The appellant purchased assets from a bankrupt company.
The agreement provided that the inventory valuation would be reviewed by the bankrupt's auditors, the respondents, whose opinion would be final and binding.
The appellant later sued the respondents for negligence in their valuation.
The respondents filed a declinatory exception, claiming immunity as arbitrators.
The Supreme Court of Canada held that the respondents were acting as experts, not arbitrators, because there was no existing or potential dispute at the time of their appointment.
Consequently, they did not enjoy immunity from civil liability, and the action for damages was allowed to proceed.
