Force Majeure in Construction Contracts in Turkey: Earthquakes, Pandemics and Supply Chain Delays

Introduction

Construction projects are particularly vulnerable to unexpected events.

A contractor may begin work under commercially reasonable assumptions and later face an earthquake, pandemic, government restriction, international transportation shutdown, border closure, embargo, labour shortage or severe disruption in the supply of critical construction materials.

These events can dramatically increase costs or delay completion.

But under Turkish law, the existence of an extraordinary event does not automatically release a contractor from contractual obligations.

One of the most important questions in Turkish construction law is therefore:

When does an unexpected event legally qualify as force majeure, and when is it simply a commercial risk that the contractor must bear?

The answer requires careful distinction between several concepts:

• force majeure;
• impossibility of performance;
• temporary impossibility;
• hardship or excessive difficulty of performance;
• contractor delay;
• ordinary commercial risk; and
• contractual risk allocation.

The Turkish Code of Obligations No. 6098 does not contain a single general article providing an exhaustive statutory definition of “force majeure” for all private contracts. Instead, the consequences of extraordinary events are principally analysed through provisions concerning impossibility, hardship, default, construction contracts and the terms agreed by the parties. Articles 136, 138 and 480 of the Turkish Code of Obligations are particularly important.

Public construction contracts are different.

Article 10 of the Public Procurement Contracts Law No. 4735 expressly identifies certain potential force majeure events and establishes procedural requirements for contractors seeking time extensions or termination.

Understanding the distinction between private and public construction contracts is therefore essential.

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1. What Is Force Majeure Under Turkish Law?

In private construction contracts, the legal concept of force majeure is generally understood as an extraordinary event that:

• occurs outside the control of the affected party;
• cannot reasonably be prevented or overcome;
• is not attributable to the affected party;
• materially interferes with contractual performance; and
• has a causal connection with the failure or delay in performance.

The existence of an earthquake, pandemic or supply-chain crisis is therefore not enough by itself.

The affected contractor must show how the event actually prevented or materially affected performance of the specific contractual obligation.

For example:

A major earthquake occurring in another region of Turkey may be a tragic natural disaster, but it does not automatically provide a contractor working on an unaffected construction project in Istanbul with a legal excuse for six months of delay.

By contrast, where the earthquake directly damages the construction site, destroys access roads, prevents workers from entering the region and causes public authorities to suspend construction activities, the force-majeure argument may be considerably stronger.

The legal analysis is therefore based on impact, causation and contractual allocation of risk, not merely the label attached to the event.

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2. Force Majeure Is Different from Impossibility of Performance

Article 136 of the Turkish Code of Obligations regulates impossibility of performance.

Where performance becomes impossible for reasons for which the debtor cannot be held responsible, the relevant obligation may be extinguished.

The debtor must also notify the creditor of the impossibility without delay and take necessary measures to prevent an increase in the creditor’s loss.

This rule can become important in construction disputes.

Consider a project involving restoration of a unique historical structure.

If an extraordinary disaster completely destroys the structure and legally or physically eliminates the possibility of carrying out the agreed restoration, the issue may move beyond ordinary delay and toward genuine impossibility.

However, construction disputes more commonly involve delay or increased difficulty, rather than absolute impossibility.

A contractor who can still perform the work—although later or at a higher cost—cannot automatically rely upon Article 136 merely because performance has become commercially unattractive.

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3. Temporary Impossibility Requires a Different Analysis

Many force-majeure events do not make construction permanently impossible.

They merely stop work temporarily.

Examples include:

• temporary government closure orders;
• temporary prohibition of access to a disaster zone;
• temporary border closures;
• port shutdowns;
• short-term import restrictions;
• temporary interruption of electricity or infrastructure;
• mandatory evacuation of a construction site.

In such cases, the central issue is usually whether contractual obligations should be suspended or extended, rather than completely extinguished.

The contractual force-majeure clause becomes particularly important in determining:

• whether the completion date is extended;
• how the extension is calculated;
• whether the contractor remains entitled to additional costs;
• whether delay penalties continue;
• whether the employer can terminate; and
• how long the force-majeure situation may continue before either party obtains a termination right.

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4. Force Majeure Is Also Different from Hardship

Another central concept is aşırı ifa güçlüğü — excessive difficulty of performance, regulated by Article 138 of the Turkish Code of Obligations.

Article 138 applies where an extraordinary event that was not foreseen and could not reasonably have been expected when the contract was made occurs for reasons not attributable to the debtor and fundamentally changes the circumstances existing at contract formation.

Where requiring performance under the original terms would become contrary to good faith, the debtor may seek judicial adaptation of the agreement, provided the statutory requirements are satisfied.

If adaptation is impossible, withdrawal or, in continuing contractual relationships, termination may become available. The provision also applies to foreign-currency obligations.

This is fundamentally different from impossibility.

Impossibility: The obligation cannot be performed.

Hardship: Performance remains technically possible but has become extraordinarily burdensome.

Construction disputes involving inflation, extraordinary material-price increases and major supply-chain disruption often belong more naturally to the second category.

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5. Fixed-Price Construction Contracts Create Additional Risk for Contractors

Article 480 of the Turkish Code of Obligations is particularly important for construction projects.

Where the contract price has been agreed as a lump sum, the contractor is generally required to complete the work for that price.

The contractor cannot ordinarily demand additional payment merely because the work requires more labour or expense than originally expected.

This means that ordinary increases in:

• concrete prices;
• steel prices;
• wages;
• fuel costs;
• transportation expenses; or
• exchange rates

do not automatically entitle the contractor to increase the contract price.

This is one of the principal commercial risks of entering into a fixed-price construction contract.

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6. Article 480 Provides an Important Exception for Extraordinary Circumstances

Article 480 nevertheless provides an important exception.

Where circumstances that could not have been foreseen at the beginning—or circumstances that could technically have been foreseen but were not taken into consideration by the parties—make construction under the agreed lump-sum price impossible or extraordinarily difficult, the contractor may request adaptation of the agreement.

If adaptation is impossible or cannot reasonably be expected from the other party, the contractor may have a right to withdraw from the contract; depending on the circumstances and good-faith requirements, termination may instead be appropriate.

This provision is highly significant where a construction project is affected by genuinely exceptional circumstances.

However, it should not be treated as a general mechanism allowing contractors to escape from badly priced projects.

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7. Does an Earthquake Automatically Constitute Force Majeure?

No event should automatically be classified without considering its impact on the specific project.

An earthquake is clearly capable of constituting an extraordinary natural event.

Indeed, Article 10 of the Public Procurement Contracts Law expressly includes natural disasters among potential force-majeure circumstances in public contracts.

In private construction contracts, however, the relevant questions remain:

• Where did the earthquake occur?
• Was the construction site damaged?
• Was access prohibited?
• Were public authorities preventing construction?
• Were workers unable to reach the project?
• Were essential suppliers destroyed?
• How long did the interruption continue?
• Could alternative measures reasonably have been taken?
• Was the contractor already in delay before the earthquake?

The same earthquake may therefore qualify as force majeure for one construction project but have little legal effect on another.

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8. A Contractor Already in Delay Faces a More Difficult Position

Timing matters significantly.

Suppose a contractor was contractually required to complete a project by 1 February.

The contractor failed to complete it.

A major earthquake then occurs on 10 February.

The contractor cannot automatically use the earthquake to erase the previous period of delay.

The legal analysis must separate:

delay existing before the force-majeure event

from

additional delay genuinely caused by the extraordinary event.

A properly administered construction project should therefore maintain detailed records concerning progress before and after the alleged force-majeure event.

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9. Earthquake Damage to the Project May Trigger Several Legal Issues at Once

A major earthquake can create more than a simple time-extension issue.

The parties may need to consider:

• physical damage to completed works;
• impossibility of continuing the existing design;
• mandatory structural redesign;
• changes in legislation or technical requirements;
• additional safety measures;
• insurance;
• contractor liability for pre-existing defective work;
• destruction of materials;
• employer instructions;
• suspension by administrative authorities; and
• possible termination.

Importantly, force majeure should not become a defence for defective construction.

If a properly constructed building should have survived a particular event but failed because of defective workmanship or engineering, contractor fault may remain relevant.

The event and the defect must therefore be analysed separately.

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10. Construction All Risks Insurance and Force Majeure Are Different Concepts

A project may suffer an earthquake or flood that constitutes an extraordinary event.

Whether that event excuses contractual performance is one question.

Whether an insurer covers the physical loss is another.

A contractor may obtain a time extension under the construction contract but still have no insurance cover for certain losses.

Alternatively, the project may be insured for physical earthquake damage while the contractor remains responsible for contractual delay or uninsured economic losses.

Therefore:

Force majeure allocates contractual responsibility; insurance allocates financial risk under the policy.

The two systems must be analysed independently.

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11. Are Pandemics Force Majeure?

A serious epidemic or pandemic can qualify as a force-majeure event in appropriate circumstances.

The Public Procurement Contracts Law expressly includes general epidemic disease among the potential force-majeure events applicable to public contracts.

However, even in public procurement law, classification of the event alone is not sufficient.

The statutory requirements also require that the event:

• must not arise from the contractor’s fault;
• must prevent performance of the contractual commitment;
• must be beyond the contractor’s ability to eliminate; and
• must satisfy the applicable notification and documentation requirements.

This illustrates a principle equally relevant to private contracts:

The existence of a pandemic is not the end of the legal analysis. It is the beginning of it.

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12. The Pandemic Must Affect the Specific Construction Obligation

Consider two contractors during the same epidemic.

Contractor A

The government orders the construction site closed for 60 days.

The contractor is legally prohibited from working.

Contractor B

The site remains open.

The contractor simply experiences somewhat lower labour productivity and higher material prices.

The legal position of Contractor A is far stronger.

Contractor B may potentially have other arguments depending on the severity of the disruption, but the mere existence of a pandemic does not automatically excuse contractual performance.

The affected party must establish the causal connection between the event and the inability or extraordinary difficulty of performance.

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13. Government Measures May Be More Important Than the Pandemic Itself

In many pandemic-related construction disputes, the operative cause may not actually be the disease.

It may be:

• government closure orders;
• quarantine requirements;
• travel restrictions;
• border controls;
• export prohibitions;
• mandatory isolation;
• administrative suspension of permits;
• port closures; or
• restrictions on workforce movement.

The legal character of these measures can strengthen the argument that the contractor was prevented from performing by circumstances outside its control.

Detailed evidence of the specific administrative measure and the period during which it affected the project is therefore critical.

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14. Supply Chain Delays Are Not Automatically Force Majeure

This is one of the most commercially important distinctions.

A contractor may state:

“The steel supplier could not deliver on time, therefore force majeure applies.”

That is not necessarily correct.

Ordinary supplier delay is normally part of contractor commercial risk.

The contractor is generally expected to:

• select reliable suppliers;
• organise procurement;
• maintain realistic construction schedules;
• plan lead times;
• identify alternative suppliers where commercially reasonable; and
• manage normal fluctuations in the market.

Force majeure becomes more plausible where the supply disruption results from an extraordinary external event.

For example:

• international embargo;
• war affecting the source country;
• closure of a critical international shipping route;
• government export ban;
• destruction of the only technically qualified manufacturing facility;
• sudden legal prohibition on importing the required product.

Even then, the contractor should demonstrate why alternative procurement was genuinely unavailable or unreasonable.

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15. The Availability of Alternative Suppliers Can Defeat the Claim

Suppose a specific façade material can no longer be imported from Supplier A because of a port closure.

If technically equivalent material is readily available from Supplier B at a slightly higher price, performance may not be impossible.

The contractor may instead face a cost issue.

By contrast, if the specification requires a unique certified component and no legal or technically acceptable substitute exists, the argument for impossibility or force majeure becomes considerably stronger.

Therefore, a supply-chain claim should examine:

Is the unavailable product genuinely indispensable?

Are substitutes contractually permitted?

Can the employer approve an alternative?

How much more expensive is the alternative?

Would obtaining it merely reduce the contractor’s profit, or make performance genuinely extraordinary?

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16. Increased Material Prices Are Usually Not Force Majeure by Themselves

Price escalation should be distinguished from inability to obtain the material.

If steel remains available but its price increases by 15%, the issue is ordinarily commercial risk rather than force majeure.

If the price increases by several hundred percent because of an extraordinary event, the analysis may shift toward hardship or Article 480 rather than traditional force majeure.

In fixed-price contracts, Article 480 is particularly important because the contractor ordinarily bears increased performance costs but may seek judicial adaptation where extraordinary unforeseen circumstances make performance at the agreed lump-sum price impossible or extraordinarily difficult.

Therefore:

price increase ≠ automatic force majeure.

It may instead create:

hardship/adaptation issues.

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17. Inflation Is Not Automatically Force Majeure

Turkey’s economic environment makes this issue particularly important.

Inflation affects:

• labour;
• concrete;
• steel;
• mechanical systems;
• imported materials;
• energy;
• transportation; and
• financing.

But ordinary or foreseeable inflation is normally part of the commercial environment in which the contract is made.

A contractor cannot automatically claim:

“Costs increased, therefore I am no longer bound by the agreed price.”

The more appropriate analysis may arise under TBK Articles 138 and 480 if an extraordinary post-contract event fundamentally changes the contractual equilibrium beyond what could reasonably have been anticipated.

The threshold is substantially higher than simple loss of profitability.

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18. Currency Movements Require the Same Careful Analysis

Many Turkish construction projects involve imported products priced in EUR or USD.

A dramatic exchange-rate movement can substantially increase project cost.

TBK Article 138 expressly states that the hardship provision also applies to foreign-currency obligations.

But this does not mean every exchange-rate increase requires the court to rewrite the contract.

The contractor must still establish the statutory elements of extraordinary hardship.

The contract itself may also allocate currency risk expressly.

For example:

“All changes in exchange rates are deemed included in the contractor’s price.”

Such wording can materially affect the risk analysis.

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19. The Contractual Force Majeure Clause Is Often More Important Than the Label

In private construction contracts, parties have significant ability to define their own force-majeure regime.

A well-drafted clause may expressly identify:

• earthquake;
• flood;
• fire;
• epidemic;
• pandemic;
• war;
• terrorism;
• civil disturbance;
• embargo;
• sanctions;
• government restrictions;
• port closure;
• nationwide transportation interruption;
• lawful strikes;
• widespread energy disruption;
• import or export prohibition; and
• other extraordinary events outside the parties’ reasonable control.

However, merely listing events is not enough.

The contract should also define their legal consequences.

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20. A Good Force Majeure Clause Should Answer Seven Questions

Every construction force-majeure clause should address at least:

1. What events qualify?

The clause should identify covered events and provide a general test for similar unforeseen circumstances.

2. What level of impact is required?

Must performance be impossible, prevented, substantially delayed or merely made more expensive?

3. What notice is required?

How quickly must the affected party notify the other party?

4. What evidence must be supplied?

Official decisions, supplier notices, government restrictions or project records may be required.

5. What mitigation is expected?

Must the contractor obtain alternative materials, re-sequence works or use alternative transportation?

6. What is the immediate consequence?

Is the contractor entitled to:

• time only;
• time and cost;
• suspension; or
• another remedy?

7. When can the contract be terminated?

If force majeure continues for 90, 120 or 180 days, can either party terminate?

Without answers to these questions, disputes become much more likely.

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21. “Time but No Money” Is a Common Risk-Allocation Model

Construction contracts frequently distinguish between entitlement to additional time and entitlement to additional money.

For example, the contract may provide:

“Force majeure shall entitle the contractor to an extension of time but not additional payment.”

This means the contractor may avoid delay penalties but still bear its own increased costs.

Other contracts provide both:

extension of time + reasonable additional costs.

The distinction can involve millions of Turkish lira in large projects.

Contractors should therefore never assume that recognition of force majeure automatically means that all resulting expenses will be reimbursed.

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22. Notice Requirements Can Determine the Entire Claim

One of the most common construction-management failures is late notification.

A contractor experiences an event, assumes everyone knows about it and waits several months before submitting a formal force-majeure claim.

That can seriously weaken the legal position.

A contract may require:

• notice within 3 days;
• notice within 7 days;
• continuing updates;
• documentation;
• detailed programme impact analysis; and
• final substantiation after the event ends.

Public procurement law provides an especially clear example of strict procedure.

Article 10 of Law No. 4735 requires, among other conditions, written notification to the administration within the statutory period and documentation of the alleged force-majeure event by competent authorities. Under the statutory framework, the relevant period is generally twenty days following the occurrence of the force-majeure event.

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23. Public Construction Contracts Have a Specific Statutory Force Majeure Regime

For construction contracts subject to Law No. 4735, Article 10 identifies the following potential force-majeure events:

• natural disasters;
• lawful strikes;
• general epidemic diseases;
• partial or general mobilisation; and
• similar circumstances determined by the Public Procurement Authority where necessary.

But these categories are subject to additional conditions.

The event must:

• not arise from contractor fault;
• prevent performance of the commitment;
• be beyond the contractor’s power to remove;
• be notified in accordance with statutory procedure; and
• be properly documented.

Therefore, even a listed event is not automatically sufficient.

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24. Public Procurement Law Can Lead to Time Extension or Termination

Where the statutory requirements are satisfied, force majeure in a public contract may result in mechanisms such as:

• extension of time; or
• termination of the contract,

depending on the circumstances and applicable rules.

The contractor should therefore frame the application precisely.

A temporary 30-day interruption may justify a time-extension request.

An event permanently preventing completion may require a different contractual response.

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25. Simply Applying for Force Majeure Does Not Suspend Public Contract Obligations

The Public Procurement Board has specifically addressed this issue.

In Decision No. 2018/DK.D-348, the Board stated that making a force-majeure application under the relevant statutory mechanism does not itself eliminate the contractor’s obligation to continue performing the contract.

The contractor must continue performing until the legal position changes.

However, if the event is subsequently recognised as force majeure, previously imposed delay penalties connected to that period may need to be refunded and the administration must reassess the consequences concerning time extension or termination.

This is an important practical rule for public contractors.

A contractor should not simply stop working because a force-majeure application has been submitted.

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26. Turkish Public Procurement Rules Were Further Updated in 2025

The Public Procurement Authority announced amendments published on 30 July 2025, applicable to procurements announced after 1 September 2025 and their related contracts.

Among other construction-contract reforms, the amendments clarified procedural matters concerning applications submitted while an alleged force-majeure situation continues and revised several rules concerning construction schedules, price differences and time extensions.

Public contractors should therefore review the rules applicable to the date and procurement regime of the specific contract rather than relying solely on older contract-management practice.

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27. Force Majeure May Also Affect Price Difference Calculations in Public Works

Public construction contracts have detailed statutory rules concerning price differences.

KİK materials demonstrate that in relevant contracts, where completion time is extended because of force majeure or reasons attributable to the administration, applicable price-difference mechanisms may become relevant during the extended period according to the governing procurement documents and regulations.

This is another reason why public construction force majeure cannot be analysed solely as:

“How many extra days does the contractor receive?”

The economic consequences of the extended construction period must also be reviewed.

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28. Contractors Have a Duty to Mitigate the Effects of the Event

Force majeure should not become an excuse for inactivity.

A contractor claiming relief should normally be able to demonstrate reasonable attempts to reduce the impact of the event.

Mitigation may include:

• sourcing alternative materials;
• changing shipping routes;
• re-sequencing construction activities;
• reallocating labour;
• protecting partially completed works;
• seeking alternative permits;
• increasing storage;
• using available substitute equipment; and
• coordinating with the employer.

If reasonable measures could have prevented a six-month delay but the contractor simply did nothing, the entire six-month period may be difficult to attribute to force majeure.

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29. Critical Path Analysis Is Essential in Major Projects

A major construction project may contain thousands of activities.

A force-majeure event can affect some activities without affecting the final completion date.

Suppose a shipment of decorative stone is delayed by three months.

If that stone was not required until six months later, the delay may have no impact on project completion.

By contrast, if failure to obtain a structural component stops every subsequent critical activity, the impact may be substantial.

Therefore, sophisticated force-majeure claims should identify:

• the affected activity;
• the original programme;
• the critical path;
• the period of disruption;
• mitigation efforts;
• revised sequencing; and
• the net delay attributable to the event.

The event must cause the claimed delay.

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30. Concurrent Delay Can Reduce or Complicate Contractor Relief

A difficult situation arises when:

force majeure causes delay

while simultaneously:

the contractor’s own default causes delay.

For example:

A pandemic delays imported equipment by 60 days.

But the contractor was already 45 days behind schedule because of insufficient staffing.

The contractor should not automatically receive a full 60-day extension without analysing the relationship between the delays.

Detailed project records become essential in determining which delay actually affected completion.

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31. Subcontractor Problems Are Usually the Main Contractor’s Risk

A main contractor cannot ordinarily transform every subcontractor failure into force majeure.

If a subcontractor:

• becomes insolvent;
• fails to employ enough staff;
• mismanages procurement; or
• breaches its subcontract,

those matters normally remain within the main contractor’s commercial organisation.

However, if the subcontractor itself is genuinely prevented from performing by a qualifying extraordinary external event affecting the critical work, the main contractor may potentially have a stronger argument.

The construction contract should therefore state whether force majeure affecting subcontractors and key suppliers is treated as force majeure of the main contractor.

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32. Contractor Financial Difficulty Is Not Force Majeure

A contractor may face:

• lack of cash;
• inability to obtain financing;
• reduced credit limits;
• unpaid debts;
• supplier refusal to extend credit.

These circumstances do not ordinarily constitute force majeure merely because they make the project difficult to continue.

Commercial and financial capacity generally falls within contractor risk unless the contract or exceptional circumstances justify another conclusion.

Contractor insolvency should therefore not be confused with external impossibility.

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33. Employer-Caused Delay Is Also Not Force Majeure

Another important classification problem arises where the project is delayed because the employer:

• fails to deliver the site;
• fails to provide drawings;
• changes the design;
• delays approvals;
• refuses certificates;
• fails to make required payments.

These are not normally force-majeure events.

They are employer-risk events or contractual breaches.

The contractor’s remedies may therefore involve:

• extension of time;
• additional cost;
• interest;
• suspension;
• termination; or
• damages,

depending upon the agreement.

Correct classification matters because the financial consequences may be different.

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34. Public Authority Delay Must Also Be Analysed Carefully

Permit delays, utility approvals and administrative restrictions can be more complex.

Questions include:

• Who was contractually responsible for obtaining the permit?
• Was the delay ordinary or extraordinary?
• Did the contractor submit the application properly and on time?
• Was there a new government prohibition?
• Could the problem reasonably have been anticipated?

If the contractor simply files a permit application late, it cannot rely on administrative delay as force majeure.

If a new government measure unexpectedly makes approval legally impossible for several months, the analysis may be different.

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35. War, Sanctions and Embargoes Can Create Multiple Legal Effects

Modern international construction projects frequently depend on:

• imported equipment;
• foreign financing;
• foreign subcontractors;
• international transport;
• specialised technology.

War or sanctions may affect the project by:

• preventing imports;
• closing transport routes;
• making payments unlawful;
• preventing foreign workers from travelling;
• eliminating insurance coverage;
• blocking banks;
• prohibiting contractual performance.

Such events may potentially trigger force majeure, impossibility or hardship depending upon the precise effect.

The mere fact that performance becomes more expensive because a longer shipping route must be used may not be enough.

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36. Illegality Can Be Stronger Than Commercial Difficulty

Suppose new sanctions make importing a specified component legally prohibited.

That creates a very different situation from a component merely becoming more expensive.

If contractual performance itself becomes unlawful, genuine impossibility may arise.

The parties should nevertheless first examine whether:

• an alternative component is permitted;
• the design can legally be changed;
• another source can supply the component; or
• the impediment is temporary.

The legal consequence depends upon whether the obligation is truly incapable of lawful performance.

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37. Force Majeure Clauses Should Address Change in Law Separately

Construction projects can last for several years.

During that time, legislation can change.

New regulations may impose:

• additional seismic requirements;
• environmental obligations;
• energy-efficiency rules;
• safety standards;
• import restrictions;
• tax changes;
• labour obligations;
• licensing requirements.

A well-drafted contract should distinguish:

force majeure

from

change in law.

They are not necessarily the same event.

A change-in-law clause can separately regulate:

• additional cost;
• time extension;
• redesign obligations; and
• allocation of regulatory risk.

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38. Evidence Is the Foundation of Every Force Majeure Claim

A contractor should preserve evidence from the first day of the event.

Important documents may include:

• government decisions;
• official disaster announcements;
• site closure notices;
• photographs;
• engineering assessments;
• supplier cancellation letters;
• shipping records;
• customs records;
• port closure notices;
• workforce records;
• daily construction reports;
• correspondence;
• updated schedules;
• alternative supplier quotations;
• price quotations;
• meeting minutes;
• insurance notifications; and
• mitigation records.

A court or arbitral tribunal should not be expected simply to assume that an international event delayed the project by a particular number of days.

The causal chain should be documented.

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39. The Contractor Should Give Notice Even When the Event Is Obvious

An earthquake may be known throughout the country.

A pandemic may be internationally recognised.

That does not necessarily eliminate contractual notification requirements.

The employer may know that an earthquake occurred but still not know:

• which project activities were affected;
• when work stopped;
• whether the site was damaged;
• how much delay is expected;
• what mitigation is being attempted;
• what extension is claimed.

Therefore, the contractor should generally issue contractual notice promptly even where the event itself is public knowledge.

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40. Employers Should Not Reject Every Force Majeure Claim Automatically

Force majeure clauses protect both sides.

An employer that wrongly refuses a legitimate extension may itself create further disputes.

If the contractor is entitled to an extension but the employer continues to impose delay penalties, the employer may later face:

• repayment claims;
• disputes over guarantees;
• wrongful termination allegations; or
• damages claims.

Public Procurement Board practice similarly demonstrates that where force majeure is later officially recognised, delay penalties previously imposed for the affected period may need to be returned.

A proper employer response should therefore analyse the evidence rather than simply reject every claim as “contractor risk.”

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41. Long-Term Force Majeure Should Have a Termination Mechanism

Some events last too long for the project to remain commercially viable.

A well-drafted clause may state that if force majeure continues for, for example:

120 consecutive days

or

180 aggregate days

either party may terminate the contract.

The clause should then regulate:

• payment for completed work;
• materials already purchased;
• demobilisation;
• return of guarantees;
• ownership of materials;
• insurance proceeds;
• subcontractor termination;
• design documents; and
• site handover.

Without a long-stop provision, the parties may become trapped in an indefinite suspension.

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42. Contractors Should Not Sign Force Majeure Waivers Without Understanding Them

Some construction contracts contain extremely broad language such as:

“The contractor assumes all foreseeable and unforeseeable risks affecting performance.”

or:

“No event shall entitle the contractor to additional time or cost.”

Such clauses require careful review under applicable mandatory law and contractual interpretation principles.

From a commercial perspective, they can shift enormous risk to the contractor.

The contractor’s tender price should reflect the level of risk contractually assumed.

A contractor cannot price a low-risk project and then sign a contract allocating virtually every extraordinary risk to itself.

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43. International Construction Contracts Need a Governing-Law Analysis

A Turkish construction project may use:

• Turkish law;
• foreign law;
• FIDIC-based conditions;
• international arbitration;
• institutional rules;
• bespoke employer conditions.

The words “force majeure” do not necessarily produce the same legal result under every governing law.

Where Turkish law governs, Turkish mandatory provisions and Turkish contractual interpretation principles must be considered.

If another law governs the construction agreement, the contractual force-majeure analysis may differ even though the project itself is physically located in Turkey.

Parties should therefore distinguish:

law governing the construction contract

from

mandatory Turkish regulatory law governing the construction site.

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44. A Practical Legal Test for Turkish Construction Projects

When a contractor claims force majeure, the analysis should proceed in the following order:

1. What event occurred?

Earthquake, pandemic, embargo, strike, border closure or another event?

2. Was it outside the contractor’s control?

3. Was it foreseeable when the contract was signed?

4. Does the contract expressly allocate this risk?

5. Which exact obligation was affected?

6. Did performance become impossible, temporarily impossible or merely more expensive?

7. Could the contractor reasonably overcome the problem?

8. Were alternative suppliers or working methods available?

9. Was notice given on time?

10. Was the event properly documented?

11. What was the actual impact on the critical path?

12. Was the contractor already in delay?

13. Is the contractor seeking time, money, adaptation or termination?

14. Does TBK Article 136, Article 138 or Article 480 provide the more appropriate legal framework?

15. If it is a public contract, are the requirements of Article 10 of Law No. 4735 satisfied?

Only after answering these questions can a reliable conclusion be reached.

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Conclusion

Force majeure is one of the most frequently invoked—and frequently misunderstood—concepts in Turkish construction law.

An earthquake does not automatically excuse every construction delay.

A pandemic does not automatically suspend every contract.

A supplier’s failure does not automatically constitute force majeure.

Inflation does not automatically entitle the contractor to a price increase.

And a loss-making fixed-price contract does not automatically become legally unenforceable.

The proper legal classification depends on the effect of the event.

Where performance genuinely becomes impossible for reasons beyond the debtor’s responsibility, TBK Article 136 may become relevant.

Where performance remains possible but an unforeseen extraordinary event fundamentally destroys the contractual balance, TBK Article 138 may permit adaptation in appropriate circumstances.

Where a lump-sum construction contract becomes impossible or extraordinarily difficult to perform because of unforeseen circumstances, TBK Article 480 provides a construction-specific adaptation mechanism.

For public construction contracts, Article 10 of Law No. 4735 provides a more explicit statutory framework, including natural disasters and general epidemic diseases among potential force-majeure events while requiring absence of contractor fault, actual prevention of performance, inability to overcome the event, notification and proper documentation.

For contractors, investors and employers, the practical lesson is therefore:

Do not ask only whether an extraordinary event occurred. Ask what the event did to the contractual obligation.

The strongest force-majeure claim is not the one describing the biggest disaster.

It is the one that can prove the clearest legal chain:

extraordinary event → affected contractual obligation → inability to prevent or overcome the impact → timely notice → documented mitigation → measurable project delay or impossibility → legally appropriate remedy.

That distinction often determines whether the contractor receives an extension of time, an adaptation of the contract, termination relief—or remains liable for delay penalties and damages.