Nicholas Dwight Prince Robar

The appellant appealed a trial judgment finding it liable for breach of contract and awarding $11 million in damages to the respondent, who had purchased the action from a bankrupt IT company.

The Court of Appeal upheld the trial judge's finding that the appellant's representative had actual authority to bind the company to the contract.

However, the Court allowed the appeal regarding damages, finding the trial judge erred by assessing damages as of the end of a five-year business plan rather than the date of the breach.

Applying a discounted cash flow analysis as of the date of breach, the Court reduced the damages award to $1.3 million.

This is an appeal from a Master's order concerning two issues: security for costs and solicitor-client privilege over certain emails.

The security for costs issue was resolved by agreement during the appeal.

The primary issue remaining was whether emails sent by the plaintiff to his solicitor using a corporate email account were protected by solicitor-client privilege.

The court upheld the Master's decision, finding that the plaintiff had a reasonable expectation of privacy and that solicitor-client privilege, being a fundamental and substantive principle in Canadian law, was not waived despite the inadvertent disclosure of the emails.

The court distinguished solicitor-client privilege from general privacy expectations and rejected the application of American jurisprudence due to its narrower interpretation of privilege.

Following a motion to strike where the defendant achieved partial success, the parties made written submissions on costs.

The defendant sought $10,000 on a partial indemnity basis, while the plaintiff argued for $5,000 or no costs due to mixed success.

The court found that success was not divided, as the plaintiff's position had morphed and required further particulars.

The court awarded the defendant $8,000 in costs.

The defendant, National Bank of Canada, brought a motion to strike portions of the plaintiff's Amended Fresh as Amended Statement of Claim, specifically claims for intentional interference with economic relations and breach of the duty of good faith.

The court granted the motion to strike the claim for intentional interference with economic relations, but with leave to amend, finding the plaintiff failed to plead an unlawful act actionable by a third party.

The court dismissed the motion to strike the claim for breach of the duty of good faith, finding it was not plain and obvious that it could not succeed, but ordered the plaintiff to provide further particulars.

The applicant sought to enforce Letters Rogatory issued by a United States District Court to compel the examination of two former employees of a corporate defendant, including its former in-house counsel.

The former in-house counsel opposed the application.

The court dismissed the application against the former in-house counsel, finding that the applicant failed to demonstrate her evidence was necessary for trial or not otherwise obtainable from other former executives.

The court concluded that enforcing the Letters Rogatory would impose an undue burden on the respondent.

Following a 31-day trial where the plaintiff was awarded $11 million in damages, the court determined the quantum of costs payable to the plaintiff.

The parties agreed that partial indemnity was the appropriate scale.

Applying the factors under Rule 57.01(1) of the Rules of Civil Procedure, the court fixed the plaintiff's partial indemnity fees at $675,000 plus HST and disbursements at $238,000 inclusive of HST.

An investor that had acquired the rights of a bankrupt Indigenous‑owned technology company sued a software corporation for breach of contract arising from a failed strategic partnership.

The plaintiff alleged the defendant committed to invest $1.5 million and provide technological support but later withdrew, causing the company’s collapse.

The court found a binding agreement was formed through oral approval and a confirming letter, and that the defendant’s internal corporate approval issues did not negate the contract.

Alleged misrepresentations regarding finances, market size, and potential investors were rejected.

Applying a modified valuation based on projected business plans and discounting for risk, the court awarded damages for the lost business opportunity.