Before finding that the consideration for management services provided by a mutual fund trust manager to the trusts did not include special rebate distributions that the trusts were obligated to pay to large unitholders, and before finding (at paras. 72, 76) that the surrounding circumstances established that the parties intended to follow an ATR-65 structure, which required that the special distributions satisfy obligations of the trusts rather than the manager, Campbell J stated (at para. 45):
[E]vidence respecting surrounding circumstances… will be limited to the objective evidence of the background facts at the time of formation and execution of the contract. … As noted in Sattva [2014 SCC 53], considering surrounding circumstances, as an interpretative aid, does not offend the parol evidence rule, which excludes evidence of the parties' subjective intentions and precludes considering evidence outside the words of the contract that would result in varying the contract in some manner.
See detailed summary under ETA – s. 153(1).