Discharge of Contracts Overview

The termination of a contract's obligations, releasing parties from responsibilities.

Both parties fulfill their contractual obligations satisfactorily.

A clause ensuring one party compensates another for losses after contract completion.

A clause setting a limit on the liability of contracting parties.

Specifies which contract terms remain valid after completion; essential for ongoing interests.

Occurs when a party doesn't fulfill contractual obligations when they're due. Can be total, partial, or grossly inadequate.

When a party's performance is slightly defective but still fulfills the contract's essence. The non-breaching party can't avoid their obligations, but can sue for damages.

Monetary compensation for the injured party due to the other party's breach. Aims to put the injured party back in the position they would have been in if the contract was fulfilled.

Compensation for lost profits expected from the contract + the cost of finding a new agreement due to the breach.

Foreseeable damages that occur as a direct result of the breach, like having to close down operations.

Damages that are difficult to quantify, like loss of reputation or emotional distress.

Compensation for wasted effort and expenses incurred in reliance on the contract.

An amount agreed upon in advance by both parties that will be paid as damages in case of breach.

A small token award when a breach occurred, but no actual financial loss was suffered. It's a symbolic recognition of wrongdoing.

Solutions granted when monetary compensation isn't enough to fix the problem. They're used when money can't adequately address the situation.

Both parties mutually agree to not proceed with the contract.

An agreement not to proceed with a contract that already exists; only possible when neither party has fully performed.

Replacing an old contract with a new one, typically with better terms for one party.

A future event that must occur before a party's obligations start.

An uncertain future event that ends a party's obligations if it happens.

A party is excused from performing due to an unforeseen external event that makes the contract radically different.

The unforeseen event must be outside the parties' control, arising after the agreement, and making performance impossible or impractical.

Provides a framework for fairness when a contract becomes frustrated.

Legal processes that end contractual obligations.

Legal status where a person or business cannot repay debts.

Legal time limits for enforcing contractual rights.

One party fails to comply with the terms of the agreement.

Essential terms of a contract, breach allows termination.

Non-essential terms, breach allows damages but contract continues.

Meeting deadlines is a major term of the agreement.

The party awarded money or a remedy by a court order.

The party obligated to pay damages or fulfill the court order.

Filing a court order with the court to make it official and enforceable.

A legal document instructing someone to perform or stop an action.

The sheriff seizing and selling assets to satisfy a judgment.

An order requiring an employer to withhold a portion of an employee's wages to pay a debt.

A court proceeding where a debtor discloses financial details.

A contract between a principal and an agent outlining the agent's duties.

A principal's approval of an agent's unauthorized act.

When a third party believes an agent has authority due to the principal's actions.

The agent's obligation to follow the terms of the agreement with the principal.

The agent's obligation to act with the care of a reasonable agent.

The agent's obligation to act in the best interests of the principal.

A principal whose identity is not revealed to a third party.

Both principal and agent can be held responsible for an agent's tort.

A mortgage on personal property, like equipment or inventory, where the creditor has a security interest in the asset but not ownership.

A form of mortgage that covers all of a company's assets, not just specific ones, allowing the assets to change over time.

A provincial law that regulates the creation, perfection, and registration of security interests in personal property.

The agreement between a creditor and debtor that establishes a security interest in an asset.

The point when a debtor's property becomes subject to a security interest.

The process of making a creditor's security interest protected against other creditors.

A type of security interest that has special priority over other security interests when the loan is specifically used to buy the asset.

When the debtor has possession of the asset but the creditor has the ownership interest.

Buyers who purchase goods without knowing about existing security interests, often protected in certain cases.

The process of recording a security interest with the provincial government to protect the creditor's rights.

When an agent intentionally deceives a third party, causing them to enter into a contract. This makes the contract voidable and allows the third party to sue both the agent and the principal.

When an agent makes a false statement about their authority without intending to deceive, but they should have known the truth. This can make the agent liable to the third party.

When an agent falsely claims to have the authority to act on behalf of the principal, resulting in no contract being formed.

Ending the legal connection between an agent and principal.

A contract between a franchisor (brand owner) and a franchisee (business operator) that outlines the franchise relationship and operating rules.

The company that owns the brand and provides the franchise system (e.g., McDonald's).

The individual or company who operates the franchise under the franchisor's guidelines (e.g., the McDonald's restaurant owner).

Canadian law that governs franchise relationships, focusing on disclosure, fair dealing, and the right to associate for franchisees.

An employer is held legally responsible for the actions of their employee if those actions were done within the scope of employment.

When an employer fails to adequately screen employees, causing harm to someone due to the employee's actions.

When a person provides misleading information about someone's qualifications, leading another party to hire them and suffer negative consequences.

When a third party fulfills the obligations of a contract on behalf of the original promisor, but the promisor still remains liable for the performance.

Employees are required to follow reasonable and lawful instructions from their employer.

Employees must act in the best interests of their employer, being honest and loyal during their employment.

The amount of time an employer must give an employee before terminating their employment without cause. It is based on factors like the employee's length of service, position, and industry standards.

When an employer terminates an employee without providing the required notice period, they can pay the employee a lump sum instead, covering the wages they would have earned during the notice period.

Terminating an employee without notice due to serious misconduct, incompetence, or insubordination, effectively ending the employment contract.

Behavior that violates an employee's employment contract or company policies, such as stealing, harassment, or intoxication at work.

Refusal to obey reasonable and lawful instructions from a supervisor, even if the employee disagrees with the instruction.

An employee's inability to perform their job duties due to lack of skills or knowledge, even after training and support.

When an employer terminates an employee without proper cause or fails to provide adequate notice (or payment in lieu of notice).

When an employer makes significant changes to an employee's employment contract, creating an intolerable work environment and forcing the employee to resign. Essentially, wrongful dismissal by manipulation.

An obligation on the employee who claims wrongful dismissal to take reasonable steps to find similar employment to minimize their damages.

Additional financial compensation awarded to punish the employer for their bad faith or malicious actions in wrongfully dismissing an employee.

A remedy in wrongful dismissal cases where the court orders the employer to reinstate the employee back to their job.

A government-funded system that provides financial benefits to employees who suffer work-related injuries or illnesses.

Temporary possession of personal property belonging to someone else, with the obligation to return the property in good condition. Think of it as a temporary loan or entrustment.

A loan or credit arrangement where the lender obtains a security interest in the borrower's property (collateral) to protect themselves in case of default. This gives them the right to seize the collateral.

A lender who holds a security interest in the borrower's property. If the borrower defaults, the secured creditor has priority over other creditors in claiming the collateral.

A contract for the sale of goods where the buyer takes possession but ownership remains with the seller until full payment. The seller retains the right to repossess the goods if the buyer defaults.