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If you ask a lawyer why an indemnity clause is included in an agreement, the reflexive answer is usually some version of "risk allocation". That answer is true. It is also incomplete.

The primary question which the Court addressed in this decision is whether and in what circumstances is the interpretation of a contract solely a question of law as opposed to a question of mixed fact and law.

While most are well aware that the sale of a business is generally a complex process, even sophisticated business owners are surprised by just how much cost and effort is required to complete the sale.

For several years now, we have witnessed, in several sectors of activity (notably in the restaurant industry and in automotive after market services and products), the regrouping of franchise...

There are numerous situations where a non-disclosure agreement (NDA) is valuable, but it's an especially important tool when intellectual property rights are at stake.

A breach of contract that deprives the innocent party of "substantially the whole benefit of the contract" gives the innocent party the option to terminate the contract and discharge the parties from future obligations.

In MEDIchair LP v. DME Medequip Inc., the Ontario Superior Court of Justice considered whether a restrictive covenant contained in a franchise agreement is enforceable by a franchisor...

In Coco Intl Inc v Green Infrastructure Partners Inc, the Ontario Superior Court addressed an application ordering the release of $40 million of escrow funds.

This series continues our overview of the CCDC 30 Integrated Project Delivery ("IPD") Contract. The first article explained the unique tools that Integrated Project Delivery contracts provide for...

I believe contract law has seven wonders. To this day, they remain crucial structures that form the foundation of contract law. Rooted in ancient wisdom, they continue to impact both legal practice and the evolution of other legal principles, yet may be overlooked from time to time.

Although mergers and acquisitions are common methods to scale a business, these strategies may require substantial amounts of cash and/or a flexible capital structure.

In the present dispute, the annual royalty which is paid pursuant to the terms of the franchise agreement is calculated based on gross sales.

In order to access the social media service, customers first have to click an "accept" box representing they have read and agree to be bound by Facebook's terms of use.

In Wastech Services Ltd. v. Greater Vancouver Sewerage and Drainage (Wastech), the Supreme Court of Canada (SCC) recognized a general duty to exercise contractual discretion in good faith.

A recent Supreme Court of Canada (the "Court") decision reinforced the employer's duty of good faith and honesty in all contractual dealings with employees and contractors.

Survival periods for representations and warranties are frequently used in commercial agreements. The interplay between these survival periods and the Limitations Act...

Thinking of selling? It pays to first know what you’re worth.