Contract Law: Legality
Douglas Wilhelm Harder, M.Math. LEL
Department of Electrical and Computer
Engineering
University of Waterloo
Waterloo, Ontario, Canada
ece.uwaterloo.ca
dwharder@alumni.uwaterloo.ca
© 2013 by Douglas Wilhelm Harder. Some rights reserved.
Legality
Outline
An introduction to the engineering profession, including:
– Standards and safety
– Law: Charter of Rights and Freedoms, contracts, torts, negligent
malpractice, forms of carrying on business
– Intellectual property (patents, trade marks, copyrights and
industrial designs)
– Professional practice
• Professional Engineers Act
• Professional misconduct and sexual harassment
– Alternative dispute resolution
– Labour Relations and Employment Law
– Environmental Law
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Legality
Contract Law
The five essential elements of a contract are:
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An offer is made and accepted
There is mutual intent to enter into the contract
Consideration
Capacity to contract
Lawful purpose
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Legality
For an agreement to be legally enforceable, it must have
a legal purpose
– They must satisfy both statute and common-law precedence
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Legality
Bankruptcy and Insolvency Act
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Legality
Competition Act
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Legality
Construction Lien Act
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The Requirement to Licence
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Contrary to Public Policy
By common-law precedence, any contract that is against
public policy may be illegal or void
– Public policy doctrine are those principles that form the social,
moral and economic foundation of the state
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Contrary to Public Policy
Public policy, n.
The principle that prospective injury to the public good is a basis
for refusing to enforce a contract which would otherwise be valid.
www.oed.com
Also described as the public policy doctrine
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Contrary to Public Policy
Most obviously, a contract that may aid an enemy state
or harm the relationship with a friendly state may be
declared void as being against public policy
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Contrary to Public Policy
What is public policy relevant to engineering?
Freedom of trade
Any term in a contract that restricts trade may be seen to
be contrary to public policy
– Non- competition clauses must continue to allow the individual in
question to continue to make a living
– The time and space restraints in non-competition clauses must
be reasonable
• Courts will not reinterpret unacceptable non-competition clauses;
they will simply render them void
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Contrary to Public Policy
There is also the doctrine of evasion:
– You cannot enter into a contract simply to evade a responsibility
you have to the state
Examples:
– You cannot enter into a contract for the sole purpose of evading
taxes
– Loopholes in the tax code, however, may be exploited—it is not
the purpose of the court to close loopholes made by the
Legislature
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Contrary to Public Policy
A contract cannot have a term to cause the breach of a
term in another contract
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References
[1]
[2]
[3]
D.L. Marston, Law for Professional Engineers, 4th Ed., McGraw Hill, 2008.
Julie Vale, ECE 290 Course Notes, 2011.
Wikipedia, http://www.wikipedia.org/
These course slides are provided for the ECE 290 class. The material in it reflects
Douglas Harder’s best judgment in light of the information available to him at the
time of preparation. Any reliance on these course slides by any party for any other
purpose are the responsibility of such parties. Douglas W. Harder accepts no
responsibility for damages, if any, suffered by any party as a result of decisions
made or actions based on these course slides for any other purpose than that for
which it was intended.
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