Court of Appeal for Ontario

2012 ONCA 606

Date: 20120914

Docket: C55415

Before: Winkler C.J.O., LaForme J.A. and Cunningham J. (ad hoc)

Between

Skipper Online Services (SOS) Inc. d.b.a. Boaterexam.com

Applicant (Respondent in appeal)

and

2030564 Ontario Inc. d.b.a. Boatsmart Canada

Respondent (Appellant in appeal)

APPLICATION UNDER Rule 14.05(3)(d) and (g) of the Rules of Civil Procedure

Counsel: Donald M. Cameron and Mark Robbins for the appellant Scott Miller and Jon Roch, for the respondent

Heard and released orally: September 10, 2012

On appeal from the judgment of Justice Julianne A. Parfett of the Superior Court of Justice, dated March 22, 2012.

ENDORSEMENT

[1] We do not agree that the application judge misinterpreted the settlement agreement. Specifically, the wording in section 2(a) of the agreement is not ambiguous. The application judge’s conclusions in paragraphs 18 and 19 of her reasons are compelling and in our view correct.

[2] The application judge’s interpretation of the agreement is in accord with sound commercial principles as applied to the particular businesses of the parties, namely, boater accreditation provided primarily on the internet. Considered in this context, her decision reflects an appreciation for the importance of using phrases to drive traffic to internet websites. We see no reason to interfere with her decision.

[3] The appeal is dismissed. As agreed to by the parties, costs are to the respondent fixed in the amount of $20,000 inclusive of disbursements and applicable taxes.

“W. Winkler C.J.O.”

“H.S. LaForme J.A.”

“J.D. Cunningham A.C.J. S.C.J.”