M. Sclisizzi

The applicant sought advancement and indemnification of legal costs under an employment contract while facing disciplinary proceedings arising from an internal workplace investigation.

The court considered whether the matter could proceed by application under Rule 14.05 of the Rules of Civil Procedure and whether the contractual indemnification clause applied to costs incurred during the investigation stage.

The court held that the presumption of good faith applies and that the respondent had not established a strong prima facie case of dishonesty sufficient to trigger the contractual exclusion.

Interpreting the contract broadly, the court found that the internal investigation and related disciplinary process constituted a “proceeding” within the meaning of the indemnification clause.

The respondent was therefore obligated to advance and reimburse the applicant’s legal costs pending the outcome of arbitration.

The applicant sought declarations relating to a $2 million bank draft that had been lost after issuance.

It requested that the draft be declared void and that the issuing bank return the funds without requiring an indemnity.

The respondent bank argued that the draft created ongoing risk because it remained a negotiable instrument and could potentially be presented through fraud, mistake, or negligence.

The court held that the transaction should remain risk‑free to the issuing bank and that commercial certainty favours requiring indemnity and security before issuing a replacement instrument.

The application was dismissed, with the bank remaining willing to issue a duplicate draft upon provision of adequate indemnity and security under the Bills of Exchange Act.