Peter N. Dobbie

The defendants brought a motion for partial summary judgment to declare an option agreement (OA) and an option amending agreement (OAA) valid and enforceable, and to dismiss the plaintiff's oppression and breach of fiduciary duty claims.

The plaintiff alleged the agreements were unenforceable due to lack of explanation, independent legal advice, and fresh consideration, and that the defendants engaged in oppressive conduct and breached fiduciary duties.

The court found the OA and OAA valid and enforceable, rejecting the plaintiff's arguments.

It also dismissed and struck the oppression and breach of fiduciary duty claims, finding them improperly pleaded and unsupported by evidence, and noting the plaintiff's failure to seek leave for a derivative action for corporate wrongs.

The plaintiff's wrongful dismissal claim was allowed to proceed.

The appellants appealed a trial decision regarding a contract for siding installation, arguing the respondent contracted to supply defective siding.

The appellants also brought a motion to admit fresh evidence of recent siding repairs.

The Divisional Court dismissed the motion to admit fresh evidence, finding it was not fresh, reliable, or likely to affect the outcome.

On the merits, the court upheld the trial judge's finding that the contract did not include an express or implied obligation to re-sheath.

The court also upheld the dismissal of the counterclaim due to a lack of evidence regarding the cost to rectify minor Building Code transgressions.

The appeal was dismissed with costs.

A contractor brought a construction lien action seeking payment of a final invoice for exterior renovation work on a condominium complex.

The property owner resisted payment and counterclaimed, alleging the contractor breached the contract by installing vinyl siding that was uneven and failed to comply with various industry standards.

The court considered whether additional contractual terms requiring compliance with installation guides and other standards should be implied into the contract.

It held that only limited implied terms applied, including that the work be performed in a workmanlike manner and comply with the Building Code.

While minor instances of non‑compliance with fastening requirements were proven, they caused no demonstrated loss and did not justify withholding payment or supporting the counterclaim.

The insured brought a motion for a determination that its insurer had a duty to defend it in an action arising from the sale of a commercial building containing asbestos.

The insured also sought an order allowing it to select its own counsel due to a potential conflict of interest.

The court found that the underlying statement of claim alleged both intentional misconduct and negligence, and that the negligence claim was not derivative.

Therefore, the insurer had a duty to defend.

However, the court dismissed the request for independent counsel, finding no reasonable apprehension of a conflict of interest that would disentitle the insurer from its right to control the defence and appoint counsel.