ONTARIO
SUPERIOR COURT OF JUSTICE
COURT FILE NO.: 09 CV 378414
DATE: 10 February 2012
B E T W E E N:
GMAC Leaseco Corporation Plaintiff/Defendant by Counterclaim
- and -
Grzegorz Jaroszynski also known as Greg Jaroszynski Defendant/Plaintiff by Counterclaim
Karen Dawson , for the Plaintiff/Defendant by Counterclaim
Joseph Longo , for the Defendant/Plaintiff by Counterclaim
HEARD: February 6, 7, 8, 10, 2012
Moore J.:
[ 1 ] At first glance, this case appears to arise from simple corporate leasing transactions involving a vehicle lease with a three year term plus two short extensions; but appearances can be deceiving. This case is not what it may appear to be.
[ 2 ] By the end of the second extension of the original leasing arrangement, the vehicle had been stolen; it was not returned and the main action is brought by GMAC Leaseco Corporation (GMAC) against Gregorz Jaroszynski (Dr Jaroszynski), a co-lessee on the original lease, for the deficiency balance due under the lease. The counterclaim seeks the return of money taken by GMAC from Dr Jarosynski’s bank account during the time of the two lease extensions.
Background
[ 3 ] The parties filed a joint brief of documents at trial. The first six documents comprise the paperwork describing the original lease arrangements. In short summary, the transaction began with an application to GMAC by Micieli Contracting as applicant and Dr Jaroszynski as co-applicant on a credit application.
[ 4 ] The vehicle is described in a Full Disclosure Lease Agreement between Dennis Searles Chevrolet Oldsmobile Ltd. (Searles) as lessor and Micieli Contracting as lessee and Dr Jaroszynski as co-lessee. The lease was signed for Miceili Contracting by Gaetano Miceili and by Dr Jaroszynski, on 22 November 2004.
[ 5 ] Gaetano Miceili also signed a document purporting to confirm that the board of directors of Miceili Contracting had authorized the execution of a GMAC Retail Conditional Sale and Lease agreement in this matter. Mr Macieli’s son, Massimo, signed this document as well, as a company director.
[ 6 ] The lease agreement was then assigned by Searles to GMAC. All payments made on the lease during its thirty six month term were drawn from Dr Jaroszynski’s bank account pursuant to a pre-authorized payment plan provision in the original lease. The lease was in good financial standing at the end of the original term.
[ 7 ] After the lease expired, GMAC chose to leave the vehicle in the possession of Micieli Construction and a sequence of two lease extensions were negotiated between a representative of GMAC and Massimo Micieli. GMAC drew money from Dr Jaroszynski’s account to fund these extensions. The documents brief contains two lease extension agreements apparently signed by all concerned parties.
[ 8 ] The simplicity of the leasing transactions eroded, however, as oral evidence developed at trial. For example, Massimo Micieli confirmed that Miceili Construction never was an incorporated entity. It had neither officers nor directors and he could not explain why he or his father signed the resolution of the board of directors form attesting otherwise. In fact, the company was at all times a sole proprietorship.
[ 9 ] The business was initially started by his parents in 2003 but the name and business were transferred to Massimo Micieli in 2004. Gaetano Micieli, his father, spoke no English and could not read or write in English; he died on 9 April 2010.
[ 10 ] At the time of this lease agreement, in November of 2004, Dr. Jaroszynski’s girlfriend was Rose Micieli, a sister of Massimo and daughter of Gaetano Micieli.
[ 11 ] Dr. Jaroszynski agreed to make payments on the lease as an accommodation to Rose Micieli and in order that Massimo Micieli could use the vehicle for in his contracting business, mainly for snowplowing and landscaping purposes. Dr Jaroszynski understood that Massimo Micieli would not be found creditworthy in order to lease the vehicle on his own.
[ 12 ] He understood and expected that Massimo would repay lease payments as soon as he made money from his landscaping work, although that never actually happened.
[ 13 ] Dr. Jaroszynski did not control or operate the vehicle at any time. His relationship with Rose Micieli ended in May or June of 2005 and that was the last that he saw of her, her father or brother before this trial
[ 14 ] Dr. Jaroszynski testified that he recalled being contacted one time during the original three year term of the lease but after his relationship with Rose Miceili had ended. He was phoned by someone at GMAC about a proof of valid insurance on the vehicle problem. He did not recall who contacted him but does recall that he took the phone call at his office. He told GMAC that if Massimo Micieli had not placed proper insurance and the vehicle would therefore be impounded by GMAC, he would be happy because that would end his obligation to continue monthly lease payments.
[ 15 ] The term of the lease was otherwise uneventful; it expired on 22 November 2007. Massimo Micieli did not return the vehicle to Searles or to GMAC at that time. GMAC did not contact Dr Jaroszynski about its whereabouts; rather, it retained a bailiff to locate it. The bailiff was called off; the invoice suggests that GMAC had made other arrangements with the lessee. That information is accurate in that Nicole Ritchie of GMAC negotiated with Massimo Micieli for an “extension” of the lease.
[ 16 ] Mr Micieli’s evidence was vague on whether or when he saw the lease extension documents but he does recall speaking with Nicole Ritchie around the time the original lease matured and again at the time the first lease extension matured. He was interested in continuing to use the vehicle and in purchasing it. Ms Ritchie recommended that the lease be extended and provided the necessary documentation by fax for that purpose.
[ 17 ] Gaetano Micieli signed the lease extension documents and either Massimo or his sister, Rose, faxed them back to GMAC. Massimo Micieli confirmed the evidence of Dr. Jaroszynski that the doctor did not sign the lease extension documents. There is no evidence that Dr Jaroszynski was aware of the fact of negotiations leading toward the purported extensions of the lease, let alone the terms and conditions agreed to.
[ 18 ] Massimo Miceili retained possession of the vehicle throughout the terms of the two extensions and was to return it by 21 March 2008. He explained that he did not return the vehicle then, or ever since, because the vehicle was stolen from him before the final lease extension term had expired.
Due Diligence
[ 19 ] The only evidence explaining GMAC’s role in the three lease terms at issue here came from Alan Andrechuck.
[ 20 ] Mr. Andrechuk is employed by Allied Credit Canada Ltd., formerly GMAC, a financial lending institution. He has been in this business for almost 24 years and has been a team leader for about 11 years, supervising the recovery of deficiency losses of leased vehicles. As such, he is familiar with this file, although he had no personal involvement with the file before it went into default status in April of 2008.
[ 21 ] From his familiarity with GMAC leasing protocols he was sure that before the original lease application was processed, Searles would have commissioned credit checks on the applicant, Micieli Contracting and the co-applicant, Dr Jaroszynski. If such checks were in fact done, their results were not in evidence at trial. GMAC did not initiate credit or corporate status investigations of its own at that time.
[ 22 ] There was no evidence that GMAC commissioned any credit or corporate checks at any time, notwithstanding that the vehicle was not returned in a timely fashion upon the expiry of lease or lease extension terms, that it retained a bailiff to locate the vehicle on two occasions and that Dr Jaroszynski specifically advised GMAC, after his relationship with Rose Micieli ended in the spring of 2005 and before the original lease had expired, that he supported GMAC’s efforts to locate and take possession of the vehicle, in order that his obligation to fund lease costs would terminate.
[ 23 ] I accept the evidence of Dr Jaroszynski that he was not aware that the vehicle was not returned to GMAC when the original lease matured in November of 2007. Had he been aware of that, he said that he would have contacted Massimo Micieli and would have asked him to return the vehicle.
[ 24 ] In this action, GMAC seeks to hold Dr Jaroszynski to strict compliance of the terms and conditions of the agreements and related documents in the joint book of documents in evidence, while maintaining a blissful ignorance of matters that would certainly have emerged if it had investigated the true circumstances surrounding the lease arrangements at issue here and which may well have brought an abrupt end to the three lease transaction.
[ 25 ] Due diligence would have shown that GMAC assumed a Searles lease with a corporate non-entity as principal lessee. At the time of the original lease transaction, Gaetano Micieli was not even the sole proprietor carrying on business as Micieli Contracting. Although he had signed lease related documents for the lessee, his understanding of English was woefully inadequate to appreciate the transactions and there is no evidence that any documents were translated for him.
[ 26 ] The operating mind of the lessee, Micieli Contracting, was Massimo Micieli but although he was present at the time Searles and Miceili Contracting purported to bind each other and Dr Jaroszynski to the lease, he did not sign the lease. Nicole Ritchie negotiated lease extensions with him but GMAC accepted and processed all lease documents without binding Massimo Micieli, and therefore Micieli Contracting, properly to the contract documents.
[ 27 ] Apart from some GMAC system notes, which Mr Andrechuk admitted were likely incomplete and partly overwritten and the lease documents in evidence, he offered no particulars of the actual negotiation and execution of the arrangements that GMAC accepted and acted upon here. Nicole Ritchie was not called to testify.
[ 28 ] Nevertheless, Dr Jaroszynski has not disputed the validity of the original lease. Rather, he has embraced the obligations he thought it generated for him. He paid all lease payments. Micieli Contracting, Gaetano and Massimo Micieli paid nothing.
The Lease
[ 29 ] The original lease agreement sets out the lease terms and conditions. Mr Andrechuk reviewed several during the course of his evidence. For example, the lease states that the lessee and the co-lessee are jointly and severally bound to the terms of the agreement.
[ 30 ] It identifies the cost of the vehicle as $51,980 and that the residual value of the vehicle would be $30,067.10 at the expiry of a 36 month lease. Payments were due on the 22nd day of each month.
[ 31 ] The lease contains language specifically requesting the lessee and co-lessee not to sign the document before reading it or if any blank spaces were left unfilled.
[ 32 ] On page 2 at item 16, the agreement speaks to responsibilities arising from default. These would include results following at the end of the lease if the vehicle was not returned or following upon default in payment during the term of the lease.
[ 33 ] Item 20 on page 2 of the lease provides that:
“unless You purchase the Vehicle as set out in this lease You must return the Vehicle at the end of the scheduled Lease Term. If You fail to do so You will be in default and in addition You will owe us the amount of the Monthly Payment each month or portion thereof until You return the Vehicle. You will also be required to pay the amount of any damages which We incur because You did not return the Vehicle to Us”.
[ 34 ] Item 21 provides:
“You agree that this lease ….is the entire agreement between You and Us relating to the lease of the vehicle. Any change in the terms of this lease must be in writing and signed by You and any assignee" (emphasis added).
[ 35 ] The lease agreement was signed on 22 November 2004; the final payment under the original lease was made on October 22, 2007. The vehicle was to have been returned by 22 November 2007.
Lease Extensions
[ 36 ] The first lease extension document is dated 3 January 2008. It describes a two-month extension to 21 January 2008. The monthly cost stayed the same and the option to purchase price remained unchanged. All other terms and conditions of the lease were incorporated by reference.
[ 37 ] Mr Andrechuk testified that GMAC agreed to extend this lease considering the history of the lease, in that payments were exemplary and that the lessee wanted to purchase the vehicle once financing was arranged.
[ 38 ] The practice, he explained was that upon receipt of a request to extend the original lease, GMAC would fax an agreement to the lessee for execution by the lessee and the co-lessee and return by fax. Upon receipt of the executed extension agreement, GMAC would process the paper and extend the lease. That almost occurred here.
[ 39 ] Upon the whole of the evidence, I accept that GMAC faxed a standard form lease extension agreement out to someone at Micieli Contracting. Whether it was preceded or accompanied by completion instructions, the usual practice, is unclear. Gaetano Miceili spoke no English and Massimo Micieli had but a vague recollection of how this transaction developed. Clearly, Dr Jaroszynski was left out of the loop. I find that he knew not of the extension transaction and that the signature on the document below his name is not his.
[ 40 ] At some point the extension agreement was faxed back to GMAC. It then processed payment of November and December 2007 monthly charges against Dr. Jaroszynski’s bank account.
[ 41 ] Lease payments were likewise taken from Dr Jaroszynski’s account throughout the terms of the two lease extension periods. There is no evidence however that Dr Jaroszynski was aware of those withdrawals at any time before October 2008 when letters began to be sent to him alleging default on the lease. Indeed, I accept his evidence that he had moved from the address on Lakeshore Road in Burlington, where some of the letters were addressed to, before October 2008 and that he might well have not received them for some time thereafter.
[ 42 ] Then, by agreement dated 13 February 2008, GMAC submits that the lease was extended again and for the same reason: the lessee apparently needed time still to arrange financing to buy the vehicle. This extension was made on the same terms as was the first. It bears the signature of “G Micieli” for Micieli Contracting and one purporting to be that of Dr Jaroszynski, both over the date 15 March 2008.
[ 43 ] It bears repeating that I have concluded that Dr Jaroszynski did not know of or participate in negotiations toward this lease extension and the signature on the agreement is not his.
Damages
[ 44 ] Mr Andrechuk described the method of calculation of the GMAC claim. The parties agree that the method and the arithmetic calculations are appropriate. I find therefore that if GMAC is entitled to damages, its entitlement is to $30,922.75 plus prejudgment interest thereon at the rate of 5% from the date of the final demand letter, 17 April 2009, to the date of trial, 6 February 2012, a further entitlement of $4,337.66.
[ 45 ] In his Counterclaim, Dr Jaroszynski claims entitlement to return of the money withdrawn from his account after the end of the original lease term. The parties agree that $3289.32 was taken from that account after the original term but Dr Jaroszynski is content to fund payments for the interval between 22 November 2007 and 8 January 2008. Counsel will adjust the claim accordingly; if disagreement remains, I may be spoken to. The counterclaim seeks pre-judgment interest as well.
Positions of the Parties
Plaintiff’s Position
[ 46 ] GMAC insists that there is only one lease agreement at issue in this matter. Put another way, the lease extensions only extended the term of the original lease by four months but changed no other terms and conditions.
[ 47 ] Dr. Jaroszynski, as a co-lessee, bound himself to the very same obligations that the lease fixed upon Micieli Contracting. Specifically, upon the completion of the lease term, Dr. Jaroszynski was obliged to return the vehicle and failure to do so put him in default, requiring that he pay the amount of GMAC’s damages.
[ 48 ] GMAC insists that Dr. Jaroszynski's obligations under the lease were joint and several to the obligations of the lessee and not the solely financial obligations of a surety
[ 49 ] The original lease contained a pre-authorized payment plan provision by which Dr. Jaroszynski agreed to, and in fact did, provide his authority to allow GMAC to withdraw lease payments from his bank account. He could cancel this arrangement upon 15 days written notice to GMAC but he did not avail himself of that opportunity.
[ 50 ] GMAC insists, therefore, that it was entitled to withdraw lease payments throughout the entire term of the original agreement and the two lease extensions.
Defendant's position
[ 51 ] Dr. Jaroszynski submits that his obligations arise solely from the provisions of the original lease and that he has fully complied with all of those. He insists that his obligations ended when GMAC purported to renegotiate the terms of the lease, effective 3 January 2008 and again, effective 13 February 2008.
[ 52 ] He points out that he never drove the vehicle and never had control over its use. He points to his conversation with GMAC during the lease term, from which GMAC should be taken to know these facts, particularly since he urged GMAC to impound the vehicle in order that his obligation to continue lease payments would end. He points as well to the absence of any other communications from GMAC regarding the whereabouts or use of the vehicle as being indicative of GMAC's acceptance of his position.
[ 53 ] As the original lease matured in November of 2007, GMAC practice was to contact the lessee, not the co-lessee, to make arrangements to have the vehicle returned. Dr. Jaroszynski insists that he was not made aware of lease extension agreements; he did not execute extension agreement documents and therefore he had no opportunity to withdraw his name as a co-lessee.
[ 54 ] Dr. Jaroszynski relies on paragraph 21 of the original lease, the entire agreement clause, and insists that any change to the terms of the original lease must be made in writing and signed by him in order to be effective. That, he submits, did not occur.
[ 55 ] Dr. Jaroszynski further submits that the pre-authorized payment plan expired at the end of the term of the original lease and that any amounts withdrawn from his bank account for lease payments after 3 January 2008 must be returned.
[ 56 ] Dr. Jaroszynski submits that his status under the lease was that of a surety and not a lessee. As such, as a matter of law, any change in the terms or conditions of the lease agreement, no matter how minor, release him from any further obligations as a surety in the matter.
Analysis
[ 57 ] GMAC has every right to order its leasing practices to include due diligence practices or not as it sees fit. Its failure to explore the basic question of entitlement of the applicant/lessee to enter into any enforceable contract proved to be a fundamental problem in this case.
[ 58 ] The most basic of credit and corporate searches would have shown that Miceili Contracting did not exist as a corporation and that as a sole proprietorship, Massimo Micieli could not carry the burden of the lease cost.
[ 59 ] The problem was compounded by GMAC negotiating with Micieli Contracting without including Dr Jaroszynski and then processing a paper trail through fax transmissions to and from only Miceili Contracting.
[ 60 ] The GMAC lease extension documents did not call for signatures to be witnessed, notarized, under seal or to be otherwise validated.
[ 61 ] The pith and substance of the leasing arrangement here was to facilitate putting a vehicle on the road that Massimo Micieli could use in his contracting business, mainly for landscaping and snow plowing work and to visit the cost of the lease upon Dr Jaroszynski.
[ 62 ] GMAC knew that Dr Jaroszynski was a physician who had no association with Micieli contracting. GMAC knew that he did not use or monitor the use or whereabouts of the vehicle during the term of the lease. It did not ask Dr Jaroszynski to make good the default in the proof of insurance requirements called for by the lease agreement. It did not ask him to find and return the vehicle when the insurance issue arose.
[ 63 ] GMAC did not call upon Dr Jaroszynski to find and return the vehicle after the expiry of the original lease term. He was not aware that the vehicle was not returned to GMAC when the original lease matured in November of 2007. Had he been aware of that, he said that he would have contacted Massimo Micieli and would have asked him to return the vehicle. I accept his evidence.
[ 64 ] He was not asked to locate and return the vehicle at any time before it was reported stolen.
[ 65 ] GMAC treated Dr Jaroszynski as a source of funding, as a surety. By choosing to exclude him from an active role in monitoring the insurance on, the whereabouts of and/or the use and operation of the vehicle, GMAC also effectively deprived him of an opportunity to comply with the obligation which GMAC asserts that the lease imposes on him to return the vehicle.
[ 66 ] In any event, I accept the evidence of Dr Jaroszynski and Massimo Micieli that the former intended to support the transaction financially but not as a lessee. Given that the lease ran to term, fully paid and without default, the question becomes what obligation, if any, did Dr Jaroszynski owe GMAC after Massimo Miceili negotiated with Nicole Ritchie and the lease extension agreements were reached and documented in 2008? In my view he owed none.
[ 67 ] As a financial surety, Dr Jaroszynski, was entitled to rely on the expectation that his obligations would not change, that he had a contract of adhesion. I accept the explanation applicable here as Cory J articulated it in Manulife [1] :
In many if not most cases of guarantees a contract of adhesion is involved. That is to say the document is drawn by the lending institution on a standard form. The borrower and the guarantor have little or no part in the negotiation of the agreement. They have no choice but to comply with its terms if the loan is to be granted. Often the guarantors are family members with limited commercial experience. As a matter of accommodation for a family member or friend they sign a guarantee.
[ 68 ] And at paragraphs 12 and 13, Cory J adds:
The position set out in Holland-Canada Mortgage Co. [2] was confirmed in Citadel General Assurance Co. v. Johns-Manville Canada Inc., [1983] S.C.R. 513. At p. 521 of that case, it was said that “accommodation sureties" are those who enter into the guarantee “in the expectation of little or no remuneration and for the purpose of accommodating others or of assisting others in the accomplishment of their plans". The protection offered to this class of guarantors was explained also at p. 521:
In respect of them, the law has been astute to protect them by strictly construing their obligations and limiting them to the precise terms of the contract of surety.
These sureties were contrasted with "compensated sureties" whose business consists of guaranteeing performance and payment in return for premium. With respect to this latter class of sureties it was held at p. 524:
…. In the case of the compensated surety it cannot be every variation in the guaranteed contract, however minor, or every failure of the claimant to meet the conditions imposed by the bond, however trivial, which will enable the surety to escape liability.
Although the primary issue in the case was the distinction between accommodation sureties and those who receive compensation, these words nonetheless represent the considered opinion of the Court. In my view, they are correct.
[ 69 ] Any change to the terms and conditions of the original lease and more specifically the lease extensions in question here constitutes a material variation of the principal contract without the surety’s consent and will result in the discharge of the surety from liability under the guarantee [3] .
[ 70 ] Further, I accept and rely on this as a valid statement of the applicable law in the circumstances of this case:
The right of a surety to be discharged where there has been a material alteration to the principal contract has been reiterated by courts throughout the common-law world on many occasions, and as a result it is now possible to outline the scope of the defense in fairly comprehensive terms. It has been held, for instance that a surety is entitled to a discharge even where the variation of the contract has not been acted upon. Proof of actual or certain prejudice is not required: it is sufficient if there is a potential for prejudice. In general terms, the surety relationship entitles the surety to require that his position shall not be altered by any agreement between the creditor and the principal debtor from that in which he stood at the time of the contract. In any case where a proposed variation has the potential for prejudice, the creditor must seek the consent of the surety to the variation concerned. The court will not substitute its decision for that of the surety as to whether the variation in question is reasonable or acceptable. Thus the surety is entitled to the benefit of all securities that stood for the guaranteed debt or obligation at the time when the burden of suretyship was assumed. [4]
[ 71 ] And, as this case involves extensions of the time period originally contemplated by the contract, these further statements of the law are apt:
One type of variation of the principal contract which is of particular frequency and therefore concern are agreements which a creditor may enter into with the principal to allow the principal an extension of time in which to perform the guaranteed obligations, over the period of time that was originally contemplated in the principal contract. The effect of an agreement to extend time to the principal was stated by Best, C.J. in Philpot v. Bryant:
A creditor by giving time to the principal debtor, inequity, destroys the obligation of sureties; and a court of equity will grant an injunction to restrain a creditor, who has given further time to the principal, from bringing an action against the surety…… [5]
The courts take the view that where the risk of liability is altered, it is for the surety to decide whether he will continue as a surety and bear the new risk of liability that arises from the restructured agreement. It is for this reason that the surety is entitled to be discharged if his consent is not obtained, as was pointed out by Lord Lyndhurst in Oakeley v. Pasheller:
Now the principle of the law is, that where a creditor gives time to the principal debtor, there being a surety to secure payment of the debt, and does so without consent of, or communication with, the surety, he discharges the surety from liability, as he places him in a new situation, and exposes him to a risk and contingency to which he would not otherwise be liable. [6]
[ 72 ] In my view, Dr Jaroszynski guaranteed the funding of the cost of the original lease as an accommodation to Rose and Massimo Micieli without expectation of compensation beyond the return of his investment, a hope that has not been realized. As such, he can be bound only to the obligations upon him driven by the terms of the original lease.
[ 73 ] The lease agreement was one of standard form. Searles and GMAC chose the terms, conditions and terminology. GMAC has not explained why Dr Jaroszynski was described as a co-lessee if he was to assume in all respects the same obligations as a lessee. Even if the terms are interchangeable however, I find that Dr Jaroszynski was entitled to rely on paragraph 21 of the lease, the entire agreement clause, requiring of GMAC that any change to the terms of the lease must be in writing and signed by Dr Jaroszynski. Extensions in the “term of” the original lease, as described in paragraph 3, necessarily effect a change in “terms of the lease”, as that phrase is used in paragraph 21.
[ 74 ] He was unaware of the extensions to the original lease; he neither condoned nor consented to the extension(s) terms. As such, GMAC’s decision to vary the lease by extending its term has had the effect of releasing Dr Jaroszynski from any obligations in connection with the lease extensions.
[ 75 ] The lease extensions increased his financial burden and the length of his alleged contractual liability to GMAC. Any change, however small, was one that he had a right to consider and approve of in writing, or to reject.
[ 76 ] As noted above, I cannot find that GMAC provided any opportunity to Dr Jaroszynski to appreciate the nature and extent of the implications of the lease extensions, let alone to bind himself in writing to the changes that the lease extensions necessarily produced.
[ 77 ] As such, whether by reference to the law governing the obligations of sureties or the contract documents in this case, GMAC cannot burden Dr Jaroszynski with the cost of the lease extensions or the residual value of the stolen vehicle.
[ 78 ] The pre-authorized payment plan provisions in the original lease must be interpreted to be specific to the lease only and not to include extensions to the lease term not authorized by Dr Jaroszynski. These provisions cannot provide GMAC with a carte-blanche to continue accessing Dr Jaroszynski’s bank account beyond the agreed upon lease term.
Disposition
[ 79 ] The plaintiff’s action shall be dismissed.
[ 80 ] The counterclaim shall succeed; in addition to the damages referred to above, Dr Jaroszynski shall recover pre-judgment interest thereon.
[ 81 ] The defendant/plaintiff by counterclaim shall be entitled to costs of the action and of the counterclaim. In the event that the parties cannot agree upon the disposition of costs issues, I may be spoken to.
Moore J.
Released: 10 February 2012
COURT FILE NO.: 09 CV 378414
DATE: 10 February 2012
ONTARIO SUPERIOR COURT OF JUSTICE B E T W E E N:
GMAC Leaseco Corporation Plaintiff/Defendant by Counterclaim
- and -
Grzegorz Jaroszynski also known as Greg Jaroszynski Defendant/Plaintiff by Counterclaim
Moore J.
Released: 10 February 2012
[1] Manulife Bank of Canada v. Conlin , { 1996 , 1996] S.C.J. No. 101, at para 7
[2] Holland Canada Mortgage Co. v. Hutchings , , [1936] S.C.R. 165,
[3] K.P. McGuinnes, The Law of Guarantee: A Treatise on Guarantee, Indemnity and the Standby Letter of Credit, 2 nd ed (Scarborough: Carswell Thomson Professional Publishing, 1996), at para 10.15.
[4] Ibid, at para 10.20.
[5] Ibid , at para 10.51
[6] Ibid, at paras 10.52 and 10.53