the Author: Attorney Jay Andrew is founding partner of Drost, Gilbert, Andrew & Apicella, LLC. He is a graduate of the University of Dayton School of Law and has been practicing in estate planning, probate, trust administration, real estate law, residential/commercial leasing, contracts, and civil litigation. Since 2005, Jay has been a Chair of the Mock Trial Committee for the Annual Northwest Suburban Bar Association High School Mock Trial Invitation which serves over 240 local Illinois students each year.

Recent Posts


drug crimes workers compensation employment contract, employment law, employment at-will, Deer Park employment law attorneys, contract, Rolling Meadows Attorney unpaid assessment wills workers comp denied insurance claim Arlington Heights real estate lawyer income distribution deducation Crystal Lake insurance lawyer Arlington Heights employment attorney South Barrington real estate lawyer IRA trust transfer insurance attorney Illinois insurance claim attorney Des Plaines personal injury lawyers job lawyers texting and driving homestead rights murder charges insurance claim denial Schaumburg employment law attorneys Rolling Meadows appealing an insurance claim Illinois collections attorney Chicago traffic lawyer Schaumburg car accident attorney criminal Crystal Lake employment attorney denial of life insurance Rolling Meadows insurance dispute lawyers icy parking lots Long Grove estate planning attorneys Illinois workers compensation lawyer comparative negligence home inspection lawyer Des Plaines injury law firm Palatine employment lawyer sexual harassment foreclosure car crashes underfunded trust Arlington Heights insurance attorney employment law senior citizens medical malpractice, missed diagnosis, delayed diagnosis, medical mistake, Deer Creek medical malpractice lawyers Illinois employment law attorney internet probate process deed transfer Rolling Meadows DUI lawyer Schaumburg civil litigation attorney car accident lawyers Illinois traffic ticket lawyer mortgage college kids Barrington attorney unauthorized overtime Illinois employment law firm Palatine business attorney medical research license traffic laws holiday statistics Illinois registered agent preventable medical errors life insurance Illinois employee rights attorney. insurance dispute attorney bicycle accidents vacation home fines Deer Park criminal attorney DMV Arlington Heights wills and trusts attorneys Crystal Lake business law attorneys Arlington Heights accident attorney Rolling Meadows criminal attorney Des Plaines real estate lawyer Illinois Transfer on Death Instrument residential real estate Palatine punch death Illinois insurance dispute lawyers Schaumburg estate planning attorney insurance agent negligence Rolling Meadows traffic attorney insurance disputes ken apicella DUI Illinois DUI attorney Super Mario murder gift taxes Buffalo Grove medical malpractice lawyers Inverness elder law lawyer Illinois medical malpractice claim Rolling Meadows insurance attorney Illinois injury lawyer Barrington employment law firm filing a medical malpractice claim fiduciary rule Illinois living will Illinois insurance claim dispute lawyer Arlington Heights wills and trusts attorney Kenilworth estate planning attorney Whistleblower Claims natural gas explosion loopholes Des Plaines tax law firm personal injury attorney Buffalo Grove traffic attorney gift tax exemption, estate planning, estate planning strategies, Illinois estate planning, South Barrington estate planning attorneys Illinois workplace lawyer special needs trust Crystal Lake employment law attorney insurance disputes, Illinois insurance disputes, Illinois insurance dispute attorneys, denied insurance claims, Arlington Heights insurance dispute attorneys Arlington Heights Attorney Illinois Probate Act of 1975 TBI Deer Park traffic lawyer Chicago car accident lawyer rest breaks Des Plaines real estate attorney Illinois trusts attorney Chicago insurance claim attorneys Buffalo Grove corporate attorney elder abuse Arlington Heights injury attorney vacation home Crystal Lake estate planning lawyer anesthesia errors Rolling Meadows corporate lawyer Illinois workplace discrimination attorney auto accidents Chicago employment attorney Illinois Illinois medical malpractice attorney criminal law deadly crashes civil litigation Des Plaines claims law firm Illinois business law atorneys Barrington injury attorney Mt Prospect Attorney Landlord Tenant Ordinance Palatine employment attorney caregiver expungement compensatory time ACA personal injury, auto accident injuries, delayed injuries, serious injuries, Des Plaines personal injury attorneys Crystal Lake tax lawyer real estate attorney Illinois employment attorneys Illinois personal injury lawyers Palatine corporate law attorneys Illinois driving without license probate fees Crystal Lake car accident attorney Des Plaines collections attorney privacy denied insurance claims Arlington Heights wills and trusts lawyer commercial real estate South Barrington real estate attorney Crystal Lake car accident lawyer digital assets, digital fiduciary, estate planning, digital content, Long Grove estate planning lawyers Class A misdemeanor sole proprietorship whistleblower protections Illinois Workers’ Compensation Commission traffic deaths Illinois Smoke Detector Act power of attorney for healthcare social media after death subcontractor workers compensation benefits Self-Directed IRA Accounts in terrorem provision Inverness civil lawyer spinal cord injury traffic crimes underinsured motorist sexual images owner responsibility Illinois personal injury lawyer Home Remodeling Repair Act rumble strips Fair Labor Standards Act Rolling Meadows real estate attorney construction accidents, personal injury, wrongful death, Arlington Heights personal injury attorneys, workers' compensation Fourth of July Crystal Lake medical malpractice law firm estate planning, death tax, succession plans, business estate plans, Barrington estate planning lawyers Arlington Heights Traffic Lawyer Schaumburg personal injury lawyer pet law Rolling Meadows probate lawyer traffic violations defense financial advisors Arlington Heights lawyer Deer Park medical malpractice attorney pay when paid contract back injuries Illinois defective products attorney insurance claim denials Illinois traffic laws estate attorney Detainer Actions Illinois corporate lawyer Illinois motorcycle accident lawyer Illinois pedestrian accident attorney Inverness personal injury attorney Arlington Heights trucking lawyer consent to a search truck collisions privacy laws defective products lawyer motorcycle accident lawyer rollover car crashes DGAA healthcare claims Illinois real estate unpaid overtime personal injury claims real estate zoning Chicago estate planning Schaumburg Attorney Schaumburg insurance lawyers Do Not Resuscitate Mount Prospect elder law attorney Illinois criminal defense attorney Inverness real estate lawyer distracted driving accident victims Kenilworth estate planning attorneys Illinois wrongful termination lawyer Arlington Heights criminal lawyer Palatine law firm personal injury accidents traffic accidents Inverness estate planning lawyer Chicago lawyer Inverness accident lawyer Illinois law agent Barrington criminal defense lawyer Buffalo Grove criminal defense lawyer employee misclassification Illinois probate lawyer Des Plaines civil attorney Illinois employment law taxes life insurance lawyer ObamaCare slip and fall accidents digital media accounts, estate planning, Arlington Heights estate planning attorney, drunk driving statistics reckless homicide Illinois tax attorney insurance denials Schaumburg medical malpractice lawyer breach of contract mass shooting Illinois insurance disputes trucking accident lawyers Des Plaines criminal attorney Schaumburg personal injury lawyers Illinois insurance attorney Jay Andrew attorney fees GM ignition switches Policy Cancellation digital assets Food and Drug Administration's Food Safety Modernization Act surgical mistakes Illinois attorney Arlington Heights wills and trusts lawyers Schaumburg construction accident lawyer Crystal Lake pet attorney estate tax Rolling Meadows car accident lawyers fiduciary rule delay liability claims Schaumburg injury lawyer Barrington Illinois estate planning lawyer Crystal Lake injury attorney Des Plaines pet law attorney Barrington estate planning attorney breathalyzer test Illinois job attorney cell phone landlord tenant law traumatic brain injuries Schaumburg probate attorney Mount Prospect wills and trusts lawyers Arlington Heights pedestrian accidents Crystal Lake medical malpractice attorneys dynasty trusts pet bites Deer Park traffic accident attorney condo association Deer Park accident attorney Colin Gilbert estate planning Palatine probate lawyer trusts manufacturing Rolling Meadows boating crash lawyer Barrington employment law attorney involuntary manslaughter Barrington employment attorney eluding a police officer Des Plaines medical malpractice attorney Arlington Heights tax lawyer Schaumburg criminal law attorney insurance claims Buffalo Grove real estate attorney Arlington Heights employment law attorneys construction accidents license revocation Crystal Lake traffic attorney Rolling Meadows traffic law firm cell phone accidents probate claims child safety Illinois workers compensation attorney boating under the influence unfunded trust Palatine civil attorney Thanksgiving corporate law Palatine construction attorney criminal record car crash trust payments Home Sale Contingencies DNR field sobriety test car collision Chicago attorney Schaumburg estate attorney IRA benefits Crystal Lake law firm Crystal Lake will lawyer food poisoning new real estate form texting while driving boating accidents Inverness corporate attorney Colin H. Gilbert Illinois estate planning law firm Barrington criminal lawyer Long Grove estate planning car accident medication errors Chicago insurance law firm living trust benefits overtime violations employee discrimination Deer Park workers compensation lawyer FMLA life insurance claims personal injury law firm startup company traffic tickets Schaumburg elder law lawyer healthcare Illinois pet lawyer foreclosed rental property Palatine personal injury lawyer advance healthcare directive estate planning for college students Crystal Lake personal injury attorney Legal Info trustee natural gas Buffalo Grove traffic lawyers minimum wage wrongful death Crystal Lake bike accident lawyer products liability Des Plaines drug crimes lawyer IRELA commercial leasing Des Plaines accident attorney digital information Schaumburg personal injury attorney Schaumburg drug defense lawyer estate plan employment law, meal breaks, rest breaks, hotel employees, Des Plaines employment law attorneys trucking accidents IRS suspended license Des Plaines drug lawyer jet ski Buffalo Grove car accident lawyer uninsured motorist Des Plaines personal injury lawyer Arlington Heights estate planning attorney Inverness DUI lawyer Crystal Lake accident attorney probate cell phone tower data Crystal Lake employment lawyer guardianship attorney Deer Park real estate law firm Rolling Meadows personal injury lawyer jet ski accidents BUI Illinois employment law attorneys paid sick leave installment contracts living wills federal crimes estate planning attorney Rolling Meadows insurance dispute lawyers, insurance dispute Inverness injury lawyer Illinois employment laws Barrington litigation attorney Illinois Trust Code license suspension Buffalo Grove personal injury attorney right to work Palatine estate planning lawyer rent to own real estate contracts Mount Prospect real estate lawyer civil rights violation license reinstatement real estate insurance claim delay first degree murder Schaumburg traffic lawyer Rolling Meadows personal injury attorney Arlington Heights car accident lawyer distracted driving accidents Des Plaines DUI attorney Chicago employment lawyer Palatine traffic lawyer employment attorney Illinois estate planning blended families coronavirus liability condo bad faith insurance claims Illinois jet ski accident lawyer real estate lawyer golf accidents low-ball insurance settlement Rolling Meadows accident lawyer pedestrian accident Illinois civil litigation lawyer Illinois insurance claim dispute lawyers blood alcohol content pedestrian-automobile accident Illinois construction accident attorney Illinois traffic accident lawyer comp time fault based insurance Illinois medical malpractice case power of attorney investment property LLCs Rolling Meadows medical malpractice lawyers trench injuries business litigation Schaumburg estate planning lawyer pedestrian accidents employment lawyer Palatine insurance lawyer bicycle dooring accidents insurance dispute pain and suffering wage theft real estate contract Deer Park employment law attorney Buffalo Grove law firm real estate leasing Deer Park motorcycle accident lawyer insurance negligence civil litigation attorney Inverness probate lawyer problem employees digital evidence drug crime commercial leases Schaumburg employment attorney Buffalo Grove probate lawyer hiring employees Illinois Wage Payment and Collection Act no contest clauses meal breaks Illinois personal injury life insurance policy insurance claim dispute independent contractor Illinois home inspection Barrington civil litigation attorney POA medical malpractice claims Deer Park DUI lawyer operating agreements BAIID employee rights Illinois elder law attorney traffic offenses medical marijuana insurance agents Palatine real estate lawyer Exclusions Crystal Lake personal injury lawyer Illinois traffic attorney premises liability Deer Park personal injury lawyer Schaumburg criminal attorney estate planning trusts Palatine Attorney fatal car accidents Illinois real estate lawyer Schaumburg Chicago will attorney drug possession Illinois will lawyer spinal cord injuries hit and run accident dram shop law nursing home negligence Des Plaines Rolling Meadows marijuana attorney federal regulations for LLCs motorcycle accident DUI penalities brain injury medical malpractice tax attorney employment contract rollover accidents elder law controlled substance Arlington Heights car crash attorneys Arlington Heights traffic attorney pregnant women forming a corporation in Illinois preventing accidents institutional trustee Illinois insurance lawyer Barrington personal injury attorney Inverness insurance attorney murder defense clemency Crystal Lake criminal defense attorney defective products Palatine civil litigation lawyer Barrington personal injury lawyer Buffalo Grove insurance claim dispute lawyers Federal Food Drug and Cosmetic Act irrevocable trust Chicago trucking accident attorney Riverwoods estate planning lawyer Arlington Heights personal injury attorney traumatic brain injury wrongful termination, employment law, whistleblower protections, Illinois employment laws, discrimination in the workplace BAC crossover accidents boating DUI probate lawyer insurance claim health insurance dispute Schaumburg wrongful death attorney Liquor Control Act Palatine injury attorney Rolling Meadows drug defense attorney Crystal Lake civil litigation lawyer Rolling Meadows litigation lawyer Rolling Meadows Traffic Lawyer work unions personal injury Illinois lawyer Rolling Meadows business lawyer Palatine workers compensation lawyer Illinois business lawyer Rolling Meadows personal injury lawyers Attorney Ken Apicella employment law, Illinois employment laws Illinois personal injury attorney Palatine corporate attorney Arlington Heights personal injury lawyer Illinois mortgages Barrington Traffic Lawyer Illinois estate planning attorney drug crimes lawyer product liability capital gains tax overtime pay Palatine trusts lawyer real estate attorneys Barrington medical malpractice lawyers Barrington business law firm Schaumburg corporate attorney Des Plaines Traffic Lawyer real estate closing Illinois traffic attorneys small business revenge porn Illinois insurance claims lawyers PTSD Chicago will attorney, social media platforms, Illinois estate planning lawyer, Illinois wills and trusts Palatine elder law attorney Illinois rollover accident lawyers bike accident underage DUI drunk driving changes to mortgage law Schaumburg real estate lawyer Illinois wills and trusts attorneys Barrington drug crime attorney automated cars Palatine criminal defense lawyer hands free device marijuana Kenilworth estate planning lawyer caretaker rights Family Medical Leave Act Chicago corporate attorney estate planning lawyer medical malpractice compensation living trust Illinois employment lawyer disability benefits Chicago estate planning lawyer Palatine employment law lawyer Barrington boating accident attorney marijuana crimes attorney Rolling Meadows employment attorney Retaliatory Discharge Forcible Entry DUI defense car accidents Illinois Sales Representative Act slip and fall Crystal Lake traffic lawyer Palatine traffic accidents Arlington Heights TBI attorney Long Grove wills and trusts attorneys Illinois small business wrongful termination Illinois car accident attorney workplace sexual harassment llinois Real Estate Lawyers Association Long Grove real estate attorney Des Plaines personal injury attorney personal injury claim Barrington estate planning lawyer dog bites Inverness traffic law firm Affordable Care Act FSLA Palatine drug lawyer Crystal lake insurance dispute attorney pizza emoji accidental death benefits head on collisions insurance dispute, insurance dispute lawyers, insurance claim denial, insurance claim delays, Rolling Meadows insurance dispute attorneys loss of consortium Chicago biking tips Buffalo Grove employment lawyer employees Rolling Meadows employment law attorney Illinois speeding lawyer contracts Illinois red light cameras swimming pools creditors landlord living trust vs will Rolling Meadows insurance lawyer Buffalo Grove personal injury lawyer insurance denial appeals DUI attorney trauma after an accident Rolling Meadows estate planning attorney dealing with problem employees Rolling Meadows employment law attorneys School Visitation Rights Act insurance claim dispute attorney Long Grove estate planning attorney estate planning, digital assets, Revised Uniform Fiduciary Access to Digital Assets Act, Illinois digital assets, Illinois estate planning, personal injury lawyer car accident lawyer Des Plaines insurance attorney Illinois LLC creation Illinois bicycle safety traffic violations CAM Illinois medical malpractice lawyers construction contracts Joliet general practice lawyers severance agreements speeding Barrington real estate lawyer wills and trusts probate claims process Employment Discrimination Law Illinois boating accident lawyer Long Grove real estate lawyer driving liens insurance adjusters modern family estate planning Crystal Lake medical malpractice lawyer Barrington workers compensation attorney Rolling Meadows criminal lawyer car crash injuries Des Plaines motorcycle accident attorney Inverness real estate attorney Crystal Lake pedestrian accident lawyer Illinois trucking safety pedestrian injuries, pedestrian fatality Transfer on Death Instrument Buffalo Grove injury lawyer drugs Arlington Heights medical malpractice lawyer Rolling Meadows tax attorney Illinois Human Rights Act criminal defense