COURT OF APPEAL FOR ONTARIO
Doherty, Sharpe and Watt JJ.A.
Leajon Graphics Ltd., Ken Raspin and Larry Jeffrey
Plaintiffs (Respondents)
and
Allan Hayter, Jake Bulk, Huron Tract Holdings Inc., and Susan Lehnen, Renee Lehnen, and Christa Lehnen in their capacities as Estate Trustees of the Estate of Richard Lehnen also known as Dick Lehnen, deceased
Defendants (Appellants)
M. Paul Downs, for the defendant (appellant) Allan Hayter
Peter Sengbusch, for the defendant (appellant) Jake Bulk
Maurice J. Neirinck and Michael McQuade, for the plaintiffs (respondents)
Heard: December 16, 2013
On appeal from the judgment of Justice A.D. Grace of the Superior Court of Justice dated March 8, 2013.
APPEAL BOOK ENDORSEMENT
1The trial judge determined liability on two alternative vases. The appellants challenge both. We agree with the trial judge’s reasons in respect of both bases.
the first basis
2The trial judge concluded that the appellants were liable as guarantors. The agreement in issue was not drawn by a lawyer. The language viewed in isolation arguably admits of different interpretations. However, the trial judge properly viewed the language in the context of the relationship of the parties and the intention of the parties as determined by reference to the circumstances at the time the agreement was made. We agree with his interpretation.
the second basis
3The trial judge also addressed the appellants’ liability on the basis that, as claimed by the appellants, the agreement in issue was not a guarantee but rather a promise to purchase certain promissory notes. The trial judge found the appellants liable even on that basis. We agree with his analysis (see reasons at paras. 103-108).
4The appeal is dismissed.
5The trial judge gave detailed reasons for the costs order. We see no basis for interfering with the trial judge’s exercise of his discretion. Leave to appeal is granted but the appeal is refused.
6Costs of the appeal fixed at $18,000, inclusive of taxes and disbursements.