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Feb 16, 2017 · The Supreme Court also affirmed that contracts will only be construed contra proferentum if the general rules of construction cannot be used to resolve an ambiguity in the contract. When read as a whole, the Court found that SEF 44 was unambiguous and the fact that the insurer had articulated an alternative interpretation neither established the reasonableness of the insurer’s interpretation ...
Oct 11, 2023 · Creating a commercial contract involves several steps: Negotiation: Parties discuss terms, negotiate, and agree on the contract terms. Drafting: The contract is prepared, detailing all agreed-upon terms. Review: Both parties carefully review the contract to ensure accuracy and understanding. Signing: Once reviewed and approved, the contract is ...
Whether you use an agreement, engagement letter or some other form of contract, ensure that you address all the relevant issues for your circumstances. Below is a list of important items that may form part of your contract. We have also identified potential issues and provided sample contract clauses. 1.
Nov 21, 2014 · In Bhasin v Hrynew, [1] a unanimous Supreme Court of Canada recognized that good faith contractual performance is a general organizing principle of Canadian common law, and that parties to a contract are under a duty to act honestly in the performance of their contractual obligations. The case is the first time our highest court has examined ...
- What Happened?
- Has The Decision Changed The Law on Interpretation of Contracts?
- Practice Points
In Dooba Developments Ltd v MacLagan Investments Ltd, the High Court was asked to determine an appeal over whether a clause in a conditional sale agreement that entitled a party to rescind “if all of the conditions have not been discharged“, gave a party the right to rescind if only 3 of the 4 conditions had been discharged by a longstop date. At f...
No. The decision followed that of Arnold v Britton, which emphasised that it is not necessary to consider commercial common sense or the intent of the parties when the wording of a clause is unambiguous. However, the decision does highlight some points worthy of consideration by those drafting and interpreting contracts.
If the meaning of the words of a contract is unambiguous, the court will apply the contract literally, without consideration of commercial common sense or the parties’ intent.Be consistent when drafting. For example, don’t use “any” and “all” interchangeably if you intend those words to have the same effect.Draft conditions using clear, and ideally positive, language. In this case, the clause “if all conditions have not been discharged…” would have been easier to interpret if one of the alternatives b...Aug 22, 2019 · Yes. In Canada, provincial e-commerce legislation supplements the common law and makes it acceptable for commercial contracts between businesses to be entered into electronically at the will of ...
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May 30, 2019 · In Bhasin, for example, the Supreme Court was conscious of the need to take into account the reasonable expectations of two major trading partners of common law Canada – Quebec and the United States – which both have established doctrines of good faith in contract law. The commercial law of England and Wales, on the other hand, is much more ...
