Category Archives: Contract Disputes

As blockchain technology continues to reshape how transactions are conducted, legal systems around the world are being forced to reckon with the implications of a decentralized digital future. In Ontario, where innovation in fintech and digital assets is steadily growing, smart contracts are attracting increasing attention. But with this technological evolution comes a fundamental question: […]

Navigating the complexities of contract law often hinges on understanding the nuances between repudiation and rescission—two terms frequently confused yet critically distinct. A recent Ontario court decision offers a real-world illustration of these concepts, highlighting their practical implications in a failed real estate transaction. Case Concerned a Failed Real Estate Transaction Through its representative, the […]

Three things are generally required for a contract to be legally enforceable: an offer, acceptance of the offer, and an exchange of something of value (or “consideration”) between the parties to the contract. Consideration need not be an exchange of money, and courts will generally not inquire whether the consideration is adequate. Nominal consideration may […]

It is common for an agreement for the purchase and sale of a business to contain terms restricting the future ability of the vendor to compete with the company that is sold. The intent of such a restrictive covenant is generally to protect the goodwill associated with the business. This spring, Ontario’s Court of Appeal […]

In Ontario, franchise agreements are subject to the requirements of the Arthur Wishart Act (Franchise Disclosure), 2000 (the “Act”).  The Act imposes a “duty of fair dealing” on the parties to such an agreement and grants franchisees the right to form an organization of franchisees.  One of the most significant aspects of the Act is […]

Section 347 of the Criminal Code makes it a criminal offence for someone to enter into an agreement or arrangement to receive interest at a “criminal rate” or to receive a payment or partial payment of interest at that rate. In turn, a “criminal rate” is “an effective annual rate of interest calculated in accordance […]

Litigation involving contracts often hinges on the interpretation to be given to one or more terms of the contract.  Parties will typically advocate for a particular interpretation.  Sometimes, a question arises about whether and to what extent a party can introduce evidence substantiating that interpretation.  Among other things, that question may involve the application of […]

Businesses that agree to carry out their contractual obligations using “best efforts” may wonder what standard that phrase imposes on them.  The words have a lengthy judicial history, and the issue recently arose again in the Superior Court of Justice decision of 2271047 Ontario Ltd. v. Window City Industries Inc. In 2010, Window City Industries […]

It is common for businesses to have long-term relationships with particular individuals. Still, when someone new comes into the picture, a business may have questions about the level of authority that person has.  This issue can sometimes arise in the context of contracts between parties.  When can a business assume that the individual they are […]