In Eco-Tec Inc. v. Lu, the Plaintiff Ontario company researched, developed and manufactured proprietary technology and products. The Defendants were Lu, a Canadian citizen, his BVI company and three Chinese companies owned by him or his parents. The Defendant companies were the Plaintiff’s consultant, agent or distributor in China. In the course of their relationship, the Plaintiffs and Defendants signed a number of agreements.
The Plaintiff ended its relationship with the Defendants in 2012, alleging that the Defendant’s Chinese companies were selling clones of the Plaintiff’s product in China. The Plaintiff brought a claim for breach of confidence, breach of contract, breach of fiduciary duty, conspiracy, unjust enrichment and/or unlawful interference with its economic interests. The Defendants brought a motion to dismiss the Ontario action on the basis that the Ontario Court did not have jurisdiction. The motion judge dismissed the motion, finding, among other reasons, that the dispute was connected to Ontario because the agreements between the Plaintiff and Defendant were made in Ontario.
The Court of Appeal of Ontario upheld the dismissal of the jurisdiction motion. The Court agreed that the contracts were made in Ontario. The Court stated stating that the general rule of contract formation applied – i.e. that a contract transmitted instantaneously is made in the jurisdiction where the acceptance is received. The Court agreed that because the contracts signed by the Defendants were emailed back to Ontario, acceptance was received in Ontario.
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