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Legal Blog: Commercial Matters

Jul
07
2020

Tenancy Termination

VMAT (Oakville) Inc. o/a Suvai Classic Indian Restaurant v. Trafalgar Terrace Enterprise Inc. 2020 Ont SCJ

Landlord terminated a tenancy based on a notice setting out the reasons of default that the judge decided were never proven and, in effect, were just a ruse to get rid of the tenant. The judge ordered the return of deposit and tenant’s last month’s rent plus additional damages of $205,000 for loss of profit over the remainder of the term.

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May
27
2020

Contract Termination & Injunction

Bombardier Transportation Canada Inc. v. Metrolinx 2017 Ont SCJ

The contract contained a dispute resolution procedure. After giving a default notice and a notice that the owner might terminate the contract, the contractor, who had invoked the dispute resolution procedures, moved for an injunction to force the owner to continue with the dispute resolution procedures rather than terminate. Based on the unusual facts of the case, the judge granted the injunction.

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May
14
2020

Damages & Limitations

G.H.T. Genesis Inc. v. Gaska 2020 Ont SCJ

An employee brought an action for constructive dismissal against an employer. The employer counterclaimed, claiming that as a consequence of the employee’s actions, it was liable to future possible claims by CRA. On a motion for summary judgment, the employer was not able to adduce any evidence as to losses or damages that it sustained, other than speculative and prospective damages regarding taxes owed to CRA (which CRA had thus far not claimed). Accordingly, the judge dismissed the counterclaim, holding that all claims in the counterclaim for indemnification were premature and not actionable because CRA had not as yet made any claims. For claims seeking damages for negligent advice as a result of CRA reassessment, the Ontario Court of Appeal has found that the limitation analysis is fact dependent, but likely begins, at the earliest and possibly later, when CRA reassesses (see see Lipson v. Cassels Brock & Blackwell LLP, 2013 ONCA 165 and Presidential MSH Corp. v. Marr, Foster & Co. LLP, 2017 ONCA 325).

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Apr
29
2020

Asad Moten Speaks at CPD Event

On April 24, 2020, Asad Moten, an associate at Speigel Nichols Fox LLP, presented at LSO’s “Key Principles in Commercial Litigation” CPD event. More specifically, Asad touched on written and oral advocacy in the commercial context and presented helpful tips on how to improve advocacy skills. Notably, this was LSO’s first full-length CPD program coordinated, recorded, and presented via Zoom.

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Apr
15
2020

Susanne Balpataky Discusses the “Top 5 Things Employers Need to Know During COVID-19” – Podcast

On April 12, 2020, Susanne Balpataky, a partner at SNF and employment expert, appeared on the radio show, the Doralicious Show for Agape Greek Radio, which aired in Toronto on 1690AM and in Ottawa on 97.9FM. She and Dora Konomi, an associate of SNF and the host of the show, discussed legal considerations for employers during COVID-19, including issues surrounding the laying off of employees, the 75% wage subsidy, constructive dismissals, and much more.

Screenshot from Agape Greek Radio website.

You can find the podcast here.

If you have any questions please contact Susanne at susanne@ontlaw.com.

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Mar
23
2020

Susanne Balpataky Discusses “Employers & COVID-19”

On March 20, 2020, Susanne Balpataky, a partner at SNF and the Chair of the Mississauga Board of Trade, spoke on Sauga 960 AM with David Wojcik, the President of the Mississauga Board of Trade, about COVID-19 and the workplace.

A screenshot of MBOT's website showing the podcast.

Susanne, who practices employment law, discussed how the pandemic is affecting business owners and answered some of the legal questions with which many employers are now grappling.

You can find the podcast here.

If you are an employer or an employee who might need some direction during the COVID-19 crisis, please contact Susanne at: susanne@ontlaw.com

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Jan
02
2020

Tender – Fair

LaPrairie Works Inc. v. Ledcor Alberta Limited 2019 Alberta QB

An unsuccessful bidder sued, not the owner, but the successful bidder of a project. The bad sport claimed that there was a contract among the bidders to treat each other fairly during the bid preparation and that the successful bidder breached that contract. The motions judge dismissed the action. All of the various indicia of an alleged contract were merely indicia that the bidders knew that there were rules to the bidding process with which they had to comply or would not be successful. There was never a contract between the bidders.

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Dec
10
2019

Punitive Damages & Fiduciary Duty

6071376 Canada Inc. v. 3966305 Canada Inc. 2019 Ont SCJ

The corporate defendant obtained a 40% investment from the plaintiffs for a down payment involved in the purchase of a commercial property. The corporate defendant was wholly owned by its principal. The defendants incorporated another corporation solely for the purpose of holding title to the property and 3 years later caused that corporation to sell the property for a profit. The corporate defendant used the sale proceeds to buy a 2nd property and ultimately sold that property for an even bigger profit. All the while, the principal was actively lying to the plaintiffs, who believed that the first property was still being held in trust for them. The judge held that the corporate defendant breached its fiduciary duty and that the principal was liable as the corporate defendant’s alter ego; the principal directed, and caused, the misappropriation of the trust funds for his own purpose. The judge calculated the damages to be (i) 40% of the profit on the sale of the first property (ii) 40% of the net income produced while owning the first property, and (iii) punitive damages of $200,000 resulting from the outrageous and reprehensible activities of the defendants. The judge did not award 40% of the profit on the sale of the 2nd property; rather, he merely awarded prejudgment interest on the damages relating to the first property. He did so because he found that the parties’ original agreement did not reach beyond the plaintiffs’ participation as a 40% owner in the first property.

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Aug
09
2019

Distress

Pita Royale Inc. v. Buckingham Properties Inc. 2019 Ont CA

A landlord cannot terminate a lease (by way of locking out a tenant or otherwise) and then distrain. The remedies are mutually exclusive. The landlord was liable for conversion of the tenant’s chattels and $10,000 in punitive damages.

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Aug
09
2019

Option to Renew or Extend Lease

McRae Cold Storage Inc. v. Nova Cold Logistics ULC 2019 Ont CA

A lease granted an option to renew (or extend) the term only if the tenant were not in default at the time of the exercise of the option. Landlord and tenant had an ongoing dispute (unrelated to the option) as to whether the lease called for increased payments of rent. When tenant did not pay the amount demanded, landlord advised tenant that non-payment would be considered a default under the lease and that, if it did not pay the rent requested, it would not be permitted to exercise its option to renew the lease. The application judge interpreted the contract to determine that the tenant ought to have paid the rent that landlord claimed and, accordingly, was in breach of the lease. The judge noted that the normal rules for relief from forfeiture did not apply when dealing with conditions set for an option to renew. In that case, the tenant had to show that it made diligent efforts to comply with the terms of the lease, “which are unavailing through no default of his or her own.” The judge held that tenant could easily have complied with the terms of the lease by paying the amount requested under protest and then seeking a resolution of the dispute. Tenant appealed, but only on the relief from forfeiture issue. The Court of Appeal dismissed the appeal, agreeing with the reasons of the application judge.

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