The Ontario Superior Court of Justice recently dealt with an interesting question: When does an ultimate limitation period start to run on a third party claim for indemnity and contribution? In Ontario, a general ultimate limitation period of 15 years applies to causes of action under s. 15(2) of the Limitations Act, 2002, S.O. 2002, c. 24, Sched. B (the “Act”): 15(1) Even if the limitation period established by any other section of this Act in respect of a claim has not expired, no proceeding shall be commenced in respect of the claim after the expiry of a limitation period established by this section. (2) No proceeding shall be commenced in respect of any claim after the 15th anniversary of the day on which the act or omission on which the claim is based took place. [Emphasis added] Lower Williams Properties Ltd. v. Santaguida, 2025 ONSC 1132, was a motion brought … Read More
Protecting your Business Name and Brand Identity: Court Grants Permanent Injunction in Edgewater Park Lodge Inc. v. Cadman et al., 2025 ONSC 1295
The recent decision of the Ontario Superior Court of Justice in Edgewater Park Lodge Inc. v. Cadman et al., 2025 ONSC 1295 sheds light on key issues related to business name registration, passing off, and injunctive relief. In Edgewater Park Lodge, the applicant successfully sought a permanent injunction against the respondents for their use of the business name “Red Canoe Family Restaurant,” which the court found to be deceptively similar to the applicant’s existing “Red Canoe Restaurant.” The appellant, operating since 2018, had an established reputation and goodwill in its restaurant business, particularly under the name “Red Canoe Restaurant.” The respondents registered and operated “Red Canoe Family Restaurant” in 2023 within the same regional district. The appellant sought relief under the Business Name Act, R.S.O. 1990, c. B.17 (“BNA”), arguing that the respondents’ business name was misleading and likely to cause confusion among consumers. The applicant also sought compensation under … Read More
Online Platform Publications and the Libel and Slander Act
In Hamilton v. Vaughan, 2025 ONCA 98, the appellant made comments about the respondent on an online platform. The appellant shared details about her own legal issues; named the respondent, her former lawyer; and shared an unflattering opinion about the respondent. The respondent commenced an action against the appellant seeking damages for libel, slander, intentional interference with economic relations, breach of contract, and intentional infliction of mental distress. The appellant brought a motion seeking, among other relief, an order that the respondent’s action was time-barred. The appellant’s basis for this allegation was that a libel notice was not served within the time prescribed by s. 5 of the Libel and Slander Act, R.S.O. 1990, c. L.12. This statute requires notice of a defamation claim to be given to the publisher within six weeks of the discovery if the comments were made “in a newspaper or in a broadcast.” S. … Read More
Contractual Duties, Good Faith, and Improper Solicitation of Patients: Court of Appeal for Ontario Upholds Lower Court’s Decision in Coscarella Dentistry Professional Corporation v. Harvey, 2025 ONCA 118
In the case of Coscarella Dentistry Professional Corporation v. Harvey, 2025 ONCA 118, two dentists entered into an oral agreement where one served as an independent contractor at the other’s dental practice located in Windsor, Ontario. In 2018, the plaintiff/appellant’s son took over the clinic. Concurrently, the defendant/respondent opted to relocate his practice to a nearby site. Prior to his departure, he accessed patient records of those he had treated and sent out letters informing them of his new office location. The appellants contended that this constituted improper solicitation, conversion, and a breach of confidentiality. The trial judge decided in favor of the defendant/respondent, rejecting the claims made against him. During the appeal, the appellants contended that the trial judge misinterpreted the case by emphasizing patient autonomy over contractual responsibilities. They further argued that the trial judge incorrectly determined that the accessed information was not confidential and did not adequately … Read More
Contractual Intent in Real Estate Disputes: Court of Appeal for Ontario finds binding agreement in VanderMolen Homes Inc. v. Mani, 2025 ONCA 45
In the recent Ontario Court of Appeal decision in VanderMolen Homes Inc. v. Mani, 2025 ONCA 45, the appellants, a couple seeking to purchase a newly constructed home in Exeter, Ontario, entered into an agreement of purchase and sale with the respondent on January 13, 2022. The agreement was conditional, with a second deposit required upon removal of all conditions by January 20, 2022. The appellants requested an extension of the condition fulfillment deadline to January 26, 2022, with their offer set to expire at 11:59 p.m. on January 21, 2022. However, the respondent accepted this extension one day late, on January 22, 2022. Despite this, the appellants signed a waiver of conditions and provided the second deposit on January 26, 2022. Subsequent communications between the parties were minimal, with the appellants later alleging that they had assumed the deal was not proceeding. On August 17, 2022, just weeks before … Read More
A Cautionary Tale in Contract Interpretation: ID Inc. v. Toronto Wholesale Produce Association, 2025 ONCA 22
The Ontario Court of Appeal recently issued a significant decision in ID Inc. v. Toronto Wholesale Produce Association, 2025 ONCA 22, addressing fundamental principles of contract interpretation. The Plaintiff/Respondent, a company specializing in outdoor advertising opportunities, proposed transforming a traditional billboard at the Ontario Food Terminal (“OFT”) into a lucrative digital sign. The Plaintiff/Respondent entered into a Sale and Maintenance Agreement (“SMA”) with the Defendant/Appellant, which required the Plaintiff/Respondent to secure a necessary permit for transforming the billboard within 360 days (the “Permit”). While the Plaintiff began the Permit process, the Defendant/Appellant directed it to halt municipal efforts and explore a provincial approval path. This shift, driven by legal opinions suggesting the OFT Board might be exempt from municipal regulations, ultimately led to the SMA’s expiration without the Permit being acquired. The Defendant/Appellant later awarded the digital sign project to another company, sparking the within litigation. Key Issues on Appeal … Read More
Superior Court of Justice for Ontario Continues to Clarify the Utility of Summary Judgment in Failed Real Estate Transactions
In Kinariwala v Ruiz, 2024 ONSC 7188, the Superior Court of Justice – Ontario, dealt with yet another summary judgment motion involving a failed purchase agreement for a residential property. In Kinariwala v Ruiz, the defendant had agreed to purchase a piece of property located in Windsor, Ontario for $465,000.0 but failed to close the transaction, citing an inability to secure financing. This breach led the seller/plaintiff to re-list and eventually sell the property at a significantly reduced price of $340,000.00. The plaintiff sought to recover the financial losses incurred, including the difference in sale prices and holding costs. At the hearing of the motion, the Court addressed two primary issues between the parties. First, the court confirmed that the defendant breached the Agreement of Purchase and Sale (“APS”) for the property. Despite her claim that misrepresentations about the property’s income as a successful Airbnb potentially influenced her decision to … Read More
Joint Tenancy and Tenancy in Common: Ontario Court of Appeal Sets Out Key Difference
In Jackson v. Rosenberg, 2024 ONCA 875, The Ontario Court of Appeal revisited a key concept in Ontario property law: the joint tenancy, and how it is distinguished from from a tenancy in common. The Appellant was the great-niece of the Respondent’s romantic partner. In or around 2012, The Respondent conveyed a 50% joint tenancy in his primary residence to the Appellant through a gratuitous transfer. The Respondent’s evidence was that this transfer was made so that title of his house could pass to the Respondent upon his death without needing to pay probate fees. In or around 2020, the Respondent became concerned that the Appellant was going to use the joint tenancy the Respondent had conveyed to in 2012 to force him out of his home. The Respondent engaged a lawyer to convert the Appellant’s joint tenancy interest into a tenancy in common. The Appellant commenced an appeal … Read More
The Role of Summary Judgment in Real Estate Disputes: Reid v. Abass, 2024 ONSC 7083
In Reid v. Abass, 2024 ONSC 7083, the Ontario Superior Court of Justice highlights the efficiency and clarity that summary judgment can bring to disputes arising from complex real estate transactions. This case in Reid v Abass arose from the defendants’ failure to close a real estate transaction under a February 24, 2022, Agreement of Purchase and Sale (“APS”) for $999,000. Following an alleged anticipatory breach by the defendants, the parties renegotiated the terms under a July 7, 2022, Extension Agreement, which set a reduced purchase price of $850,000 and a new closing date of July 28, 2022. The plaintiffs sought summary judgment for damages representing the difference between the original and renegotiated prices, claiming the defendants remained liable under the original APS despite closing under the revised agreement. The defendants argued the extension agreement released them from liability if they closed on the new date. Both parties agreed that … Read More
Krieser v. Seligman, 2024 ONCA 827: Clashes Over Contracts, Claims, and Residential Construction
In Krieser v. Seligman, 2024 ONCA 827, the case revolved around the construction of a luxury home in Forest Hill, Toronto, and a subsequent legal battle involving allegations of contract breaches, construction deficiencies, and claims of fiduciary duty. In 2004, the plaintiffs contracted the defendant to build their home. While construction progressed, disputes emerged, leading the plaintiffs to withhold payments. Litigation ensued in 2007, with both parties asserting significant claims: the plaintiffs sought damages for alleged deficiencies, while defendant pursued payment for outstanding invoices. The case culminated in a trial in 2022-2023, where the trial court largely ruled against the plaintiffs. The appeal focused on two primary issues: the alleged breach of contract and a claim for breach of fiduciary duty. The plaintiffs argued that the trial judge erred in finding their delayed payments constituted a breach that disentitled them from warranty claims. Additionally, they contended the judge failed to … Read More
Lessons from Paracha v. Naqi Construction Ltd.: The Importance of Written Agreements and Credibility in Real Estate Disputes
In the recent Ontario Court of Appeal decision in Paracha v. Naqi Construction Ltd., 2024 ONCA 816, the case involved a dispute over four real estate transactions, contested ownership interests, and allegations of financial misconduct. The case arose from investments made by the in four properties, with funds allegedly advanced to the appellants property acquisition, renovation, and sale. While the respondents claimed ownership interests in the properties, the appellants asserted the funds were loans. The absence of written agreements made the trial judge’s reliance on witness testimony and circumstantial evidence central to resolving the dispute. A critical factor in the trial court’s decision was its assessment of credibility. The trial judge found that the appellants’ testimony lacked reliability and that their arguments were contradicted by other witnesses, including a credible real estate agent. In contrast, the respondents’ evidence was found to be consistent and corroborated by independent inspections and documentation. … Read More
Staying a Court Order Pending Appeal: Temagami (Municipality) v. Temagami Barge Limited et al.
In civil litigation, the ultimate goal is to obtain a final order granting a remedy for the successful party. But what if the final order is under appeal, and the appellant stands to suffer prejudice from the order’s effects while they wait for their day in appeals court? What recourse is available to appellants to limit their harm from an order that, in their view, was incorrect in the first place? The Ontario Court of Appeal was recently tasked with answering this question in Temagami (Municipality) v. Temagami Barge Limited, 2024 ONCA 859. The respondents successfully brought an application for a permanent injunction which prohibited the appellants from conducting certain commercial activities on their property. While the parties’ appeal was waiting to be heard before the Ontario Court of Appeal (the “Court”), these prohibitions would remain in effect, to the detriment of the appellants’ business. As such, the appellants … Read More
Promises vs. Paperwork: Ontario Court Clarifies Limits of Proprietary Estoppel in Share Disputes in Burwell et al v. Wozniak, 2024 ONSC 5851
In the recent Ontario Superior Court of Justice decision Burwell et al v Wozniak, 2024 ONSC 5851, the Court examined complex trust and proprietary estoppel issues between former partners. The decision in Burwell clarifies the boundaries of proprietary estoppel within Ontario law and emphasizes the importance of consistency between preliminary promises and formal agreements in trust disputes. The applicant and respondent were involved in a former relationship, during which time the applicant and their business partner launched a subscriber-based billing management software company (the “Company”). The applicant sought to establish a family trust; however, the pair separated. Wishing to reconcile the relationship, the applicant sent the respondent an email purporting to bequeath her fifty (50) percent of the shares of the Company (the “Email”). Later the pair finalized a trust agreement appointing the applicant and respondent as beneficiaries. However, the trust agreement did not clearly define the ownership of the … Read More
Promissory Estoppel, Part Performance, and Limitation Periods: Ontario Superior Court Refuses to Enforce Mortgage Beyond 10-Year Limit
In Albrecht v 1300880 Ontario Inc., 2024 ONSC 3328, the Ontario Superior Court of Justice examined key legal principles surrounding the extension of limitation periods through promissory estoppel and part performance. The case involved a mortgage that had been in default for over a decade, with the mortgagee seeking enforcement beyond the statutory limitation period (the “Mortgage”). The applicant sought to have the Mortgage discharged, arguing that enforcement was barred under Ontario’s Real Property Limitations Act (“RPLA”) ten-year cutoff. The respondent countered by asserting that an oral agreement between the parties extended the limitation period, relying on promissory estoppel and part performance to justify enforcement despite the expired limitation period. Citing the doctrine of promissory estoppel, which prevents a party from reneging on a promise without formal consideration, the respondent claimed there was an oral agreement to delay the enforcement of the Mortgage until the applicant’s financial condition improved, thereby … Read More
United Nations Commission on International Trade Law, Model Law on International Commercial Arbitration (1985) – More States adopt Model Law Legislation
In 1981, an international working group was formed with the objective of creating a model law for commercial arbitration. The goal was to develop a framework for utilization as a reference for domestic legislation by nations aiming to establish a contemporary legal structure promoting commercial arbitration. The Model Law was formally adopted by the United Nations Commission on International Trade Law (UNCITRAL), on June 21, 1985. The United Nations Commission on International Trade Law, sometimes known as the Model Law, provides the basis of Ontario’s statute for the International Commercial Arbitration Act, 2017, S.O. 2017, c. 2, Sched. 5. In 1986, Canada was the first country to adopt the Model Law with the federal Commercial Arbitration Act, and British Columbia was the first jurisdiction in the world to adopt the Model Law with the enactment of the International Arbitration Act. Today, legislation based on the Model law has been adopted … Read More
Summary Judgment Granted, Costs Awarded – Ontario Superior Court grants Summary Judgment in FactR Limited v. R.R.I.C.H. Construction, 2024 ONSC 4792
Summary judgment is a powerful procedural mechanism, allowing a party to file a motion to resolve a case early in the proceedings if there are no genuine issues for trial. In FactR Limited v. R.R.I.C.H. Construction, 2024 ONSC 4792, the Ontario Superior Court recently demonstrated the enhanced fact-finding powers afforded to judges when determining summary judgment motions involving contractual breaches and conversion of property. In FactR Limited v. R.R.I.C.H. Construction, the plaintiffs sought to recover money loaned to two defendants (the “Contract Defendants”) through invoicing factoring agreements (the “Agreements”), as well as an additional defendant for their alleged role in improperly converting a cheque payable to the plaintiffs (the “Fraudulent Defendant”). The motion judge ultimately ruled in favour of the plaintiffs, granting summary judgment and concluding there were no genuine issues requiring a trial. At the hearing for the summary judgment motion, the plaintiffs tendered evidence demonstrating the Contract Defendants’ … Read More
Jurisdiction of Arbitrator Through Parties’ Conduct Affirmed by Ontario Divisional Court: Actions Speak Louder than Words
In The Joseph Lebovic Charitable Foundation et al. v. Jewish Foundation of Greater Toronto, 2024 ONSC 4400, the Ontario Court of Appeal affirmed the authority of an arbitrator to find his own jurisdiction over issues in dispute between parties in an arbitration, and reminded parties that their conduct can imply their approval of an arbitrator’s jurisdiction. The applicants entered a donor agreement to make a sizable charitable donation to the respondent, payable in installments. In return, the respondent would name its campus in Vaughan after the applicants. The donor agreement included an arbitration clause, where parties would submit to arbitrations for “a dispute arising out of, or in connection with, the agreement.” A dispute indeed arose between the parties over a proposed sale of part of the campus named after the applicants, as well as the applicants’ payment schedule of their donation. Both parties filed Notices of Arbitration under the … Read More