Business Law Question

Below I attached the assignment file everything you need to do and now are in that file. If there are any questions let me know.

Article Link: https://www.bennettjones.com/Blogs-Section/Supreme-Court-of-Canada-ImposesGood-Faith-Limits-on-the-Exercise-of-Contractual-Discretion
Background Information
For over thirty years Canadian contract law struggled with the concept of
whether the courts and contract law recognizes a duty that would require
parties to a contract to act in good faith.
For years the Supreme Court of Canada (SCC) refused to recognize:
● a duty to bargain in good faith in the negotiation and formation of a
contract; or
● a duty of good faith in the performance or enforcement of
commercial contracts.
When considering whether to recognize a duty of good faith courts were
concerned that the duty would interfere with eh freedom of contract..
And to date the SCC still has not recognized a duty to bargain in good
faith during the process of negotiating a contract. But starting in 2014
and culminating in 2021, the SCC did consider whether there might be a
duty of good faith that governs performance or enforcement under an
existing contract. During that period the SCC issued a trilogy of cases
that dealt with and refined the concept of a common law duty of good
faith in contractual performance and enforcement. The three cases the
SCC issued which dealt with the duty of good faith in contracts were:
● Bhasin v. Hyrnew 2014 SCC 71
● C.M Callow Inc. v. Zollinger 2020 SCC 45
● Wastech Service Ltd. v. Greater Vancouver Sewerage and
Drainage District 2021 SCC 7
These decisions have had, and will continue to have, a significant impact
on the interpretation and performance of all contracts.
Assignment
For your assignment I would like you imagine that your boss has recently
heard about this trilogy of SCC cases on the duty of good faith in
contracts. They are interested in understanding what is the scope of the
duty of good faith in contracts. Your boss has sent you an email and has
asked you the following questions. Please prepare a memo for your
boss answering each of these questions. Simple yes no answers will
not be acceptable your boss expects you to provide a well written,
paragraph answering the question and you should also cite which
SCC case or cases supports your answer. Spelling, grammar and
punctuation and clarity are important. Remember your boss is not
a lawyer – so write your answer in plain, easy to understand
language.
To assist you with this assignment I have provided you with six articles
(two articles for each of the SCC cases) which summarize and explain
each of the three SCC judgments. When you answer each of these
questions please cite not only the SCC case or cases that support your
answer but also which of these articles you used to answer the question.
For some questions you may wind up citing several of these articles.
Questions
1. Is there a general duty of good faith in all contractual dealings? If
the general duty of good faith does not apply to all contractual
dealings then please explain which contractual dealings good faith
does apply to (10 marks).
2. Can parties contract out of the duty of honest contractual
performance – “contracting out” means when parties put a clause
in the contract specifically stating that the duty of honest
contractual performance will not apply to performance of that
contract? (10 marks)
3. Is there an obligation to put the interest of a counter-party to a
contact first? (10 marks)
The background to this question is that your boss is wondering
about this because the company you and your boss work for is
Acme Hardware Ltd. – a large hardware chain in Alberta. Acme
has had a long-term contract with a small mom and pop company,
Minerva Broom Corp, which manufactures and supplies Acme with
brooms. Under the contract Acme has the discretion to decide how
many brooms it will order from Minerva each year. Over the past
five years Acme has annually ordered 10,000 brooms from Minerva
but now Acme is considering reducing the number of brooms
ordered down to 6,000 per year. Acme is reducing its broom order
with Minerva because Acme is going to start ordering brooms from
a second supplier so that Acme can reduce the risk of only having
a single broom supplier. This reduction in broom orders is going to
seriously and negatively impact Minerva as Acme is their largest
customer. So your boss is wondering if, under the duty of good
faith, there is a requirement that Acme has to put the interests of
Minerva first when considering changing the quantity of brooms it
orders?
4. Acme has an equipment maintenance contract with Jersey
Maintenance Inc . The maintenance contract automatically renews
every year unless Acme provides written notice that it is not
renewing the contract. Over this past year Acme has repeatedly
told Jersey that it intends to renew the contract. However, Acme
has suddenly decided it does not want to renew the contract and is
going to exercise the non-renewal clause and provide Jersey with
a termination notice. Your boss wonders if this sudden change of
mind could be a breach of the duty of honest contractual
performance? (10 marks)
5. When parties have a contract often they have to communicate
with each other during the course of performing the contract. Your
boss is wondering how the duty of honest contractual performance
impacts those communications. He wonders if the duty of honest
contractual performance imposes a duty of disclosure on the
parties to the contract? Can a contracting party protect itself by
limiting communications with the counter-party during the course of
performing the contract? What if a contracting party provides
information to the other party during the course of performing the
contract but then discovers the information if provide was incorrect
– does the party who provided the incorrect information have a
duty to correct the mistake? What if the party who provided the
incorrect information simply stays silent – would that raise any
issues under the duty of honest contractual performance? (10
marks)