Is a contract enforceable if the terms of the contract are unclear or uncertain or incomplete?

Alberta, Canada


The following excerpt is from Klemke Mining Corporation v. Shell Canada Limited, 2007 ABQB 176 (CanLII):

Therefore, if the terms of the contract are unclear or uncertain or if the terms are incomplete, the defendants will not be bound. In Forrest v. Smith, [1998] B.C.J. No. 3016 the British Columbia Court of Appeal states: In my opinion, when the question of whether an agreement is void for uncertainty is being considered it is proper to look to everything that comes within the four corners of the agreement and, of course, as in every question of contractual interpretation, it is desirable to look at the factual matrix against which the agreement came into being.

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