What is the effect of an entire agreement clause in a commercial lease?
Alberta, Canada
The following excerpt is from 623729 Alta. Ltd. v. Alldritt Development Ltd., 2006 ABQB 358 (CanLII):
The effect of an “entire agreement” clause (Section 16.2 of the Lease) was discussed in Threshing Machine v. Mitten (1919), 1919 CanLII 527 (SCC), 59 S.C.R. 118, at pp. 119-20: The written contract declares in explicit words that the terms of the agreement between the parties are to be found in the writing and in the writing exclusively. In face of this provision it is not, in my opinion, competent for a court of law to resort to contemporary conversations or prior conversations or even to the legend on the article for the purpose of discovering a contract differing in its terms from that expressed in the ambiguous language of the instrument.
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