Law 101 Final Modules 9 - 11: University of Alberta

Contract/Property Law, Family Law, Corporations

What is a contract?

An agreement between two or more parties which is enforceable as a matter of law

What makes a contract legally enforceable?

If one side doesn’t live up to their side of the agreement, the other side can seek court assistance

Terms of Sale Contract

The agreed-upon elements that govern the sale of goods or services between a buyer and a seller. It includes the refund and exchange policies

When is an agreement a contract?

1. Offer - one side must propose something

2. Acceptance - if the otherside agrees, then that agreement is binds both sides

3. Consideration - usually the price of the agreement

Consideration

The party making the promise has to receive some benefit or suffer some sort of detriment. Usually price is the detriment

Contractual Weakness

Can make a contract difficult to enforce even if offer, acceptance and consideration are present

Ambiguity of Terms

Unclear terms of a contract can impact enforceability. Courts need to know exactly what parties meant. Courts will not invalidate a contract if they can come up with a sensible interpretation

Meeting of the Minds

The moment when both parties mutually agree on the essential terms of a contract. It is a foundational requirement for a valid and enforceable contract

Objective vs Subjective

Courts do not look into a party’s secret intentions or mental reservations. They base their decisions on what was said, written, and done

Unilateral Contracts

• One side makes and offer

• The others’ acceptance relies on the fulfilment of conditions

Bilateral Contracts

• Both sides have an obligation to do something

• Once both sides accept, it is binding on both

Types of Contracts

• Individualized

• Standard Form

Individualized Contract

Typically freelance - Both sides negotiate the details of the contract and have input into the agreement

Standard Form Contract

Prewritten (usually) - One side drafted the argument, the other simply agrees and signs

Types of Contractual Terms

• Warranties

• Exclusion clauses

Warranties

A promise that if the service or device malfunctions, the manufacturer while repair or replace the item. It is a legal guarantee that can be expressed or written or even imposed by legislation

Exclusion clauses

The seller will not be liable for any injury in case of an accident

Breach of Contract

One side (the non-compliant party) fails to perform what is promised. The other can seek damages or specific performance

Mitigation of Damages

Party must reasonably mitigate damages before claiming them

Non-performance

When a party fails to fulfil their contractual obligations

Birch v GWR Resources

Birch helped GWR get investors and claimed a finder’s fee, but there was no written contract.
The court said GWR was unjustly enriched, and Birch deserved payment based on quantum meruit (fair value for services)

Specific Performance

The contract is for something specific that money cannot fix. The remedy required necessitates that the other party follow through with their end of the deal

Damages for Breach

When one side doesn’t perform, one side can ask for payment (damages) equal to the harm caused. They are determined by the courts by how much they suffered due to the breach of contract

What is Property Law?

Various rules that govern the relationships between individuals or between an individual and the state and the law and how it relates to things

Property Law creates …

Rights Good Against the World (In Rem)

Real Property

Land and buildings

Personal properties

• Tangible things (chattels)

• Intangibles (intellectual, financial)

Property Regimes

The legal system that decides how property is owned, used, and shared

Open Access Property

No one is excluded to the benefit of the resource ex: air, ideas

Private Property

Everyone but the owner is excluded. Owner has exclusive rights

Public Property

The State owns the resource and regulate access to it

Shared Property

The owners regulate access to the resource. Appears to be private from the outside

Property Rights

1. Rights to exclude

2. Right of possession

3. Right to use and enjoy

4. Right to transfer

5. Right to income or revenue

Property Bundle of Rights

Property is imbued with rights and liabilities. One can give sticks to other people while retaining rights to part of the property

Ownership

Interests in Canada are passed down from the Crown

Tenure

The right to hold the land of the Crown

Estate

The duration of the tenure

Tenant in Fee Simple

A person who potentially holds the land forever

Dominion Land Act 1872

Canadian Land Act that let settlers claim free farmland in Western Canada to encourage colonization. Laid the foundation for the modern Alberta land title system

What is Included in a Grant of Land?

• Soil and vegetation

• Riparian rights; water access

• Centre of Earth to boundaries of property to sky

• Doesn’t necessarily include mineral rights

Alberta Township Division System

A land grid system used in Alberta.
Land is divided into:

• Townships (6×6 miles)

• Each township = 36 sections

• Sections can be divided into quarters

What is Family Law?

The practice of law in discussing what happens when a family splits up in regards to property, children and finances

Who makes Family Laws?

• Federal: overall rights around marriage and divorce

• Provincial: how to get married, property, common law partnerships

Civil Marriage Act, 2005 (CA)

Marriage is the lawful union of two persons to the exclusion of all others

Marriage Act (AB)

How to get married in Alberta:

• Marriage license

• Who can be your officient

Common Law Partnerships

Not a legal term; used for long-term partnerships

Adult Independent Partners (AIPs)

Any two people, any gender, not necessarily romantic (but usually is)

Adult Independent Partners Act (AB)

A law that gives rights and responsibilities to non-married couples who live together in a close personal relationship (e.g., common-law partners, close friends, or relatives)

Conditions for an AIP

• You’ve lived together for 3+ years, or

• You’ve lived together with a child, or

• You’ve signed an AIP agreement

Relationship of Interdependence: Section 1 of the AIP Act

1. Share each other’s lives

2. Are emotionally committed to one another

3. Function as an economic and domestic unit

Medora v Kohn, 2003

The couple lived together for 8 years and presented themselves as a couple. Even though they kept finances separate, the court found their relationship met the definition of an Adult Interdependent Relationship under Alberta law. Plaintiff could claim support—but ultimately was denied because she was self-sufficient and hadn’t expected ongoing support

Ross v Doehl, 2021

The couple lived together in a committed relationship despite challenges. The court held they were in an AIP because they:

• Shared their lives and emotional commitment

• The defendant provided financial support

• Presented themselves as life partners

• Engaged in couples counselling and planning together

The plaintiff was entitled to partner support

Divorce Act (CA)

Legal grounds for divorce:

1. Adultery

2. Physical or Mental Cruelty

3. Separation for one year (“no fault divorce”)

When does an AIP end?

• Written agreement

• Live separately for one year/one intends to end the relationship

• Marriage/one enters

• Declaration of irreconcilability

What are the Property Rules (marriage and AIP)?

Family Property Act (2020) allows for fair and equal division of property

Three Categories of Property (section 7 of FPA)

1. Exempt Property

2. Distributable Property

3. Divisible Property

Exempt Property

• Gifts

• Inheritance

• Property acquired before union

• Anything traceable to these categories

Distributable Property (just and equitable)

• The increase in value from exempt property

• Property purchased from income from an exempt property

• Property acquired after seperation

Divisible Property (split 50/50)

• Everything else

• Presumption 50/50 split

• Can apply just and equitable factors, but rare

Just and Equitable Factors

• Length of the relationship

• Contributions of each partner

• Income and earning capacity

• Roles during the relationship

• Needs of children

• Whether one person was financially dependent on the other

• Unjust enrichment

Equalization Payment

Money one partner pays to the other after a relationship ends, to make sure both leave the relationship with a fair share of the property gained while together

Corollary Relief

The extra legal issues that are decided along with divorce like child custody, child support, spousal support and property division

Parenting moving forward involves…

1. Decision-making responsibilities

2. Parenting time

Must be made in the best interest of the child, as its needs are most important

High Conflict

Courts may have to intervene in a situation where both parties argue a lot, have trouble communicating and cannot agree.

Serious parenting problem

When abuse or neglect is happen, must mitigate by setting a strict visitation schedule

Guardian (AB)

In Alberta, A biological parent who did not give birth to the child is not necessarily a guardian of the child

If you weren’t living together or married or similar circumstances, you need to voluntarily take responsibility to gain guardian rights

Child Support

Financial support for a child one provides by paying int to the other parent

• it is highly regulated by the provincial and federal governments

Child Support Guidlines

• Give the exact rules

• Make sure children are provided for

• Make surre both parties take part in the responsibility of childcare

Types of Child Support

• Base Support (section 3)

• Extraordinary expenses (section 7)

Base Support (section 3 of FLA)

Set amount for child’s basic expenses

Extraordinary expenses (section 7 of FLA)

• Childcare (if necessary)

• Medical/dental expenses not covered by insurance

• Educational expenses (e.g., tutoring, private school)

• Post-secondary education costs

• Extra-curricular activities, if they’re significant and appropriate

Primary Parenting (section 3 of FLA)

One parent has the child/children for more than 60% of the time. They are entitled to base child support

How much does the Payor have to pay the Recipient?

The payor pays a monthly amount based on:

• Their gross annual income

• The number of children

• The province or territory they live in

Shared Parenting

1. Amounts each parent would have to pay if the other parent was the primary

2. Increased costs of shared parenting arrangements

3. Conditions meets needs and other circumstances of each child

Allows children to have same quality of life in both homes

Section 7 of Family Law Act

• Expenses must be reasonable

• Parents pay their share in proportion to their income

Spousal Support

Financial support paid by one partner to another after a breakup. Courts consider:

• Length of relationship

• Roles during relationship

• Age, health, and income

• Whether one gave up work or schooling

• Financial need and self-sufficiency

Goal is to promote economic self-sufficiency within a reasonable period of time

Spousal Support Guidelines

• No legal guidelines

• A tool, not a leg

• Help determine how much should be approportioned

Kitchen Agreement

• Parties come to an agreement on their own for parenting time, decision can be binding without legal counsel

• Child support and property division often require further steps

Property Division according to Family Property Act Section. 38

• Must be signed in front of two lawyers

• Both parties must understand the affects unto which they’re signing

• Signing freewillingly and voluntarily

• Knows rights that are being given up

Child Support: Legal Procedure

1. Apply to court or file an agreement

2. Show:

   • The other parent’s income

   • The child’s living arrangements

3. Court uses Federal Child Support Guidelines to set the amount

4. Support is enforced through Maintenance Enforcement Program (MEP) if unpaid

Maintenance Enforcement Program (MEP)

A government program to ensure that child support is paid

Mediation (Family Law)

Helps guide families through their decisions, helping them to reach consensus

• Mediators cannot give legal advice, only information

Lawyer Lead Negotiation

A legal process where each party is represented by a lawyer, and the lawyers negotiate directly to reach a settlement.

Success - Draft and agreement

Failure - Proceed to court

Collaborative Family Law

A legal process where both parties and their lawyers agree to resolve family issues without going to court.

Key Features:

• Everyone signs a participation agreement

• Focus on cooperation and problem-solving

• May involve neutral professionals (e.g. financial advisors, therapists)

If talks fail, the lawyers must withdraw, and new ones must be hired for court

Same Sex Marriage Legalization in Canada

July 20, 2005

What is Corporate Law?

An area of Law that facilitates business activity and provides different legal forms for business operations

Common legal forms for operating a business

• Sole proprietorships

• Partnerships

• Corporation

Key questions to ask when selecting a legal form

• How do I want the business to be taxed

• How much time and money can I spend setting up and maintaining the business

• What are the legal and reporting requirements

• Do I want to be personally responsible for business debts

Sole Proprietor

• The business person is the business

• Investment from business person, can borrow money

• Profit taxes as personal income

• Personal liability

• Low legal form maintenance effort

Partnership

• Two or more people working together to make a profit

• Investment from partners, can borrow money

• Profit taxes as personal income

• Personal liability

• Low legal form maintenance effort

Corporation: Legal Entity

• The incorporated business is a legally separate entity

• Investment of shareholders, corporation can borrow money

• Profits taxed separately from people involved

• Limited liability

• Moderate effort to maintain legal forms

Three Categories of People who comprise a Corporation

• Shareholders

• Directors

• Officers

Shareholder Rights

• Share in the profits of the organization (dividends)

• Share in the residual value of the corporation (residual claim)

• Vote when shareholders are making a decision

Corporation - Functions

• Purpose: Make profit for shareholders

• Profits: Shared through dividends

• Residual Claim: Shareholders get what's left after debts

• Voting: 1 vote per share (more shares = more votes)

Cooperative - Functions

• Purpose: Serve members’ needs

• Profits: Shared based on use (patronage)

• Residual Claim: Members get leftovers based on use

• Voting: 1 member = 1 vote (equal say)

Fiduciary Obligation

Obligation to act in the best interest of the corporation

Fiduciary

Individual in the position of trust. They must put the person’s interests’ above theirs ex: Lawyer to client

Breach of Fiduciary Duty

When someone in a position of trust puts their own interest ahead of the person they owe loyalty to

Different Theories of Fiduciary Obligation

• Shareholder Primacy

• Stakeholder Theory

Shareholder Primacy (USA)

A theory that says that a corporation’s main duty is to maximize value for its shareholders