Glossary

A
abatement

a court order to reduce the rent to be paid to compensate for a breach of

the lease by the landlord

absolute privilege

exemption from liability for defamatory statements made in some settings

(such as legislatures and courts), without reference to the speaker’s

motives or the truth or falsity of the statement

abuse of power

an action by a tribunal beyond the jurisdiction set out in the legislation

governing it, or in making an unreasonable decision

acceleration clause

a contractual term that comes into effect when there is a failure to make

an instalment payment and which requires that the entire debt plus

expenses be paid

acceptance

an agreement by one party to the terms of the offer made by another

accord

agreement by both parties on some change in the contract

accord and satisfaction

agreement to end a contract with extra consideration to be supplied by

the party benefiting from the discharge

accounting

a court-ordered determination of the injuries suffered; the agent must pay

over money or property collected on behalf of the principal; a court order

that any profits made from wrongdoing be paid over to the victim

accounts receivable

funds owed to a business for goods or services provided to customers

actual authority

authority given to an agent expressly or by implication

adjusters

representatives of the insurer who are charged with investigating and

settling claims after the insured-against event occurs

administrative law
the rules and regulations governing the function and powers of the

executive branch of government

administrative tribunals
specialized dispute adjudication forums created by statute, that have been

given quasi-judicial powers to resolve disputes and enforce legislation

adverse possession
a right to actual possession, which can be acquired by non-contested use
of the land

affidavit

a written statement made by a witness out of court but under oath

affirmative action
programs intended to correct racial, gender, or other imbalances in the

workplace

agency
the service an agent performs on behalf of a principal

agency agreement
an agreement creating an agency relationship between principal and

agent

agency by necessity
consent to act as an agent that is implied when there is an urgent reason

agency shop

see Rand formula

agent
a person authorized to represent or act on behalf of a principal in
dealings with third parties

agreement for sale

an agreement where title will be transferred at some time in the future,

typically once the property is fully paid for; an agreement that grants

possession of property to the purchaser pending full payment of the price

agreement of purchase and sale

the first stage in the purchase of real property; also referred to as an

interim agreement between the vendor and purchaser

agreement to sell

an agreement that title will be transferred at some time in the future

alternative dispute resolution (ADR)
the use of processes such as negotiation, mediation, and arbitration to

resolve disputes instead of court action

annual general meeting

a meeting where shareholders elect directors and vote on other important

resolutions

anticipatory breach

repudiation of a contract before performance is due

Anton Piller order

a court order to seize offending material before trial; name derives from a
prominent English case where the order was first used

apparent authority
authority as suggested to a third party by the conduct of a principal; may
exist even when there is no actual authority

appeal
a formal process whereby a higher court will re-examine a decision made
by a lower court

applications for directions

interim applications and questions that are brought before a judge
(before the actual trial) for a ruling

arbitration
the submission of parties in a dispute to having an arbitrator make a
binding decision on their claims

arbitrator
a panel or other third party that has been given the authority to make a
binding decision on a dispute between parties

articles of association
internal regulations setting out the procedures for governing a
corporation in a registration jurisdiction

articles of incorporation
a method of incorporating based on a US approach and used in some
jurisdictions in Canada

assault
a deliberate verbal or physical threat; an action that makes a person fear
physical interference

assignment

the transfer of rights under a contract to another party

assignment in bankruptcy
the voluntary transfer of a debtor’s assets to a trustee in bankruptcy so

that they can be administered for the benefit of the creditors

attachment
under the Personal Property Security Act, the situation in which value has

been given pursuant to the contract, giving the creditor a claim against
the assets used as security if there is a default by the debtor

attachment of debt
a court order that monies owed to the judgment debtor (defendant) by

third parties be paid into court and applied toward judgment debts; also
known as garnishment
auditor
a party responsible for ensuring that an organization’s financial
statements have been properly prepared

authority
the right or power to act or to make a decision

B
bailee
the person acquiring possession of personal property in a bailment

bailment
temporary possession by one person of chattels owned by another

bailment for value

a bailment involving a mutual benefit or consideration flowing between
the parties

bailor
the owner giving up possession of property in a bailment

balance of convenience
determination of who will suffer the greatest injury if the damage were

allowed to continue

balance of probabilities
the burden of proof in civil matters; the person making the claim must

provide evidence to convince the court that there is a greater than 50

percent likelihood that the event took place as claimed
bankrupt
a person who has made an assignment in bankruptcy or been forced into

bankruptcy through a court order obtained by a creditor, and who has not
been discharged from bankruptcy

bankruptcy

the process by which an insolvent person voluntarily or involuntarily

transfers assets to a trustee for distribution to creditors

bankruptcy order
a statutory assignment of a debtor’s assets to a trustee in bankruptcy

bargaining agent

a body certified to act on behalf of a group of employees or employers

bargaining unit

a group of employees who have been certified

battery

unwelcome physical contact; deliberate, non-consensual physical

interference to someone’s body

beyond a reasonable doubt

the burden of proof in criminal matters; the government must provide

evidence to convince the court that the accused committed the crime
beyond a reasonable doubt; the accused will be found “not guilty” if there

is reasonable doubt that he committed the crime

bias

prejudice against or partiality toward one party, for example, based on a

decision maker’s personal interest in the decision

bilateral contract

a contract in which there is an exchange of promises: both parties assume

an obligation

bilateral discharge
agreement by both sides to terminate the contract or to disregard a term

of the contract

bill

a draft of a proposed law introduced before Parliament or a legislature

bill of exchange

a negotiable instrument by which the drawer directs the drawee to pay

out money to the payee; drawee need not be a bank, and the instrument

may be made payable in the future

bill of lading

a receipt for goods in the care of the shipper accompanied by contract of

carriage terms to move the goods or deliver identical goods to a

designated place

bill of sale

a written agreement that conveys title from seller to buyer

bona fide purchaser for value

an innocent third party who has paid a fair price for goods under claim by
a creditor

bond
a share interest in the indebtedness of a corporation; often used

synonymously with “debenture,” though a bond is normally secured

against specific assets, while a debenture is likely not
book accounts
accounts receivable that can be used as security for a loan

breach of contract
failure to live up to the terms of a contract

breach of trust

misuse of property held in trust for another by a trustee

broadly held corporations

corporations that are publicly traded on the stock market; referred to as

distributing corporations in some jurisdictions

brokers
persons engaged, for a fee, to negotiate a contract for another; a party

hired to ascertain an insured’s insurance needs and secure the necessary

coverage

builder’s risk policy

insurance against liability and other forms of loss taking place during the

construction process

building scheme

a set of restrictions placed on all the properties in a large development

business interruption insurance

a form of insurance that compensates the insured for continuing expenses

incurred while the business is not earning income

“but for” test

a test for causation used in negligence actions to determine whether the

injury would have occurred had it not been for the act of the defendant
C
canon or church law

the legal system of the Catholic Church, from which common law drew
principles relating to families and estates

capacity

an element of a valid contract; the freedom to enter into a contract, which

is sometimes limited by law as is the case, for example, with minors, the
insane, the intoxicated, aliens, bankrupts, and Indians

causation
the fact of being the cause of something happening

caveat emptor

“let the buyer beware”; a principle that the purchaser must examine,

judge, and test for herself

certificate of title
conclusive evidence as to the ownership of a property

certified cheque
a means of transferring funds by cheque where payment is, in effect,

guaranteed by the bank

certiorari

a court order overturning a decision and making it null and void

chattel mortgage
a loan for which a creditor provides credit to the debtor, securing the loan

by taking title of a good such as a car

chattels

tangible, movable personal property that can be measured and weighed;

also known as goods

check-off provision
a provision in a collective agreement whereby employees agree to have

the employer deduct union dues from their payroll

cheque

a negotiable instrument consisting of a bill of exchange drawn on a bank,

payable on demand

chose in action

the thing or benefit that is transferred in an assignment; intangible

personal property, such as a claim or the right to sue

CIF (cost, insurance, and freight) contracts

sales contracts in which one of the parties has been designated as being
responsible for paying the costs involved in the shipping the goods as

well as arranging insurance

circumstantial evidence

testimony not based on actual observation or personal knowledge;

evidence that leads one to infer the existence of other facts

civil law legal system

the legal system used in most of Europe based on a central code, which is

a list of rules stated as broad principles of law that judges apply to the
cases that come before them
civil litigation
the process of one party’s suing another in a private action, conducted in

a trial court

class action

when a plaintiff launches a legal action on behalf of him/herself and

others with the same interest; also known as class proceeding

class proceeding

when a plaintiff launches a legal action on behalf of him/herself and

others with the same interest; also known as class action

clean hands

absence of wrongdoing on the part of a person seeking an equitable

remedy

closed shop

a workplace where only workers who are already members of the union

can be hired

closely held corporations

corporations in which there are relatively few shareholders; referred to as

non-distributing corporations in some jurisdictions

COD (cash on delivery) contracts

sales contracts in which the seller maintains the proprietary rights or title
as well as control over the possession of those goods until they are

delivered to the buyer’s premises and paid for

code of business conduct

a formal statement that sets out the values and standards of business

practices of an organization
co-insurance clauses
requirements that the insured bear some risk

collateral
goods or property used to secure a debt

collateral contract

a separate contractual obligation that can stand alone, independent of the

written contract

collective bargaining

a procedure for settling terms and conditions of employment by

negotiation between an employer and its employees as expressed

through representatives chosen by them

common law legal system

the legal system developed in England based on judges applying the

customs and traditions of the people and then following each other’s

decisions

common law courts

the three historical English courts (the Court of Common Pleas, the Court
of King’s Bench, and the Exchequer Court), where in theory law was
discovered in the customs and traditions of the people

common shareholders
holders of common shares who do not have any preferential rights or

privileges

common shares

shares to which no preferential rights or privileges are attached

comprehensive policy
property insurance covering all losses not specifically excluded

conditional sale

a sale in which the seller provides credit to the purchaser, holding title
until the goods are paid for

conditions
major terms of a contract

condition precedent
a condition under which the obligations of a contract will begin; also
called “subject-to” clause

condition subsequent
a condition under which the obligations of a contract will end

Confederation
the process that united the British colonies in North America as the
Dominion of Canada in 1867

confidential information
private information, the disclosure of which would be injurious to a

business; a type of intellectual property

confirmed letter of credit

a document, ratified by the lender, that secures or guarantees the

financial aspects of a trade transaction

conflict of laws

when there are differences between the laws of different jurisdiction,

including provinces and countries
consensus
an element of a valid contract; both parties must objectively know and
agree to its terms through an offer and an acceptance

consent
permission or assent to conduct that would otherwise constitute a tort

such as assault and battery; can be expressed or implied; informed

consent constitutes a defence to torts such as assault and battery

consideration

an element of a valid contract; the price one is willing to pay for the
promise set out in the offer

conspiracy to injure
the coordinated action of two or more persons using illegal or improper
methods to harm the business or other interests of another

constructive dismissal
unilaterally demoting or changing the duties of an employee, contrary to

what was agreed to in the employment contract; conduct that essentially

terminates a pre-existing contractual relationship, which could be treated
as dismissal

constructive trust
a trust inferred by the courts to benefit a third party to a contract

consumer transactions
purchases by individuals of goods or services for personal use and not for
resale or for business purposes

contingency fee
a fee paid to a lawyer that is based on a percentage of the sum recovered
by the client

continuing guarantee
a provision in a guarantee allowing the creditor to advance further funds
without affecting the obligation of the guarantor to pay in the event of

default

continuing trespass

a permanent incursion onto the property of another

contract

a voluntary exchange of promises creating obligations that, if defaulted

on, can be enforced and remedied in the courts

contra proferentum rule

a rule of interpretation; ambiguous provisions in a written contract are to

be construed against the party that drafted the agreement

contributory negligence
a failure to take reasonable care, which contributes to the injury
complained of

control test
a test of whether an employment relationship exists based on whether the

person being paid for work is told how, when, and where to do it

conversion
intentional appropriation of the goods of another person for the

appropriator’s own purposes

cooling-off period
a statutorily defined period during which purchasers in door-to-door
sales may change their minds and rescind a contract

cooperative
an independent legal entity composed of members holding shares in it; a

method of acquiring residential accommodation

copyright
control over the use and reproduction of the expression of creative work;

type of intellectual property

corporate myth

a corporation is a legal fiction

corporate social responsibility

a corporation’s environmental, social, and economic performance and the

impact of the corporation on its internal and external stakeholders

corporation
a business organization that is a separate legal entity from its owners, the
shareholders

counterclaim
a statement of claim by the defendant alleging that the plaintiff is
responsible for the losses suffered and claiming back against the plaintiff

for those losses

counteroffer

a new offer, the proposal of which rejects and terminates the offer
available until then

Court of Chancery
a court administering equity and proceeding according to the forms and
principles of equity; sometimes referred to as the Court of Equity

Court of Equity
a court administering equity and proceeding according to the forms and

principles of equity; sometimes referred to as the Court of Chancery

crimes

wrongs that affect society as a whole and are punishable by the state

crumbling skull rule

a tort law principle that the defendant is not liable for losses that were

inevitable; used in conjunction with the thin skull rule

cyber libel

defamatory posts on the internet or published in emails; a statement that

is untrue and damaging relating to another individual that is published
digitally

D
damages
monetary compensation to a victim

debenture
an acknowledgment of debts by a corporation normally involving more

than one creditor; often used interchangeably with “bond,” but whereas a
bond is typically secured against a specific asset, a debenture may be
unsecured or secured by a floating charge against inventory
deceit this tort involves

the fraudulent and intentional misleading of another person causing

injury;

declaration

an official statement by the court on the law applicable to a particular

case as an outcome of a trial

declaratory judgment
a declaration by the court as to what the law is in any matter brought
before it

deed of conveyance
a document transferring an interest in property

deeds of settlement
contracts used historically for setting up a company

defamation
a derogatory, false statement published to a person’s detriment

delegation
entrusting someone else to act in one’s place; an agent normally cannot
delegate his responsibilities to someone else

delivery up
an order directing the defendant to deliver all copies of the infringing

items in her possession or control to the copyright owner

deposit
money prepaid with the provision that the funds are to be forfeited in the

event of a breach of contract

derivative action

a lawsuit in which certain shareholders are given the right to launch a

civil action against the directors on behalf of an injured corporation ; also
called a representative action

detinue
a wrongful retention of goods, that may have been legally obtained but

subsequently not returned in response to a proper request

direct sales
sales made to consumers at their dwellings or places of business; also

known as door-to-door sales

disbursements

out-of-pocket costs incurred by the lawyer on the client’s behalf

discharge by agreement

agreement by the parties that a contract is ended

discovery

pre-trial disclosure of information, consisting of discovery of documents

and examination for discovery

discovery of documents

pre-trial inspection of any document that is held by the other party and
may be used as evidence

dissent and appraisal

the right of minority shareholders who are adversely affected by major
changes to indicate their opposition and force the corporation to buy back

their shares at a fair price

distinguishing the facts
the process judges use to decide which case is the binding precedent;
involves comparing the facts relevant to the issues being determined

distress
seizure by a landlord of any property left by a tenant and holding it until
the rent is paid or selling it to pay rent owing

dividend
a payment to shareholders out of corporate profits

Division I proposal
an alternative to bankruptcy, created by the Bankruptcy and Insolvency Act,

whereby the debtor secures some time to reorganize his affairs and make
a proposal for partial payment that will satisfy his creditors; if the
creditors reject the proposal, the insolvent debtor is deemed to have
made an assignment in bankruptcy from the day of the meeting of the

creditors, and the normal bankruptcy procedures follow

dominant tenement

property that has the advantage of an easement

door-to-door sales

an example of direct sales

dower rights

protection of the rights of a spouse in certain matrimonial property; have

been modified or abolished in most jurisdictions

down payment

a portion of the purchase price paid to the seller at the time of sale
drawer
the person creating the negotiable instrument

due diligence
doing everything reasonable to avoid a problem leading to legal liability

duress
force or pressure to enter into a contract

duty

in a negligence action, an obligation to live up to a reasonable standard

duty of care

an obligation to take steps to avoid foreseeable harm; an essential

element for establishing liability in the tort of negligence

E
easement
the right of a person other than the owner to use a portion of private
property

easement acquired by prescription

a right to the use of land that is acquired through free use of that land
without interference over a number of years

e-commerce (or electronic commerce)

commercial activity using electronic communication

employee
a person who has agreed to perform specified services for another, the
employer, in exchange for payment.

employers’ organizations
bargaining agents representing groups of employers

employment equity
the correction of employment situations where there has been a tradition
of racial, gender or other imbalance

encryption coding
technological innovations to protect privacy and security on the internet

endorser
the person who signs the back of a cheque, usually assuming the
obligation to pay it if the drawee or maker defaults

enduring power of attorney

the power to act as the donor’s trustee or representative following the

donor’s lack of capacity

equality rights

basic rights enumerated in the Canadian Charter of Rights and Freedoms,

including the right not to be discriminated against on the basis of grounds
such as gender, age, religion, race, or colour, and the guarantee of equal

benefit of and protection by the law

equitable estoppel
the principle that when a gratuitous promise to do something in the

future causes a person who relies on that promise to incur an expense,

the promisor will not be allowed to enforce other contractual rights that
are inconstant with that promise; the promise can only be used as a
defence by the promisee; also known as promissory estoppel

equity
legal principles founded upon fairness, as developed in the Court of

Chancery to relieve the harshness of the common law; also the value left
in an asset after subtracting what the owner owes

equity of redemption

an interest in land retained by the mortgagor even after default

error of law

when a decision maker incorrectly states the legal interpretation or effect

of the statute or common law

errors and omissions insurance

insurance to protect the holder should she cause injury by negligence

estate
all the property the owner has power to dispose of, less any related debt;
also, an interest in land; also, the property of a bankrupt given to the
trustee in bankruptcy

estate in land
the right to uninterrupted possession of land for a period of time. The

amount of time is determined by the nature of the estate

estoppel

an equitable remedy that stops a party from trying to establish a position

or deny something that, if allowed, would create an injustice

ethics
a system of moral principles governing the appropriate conduct for an
individual or a group

evidence in writing
any document that provides information or proof

examination for discovery

a pre-trial meeting in which lawyers from opposing sides question the

plaintiff and defendant in a civil suit under oath—their responses can be

entered as evidence; a method of making all relevant information known
to both sides before trial

examination in aid of execution

a court-ordered review of the judgment debtor’s finances to arrange for
payment of the judgment; called an examination in aid of enforcement in

Alberta

executed contract

a fully performed contract; a contract at the stage when both parties have
performed or fulfilled their obligations

executive branch
the part of the government composed of the Queen acting through the
prime minister, cabinet, deputy ministers, and government departments
and officials; also known as the Crown

executory contract
a contract yet to be performed; a contract at the stage when an agreement

has been made but before performance is due

exemplary damages
damages in excess of the plaintiff’s actual losses, intended to punish the

wrongdoer for outrageous or extreme behaviour; also known as punitive

damages

exemption clause

an attempt to limit liability under an agreement (also called an exclusion

or exculpatory clause)

express authority

the authority of the agent as actually stated by the principal

express contract
a contract in which the parties have expressly stated their agreement,
either verbally or in writing

F
fair comment
a defence available when defamatory statements are made about public
figures or works put before the public

fair dealing
use of copyrighted material (as permitted under Canadian law) for the
purposes of research or private study, criticism or review, or news
reporting

fair hearing
a hearing conducted in accordance with the rules of procedural fairness;

the person affected negatively by a decision has the right to receive

proper and timely notice of all the matters affecting the case and be given
a chance to put forward his side

false imprisonment
holding people against their will and without lawful authority

fee simple
the highest interest in land, equivalent to ownership; an estate granting
possession for an infinite time

fidelity bond
an employer’s insurance against an employee’s wrongful conduct

fiduciary duty
a duty to act in the best interests of another; such duty may arise between
directors and officers and the corporation they serve, between business
associates including senior employees and their employer, between
agents and their principals, and between partners, also called utmost good
faith

firm
a partnership

fixed fee
a predetermined fee paid to a lawyer for completing a specific task

fixture
a thing attached to land or to a building or to another fixture attached to
the land

floating charge
a security not fixed on any particular assets until default or some other
specified event

FOB (free on board) contracts

sales contracts in which the parties have agreed that the seller will bear
the risk until a specified point in the transport process

force majeure clause

a contract term anticipating some catastrophic event usually exempting

liability when such an event interferes with performance of the contract

foreclosure
a court process ending the mortgagor’s right to redeem

forfeiture

the requirement by a landlord that a tenant who breached the lease

vacate the property

forfeiture rule
the principle that a criminal should not be permitted to profit from a
crime

formal contract
an agreement under seal

franchising
arrangements based on contracts of service and the supply of products
between larger and smaller units of one organization

fraud
the tort of intentionally or recklessly misleading another person or
making statements without belief in their truth
fraudulent misrepresentation
misleading (false) words made knowingly, without belief in their truth, or
recklessly, causing injury

fraudulent preference

a debtor’s payment of money to one creditor to give that creditor

preference over the other creditors

fraudulent transfer
a debtor’s transfer of property in an attempt to keep it out of the hands of
creditors; not a valid sale at a fair price to an innocent third party

freedom of contract
the parties to a contract are generally not restricted as to the terms of
their contractual agreements

frustration
interference with a contract by some outside, unforeseen event that

makes performance impossible or essentially different in nature

full disclosure
the obligation to reveal all relevant details of a transaction

fundamental breach

a breach of a fundamental aspect of the contract that is not covered by an

exclusion clause; a breach that goes to the very root of the contract

fundamental freedoms
basic rights enumerated in the Canadian Charter of Rights and Freedoms,
including freedom of conscience and religion, of thought and belief, of
opinion and expression, and of assembly and association
fungibles

goods being of such a nature that one part or quantity may be replaced by
another equal part or quantity of similar quality

G
garnishee
person owing money to a judgment debtor

garnishment
a court order that monies owed to the judgment debtor(defendant) by
third parties be paid into court and applied toward judgment debts; also
known as attachment of debt

general damages
compensation for future pecuniary losses and incalculable losses such as
pain and suffering

general partner

a partner in a limited partnership whose liability is unlimited

good faith
acting with honesty and integrity

goodwill
a business’s reputation and ongoing relations with customers and product

identification

goods
tangible, movable personal property that can be measured and weighed;
also known as chattels

gratuitous promise

a one-sided agreement that the courts will not enforce

grievance process
a procedure for settling disputes arising under a collective agreement

guarantee

a written commitment whereby a guarantor agrees to pay a debt if the

debtor does not

guarantor
a person assuming obligation to pay if the debtor does not

H
holdback
a specified percentage that a person owing funds on a construction
contract must retain for a specified period to protect against claims made
by the suppliers of goods and services

holder in due course

an innocent third party entitled to collect on a negotiable instrument
despite any claims of the original parties

holding corporation
a corporation that owns shares in other corporations
homestead rights
rights giving a spouse a claim to a substantial portion of family property

I
illegal consideration
a promise to commit an unlawful act or to do something against public
policy, which is not valid consideration and will not be enforced by a
court

illegal contract
a contract that is void because it involves the performance of an unlawful

act

implied authority
when the authority of the agent is implied from surrounding
circumstances, such as the position or title given (by the principal) to the
agent

implied contract
an agreement inferred from the conduct of the parties

in-camera hearings
part of a trial proceeding that is closed to the public

in good faith
a characteristic of bargaining that makes every reasonable effort to reach
an agreement

indemnity
a primary obligation of a third party to pay a debt along with the debtor

independent contractor

a person working for himself who contracts to provide specific services to

another

inducing breach of contract

encouraging someone to break her contract with another

infants
persons under the age of majority; also known as minors

injunction
a court order to stop some offensive conduct or to do something to
remediate wrongful conduct or to not do something in the future

injurious falsehood
defamation with respect to another’s product or business; also known as
product defamation or trade slander

innocent misrepresentation
a false statement made honestly and without carelessness by a person

who believed it to be true

innuendo
an implied statement that is detrimental to another

insanity
when a person cannot understand the nature or consequences of his acts

insider knowledge
information that affects share pricing that is not publicly known;
directors, officers, and large shareholders, among others, cannot profit by
improperly using confidential knowledge about the corporation

insolvency
inability of a person to pay her debts as they become due

insurable interest
a real and substantial interest in specific property or in someone’s life

insurance agents
persons acting on behalf of an insurer to handle policies

intellectual property
personal property in the form of ideas and creative work

intention
an element of a valid contract; the parties must objectively intend for an
agreement to be legally binding

intentional infliction of mental suffering

a tort constituted by harassment or deliberate acts or pranks that cause
nervous shock

interest dispute

a disagreement about the terms to be included in a new collective

agreement

interim agreement
a binding contract that will subsequently be put into a more formal
document; usually referred to as an agreement of purchase and sale in a real
estate transaction
interlocutory injunction
a court order issued before a trial to stop an ongoing injury

interpretation statute
a statute that directs the court to interpret legislation in a specific way

intimidation
a threat to perform an illegal act that is used to force a party to act against

its own interest

invitation to treat
an invitation to engage in the bargaining process

invitee
a person coming on a property for a business purpose

involuntary assignment
assignment of rights that takes place involuntarily, as in the cases of death
and bankruptcy

issue estoppel

a principle preventing an issue from being litigated again on grounds that

it has already been determined in an earlier trial or hearing

J
joint tenancy

shared property ownership with a right of survivorship

joint venture
the collaboration of several businesses, usually to complete a major
project

jointly liable
under joint liability, all parties must be sued together; partners may face

joint liability for debts of the firm

judicial branch
the part of the government composed of courts and officers of the court

judicial review

power held by the courts to review decisions made by administrative

decision makers

judgment creditor
the person to whom a court awards damages or costs

judgment debtor

the person ordered by a court to pay damages or costs

jurisdiction
legal authority and scope of power; the Constitution Act, 1867 delegated
responsibility for matters to federal or provincial governments, thus
giving them distinct jurisdiction to create laws in those areas. Also refers

to the province whose courts have the right to hear and resolve a dispute

jurisdictional dispute
a disagreement over who has authority; in the labour context, a dispute
between two unions over which one should represent a group of
employees, or over which union members ought to do a particular job

just cause
a valid reason to dismiss an employee without notice

justification
the truth of a statement, applied as a defence to a defamation action

L
laches
undue delay; neglect or omission to assert a right or claim

land titles system

a registration system that guarantees title to real property

last clear chance doctrine

a largely outdated principle of torts that the last person capable of
avoiding the accident is wholly responsible

law rules
made by government or the courts that can be enforced by the courts or

by other government agencies

law of equity
a system of law collateral to the common law, developed by the Court of
Chancery

law merchant

rules developed by the merchant guilds and the source of common law
relating to negotiable instruments such as cheques and promissory notes

law society
a self-governing body whose mandate involves regulating the legal
profession in the public interest; law societies set and enforce ethical and
professional standards for lawyers

lease
a secured arrangement whereby possession of the goods goes to the
lessee, while the title to the goods remains with the lessor

lease to purchase
a lease in which title to the goods is transferred to the lessee at the end of

the lease period

leasehold estate
an interest in land that grants the tenant exclusive possession until a
specific date

legal aid

the provision of legal services to persons in financial need

legal rights
basic rights enumerated in the Canadian Charter of Rights and Freedoms,
such as the right to life, liberty, and security of the person; and security
against unreasonable search and seizure or arbitrary imprisonment or

detention

legality
an element of a valid contract; the object and consideration of the
contract must be legal and not against public policy

legislation

laws enacted by Parliament or legislatures; also known as statutes

legislative branch
the part of government empowered with enacting laws; Parliament and
legislatures

letter of credit
a commitment by the importer’s bank that the price stated will be paid
upon presentation of documentation confirming delivery

letters patent
a method of incorporating used in some jurisdictions in Canada whereby
the government grants recognition to the company as a separate legal
entity

liability insurance
insurance covering loss caused by the negligence of oneself or one’s
employees

libel
the written or more permanent form of a defamatory statement

licence
a non-exclusive right to use property; revocable permission to use
another’s land

licensee
a person on property with permission but for his own purpose

lien
a claim registered against property, such as a mortgage; a charge giving
the creditor the right to retain what is in her possession until her
demands for payment are satisfied
life estate
an interest in land ending at death of the estate holder

limitation period
the period of time within which legal action must be taken

limited liability
liability is restricted to capital contributed; shareholders are shielded from
liability for the corporation’s debts

limited liability partnership (LLP)

a form of partnership in which only the partner responsible for the loss
faces unlimited liability

limited partner
a partner in a limited partnership whose liability is limited to the amount

of her investment

limited partnership
a partnership with general and limited partners

liquidated damages

a remedy requiring the party responsible for a breach to pay an amount

specified in the contract

lockout
an action in which the employer prevents employees from working

M
maintenance of membership
a requirement in a collective agreement that union members pay dues
and maintain their membership, though new employees need not join the
union

malicious prosecution

a tort action based on criminal or quasi-criminal prosecution motivated

by ill will toward the accused and lacking reasonable evidential grounds
for proceeding

mandamus
a court order directing that a specific act be performed

mandatory retirement
forced retirement from employment, generally at 65 years

mediation
a discussion between the parties to a dispute that is facilitated by a
mediator in an effort to encourage and assist them in coming to an

agreement

mediator
a neutral third party who facilitates discussion between parties to a
dispute to encourage and assist their coming to an agreement; sometimes
referred to as a conciliator

memorandum of association
the constitution of a corporation in a registration jurisdiction

merchantable quality
freedom of goods from defects that, if known, would impact the price
minors
persons under the age of majority ; also known as infants

misfeasance
wrongful conduct

misrepresentation
an untrue statement of fact; an incorrect or false representation

mistake
an error about some aspect of a contract that destroys consensus

mitigate
to lessen a loss, for example, by victims of a breach, who have a duty to
take all reasonable steps to minimize losses suffered

moral rights
an author’s right to prohibit others, including any new owner of a creative
work, from distorting or degrading it, associating the work with particular
causes or entities, and the right of attribution (to be named)

mortgage
a means of securing loans; title of property is held by the moneylender as
security in some jurisdictions; in other jurisdictions, a mortgage is simply
a charge against title

N
necessaries
the essential goods or services required to function in society, such as
food, clothing, and shelter

negligence
an unintentional, careless act or omission that causes injury to another

person or his property

negligent misrepresentation
an incorrect or false statement of fact, made without the required care,
that misleads the recipient thus causing injury

negligent statements
misleading, erroneous statements, made without adequate care, that
cause a foreseeable plaintiff harm

negotiable instruments
substitutes for money that bestow unique benefits; vehicles for
conveniently transferring funds or advancing credit

negotiation
direct communication between the parties to a dispute in an effort to
resolve the problems without third-party intervention; transferring
negotiable instruments to third parties

netiquette
a code of conduct for online activities

“no fault” programs

insurance programs compensating people for their injuries whether they
were at fault or not

non-disclosure
a failure to reveal facts; if a duty to disclose exists, silence may constitute

misrepresentation

non est factum

“it is not my act”—grounds for a court to declare a contract void because a
party is unaware of the nature of the contract

nonfeasance

failure to act; such failure is actionable in tort only where there is a

specific duty to act, as with a guardian, parent, or lifeguard

non-pecuniary damages
damages based on non-monetary factors such as pain and suffering

non-profit society
a separate legal entity with different procedures of incorporation and
liabilities of its members than corporations

notice of civil claim

a statement of claim in British Columbia

novation
the creation of a new contract through the substitution of a third party for
one of the original parties to a contract by the consent of all

O
offer
a tentative promise to do something if another party consents to do what
the first party requests
offer to settle
a formal offer by either party to modify or compromise its claim to settle
the matter before trial, refusal of which offer may affect costs

official receiver
an officer of the court, appointed by the Superintendent of Bankruptcy,
for each bankruptcy district

operating lease
a lease in which the goods are returned to the lessor at the end of the

lease period

oppression action
an action against the directors who have allegedly offended the rights of
creditors or minority shareholders

option agreement

a subsidiary contract creating an obligation to hold an offer open for

acceptance until the expiration of a specified time

order for judicial sale

a court order that property be sold during the redemption period

organization test
a test used to establish whether a worker is an employee or independent
contractor; examines whether the worker is providing services integral to
the organization’s business

P
paramountcy
the principle that when a matter is addressed by both valid federal and
provincial legislation and there is a conflict, the federal legislation takes
precedence

par-value shares
a share with a stated value at issuance (most shares are now no par value)

parliamentary supremacy
the principle that the primary law-making body is Parliament or the
provincial legislatures in their respective jurisdictions, and that statutes
take priority over the common law

parol contract
a contract that may be verbal or written but is not under seal; also called
a simple contract

parol evidence rule

a principle that courts will not permit outside evidence to contradict clear
wording of a contract

partially executed contract

a contract at the stage when one party has performed and the other has
not

partnership

when the ownership and responsibilities of a business are shared by two

or more people with a view toward profit

party and party costs

court costs determined by a tariff establishing what losing parties in a civil
action ought to pay
passing-off
the tort of misleading the public about the identity of a business or
product

past consideration
something completed before an agreement is made; it is not valid
consideration

patent

a government-granted monopoly prohibiting anyone but the patent

owner and licensees from making, using, selling, or importing the
invention

pay equity
a principle (or statute) requiring equal pay for work of equal value

pay in lieu of notice

an amount paid to a dismissed employee in place of notice to terminate

perfection
protection of a secured creditor’s claim, either by registering the secured
obligation or by taking possession of the collateral

performance
completion by both parties of the terms of a contract

periodic tenancy
automatically renewing tenancy with no specific termination date

permanent injunction
a court order prohibiting offending conduct
personal guarantee
a guarantee of payment for another’s obligation

personal property
tangible, movable goods (chattels) and intangible claims (choses in
action)

picketing
job action during a legal strike when employees circulate at the periphery
of the job site to persuade others not to do business with the struck
employer

pleadings
the documents used to initiate a civil action, including the statement of
claim, the statement of defence and counterclaim, and any clarification
associated with them

pledge
an item that a creditor (like a pawnbroker) takes possession of as security

and holds until repayment

postbox rule
a principle that a mailed acceptance is effective when and where it is
dropped into a mailbox

power of attorney
an agency agreement in writing and under seal

precedent
an earlier court decision; in a common law system, judges are required to
follow a decision made in a higher court in the same jurisdiction where
the facts are similar
pre-emptive right
the right of a shareholder to buy new shares in the same proportion as

her current ownership of shares

preferred creditors
creditors who, by legislation, must be paid before other unsecured
creditors

preferred shareholders
holders of preferred shares who may have a right to vote arising if
dividends are not paid

preferred shares
shares giving the shareholder preference over other classes of shares; that
preference often pertains to the payment of dividends

prerogative writ
one of the remedies the court may apply if it finds that an administrator
has acted beyond his jurisdiction, made an unreasonable decision, or not
followed the rules of natural justice

pre-trial conference
a meeting of the parties, their lawyers and a judge to attempt to settle any
or all of the issues in the proceeding

prima facie
a judicial finding that circumstantial evidence establishes a case “on the
face of it,” which prevails until contradicted and overcome by evidence to

the contrary

principal
the person who authorizes an agent to represent him or her
principles of fundamental justice
principles set by tradition and convention that protect the right to a fair
hearing by an impartial decision maker acting in good faith to implement
a valid law

priority
when there are two or more creditors, the one entitled to be paid first has
priority; for example, a registered lien usually has first claim (over other
interests) to goods used as security

privacy

the right to be let alone; to protect private personal information; and to

be free of physical intrusion, surveillance, and misuse of an image or
name

private law
the rules that govern our personal, social, and business relations, which
are enforced by one person’s suing another in a private or civil action

private nuisance
the use of property in such a way that it foreseeably interferes with a
neighbour’s enjoyment of her property

privative clause

terms in a statute that attempt to restrict the right of judicial review

privity of contract
a principle that contract terms apply only to the actual parties to the
contract

probate courts
specialized courts dealing with wills and estates; also known as surrogate

courts

procedural fairness
rules of natural justice that a hearing must follow

procedural law
the law determining how the substantive laws will be enforced—for

example, the rules governing arrest and criminal investigation, or pre-trial

and court processes in both criminal and civil cases

product defamation
defamation with respect to another’s product; also known as injurious
falsehood or trade slander

product liability
the legal liability of the manufacturer or vendor to compensate buyers,
users, and others injured because of product defects

professional associations
organizations empowered to regulate educational qualifications and
professional standards for their members; they may also have disciplinary
powers over members

professional liability
liability owed by persons failing to live up to the standard expected of a
reasonable member of a group with special expertise

professional liability insurance

specialty insurance for lawyers, doctors, and other professionals designed
to cover risks occurring in their practices
prohibition
an order not to proceed with a hearing or other administrative process

promissory estoppel
the principle that when a gratuitous promise to do something in the
future causes a person who relies on that promise to incur an expense,
the promisor will not be allowed to enforce other contractual rights that

are inconstant with that promise; the promise can only be used as a
defence by the promisee; also known as equitable estoppel

promissory note
a promise to pay the amount stated on the instrument

promoter
a person who participates in the initial setting up of a corporation or who
assists the corporation in making a public share offering

proof of claim
a document filed with the trustee in bankruptcy establishing the validity
of a creditor’s claim

prospectus
a public document disclosing relevant information about a corporation

proximity
nearness in place, time, occurrence, or relation

proxy
when shareholders designate another person to vote on their behalf at an
annual general meeting

public domain
the category of works that are no longer copyrighted and may be used by
anyone

public interest responsible journalism defence

a defence to defamation excusing incorrect statements on matters of
public interest where despite responsible journalism, erroneous
statements were made

public law
the public good; law concerning the government and individuals’
relationships with it, including criminal law and the regulations created
by government agencies

public nuisance
unreasonable interference with public property or creating conditions
that negatively affect a community or a considerable number of people

public policy
the public good; some acts, although not illegal, will not be enforced by
the courts because they are socially distasteful (against public policy)

punitive damages
damages in excess of the plaintiff’s actual losses, intended to punish the
wrongdoer for outrageous or extreme behaviour; also known as
exemplary damages

purchase money security interest (PMSI)

a security interest on specific goods that has priority over a general
security agreement provided it is registered within a specified time
Q
qualified privilege
exemption from liability for defamatory statements made pursuant to a
duty or special interest, so long as the statement was made honestly and
without malice and was circulated only to those having a right to know

quantum meruit
(“as much as is deserved”) a reasonable price paid for requested services

quasi-contract
a contractual relationship involving a request for goods and services
where there is no agreement on price before the service is performed;
courts impose an obligation to pay a reasonable price (quantum meruit) in
these situations

quiet possession
a condition that the seller, or anyone claiming through the seller, will not
interfere with the buyer’s use and enjoyment of the property

R
Rand formula
an option in a collective agreement enabling employees to retain the right
not to join the union, though they are still required to pay union dues;
also known as an agency shop

ratification
when the majority agrees with the terms of a collective bargain; when a
principal confirms a contract entered into by his agent
real property
land, buildings attached to the land, and items called fixtures, that is,
items that are attached to the land or to a building or to another fixture
attached to the land

reasonable foreseeability test

a test of whether a duty of care is owed, based on what a person should
have anticipated would be the consequences of his action

reasonable notice
length of notice to be given to an employee to terminate an employment
contract of indefinite term; determined with reference to length of service
and the nature of the employee’s position, among other factors

reasonable person test

in a negligence action, the judicial standard of socially acceptable
behaviour; the standard used to determine the existence of apparent
authority of an agent

receivership
a proceeding in which a receiver is appointed for an insolvent
corporation, partnership, or individual to take possession of its assets for

ultimate sale and distribution to creditors

recognition dispute
a dispute arising between a union and employer while the union is being
organized

rectification
a correction, by the court, of the wording of a mistake in a contract

referral selling
a type of sales practice in which the purchaser supplies a seller with a list
of friends or acquaintances and receives a benefit when sales are made to
those people

registration

a legislated requirement for incorporating a company in some

jurisdictions in Canada

registration system
a means of registering and tracking property deeds

regulations
supplementary rules passed under the authority of a statute and having
the status of law

regulators
government agencies including ministries, departments, boards,
commissions, agencies, tribunals, and individual bureaucrats at the

federal, provincial, and municipal levels

relief against forfeiture

an equitable principle that when a landlord retakes a property because of
a failure to pay rent prior to the end of the lease term, the tenant can pay
the arrears and apply in the court to have the lease reinstated

remainderman
a third party with the right to the remainder of the fee simple after the
death of a life tenant

remoteness test
determining whether the damages were too far removed from the original

negligent act; a breaching party is only responsible for reasonably

expected losses

representative action
a lawsuit where certain shareholders are given the right to launch a civil
action against the directors on behalf of an injured corporation; also
called a derivative action

repudiation
an indication by one party to the other that there will be a failure to
honour the contract (the expression of which can be expressed or
implied)

res ipsa loquitur

a principle of establishing negligence based on facts that “speak for
themselves”; this no longer applies in Canadian tort law

rescission
amounts to the undoing of a contract, returning the parties to the
positions they were in before the contract

response to civil claim

a statement of defence in British Columbia

restrictive covenant
in property law, a condition imposed by the seller as to what the
purchaser can use the land for; in employment law, a commitment not to
work in a certain geographical area for a designated period of time

retainer
a deposit paid by a client to a lawyer before the lawyer commences work
on behalf of the client
reverse discrimination
prejudice or bias exercised against a person or class to correct a pattern of
discrimination against another person or class

reversionary interest
the right of the original owner to retake possession of property upon the
death of the life tenant

revocation
withdrawal of an offer before acceptance (must be communicated to the
offeree)

right of salvage
an insurer’s right after paying the insured to sell damaged or recovered
goods to recover losses

right of way
a type of easement that allows the crossing of another’s land

right to redeem
after a creditor has taken possession of collateral, the right of the debtor
to reclaim it on payment of any money owing

rights dispute

a disagreement about the meaning of a term in a collective agreement

riparian rights
the common law right given to people living near rivers and streams to
have the water come to them in undiminished quantity and quality

risk
potential loss from destruction or damage to goods, injury, or other
eventuality

Roman civil law

the law of the Roman Empire, from which the common law drew its
concepts of property and possessions

royal assent
the final approval of the representative of the British Crown by which a
bill becomes law in Canada

rule of law
an unwritten convention inherited from Britain that recognizes that
although Parliament is supreme and can create any law considered
appropriate, citizens are protected from the arbitrary actions of the
government

rules of evidence
rules governing the kinds of evidence that will be accepted by the courts

rules of natural justice

minimum standards of procedural fairness

S
satisfaction
a substitute in consideration accepted by both parties

secondary picketing
picketing by striking employees not just of their own workplace but also
of other locations where the employer carries on business

secured creditor
a creditor who has a claim on property of the debtor, giving him priority
on that property over other creditors

secured transaction
a collateral right to debt giving the creditor the right to take back the
goods or intercept the debt owing used as security in the event of default

securities commission
a provincial agency that serves as a watchdog for the stock market

seizure
when the court authorizes property of the defendant to be seized and

sold to satisfy a judgment

self-defence
the right to respond to an assault with as much force as is reasonable in
the circumstances

self-induced frustration
frustration arising when one of the parties to a contract causes or fails to
prevent a frustrating event; treated as a breach of contract

seller’s lien
a seller who holds the goods has a lien against a defaulting purchaser

sentencing circles
meetings to suggest sentences in cases involving Aboriginal offenders and
victims
separate legal entity
the principle that a corporation exists separately from the people who
created it

servient tenement
the property subject to an easement

settlement
transfer of assets where nominal or no consideration is involved

severally liable
under several liability, each partner can be sued separately

severance
an owner’s removal of chattel that he has affixed; separation or division
of joint ownership; action by one of the co-owners that is inconsistent
with joint tenancy

share
the means of acquiring funds from a large number of sources to run a
corporation; an interest in a corporation held by an investor

shared mistake
the same mistake made by both parties to a contract

shareholder agreement

an agreement among the shareholders of a corporation that sets out the

terms of their relationship

simple contract
a written or verbal contract not under seal; also called a parol contract
slander
spoken defamation

sole proprietorship
an individual carrying on business alone

solicitor and client costs

costs based on what a lawyer ought to actually charge his client

solicitor–client privilege
the duty of the lawyer to keep the information provided by the client
confidential

sophisticated client
a person who understands and appreciates the importance of the law and
the role of a lawyer in making good decisions

special damages
monetary compensation awarded by a court to cover actual expenses and
calculable pre-trial losses

specific performance

an order by a court to a breaching party that it live up to the terms of an

agreement

standard form contract

a contract with fixed terms prepared by a business

standby letter of credit

a commitment by the importer’s bank that the price stated will be paid
upon presentation of documentation confirming delivery; used as a
guarantee
statement of claim
the document setting out the nature of complaint and the facts alleged
that form the basis of the action

statement of defence

response by the defendant to a statement of claim

statutes
law in the form of legislation passed by Parliament

statutory assignment
an assignment that meets certain qualifications and under which the
assignee can enforce a claim directly without involving the assignor

statutory damages
a new remedy enabling a court to award damages that it “considers just”
under the circumstances, without requiring proof of damage or lost
profits

statutory easements
easements giving utilities or other bodies rights to run power or sewer
lines across private property and to enter the property to inspect and
maintain them

stoppage in transit
the seller’s right to stop the shipment during transit in event of default

strict liability
liability even in the absence of fault

strike

withdrawal of services by employees

subject-to clause

a term making a contract conditional on future events

sublet
a lease executed by the lessee of land or premises to a third party for a
shorter term than that which the lessee holds

subrogation
the right of the insurer upon payment to take over the rights of the
insured in relation to whoever caused the injury

substantial performance
performance of a contract in all but a minor aspect of it

substantive law
the law establishing both the rights an individual has in society and also
the limits on her conduct

summary procedures
an arrangement allowing a court to make a decision based on affidavit
evidence

Superintendent of Bankruptcy
the government official appointed by the federal government who is
responsible for the administration of bankruptcy across Canada

superior court
the highest trial court in a province or territory

surety bond
insurance arranged in case a party to a contract fails to perform
surrogate courts
specialized courts dealing with wills and estates; also known as probate
courts

T
tenancy at sufferance
a situation in which a tenant fails to leave after a lease has expired and
owes compensation to the landlord

tenancy in common
ownership of land by two or more people with equal, undivided interests
in it

tender of performance
an unsuccessful (because it is rejected or prevented by the other party)
attempt by one of the parties to a contract to perform its obligations
under the contract

thin skull rule

a principle of torts that we take our victims as we find them, even those
with unique physical or mental conditions

tort
an action that causes harm or injury to another person

trade secret
confidential information that gives a business competitive advantage

trade slander
defamation with respect to another’s product or business; also known as
injurious falsehood or product defamation

trademark
any terms, letters, numbers, symbols, designs, colours, sounds, or
combination of these, that identifies business services or products and
distinguishes them from those of a competitor

trespass to chattels
direct, intentional interference with another’s rights to possess his
personal property

trespass to land
an unauthorized, intentional intrusion upon or direct breach of the
boundaries of another’s land

trespass to person
intentional physical interference with another person; also known as
assault and battery

trespasser
a person who intentionally and without consent or privilege enters
another’s property

trust
a provision in equity whereby one person transfers property to a second
person obligated to use it to the benefit of a third person

trustee in bankruptcy
the licensed professional appointed to administer the estate of a bankrupt
for the benefit of the creditors
truth
the accuracy of a statement, applied as a defence to a defamation action;
also known as the defence of justification

U
umbrella liability
a package of several kinds of insurance

unconscionable transaction
an equitable principle allowing courts to set aside a contract in which a
party in a superior bargaining position took advantage of the other party
and the consideration was grossly unfair

undisclosed principal

a principal whose identity is concealed from the third parties with whom
the agent is dealing; the rights and obligations of the parties depend on
whether the agent makes it clear that she is representing an undisclosed
principal rather than operating on her own behalf

undue influence
pressure from a dominant, trusted person that makes it impossible for a
party to bargain the terms of a contract freely

unenforceable contract
an otherwise binding contract that the courts will not enforce, such as a
contract that does not satisfy the Statute of Frauds

unilateral contract
a contract formed when one party performs what has been requested by
the other party; there is a promise followed by an act, but not an
exchange of promises

unilateral mistake
a mistake made by only one of the parties about the terms of a contract

union shop
a workplace where new employees must join the union

unjust enrichment
a windfall that one party to a contract stands to make at the expense of
the other

unlawful interference with economic relations

a tort consisting of unlawful competitive practices, such as inducing
breach of contract

“unlawful means” tort

an intentional tort that allows a plaintiff to sue a defendant for economic
loss, resulting from the defendant’s unlawful act against a third party; also
known as “intentional interference with economic relations”

unlimited liability
the liability of the sole proprietor or the partners for all debts incurred by
the business to the extent of their personal resources

utmost good faith

a duty to act in the best interests of another; such duty may arise between
directors and officers and the corporation they serve, between business
associates including senior employees and their employer, between
agents and their principals, and between partners; also called fiduciary
duty

V
vacant possession
an obligation to deliver possession of vacant premises to a tenant at the
beginning of a lease period

valid contract
an agreement that is legally binding on both parties

vicarious liability
liability of an employer for injuries caused by employees while carrying
out their employment duties

vicarious performance
performance by another designated person of the obligations under a
contract rather than the actual contracting party

void contract

an agreement that is not legally binding because an essential element is

missing

voidable contract
an agreement that has legal effect but that one of the parties has the
option to end

volenti non fit injuria

a defence in torts based on the plaintiff’s voluntarily assuming a clear
legal risk

voluntary assignment in bankruptcy

an assignment of assets to a trustee in bankruptcy for the benefit of

creditors made voluntarily by a debtor

W
warranties
minor terms of a contract

without prejudice
words that, when used during negotiation, are a declaration that
concessions, compromises, and admissions made by a party cannot be
used against that party in subsequent litigation

work stoppages
strikes (initiated by employees) and lockouts (initiated by employers)

work to rule
job action in which employees perform no more than what is minimally
required so as to pressure an employer

writ of summons
the written judicial order by which legal actions are commenced in some
jurisdictions

wrongful dismissal