Joint Venture Disputes and International Joint Venture Arbitration

David Alderson, LL.B, LL.M (Commercial and Corporate), Lawyer and ArbitratorArbitration, Commercial Arbitration, Contract Disputes, Cross-Border Litigation, Enforcement of Foreign Arbitral Awards, International Distribution, International Joint Venture, International Sale of Goods, International Traders, Joint Venture Disputes, Jurisdictional Challenges, Of Interest to US Counsel, Partnership Dispute, Partnerships and Shareholder Disputes0 Comments

Joint ventures are often established to synergize what each member of the joint venture can add to the consortium. Sometimes a joint venture is the structure chosen because those members engaged in the joint venture are located in different jurisdictions, a consideration which may be pivotal for its success. While invariably created by contractual agreement, some joint ventures have been held by the courts to be a partnership, while others have been determined to be merely contractual, without comprising a partnership. A myriad of considerations have been used by the courts in determining whether a joint venture is a partnership. Issues have also arisen concerning the management and operational structure of a joint venture and whether such structure necessarily results in the joint venture being found to comprise a partnership. Historically the distinction between partner and contractor has been important, since the law only imposed a fiduciary duty upon partners, and not … Read More

Service of Foreign Process (including U.S. Proceedings) in Ontario, Canada

David Alderson, LL.B, LL.M (Commercial and Corporate), Lawyer and ArbitratorCasino Debt Recovery, Cross-Border Litigation, Enforcement of Foreign Arbitral Awards, Enforcement of Foreign Judgments, Forum Challenges, International Distribution, International Joint Venture, International Sale of Goods, Jurisdictional Challenges, Of Interest to US Counsel, Travel & Tour Operators, Travel & Tourism0 Comments

Since 1989 Canada has been a member of Hague Convention of 15 November 1965 on the Service Abroad of Judicial and Extrajudicial Documents in Civil or Commercial Matters, (the Hague Service Convention). The Hague Service Convention requires its member States to designate a “Central Authority” to accept incoming requests for service. The Central Authority in Canada, on the federal level, is the Attorney General for Canada, and the Central Authority on the provincial level, in Ontario is the Attorney General, the Ministry of the Attorney General or the Minister of Justice. In Ontario, service of foreign proceeding under the Hague Service Convention requires that a completed Request for Service Abroad of Judicial or Extrajudicial Documents Form together with the prescribed number of originating process documents and prescribed fee to the Ministry of the Attorney General for Ontario. There are alternatives to the Hague Service Convention service of foreign process in Ontario. If you are seeking advice or … Read More

International Sale of Goods Convention – New Members in 2014 and 2015

David Alderson, LL.B, LL.M (Commercial and Corporate), Lawyer and ArbitratorCivil Litigation, Commercial and Contract Litigation, Commercial Arbitration, Commercial Litigation, Contract Disputes, Creditors Rights, Cross-Border Litigation, Distributors | Dealers, Forum Challenges, International Distribution, International Sale of Goods, Jurisdictional Challenges, Sale of Goods0 Comments

The United Nations Convention on Contracts for the International Sale of Goods (“CISG”) establishes a comprehensive code of legal rules governing the formation of contracts for the international sale of goods, the obligations of the buyer and seller in contracts for the international sale of goods, and the remedies for breach of contracts for the international sale of goods. Canada on accession to the CISG declared that, in accordance with article 93 of the Convention, the Convention would extend to Ontario (and other provinces named in the declaration). The Canadian International Sale of Goods Contracts Convention Act, S.C. 1991, c. 13, has been in effect in Ontario since 1992 because of the International Sale of Goods Act, R.S.O. 1990, c. I.10.  These two acts brought into effect in Canada the United Nations Convention on Contracts for the International Sale of Goods. The Ontario International Sale of Goods Act provides that the contracting parties “may … Read More