Fiduciary Obligations and Exculpatory Clauses

Authors

  • Colin Feasby

DOI:

https://doi.org/10.29173/alr1483

Abstract

This article considers the relationship between fiduciary and contract law; particular attention is paid to the question of whether exculpatory clauses can limit fiduciary obligations. The article begins with a critical review of recent Supreme Court of Canada cases dealing with fiduciary law in the commercial context and identifies a departure from the Court's earlier contract-dependent mode of analysis. The author then discusses the possibilities and limits of exculpatory clauses in restricting fiduciary obligations between contracting parties. Finally, the article focuses on the practical use of exculpatory clauses in limiting fiduciary liability in commercial joint ventures. Oil and gas Joint Operating Agreements serve as a model for this discussion.

Downloads

Issue

Vol 36, No 4

Section

Articles

License

Author(s) retain original copyright in the substantive content of the titled work, subject to the following rights that are granted indefinitely:

  1. Author(s) grant the Alberta Law Review permission to produce, publish, disseminate, and distribute the titled work in electronic format to online database services, including, but not limited to: LexisNexis, QuickLaw, HeinOnline, and EBSCO;
  2. Author(s) grant the Alberta Law Review permission to post the titled work on the Alberta Law Review website and/or related websites.
  3. Author(s) agree that the titled work may be used for educational or instructional purposes and/or in educational or instructional materials. The author(s) acknowledge that the titled work is subject to other such "fair dealing" provisions and applicable legislation.
  4. Author(s) grant a limited license to those accessing the titled work from an electronic database or an Alberta Law Review website to download the titled work onto their computer and to print a copy for their own personal, non-commercial use, subject to proper attribution.

To use the journal's content elsewhere, permission must be obtained from the author(s) and the Alberta Law Review.