Canada: Ontario Court Of Appeal Summaries (April 13 – 17, 2015)

Last Updated: April 22 2015
Article by John Polyzogopoulos

Hello everyone. Below are summaries of this week's OCA civil decisions (non-criminal). Topics covered include certification of a copyright class action brought by land surveyors against Teranet Inc for providing access to their plans, reasonable notice of termination of employment, stay of proceedings in both the creditor-debtor and immigration law context, and franchise law.

Please feel free to share this blog with anyone whom you think would be interested. As always, we welcome your comments and feedback.

Siskinds LLP v. Canadian Imperial Bank of Commerce, 2015 ONCA 265
[Hoy A.C.J.O., Cronk and Watt JJ.A.]
E.A. Cherniak and J. Squire, for the plaintiff (appellant)
P.H. Le Vay and J. Safayeni, for the defendant (respondent)

Keywords: Endorsement, Contract Interpretation, Good Faith, Bhasin v Hrynew

The appellant, Siskinds LLP, performed collection work on behalf of the respondent, Canadian Imperial Bank of Commerce ("CIBC") pursuant to a written agreement of the parties. When CIBC terminated the agreement, the parties disagreed about the interpretation of a provision that allowed Siskinds LLP to invoice CIBC "for Services performed up to the date of termination of the Agreement."

The motion judge agreed with CIBC's interpretation and granted its cross-motion for summary judgment.

Holding: Appeal dismissed.


Deference is owed to the motion judge's interpretation of the agreement, and there was no palpable or overriding error. The motion judge considered and properly applied the applicable principles of contract interpretation.

When the entirety of his reasons are considered, it is apparent that the motion judge appreciated and took into account factors related to the work/commission payment profile, and simply concluded that they were not controlling of the meaning to be accorded to the words used by the parties in the agreement. The motion judge held, and the Court agreed, that the appellant's proposed interpretation would require "a radical change in the methodology for calculating [the appellant's compensation]" that was not contemplated by the agreement, and was inconsistent with the historical commission structure and pattern of dealings between the parties.

Lastly, Bhasin v. Hrynew, 2014 SCC 71, which recognized a general duty of honesty in contractual performance, does not affect the interpretation of the provision at issue.

United States v. Huang, 2015 ONCA 266
[Strathy C.J.O., Doherty and Gillese JJ.A.]
R. Pillay, for the appellant
N. Dennison, for the respondent

Keywords: Extradition Law, Expert Opinion, Foreign Law

Facts: Kai Guo Huang (the "appellant") appeals an order committing him for extradition to the United States to stand trial for the offences of murder and interfering with a dead human body.

The appellant is accused of committing murder in the United States in 1998. A few days after the murder was committed, the appellant's sister and brother-in-law (the "Witnesses") allegedly gave police statements implicating the appellant in the murder. The Witnesses' evidence is essential to the American murder prosecution. However, the Witnesses have since sworn affidavits denying that they made the police statements. They have returned to China and have no intention of testifying against the appellant.

The appellant argued that he should not be extradited because the crucial evidence of the Witnesses is not available for his murder prosecution in the United States. The appellant sought to introduce the expert opinion of a law professor from China who stated that under Chinese law, authorities do not have the power to compel the Witnesses to testify in the American proceedings. The extradition judge however, held that it was not the role of an extradition judge to conduct an inquiry into foreign law. She found that the Witnesses' evidence was available for the murder prosecution and ordered the appellant's committal.

On appeal, the appellant argues that the extradition judge erred in failing to admit the expert opinion.

Holding: Appeal dismissed.

Reasoning: It is not the role of the extradition judge to determine issues of foreign law, absent exceptional circumstances.

The court found that it is beyond the scope of the extradition hearing to determine the extent to which Chinese authorities, under local Chinese law, could compel the Witnesses to testify in the American prosecution. Accordingly, the extradition judge made no error in refusing to conduct such an inquiry.

Caffé Demetre Franchising Corp v 2249027 Ontario Inc., 2015 ONCA 258
[Doherty, Epstein and Tulloch JJ.A.]
D. S. Altshuller, for the appellants
J. H. McNair, for the respondents

Keywords: Franchise Law, Summary Judgment, Rescission, Arthur Wishart Act (Franchise Disclosure), 2000, ss. 5, 6(1), 6(2), Disclosure, Material Fact, Stark and Material Deficiency


The respondent, Caffé Demetre Franchising Corp., was the franchisor of a franchise specializing in freshly made desserts and ice cream. The appellant, 2249027 Ontario Inc., purchased a Caffé Demetre franchise.

Approximately a year after the franchise was purchased in 2011, difficulties arose between the parties that led the franchisor to sue the franchisees claiming, among other things, a declaration that the franchise agreement was at an end and damages for breach of contract. The franchisees had failed to perform repairs requested by the franchisor and failed to provide information explaining why customer orders at their location were cancelled at point of sale roughly three times more often than at other outlets. Furthermore, the franchisees had failed to improve the appearance of the location, and failed to provide financial statements and tax returns, in breach of their obligations under the franchise agreement.

The franchisees counterclaimed, adding the principal of the franchisor to the action, and claiming rescission of the franchise agreement on the basis of alleged deficiencies in the disclosure document the franchisor had provided at the time of purchase of the franchise.

The motion judge granted partial summary judgment to the franchisor and dismissed the franchisees' counterclaim for rescission. He found that three of the four alleged disclosure omissions relied upon by the franchisees were not disclosure deficiencies at all. With respect to the fourth alleged omission – the non-disclosure of ongoing litigation commenced by the franchisor against a competing business – the motion judge concluded that while the franchisor should have disclosed the ongoing litigation in which it was involved, this omission failed to "come anywhere close" to the type of deficiency that entitled the franchisees to rescind the franchise agreement under ss. 6(2) of the Arthur Wishart Act (Franchise Disclosure), 2000 (the "Act").

On appeal, the franchisees challenged the motion judge's decision that the summary judgment procedure was appropriate in the circumstances as well as his conclusion that the undisclosed litigation did not entitle them to rescission under ss. 6(2) of the Act.

(1) Did the motion judge err in concluding that the claim for rescission advanced in the counterclaim could be determined by way of summary judgment?

(2) Did the motion judge misapprehend the evidence and otherwise err in finding that the failure to disclose the existence of the litigation against the competing business did not give rise to rescission rights under ss. 6(2) of the Act?

Holding: Appeal dismissed.

(1) No. The Court rejected the franchisees' argument that it was not in the interests of justice to determine the rescission claim on a motion for summary judgment as other matters between the parties arising out of the franchise investment, including a claim for damages for misrepresentation under s. 7 of the Act, were proceeding to trial in any event.

The Court agreed with the motion judge's conclusion that there was no risk of inconsistent findings of fact as the facts were essentially undisputed. Further, on appeal, the franchisees did not challenge the motion judge's findings with respect to the three alleged deficiencies. The motion judge found the undisclosed litigation to be a material fact, leaving the franchisees free to pursue a claim for misrepresentation on the basis of that omission. Lastly, using the summary judgment mechanism to deal with the discrete matter of the franchisees' right to rescission was an expeditious and effective approach to resolving an important issue.

(2) No. The Court rejected the franchisees' argument that it was unreasonable for the motion judge to infer that the undisclosed litigation had no impact on their decision to purchase the franchise or on the price they agreed to pay for the franchise outlet. The Court further rejected the franchisees' submission that the motion judge further erred by finding that the franchisees' failure to complain about the litigation was relevant to whether the existence of the litigation could reasonably be expected to have affected their purchase decision.

Ongoing or prospective litigation involving a franchisor is not, by definition, a material fact. The litigation must be disclosed if it falls within the description contained in ss. 2(5) of O. Reg. 581/00. But if the litigation in issue does not fall within that description, then whether it is a material fact, as contemplated by the Act, will be a question of fact determined on a case-by-case basis. The analysis is highly fact-specific and no bright-line rule can be articulated. In light of the motion judge's observations about the undisclosed litigation – that it was a protective measure taken by the franchisor at the request of and for the benefit of the franchisees – it did not constitute a potential liability that might attach to the franchise system and would not financially impact the franchisees' Caffé Demetre outlet. The lawsuit was not a material fact. Thus, the disclosure document given to the franchisees was not deficient by reason of the franchisor's failure to reference the litigation. Furthermore, even if the undisclosed litigation did amount to a disclosure deficiency, it was not sufficiently significant to entitle the franchisees to rescission under ss. 6(2) of the Act.

Thompson v. Sun Life Assurance Company of Canada, 2015 ONCA 162
[Cronk, Gillese and Brown JJ.A.]
A.R. Kerr, for the appellant
D. Konduros, for the respondent

Keywords: Insurance Law, Endorsement, LTD Benefits, Limitation Period, Summary Judgment

Facts: The appellant appeals from the judgment of Salmers J., which granted summary judgment dismissing her action. The appellant was employed by a casino for over twelve years, and during this time the casino purchased a group policy of insurance from the respondent for its employees. The appellant was an eligible employee of the casino for the purposes of long-term disability benefits under the policy. The appellant's employment was subsequently terminated by the casino. Two years after her termination, the appellant brought an action seeking payment of disability benefits under the policy. The appellant had not made any claim for disability benefits during the time she worked for the casino.

Issue: Did Salmers J. err in granting the respondent's summary judgment motion?

Holding: The appeal was dismissed and costs fixed at $2,700 were awarded to the respondent.

No. While Salmers J. did err by dismissing the appellant's action on the basis that it was barred by virtue of the contractual one-year limitation provision contained in the policy, he made other findings that supported the dismissal. Specifically, Salmers J. found that the appellant had not met the qualifying conditions of the policy, because the coverage for disability benefits ended when her employment was terminated, and she had not made any claim for these benefits when she was an employee of the casino. Furthermore, the appellant failed to make a claim for benefits within the 60 day period after she discovered her disability, as required by the policy. These conclusions were based upon the uncontroverted evidence filed by Sun Life, and there was no reason to interfere with them.

Salmers J. also correctly concluded that the appellant's action was by barred by the two year limitation period in section 4 of the Limitations Act, 2002, as she did not commence this action until more than two years after she discovered her disability.

Keatley Surveying Ltd. v Teranet Inc., 2015 ONCA 248
[Weiler, Sharpe and Blair JJ.A]
P. Morrison, J. Parla, S. D'Souza and T. Chapman-Smith, for the appellant
K. Baert and C. Poltak, for the respondent

Keywords: Copyright Law, Copyright Act, Class Proceedings, Class Proceeding Act, 1992, Certifiable Class, Land Surveyors, Common Issues, Representative Plaintiff, Litigation Plan

The plaintiff Keatley Surveying Ltd. is a professional corporation owned and operated by Mr. Keatley, a land surveyor. The defendant Teranet Inc. manages Ontario's electronic land registry system as a service provider to the government. Documents prepared by land surveyors are registered in the electronic land registry system and are provided to members of the public for a fee prescribed by statute. No fees or royalties are paid to the land surveyors who prepare the plans of survey. Keatley asserted copyright in the plans or survey it prepares and owns. It seeks certification of the action as a class proceeding on behalf of approximately 350 land surveyors in private practice in Ontario whose survey documents appear in digital format in Teranet's database.

The class proceedings judge refused to certify the action finding that Keatley had failed to show an identifiable class, only one proposed common issue was potentially certifiable, a class proceeding was not the preferable procedure, Keatley was not representative of the proposed class, and the litigation plan was not workable. On appeal to the Divisional Court, the action was certified on the basis of a revised class definition and revised common issues. Teranet appeals that decision.

(1) Did the Divisional Court err by considering revised proposals for certification that differed from those presented before the class proceeding judge?

(2) Did the Divisional Court err by granting certification on the basis of the revised proposals as to identifiable class, common issues, preferable procedure, and representative plaintiff?

(3) Did the Divisional Court err in holding that it is not necessary that there be anyone other than the plaintiff who wishes to pursue its claims as a class action, or at all?

(4) Did the Divisional Court err in certifying the proceeding without requiring the plaintiff to propose a workable litigation plan?

Holding: Appeal dismissed.

(1) No, the Divisional Court did not err in considering revised proposals for certification that differed from those before the class proceedings judge. The issue was whether Keatley's reformulation of the class definition and common issues exceeded the type of adjustment that is contemplated by the jurisprudence and whether Teranet was prejudiced by the changes. The Court held that the recast definition did not fundamentally change the nature of the case presented on appeal in a way that would prejudice Teranet. The change did not deprive Teranet of an opportunity to respond and Teranet neither required nor sought an adjournment to consider the change. Any prejudice having to deal with the new class definition on appeal was dealt with in its costs order. Additionally the Court found that there was substantial similarity between the two sets of proposed common issues. The conceptual core of the case remained unchanged and Teranet was not at any disadvantage in presenting arguments on the revised set of common issues. The court held that the revised common issues on appeal neither expanded nor altered the scope of the litigation that was presented at first instance.

(2) No, the Divisional Court did not err by certifying the action. Teranet submitted the words "whose plan of survey" referred to ownership of copyright and as that is an issue to be determined in the action, the proposed class definition remained merits-based. The court found this submission to be without merit and held the revised class definition did not rest upon or require a determination of copyright ownership.

Teranet argued that the central common issues proposed by Keatley could not significantly advance the litigation. The court held that the resolution of the common issues would turn on legal interpretations having general application to class members that did not require any inquiry into the individual circumstances of the class member. The court agreed with the Divisional Court that the resolution of the issues would significantly advance the litigation and found that the Divisional Court's assessment of the proposed common issues was entirely consistent with decisions dealing with certification in other copyright cases.

Teranet argued that the Divisional Court erred in finding that the preferable procedure requirement was satisfied. The court agreed with the Divisional Court's conclusion that the common issues identified significant elements of the litigation that, if resolved in Teranet's favour, would be fatal to the claim. If Teranet does not succeed on the common issues, the remaining issues requiring individual trials would be fewer and simpler by virtue of the determination of the common issues.

Additionally Teranet argued that Mr. Keatley was not a suitable representative plaintiff for the action. The court agreed with the Divisional Court's finding that while Keatley stands to gain more than other surveyors from the outcome of the litigation, his situation is not so different or distinct as to give rise to a conflict or make him unsuitable to represent the interests of the class.

(3) No, the Divisional Court did not err in rejecting the proposition that under s.5(1)(b) of the Class Proceedings Act, 1992 it is necessary to show that there are class members, other than the plaintiff, who wish to pursue claims as a class action. The proposed representative plaintiff must show that there are two or more individuals who have the same claim as the representative plaintiff to advance. Often the existence of one claim will be apparent from the nature of the claim being advanced. The court held that if the representative plaintiff has a claim for breach of copyright, it is apparent that the other surveyors will have a like claim. Where the existence of multiple claims is not apparent, some evidence that multiple claims exist may be required. The court held that the Divisional Court was correct that a distinction must be drawn between the existence of multiple claims and the subjective wishes or intentions of individual class members to assert a claim.

(4) No, it was reasonable for the Divisional Court to accept the plan Keatley provided and to refer the details to the common issues judge. In the circumstances of the case, the litigation plan was adequate as the common issues judge would be in the best position to determine how to resolve the individual issues which were complex. The court found that developing a full laid out litigation plan at this stage of the proceeding would be difficult, if not impossible.

Beatty v. Best Theratronics Ltd., 2015 ONCA 247
[Gillese, van Rensburg and Pardu JJ.A.]
F. Cesario and S. M. O'Brien, for the appellant
G. B. Fraser, for the respondent

Keywords: Employment Law, Wrongful Dismissal, Reasonable Notice, Bardal v. The Globe and Mail Ltd., Mitigation

Facts: The respondent moved for summary judgment in a wrongful dismissal action. The motion judge granted partial summary judgment, and directed that the claims for aggravated, punitive and special damages proceed to summary trial. The appellant sought to set aside the judgment and to have the respondent's claim dismissed, or alternatively that a trial be ordered in respect of the period of reasonable notice and mitigation.

The respondent was 58 years old when his employment was terminated with 12 weeks' salary and benefit continuation. He had 16 years of continuous employment with the appellant and its predecessors.

(1) Did the motion judge err in his determination of the reasonable notice period of 16 months?

(2) Did the motion judge err in concluding that the respondent made reasonable efforts to mitigate?

Holding: Appeal dismissed.

(1) No. The motion judge considered factors from Bardal v. The Globe and Mail Ltd. (1960), 24 D.L.R. (2d) 140 (Ont. H.C.) at p. 145: the character of the respondent's employment, his length of service, his age and the availability of similar employment, having regard to his experience, training and qualifications. He considered various reported cases cited by the respondent where notice periods in the range of one month per year of service were applied to long service employees in senior technical positions, and concluded that these cases were comparable. He observed that the appellant's position that 12 weeks' notice was sufficient was "remarkable" and "with no real rationale". The motion judge did not apply a "rule of thumb" of one month per year of service; rather, he considered all of the Bardal factors, including, importantly, the specialized character of the respondent's employment.

(2) No. First, mitigation is not simply a question of counting up the number of job applications submitted by a terminated employee. The entire job search must be considered. Second, pursuant to Link v. Venture Steel Inc., [2010] O.J. No. 779 (C.A.), the onus was on the appellant to prove that the respondent failed to take reasonable steps to find "a comparable position reasonably adapted to his abilities". All of the relevant evidence was before the motion judge on the mitigation issue, and the only reasonable conclusion was that the respondent acted reasonably in mitigating his losses when, ten months after his termination, he was able to secure a contract position in the nuclear field.

Abuzour v. Heydary, 2015 ONCA 249
[Huscroft J.A. (In Chambers)]
M. Adilman, for the applicants
M. Marrie, for the moving party LAWPRO
B.N. Radnoff, for Jeff Landmann, Yan Wang and Darren Smith

Keywords: Solicitor's Liability, Errors & Omissions Insurance, LawPro, Civil Procedure, Stay of Proceedings, Rule 63.01(1), s. 134(2) of the Courts of Justice Act

LAWPRO brought this motion for directions concerning the order of Penny J., dated October 28, 2014, which ordered LAWPRO pay to the Abuzours the available proceeds of the 2013 insurance policy of the Respondents, Javad Heydary and Heydary Hamilton Professional Corporation. That order was not appealed. Jeff Landmann, Yan Wang, and Darren Smith, three lawyers formerly employed by the Heydary law firm, were not able to appeal the October 28 motion because they were not given proper notice of the motion.

A second order by Penny J., dated January 29, 2015, dismissing a motion to vary his October 28 order, is subject to an appeal by Landmann, Wang, and Smith.

LAWPRO asked whether the October 28 order was automatically stayed by operation of Rule 63.01(1). In the event that the October 28 order was not automatically stayed, LAWPRO asked whether it should be stayed in the interests of justice.

(1) Is the October 28 order automatically stayed by Rule 63.01(1)?

(2) Should the October 28 motion be stayed in the interests of justice?

Holding: Stay granted.

(1) No. Landmann, Wang, and Smith were not party to the October 28 order because they were not provided with notice of the motion. That failure of notice resulted in proceedings culminating in the January 29 order. The appeal of the January 29 order will determine the obligation to pay money under the insurance policy. However, these considerations did not affect the operation of Rule 63.01(1), which has always been interpreted narrowly. The January 29 order contained no provisions requiring the payment of money and could not properly be characterized as an order for the payment of money. It could not be stayed automatically under Rule 63.01(1) without undermining one of the primary purposes of the rule itself, which is to provide a measure of certainty. It would be counterproductive to encourage litigation over whether a particular order is tantamount to an order to pay money. It is appropriate that the rule is interpreted narrowly.

(2) A Court has jurisdiction to grant a stay pursuant to s. 134(2) of the Courts of Justice Act. That subsection establishes a broad jurisdiction for the court to make interim orders necessary to avoid prejudice to a party pending an appeal. The term "party" in s. 134(2) is not restricted to a party to the action. Therefore, there is no impediment to granting relief to Landmann, Wang, and Smith in the context of this motion. In order to grant interim relief under s. 134(2) a party must establish that: 1) there is a serious question to be tried; 2) the applicant would suffer irreparable harm if the application were refused; and 3) the balance of convenience favours the applicant (i.e., the applicant would suffer greater harm if the stay were not granted than the respondent would suffer if the stay were granted). That test was made out in the circumstances of this case. The October 28 order was stayed pending the appeal of the January 29 order.

Enviro Paving Corporation v. Robar Industries Limited, 2015 ONCA 245
[Laskin, Lauwers and Hourigan JJ.A.]
S. P. Murphy, for the appellant
M. Katzman, for the respondent

Keywords: Endorsement

Issue: Robar cross-appealed and asked that the Court of Appeal dismiss Enviro's claim on the ground that it is frivolous and vexatious, or an abuse of process.

Holding: Appeal dismissed.

Reasoning: Before Firestone J., Robar sought either a stay or a dismissal. Firestone J. granted the stay request and therefore, the court found that it would be inappropriate to vary that order.

Tarion Warranty Corporation v. New Millennium Homes Inc., 2015 ONCA 246
[Laskin, Lauwers and Hourigan JJ.A.]
S. A. Rosen, for the appellants Spencer
A. Hill, for the plaintiff (respondent)

Keywords: Endorsement, Tarion Warranty Corporation, Limitation Periods

On appeal from the judgment of Justice Dale Parayeski of the Superior Court of Justice, dated July 8, 2013.

Issue: Is Tarion's claim caught by section 18 of the Limitations Act?

Holding: Appeal dismissed.

Since Tarion was not sued, section 18 of the Limitations Act does not apply.

Chaudhary v Canada (Minister of Public Safety and Emergency Preparedness), 2015 ONCA 251
[Weiler J.A. (In Chambers)]
B. Jackman and R. Lockwood, student at law, for the applicant
M. Anderson, for the Minister of Public Safety and Emergency Preparedness and Minister of Citizenship and Immigration
M. Mathieu, for the Attorney General of Canada

Immigration Law, Immigration and Refugee Protection Act, Habeas Corpus, Courts of Justice Act, ss. 134(2), Deportation, Reasonable Apprehension of Bias, Charter of Rights and Freedoms, s. 1

The applicant was a permanent resident of Canada. He was being detained in custody as a flight risk and a danger to the public based on an investigation of his potential inadmissibility to Canada for being a member of an organization engaged in organized criminal activity under s. 37(1)(a) of the Immigration and Refugee Protection Act, S.C. 2001, c. 27 ("IRPA").

The applicant brought an application before a judge of the Superior Court of Ontario for habeas corpus with certiorari in aid, seeking his immediate release from custody and claiming that his continued detention was unlawful. The judge declined to exercise his habeas corpus jurisdiction.

The appeal was set to be heard on May 6, 2015. In the interim, and in the event that a deportation order was made prior to the Ontario Court of Appeal deciding his appeal, the applicant sought a an order that until the Court decided his appeal no final deportation order was to be enforced against him.

Holding: Application for stay dismissed.

The Court had jurisdiction to issue a stay of an issued deportation order pursuant to ss. 134(2) of the Courts of Justice Act. In this case, however, the stay was for a possible future deportation order. A deportation order had yet to be made and the applicant had thus not exhausted his rights under the IRPA. Subsection 134(2) did not give the Court the discretion to prevent potential future prejudice that might never arise.

In any event, the applicant did not meet the test for a stay. The applicant did not satisfy the Court that there was a serious question to be tried as to whether the judge at first instance erred in declining to exercise his jurisdiction to issue a writ of habeas corpus with certiorari in aid.

One of the circumstances in which the Supreme Court of Canada has held that a provincial superior court judge should decline to exercise habeas corpus jurisdiction is where legislation has put in place a complete, comprehensive and expert procedure for the review of an administrative decision regarding the detention of individuals. The applicant was subject to a comprehensive scheme under the IRPA and decisions made were subject to review by the Federal Court. The applicant did not show that alternative remedies available under the IRPA were inadequate or ineffective.

The applicant also argued that the proceeding under the IRPA was a disguised extradition in the sense that IRPA was being used because extradition was not available. The Court rejected this submission, finding that the Federal Court could properly assess this issue.

The applicant also argued that the adjudicator hearing his case, who had made an earlier ruling against him, erred in refusing to recuse himself on the grounds of an apprehension of bias. The Court rejected this submission, noting that the mere fact that an adjudicator sat on a previous matter involving the same applicant did not give rise to actual bias or an apprehension of bias.

Finally, the Court rejected the applicant's argument that the statutory limit on his right to review an unfavourable decision under the IRPA was not a reasonable limit under s. 1 of the Charter of Rights and Freedoms. In Baroud v Canada (MCI) [1995] O.J. No. 43, the Court held that an alternative remedy was a full answer to the claim that the denial of a right to issue a writ of habeas corpus was not a justifiable limit. There was no reason to depart from this precedent.

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

To print this article, all you need is to be registered on

Click to Login as an existing user or Register so you can print this article.

John Polyzogopoulos
In association with
Related Video
Up-coming Events Search
Font Size:
Mondaq on Twitter
Register for Access and our Free Biweekly Alert for
This service is completely free. Access 250,000 archived articles from 100+ countries and get a personalised email twice a week covering developments (and yes, our lawyers like to think you’ve read our Disclaimer).
Email Address
Company Name
Confirm Password
Mondaq Topics -- Select your Interests
 Law Performance
 Law Practice
 Media & IT
 Real Estate
 Wealth Mgt
Asia Pacific
European Union
Latin America
Middle East
United States
Worldwide Updates
Check to state you have read and
agree to our Terms and Conditions

Terms & Conditions and Privacy Statement (the Website) is owned and managed by Mondaq Ltd and as a user you are granted a non-exclusive, revocable license to access the Website under its terms and conditions of use. Your use of the Website constitutes your agreement to the following terms and conditions of use. Mondaq Ltd may terminate your use of the Website if you are in breach of these terms and conditions or if Mondaq Ltd decides to terminate your license of use for whatever reason.

Use of

You may use the Website but are required to register as a user if you wish to read the full text of the content and articles available (the Content). You may not modify, publish, transmit, transfer or sell, reproduce, create derivative works from, distribute, perform, link, display, or in any way exploit any of the Content, in whole or in part, except as expressly permitted in these terms & conditions or with the prior written consent of Mondaq Ltd. You may not use electronic or other means to extract details or information about’s content, users or contributors in order to offer them any services or products which compete directly or indirectly with Mondaq Ltd’s services and products.


Mondaq Ltd and/or its respective suppliers make no representations about the suitability of the information contained in the documents and related graphics published on this server for any purpose. All such documents and related graphics are provided "as is" without warranty of any kind. Mondaq Ltd and/or its respective suppliers hereby disclaim all warranties and conditions with regard to this information, including all implied warranties and conditions of merchantability, fitness for a particular purpose, title and non-infringement. In no event shall Mondaq Ltd and/or its respective suppliers be liable for any special, indirect or consequential damages or any damages whatsoever resulting from loss of use, data or profits, whether in an action of contract, negligence or other tortious action, arising out of or in connection with the use or performance of information available from this server.

The documents and related graphics published on this server could include technical inaccuracies or typographical errors. Changes are periodically added to the information herein. Mondaq Ltd and/or its respective suppliers may make improvements and/or changes in the product(s) and/or the program(s) described herein at any time.


Mondaq Ltd requires you to register and provide information that personally identifies you, including what sort of information you are interested in, for three primary purposes:

  • To allow you to personalize the Mondaq websites you are visiting.
  • To enable features such as password reminder, newsletter alerts, email a colleague, and linking from Mondaq (and its affiliate sites) to your website.
  • To produce demographic feedback for our information providers who provide information free for your use.

Mondaq (and its affiliate sites) do not sell or provide your details to third parties other than information providers. The reason we provide our information providers with this information is so that they can measure the response their articles are receiving and provide you with information about their products and services.

If you do not want us to provide your name and email address you may opt out by clicking here .

If you do not wish to receive any future announcements of products and services offered by Mondaq by clicking here .

Information Collection and Use

We require site users to register with Mondaq (and its affiliate sites) to view the free information on the site. We also collect information from our users at several different points on the websites: this is so that we can customise the sites according to individual usage, provide 'session-aware' functionality, and ensure that content is acquired and developed appropriately. This gives us an overall picture of our user profiles, which in turn shows to our Editorial Contributors the type of person they are reaching by posting articles on Mondaq (and its affiliate sites) – meaning more free content for registered users.

We are only able to provide the material on the Mondaq (and its affiliate sites) site free to site visitors because we can pass on information about the pages that users are viewing and the personal information users provide to us (e.g. email addresses) to reputable contributing firms such as law firms who author those pages. We do not sell or rent information to anyone else other than the authors of those pages, who may change from time to time. Should you wish us not to disclose your details to any of these parties, please tick the box above or tick the box marked "Opt out of Registration Information Disclosure" on the Your Profile page. We and our author organisations may only contact you via email or other means if you allow us to do so. Users can opt out of contact when they register on the site, or send an email to with “no disclosure” in the subject heading

Mondaq News Alerts

In order to receive Mondaq News Alerts, users have to complete a separate registration form. This is a personalised service where users choose regions and topics of interest and we send it only to those users who have requested it. Users can stop receiving these Alerts by going to the Mondaq News Alerts page and deselecting all interest areas. In the same way users can amend their personal preferences to add or remove subject areas.


A cookie is a small text file written to a user’s hard drive that contains an identifying user number. The cookies do not contain any personal information about users. We use the cookie so users do not have to log in every time they use the service and the cookie will automatically expire if you do not visit the Mondaq website (or its affiliate sites) for 12 months. We also use the cookie to personalise a user's experience of the site (for example to show information specific to a user's region). As the Mondaq sites are fully personalised and cookies are essential to its core technology the site will function unpredictably with browsers that do not support cookies - or where cookies are disabled (in these circumstances we advise you to attempt to locate the information you require elsewhere on the web). However if you are concerned about the presence of a Mondaq cookie on your machine you can also choose to expire the cookie immediately (remove it) by selecting the 'Log Off' menu option as the last thing you do when you use the site.

Some of our business partners may use cookies on our site (for example, advertisers). However, we have no access to or control over these cookies and we are not aware of any at present that do so.

Log Files

We use IP addresses to analyse trends, administer the site, track movement, and gather broad demographic information for aggregate use. IP addresses are not linked to personally identifiable information.


This web site contains links to other sites. Please be aware that Mondaq (or its affiliate sites) are not responsible for the privacy practices of such other sites. We encourage our users to be aware when they leave our site and to read the privacy statements of these third party sites. This privacy statement applies solely to information collected by this Web site.

Surveys & Contests

From time-to-time our site requests information from users via surveys or contests. Participation in these surveys or contests is completely voluntary and the user therefore has a choice whether or not to disclose any information requested. Information requested may include contact information (such as name and delivery address), and demographic information (such as postcode, age level). Contact information will be used to notify the winners and award prizes. Survey information will be used for purposes of monitoring or improving the functionality of the site.


If a user elects to use our referral service for informing a friend about our site, we ask them for the friend’s name and email address. Mondaq stores this information and may contact the friend to invite them to register with Mondaq, but they will not be contacted more than once. The friend may contact Mondaq to request the removal of this information from our database.


This website takes every reasonable precaution to protect our users’ information. When users submit sensitive information via the website, your information is protected using firewalls and other security technology. If you have any questions about the security at our website, you can send an email to

Correcting/Updating Personal Information

If a user’s personally identifiable information changes (such as postcode), or if a user no longer desires our service, we will endeavour to provide a way to correct, update or remove that user’s personal data provided to us. This can usually be done at the “Your Profile” page or by sending an email to

Notification of Changes

If we decide to change our Terms & Conditions or Privacy Policy, we will post those changes on our site so our users are always aware of what information we collect, how we use it, and under what circumstances, if any, we disclose it. If at any point we decide to use personally identifiable information in a manner different from that stated at the time it was collected, we will notify users by way of an email. Users will have a choice as to whether or not we use their information in this different manner. We will use information in accordance with the privacy policy under which the information was collected.

How to contact Mondaq

You can contact us with comments or queries at

If for some reason you believe Mondaq Ltd. has not adhered to these principles, please notify us by e-mail at and we will use commercially reasonable efforts to determine and correct the problem promptly.