Executive Summary: Key Legal and Evidentiary Issues

• The enforceability and ongoing effect of the 1993 participation agreement between Mattawa and Papineau-Cameron was disputed after regulatory changes.

• The scope and application of the arbitration clause in the 1993 Agreement, particularly following the Amended Environmental Compliance Approval, was contested.

• The court examined the requirements and exceptions for a mandatory stay under Ontario’s Arbitration Act, S.O. 1991, c. 17.

• The impact of the 2019 Amended Environmental Compliance Approval on the contractual relationship was a central issue.

• Procedural arguments were raised regarding alleged undue delay and whether the matter was appropriate for summary judgment.

• Costs were awarded to Papineau-Cameron, with the amount to be determined after cost submissions.

Factual background and outcome of the case

Background and facts
The Corporation of the Town of Mattawa (“Mattawa”) has operated a landfill on property in the Township of Papineau-Cameron (“Papineau-Cameron”) since the early 1970s. The arrangement was formalized by a participation agreement in 1993 (“1993 Agreement”). In April 1993, the parties entered into this agreement, which incorporated a description of the lands for the landfill from the Environmental Protection Agency. In 2014, Mattawa applied to the Ministry of the Environment to expand the landfill’s footprint. On October 21, 2019, the Ministry approved Mattawa’s request by way of the Amended Environmental Compliance Approval (“AECA”) #A531401. On April 9, 2021, Mattawa sent a letter to Papineau-Cameron, stating that Mattawa counsel had approved the circulation of a new participation agreement to Papineau-Cameron, which included a clause rendering the 1993 Agreement null and void. This was the first time Mattawa expressed to Papineau-Cameron that the 1993 Agreement was no longer in effect. On October 26, 2021, Mattawa demanded that Papineau-Cameron execute a new participation agreement that significantly altered the terms of the existing contract. Papineau-Cameron issued a Notice to Arbitrate, dated November 25, 2021.

Policy terms and clauses at issue
Mattawa relied on Article 1.1 of the 1993 Agreement to argue that it became null and void with the new AECA. The 1993 Agreement was signed prior to the original ECA, which was issued several months later, on June 30, 1993. Sections 14.1-14.3 deal with land acquisition for the ECA, while s. 14.4 contemplates further land purchases for landfill expansion after 1993. The 1993 Agreement permits Mattawa to acquire additional land in Papineau-Cameron to comply with the ECA and does not state that such acquisitions will nullify the agreement. The arbitration clause in the 1993 Agreement (Section 15) states that if the parties are unable to agree as to the interpretation or implementation of any of the terms of the Agreement and all matters associated with the landfill, the matter in dispute shall, on written notice by any party, be determined by arbitration.

Legal arguments and analysis
Mattawa argued that the motion to stay should be denied and the application should proceed, relying on the Supreme Court of Canada decision in Peace River Hydro Partners v. Petrowest Corp., 2022 SCC 41. Mattawa asserted that Papineau-Cameron had not met the technical requirement of not participating in ongoing litigation and that exceptions under s. 7(2) of the Arbitration Act applied, specifically undue delay and that the matter was appropriate for default or summary judgment. Papineau-Cameron argued that their participation was only to preserve their rights and that any delay was due to efforts to resolve the matter outside of court. They maintained the matter was not suitable for summary judgment and that arbitration was appropriate.

Decision and outcome
The court found that the arbitration provisions of the 1993 Agreement were clear and included the interpretation or implementation of any of the terms of the agreement and all matters associated with the landfill. The court determined that Papineau-Cameron met the technical requirements for a stay and that none of the statutory exceptions under s. 7(2) of the Arbitration Act were established. The court found that any delay was largely due to attempts to resolve the matter out of court and was not undue. The court also found that, at best, only a partial summary judgment could be achieved and that substantial evidence would be needed to decide the substantive issues. As a result, the court ordered a stay of Mattawa’s application, pending the outcome of arbitration as required by the 1993 Agreement.

Papineau-Cameron was the successful party on this application and was awarded costs. Papineau-Cameron may provide cost submissions to a maximum of two pages (excluding attachments) within 15 days of September 3, 2025, and Mattawa may reply within 15 days of receiving Papineau-Cameron’s materials. No specific monetary award, damages, or total costs were fixed in the decision; the amount is to be determined after submissions.