Monday, December 8, 2014

Contractual interpretation and headings

Neely v. MacDonald, 2014 ONCA 874:

The headings contained in a contract are part of the language chosen by the parties and can properly be considered in interpreting the provisions that follow, provided the wording of the contract is not inconsistent with such an interpretation: Cathcart Inspection Services Ltd. v. Purolator Courier Ltd. (1981), 34 O.R. (2d) 187 (S.C.), at para. 29, aff'd 39 O.R. (2d) 656 (C.A.); Toronto (City) v. Toronto Railway, [1907] A.C. 315 (P.C.). Failure to read an agreement in accordance with its headings may lead a court to misconstrue the contractual provisions (Solway v. Lloyd's Underwriters (2006), 80 O.R. (3d) 401 (C.A.), at para. 44).


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