Uniform Acts Drafting Conventions

PART III - GENERAL

Waiver, variation of provisions of Act

12 Except as otherwise provided in this Act, any provision of this Act may be varied or waived by agreement of the parties.

Standards of performance of obligations

13 The obligations of good faith, diligence, reasonableness and care prescribed by this Act may not be waived by the parties, but the parties may agree on the standards by which the performance of those obligations are to be measured if the standards agreed on are not manifestly unreasonable.

Obligation of good faith

14 Every duty that is created by a contract of sale or by this Act requires good faith in its performance, whether or not it is expressly so stated.

Rights, etc., enforceable by action

15 Unless otherwise provided by this Act, where any right is conferred or any duty or liability is imposed by this Act, it may be enforced by an action.

General principles of law applicable

16 The principles of law and equity, including the law merchant, the law relating to capacity to contract, principal and agent, estoppel, fraud, misrepresentation, duress, coercion, mistake and other validating or invalidating rules of law supplement this Act and continue to apply.

Parol evidence rule not applicable

17 No rule of law or equity respecting parol or extrinsic evidence and no provision in a writing prevents or limits the admissibility of evidence to prove the true terms of the agreement, including evidence of any collateral agreement or representation or evidence as to the true identity of the parties.

Limitation on effect of Act

18 Nothing in this Act affects

(a) the rights of a holder in due course of a bill, note or cheque within the meaning of the Bills of Exchange Act (Canada),

(b) the rights of a holder of a document of title under an Act of the Parliament of Canada; or

(c) an Act of the Province other than this Act.

Next Annual Meeting

2018 Conference (Centennial)

Delta Hotel

Québec City, QC

August 12 - 16, 2018