Tools & Checklists
Practical Tools for Ontario Contract Problems
Structured, plain-English checklists to help you work through a contract issue methodically — from first review to final resolution.
Contract review checklist
A structured pass through the clauses that most often cause problems later, before you sign anything.
- Confirm the parties, effective date and term of the agreement
- Read the scope of work or goods described in detail
- Check payment amounts, currency, schedule and late-payment terms
- Identify termination rights for both sides, and required notice
- Look for liability caps, indemnities and insurance requirements
- Check for non-compete, exclusivity or non-solicitation clauses
- Review dispute resolution terms — mediation, arbitration, or court
- Confirm which province's laws govern the agreement
Breach of contract next-steps wizard
A step-by-step way to think through what may have happened and what a reasonable next step could look like.
- Confirm a valid agreement existed between the parties
- Identify the specific term or promise that wasn't met
- Gather the contract, messages, invoices and payment records
- Estimate the financial loss the breach actually caused
- Check the applicable limitation period for your claim
- Consider whether a conversation or demand letter could resolve it
- Weigh mediation or arbitration if the contract requires it
- Consider a Small Claims or Superior Court claim if needed
Limitation-period guide
A plain-English walkthrough of Ontario's general time limits for starting a contract claim.
- Most claims fall under a general two-year limitation period
- The clock generally starts when the claim was discovered
- An overall 15-year ultimate limitation period can apply
- Some claim types carry different or shortened limitation periods
- Demand letters and negotiations don't automatically pause the clock
- When in doubt, confirm the applicable deadline as early as possible
Demand-letter checklist
The core elements a demand letter typically needs to be taken seriously.
- Identify both parties and reference the relevant agreement
- Summarize the facts and the specific breach clearly
- State exactly what is being demanded — payment or action
- Set a clear, reasonable deadline for a response
- Note the consequences if the deadline isn't met
- Keep the tone factual and professional throughout
- Send by a method that creates a delivery record
- Keep a copy along with proof of delivery
Unpaid invoice recovery guide
A sequence of practical options, from a polite reminder through to a court claim.
- Send a friendly, documented payment reminder first
- Confirm the invoice terms, due date and any interest clause
- Escalate to a formal written demand letter if needed
- Consider a structured payment plan if the debtor is cooperative
- Explore mediation for an ongoing business relationship
- File a Small Claims Court claim for amounts within its limit
- Consider a collection agency for smaller, resource-limited claims
- Plan for enforcement steps if a judgment isn't voluntarily paid
Contract damages guide
How to think about loss, mitigation, and what compensation may reflect.
- Document the financial loss the breach actually caused
- Separate direct losses from more speculative, indirect ones
- Keep records showing steps taken to mitigate the loss
- Check the contract for any liquidated damages clause
- Consider whether a liability cap limits potential recovery
- Understand that damages aim to compensate, not to penalize
Agreement comparison checklist
A side-by-side way to compare two drafts, or two competing offers, before deciding.
- Compare scope of work or goods line by line
- Compare payment amounts, timing and currency
- Compare termination rights and required notice periods
- Compare liability, indemnity and insurance provisions
- Compare renewal terms and any automatic extension clauses
- Note any clause present in one draft but missing in the other
Evidence checklist for a contract dispute
What to gather and preserve as soon as a disagreement becomes likely.
- The signed contract and any amendments or side letters
- Emails, texts and messages discussing the agreement
- Invoices, receipts and proof of payment or non-payment
- Photos or records of delivered goods or completed work
- Notes of relevant phone calls or in-person conversations
- Any prior demand letters or written notices sent or received
Settlement agreement checklist
Points worth confirming before you sign off on a negotiated resolution.
- Confirm the exact payment amount, schedule and method
- Read the release language — what claims are being given up
- Check for a confidentiality or non-disparagement clause
- Confirm what happens if a scheduled payment is missed
- Check whether the agreement is contingent on any condition
- Keep a fully signed copy for your records
Understand your agreement. Know your next step.
Ontario-wide, plain-English contract law information — built to help you make sense of your situation before you decide what to do next.