Chandralal Handapangoda

The Ontario Court of Appeal dismissed the appeal from a summary judgment ordering the appellants, 2562583 Ontario Inc. o/a Meltwich Food Co. and Janarthanan Jeyaparan, to indemnify the franchisor, Meltwich Hospitality Group Inc., for amounts paid to the landlord, Ritson Division Retail GP Limited, following the franchisee’s breach of a commercial lease.

The court upheld the motion judge’s findings that the franchisee’s breach triggered indemnity obligations under the franchise and assignment agreements, and that the settlement between the franchisor and landlord was reasonable.

The appellants’ arguments regarding the scope of indemnity, timing of liability, and procedural fairness were rejected.

The appellant appealed the dismissal of his action for damages related to a failed real estate transaction involving a Hindu Temple.

The trial judge had dismissed the claims of fraud and unjust enrichment, partly because the appellant's corporations were not named as parties.

The Court of Appeal upheld the dismissal of the fraud claims but found the trial judge erred in her treatment of the unjust enrichment claim and in limiting the piercing of the corporate veil to cases of fraud.

The Court allowed the appeal, awarded the appellant $7,500 for mortgage payments made on behalf of the respondents, and ordered a new trial for the unjust enrichment claim regarding the remaining advances.

The Franchisor, Meltwich Hospitality Group Inc., sought summary judgment on its crossclaim for contribution and indemnity against the Franchisee, 2562583 Ontario Inc., o/a Meltwich Food Co., and its principal, Janarthanan Jeyaparan.

The crossclaim arose after the Franchisor settled with the Landlord, Ritson Division Retail GP Limited, following the Franchisee's default on a lease and subsequent abandonment of the premises.

The Franchisor claimed the settlement amount and legal fees incurred in defending the Landlord's action, relying on indemnification clauses in the Franchise Agreement and Mr. Jeyaparan's personal guarantee.

The Franchisee and Mr. Jeyaparan raised unsubstantiated defenses of "subterfuge" and misrepresentation by the Franchisor, and claimed they did not receive a full copy of the lease.

The court found no merit to these defenses, concluding there was no genuine issue requiring a trial.

The motion for summary judgment was granted, holding the Franchisee and Mr. Jeyaparan jointly and severally liable for the claimed damages and costs.

The plaintiff bank brought a motion for summary judgment against the corporate and individual defendants for default on three small business loans totaling approximately $559,293.

The defendants initially opposed the motion, arguing the guarantees were signed under stress without independent legal advice, but conceded these arguments at the hearing.

The court found no genuine issue for trial, noting that corporate officers are not required to obtain independent legal advice to be bound by guarantees.

Summary judgment was granted, ordering payment of the outstanding loans, interest, and delivery of possession of the secured properties, along with substantial indemnity costs.

The appellants, Home & Us Corporation and its director Asma Parveen, appealed a summary judgment granted to The Toronto-Dominion Bank concerning two loan agreements and a personal guarantee.

The appellants argued that a demand for payment on the first loan was invalid due to Mrs. Parveen being out of the country, and that a CEBA loan was not yet due and the bank lacked authority to demand payment.

The Court of Appeal upheld the motion judge's findings, agreeing that a prior valid demand existed for the first loan and that the CEBA loan agreement terms allowed for default if other loans were in default or if business activities ceased, which they had.

The appeal was dismissed.

The appellants challenged the trial judge's interpretation of a contractual term, his factual finding regarding waiver of the time limit for performance, and his damages award.

The Court of Appeal applied the deferential standard of review established in Sattva Capital Corp. v. Creston Moly Corp. and found that the trial judge's interpretation of the poorly drafted contractual clause was reasonable and that there were no palpable and overriding errors in the factual findings.

The award of reliance damages was also found to be reasonable.

The appeal was dismissed with costs to the respondent.

The plaintiff Bank brought an action against the corporate borrower and personal guarantors for defaulting on a loan.

The defendants argued the action was statute-barred because the borrower had not made a payment in over two years, even though the guarantors had made recent payments under a forbearance arrangement.

The court rejected this argument, holding that payments by the guarantors were credited to the borrower's loan account and thus reset the limitation period.

The court granted judgment for the Bank and dismissed the defendants' counterclaim.

The court also awarded full indemnity costs to the Bank as stipulated in the loan and guarantee agreements.