Court File and Parties

COURT FILE NO.: CV-17-00577665 DATE: 20181026 ONTARIO SUPERIOR COURT OF JUSTICE

BETWEEN:

Birchcliffe Core-Harbour Inc. Plaintiff – and – Stella Pinnock, Stainton Pinnock and Homelife/Romano Realty Defendants

COUNSEL: David Taub and Jonathan Preece, for the Plaintiff Osborne G. Barnwell, for the Defendants/Plaintiffs by Counterclaim, Stella Pinnock and Stainton Pinnock

HEARD: August 18, 2018

DIETRICH J.

Overview

[1] This case involves a failed real estate transaction. The principal participants are the plaintiff as purchaser, two of the defendants as vendors and registered owners, and the mortgagee whose equity of redemption turned out to be paramount.

[2] At issue is a claim by the plaintiff for breach of contract resulting in damages for loss of bargain.

[3] The subject lands, municipally known as 1669 Kingston Road, in the City of Toronto, were encumbered by a mortgage. The mortgage was registered in September 1989 as security for a loan of $250,000 with interest at the rate of 12% per annum. The facts surrounding payments on the mortgage are unique and unusual in the extreme.

[4] The evidence on the summary judgment motion is that the owners/vendors, Stella and Stainton Pinnock, had not made a mortgage payment in over 20 years prior to signing an agreement of purchase and sale. On May 11, 2016, they agreed to sell the property to the plaintiff for $500,000.

[5] Eventually, it was established that the Pinnocks could not successfully negotiate a discharge of the mortgage and they conceded that they could not convey a clear title to the purchaser. They proposed that the purchase contract be terminated by mutual releases and that the deposit be returned to the purchaser.

[6] Instead, the purchaser almost immediately closed a power of sale agreement with the mortgagee at a sale price of $687,500. This precipitous transaction did not involve the Pinnocks directly. The purchaser now seeks summary judgment in the amount of $187,500 from the Pinnocks as damages for loss of bargain.

Issues

[7] The issues to be determined are as follows:

1. Is summary judgment appropriate in this matter?
2. Did the Pinnocks breach the agreement of purchase and sale by failing to discharge the mortgage and to deliver clear title to the property to Birchcliffe Core-Harbour Inc. (“Birchcliffe”) on the scheduled closing date and, if so, what damages arise therefrom?
3. Did Birchcliffe impede the ability of the Pinnocks to discharge their mortgage such that they should be excused from their failure to close the agreement of purchase and sale?

Factual Background

[8] The Pinnocks purchased the property in 1989, thinking they might develop it into a nursing home. It was uninhabitable at the time of purchase and it remained in that state throughout their 37 years of ownership.

[9] On May 11, 2016, Birchcliffe, through its predecessor, agreed to purchase, and the Pinnocks agreed to sell, the property for $500,000. The agreement provided for a closing date of August 31, 2016.

[10] The closing date was extended seven times over some 18 months and the final closing date was set for April 7, 2017.

[11] On June 10, 2016, John Fox, as counsel for Birchcliffe, requisitioned a discharge of the mortgage on title. The mortgage was registered in the name of Johnny Longo Real Estate Limited (Longo) as Instrument No. TB636625 on September 22, 1989. Mr. Fox made the requisition to Emanuel Irish, the solicitor for the Pinnocks. At that time, the closing was set for December 15, 2016.

[12] The Pinnocks initially had trouble locating a representative of Longo, but were in contact with Robert Micheli, its solicitor, by December of 2016. Several discussions were held between the Pinnocks and Longo, the mortgagee, to try to reach an agreement for discharge.

[13] On December 12, 2016, Mr. Micheli advised the Pinnocks that the mortgage was in substantial arrears and requested a proposal from them to settle the outstanding balance.

[14] On December 14, 2016, through their counsel, the Pinnocks proposed to pay $250,000 to discharge the mortgage. The mortgagee rejected the Pinnocks’ offer stating that it would be inappropriate for the Pinnocks not to pay any interest whatsoever. Mr. Micheli, solicitor for the mortgagee, suggested that if the Pinnocks would be willing to pay $505,000 to discharge the mortgage, he would make that recommendation to the mortgagee.

[15] On the same day, the Pinnocks replied to the mortgagee advising that the property was being sold for $500,000, being less than the amount the mortgagee was seeking to discharge the mortgage. This disclosure caused the mortgagee to query whether the property was being sold for a price below market value. By reply the same day, the mortgagee requested a copy of the agreement of purchase and sale and the name of the purchaser’s lawyer. Counsel for the Pinnocks sent a copy of the agreement and Mr. Fox’s telephone number.

[16] On December 19, 2016, Mr. Micheli wrote to counsel for the Pinnocks alleging that the property had been sold for less than market value to convince the mortgagee that the property value could not support repayment of the mortgage. Accordingly, the mortgagee withdrew his proposal to accept $505,000 to discharge the mortgage.

[17] In response to the allegation, on December 22, 2016, the Pinnocks swore statutory declarations, for the mortgagee’s benefit, affirming that the amount owing on the mortgage exceeded the net proceeds of sale pursuant to the agreement. In the statutory declarations, the Pinnocks proposed that the mortgagee accept the sum of $300,000 in full satisfaction of the mortgage.

[18] On December 28, 2016, Mr. Micheli wrote to counsel for the Pinnocks again reiterating his concern that the property was being sold below market value. He asked to be provided with confirmation of the sale prices for the adjoining lands, which were being sold to Birchcliffe as part of the same land assembly. Some of these adjoining lands were owned by the Pinnocks. Counsel to the Pinnocks responded on January 16, 2017 by asking for a “realistic” discharge statement so that the sale in question could close. In response, the mortgagee requested a concrete proposal to retire the mortgage.

[19] In a call with Mr. Fox on January 12, 2017, Mr. Irish suggested that Mr. Fox contact Mr. Micheli to inquire about the Pinnocks’ efforts to discharge the mortgage.

[20] On January 16, 2017, unbeknownst to the Pinnocks and their counsel, and without their permission, Mr. Micheli disclosed to Mr. Fox the fact that the Pinnocks had sworn statutory declarations acknowledging that the mortgage debt was in excess of the expected proceeds of sale. Mr. Micheli provided copies of the statutory declarations to Mr. Fox on a “for your eyes only” basis. Mr. Micheli specifically asked that the fact that he had provided these statements to Mr. Fox “not be disclosed to anyone, nor the content referenced (beyond the existence of the statutory declarations and the acknowledgment of the ongoing indebtedness) and that no copies of the documents be circulated without my express consent.”

[21] Birchcliffe thus became aware that the amount owing on the mortgage exceeded the sale price under the agreement and that the Pinnocks were negotiating for a significant reduction on the mortgage.

[22] After delivering the statutory declarations, Mr. Micheli provided Mr. Fox with periodic updates on the Pinnocks’ efforts to negotiate a discharge of the mortgage.

[23] On January 20, 2017, Mr. Irish wrote to Mr. Micheli to let him know that the closing date had been extended and again requested a discharge statement.

[24] On January 23, 2017, for the first time, Mr. Micheli delivered a discharge statement to Mr. Irish showing $2,052,480.56 as owing on the mortgage.

[25] On January 24, 2017, Mr. Micheli wrote to Mr. Irish to advise that the mortgagee would be willing to accept the net proceeds of sale plus additional security for the balance of the mortgage. Mr. Micheli also requested personal net worth statements from the Pinnocks and advised that the mortgagee might consider a retroactive adjustment to the interest rate on the mortgage.

[26] Around the same time, late January, 2017, Birchcliffe had determined that the Pinnocks may not be able to negotiate a discharge of the mortgage and began to discuss with Mr. Micheli the possibility that the mortgagee would need to sell the property by way of power of sale. They also discussed the market value of the property for the purposes of such a sale.

[27] The Pinnocks, having no knowledge of the possibility of a sale of the property under power of sale, continued to try to negotiate with Mr. Micheli in good faith.

[28] According to mail receipts, a copy of a notice of sale under power of sale under mortgage, prepared by Mr. Micheli, was delivered to the Pinnocks by regular mail at the uninhabitable property on January 23, 2017. A copy was not sent to their residence or to their solicitor’s office. The Pinnocks never received actual notice of the intended power of sale under mortgage. A copy was provided to Mr. Fox. The notice of sale expired on February 28, 2017.

[29] On February 6, 2017, Mr. Irish advised Mr. Micheli that the Pinnocks were willing to pay the mortgagee the net proceeds from the sale of the property “minus a reasonable remuneration” to the Pinnocks. Mr. Micheli responded the same day by rejecting the Pinnocks’ offer and again seeking the net proceeds of sale and security for the balance owing.

[30] The closing date was extended twice after February 6, 2017 to accommodate the Pinnocks’ efforts to discharge the mortgage. The final closing date was set for April 7, 2017.

[31] On March 6, 2017, Mr. Micheli delivered to Mr. Fox another copy of the notice of sale under power of sale.

[32] On March 7, 2017, Mr. Micheli delivered a draft offer to sell the property to Birchcliffe under power of sale for $770,000. Following negotiations, Birchcliffe, as purchaser, and the mortgagee, as vendor, entered into an agreement of purchase and sale with a sale price of $687,500. The agreement was signed by Birchcliffe on April 6, 2017 and by Longo on April 7, 2017 (the day set for closing the agreement between Birchcliffe and Pinnocks).

[33] The terms of the agreement of purchase and sale between Birchcliffe and the mortgagee provided that Birchcliffe could terminate the agreement if the Pinnocks could close with Birchcliffe. The mortgagee had the right to terminate the agreement if the Pinnocks redeemed or made payments against the mortgage prior to completion of the Birchcliffe-Longo agreement.

[34] On April 6, 2017, Mr. Fox asked Mr. Irish to confirm that the Pinnocks would complete the transaction the next day. Mr. Irish advised that his clients were not in a position to deliver clear title and proposed that the parties execute mutual releases terminating the agreement and effecting the return of the deposit to Birchcliffe.

[35] Birchcliffe refused and on April 7, 2017 it tendered the required closing documents and certified trust cheque.

[36] The closing date for the Birchcliffe-Longo transaction was set for April 10, 2017. The power of sale agreement closed a mere three days after the Birchcliffe-Pinnocks transaction collapsed. Birchcliffe purchased the property from the mortgagee for $687,500.

[37] On May 1, 2017, Mr. Fox sent a letter to Mr. Irish stating that the Pinnocks had breached their agreement of purchase and sale by failing to discharge the mortgage and deliver clear title. The letter disclosed that Birchcliffe had purchased the property from the mortgagee under power of sale. This was the first notice of the power of sale and the actual sale of the property that Mr. Irish and the Pinnocks received.

[38] Birchcliffe then filed its statement of claim on June 22, 2017, in which it sought: $187,500 for loss of bargain; the return of the deposit of $25,000; and $25,000 in legal fees relating to the purchase of the property from the mortgagee, among other relief.

[39] The Pinnocks defended the claim and counterclaimed alleging that Birchcliffe bargained in bad faith. On this basis, they seek damages and forfeiture of the deposit.

Issue 1: Is summary judgment appropriate in this matter?

[40] Rule 20.04(2) of the Rules of Civil Procedure, R.R.O. 1990, Reg. 194, provides that the court shall grant summary judgment if the court is satisfied that there is no genuine issue requiring a trial with respect to a claim or a defence. The Supreme Court in Hryniak v. Mauldin, 2014 SCC 7 (Hryniak) held at para. 49:

There will be no genuine issue requiring a trial when the judge is able to reach a fair and just determination on the merits on a motion for summary judgment. This will be the case when the process (1) allows the judge to make the necessary findings of fact, (2) allows the judge to apply the law to the facts, and (3) is a proportionate, more expeditious and less expensive means to achieve a just result.

[41] A responding party may not rest solely on the allegations or denials in the party’s pleadings, but must set out, in affidavit or other evidence, specific facts showing that there is a genuine issue for trial. Each side must “put its best foot forward” with respect to the existence or non-existence of material issues to be tried. A court is entitled to assume that the record contains all the evidence that the parties would present if the matter proceeded to trial: Sweda Farms v. Egg Farmers of Ontario, 2014 ONSC 1200, at paras. 26-27, aff’d 2014 ONCA 878, leave to appeal to SCC refused, [2015] S.C.C.A. No. 97.

[42] The court should first determine whether there is a genuine issue requiring a trial based only on the evidence in the motion record, without using the fact-finding powers set out in rules 20.04(2.1) and (2.2). The analysis is to be done on a review of the factual record, granting summary judgment if there is sufficient evidence to fairly and justly adjudicate the dispute and summary judgment would be a timely, affordable and proportionate procedure. The evidence considered by the court on a summary judgment motion need not be equivalent to that which would be available at trial but must be such that the judge is confident that the dispute can be fairly resolved: Hryniak, at para. 57.

[43] Birchcliffe submits that summary judgment is appropriate because there is no dispute that the Pinnocks breached the agreement of purchase and sale; the court may determine whether the plaintiff owed the Pinnocks a duty of good faith; the record will allow the court to make the necessary findings of fact on the matter of bad faith and interference with the ability of the Pinnocks to discharge the mortgage; and summary judgment is a proportionate, expeditious and less expensive means to reach a just result on the issues in dispute.

[44] The Pinnocks submit that there is merit in summary judgment especially in light of the costs of litigation. However, they also submit that a critical fact in the case relates to actions taken by the lawyers for each of the mortgagee and Birchcliffe and whether those actions contributed to the inability of the Pinnocks to discharge their mortgage on the property. The Pinnocks note that counsel for the mortgagee, Mr. Micheli, has not provided affidavit evidence, which may affect the court’s ability to reach a fair and just adjudication of the matter.

[45] In the present case, notwithstanding the lack of affidavit evidence from Mr. Micheli, I am confident that the facts are ascertainable from the record, using the powers conferred on the court by rule 20.04(2.1) of the Rules where necessary. I am also confident that I can apply the law to those facts to reach a fair and just adjudication of the matter.

Issue 2: Did the Pinnocks breach the agreement of purchase and sale with Birchcliffe and, if so, what damages arise from the breach?

[46] Despite their efforts to negotiate a discharge of their mortgage with the mortgagee, the Pinnocks were not able to deliver clear title to Birchcliffe on the date set for closing. They were in breach of the implied term of the agreement of purchase and sale that they would deliver evidence of the mortgage discharge prior to closing. See: 101060873 Saskatchewan Ltd. v. Saskatoon Open Door Society Inc., 2016 SKCA 98 (C.A.). Consequently, Birchcliffe is entitled to damages. For the reasons that follow, the damages include the return of the purchaser’s deposit, but do not include any amount for loss of bargain.

The Deposit

[47] In Comonsents Inc. v. Hetherington Welch Design Ltd., [2006] CarswellOnt 6173 (Ont. S.C.J.) (Comonsents), Echlin J. reviewed the law of deposit at length. He set out the relevant principles as follows, at para. 14, citing Gallagher v. Shilcock, [1949] 2 K.B. 765 (Eng. K.B.), at 768:

(i) A deposit is "something which binds the contract and guarantees its performance"; and

(ii) "If it is a deposit or both a deposit and prepayment, and the contract is rescinded, it is not returnable to the person who pre-paid it if the rescission was due to his default."

[48] In Tang v. Zhang, 2013 BCCA 52 (B.C. C.A.), Newbury J.A. similarly held that "[a] true deposit is an ancient invention of the law designed to motivate contracting parties to carry through with their bargain." See also Mikhalenia v. Drakhshan, 2015 ONSC 1048 (Ont. S.C.J.), at para. 33.

[49] The Pinnocks did not carry through with their bargain. It is their breach of the agreement of purchase and sale that brought the contract to an end. This leads to their loss of the deposit funds.

Loss of Bargain

[50] In addition to the deposit, Birchcliffe seeks damages for loss of bargain. It calculates this loss to be $187,500, being the difference between the price it had agreed to pay the Pinnocks, were they able to deliver clear title, and the amount that Birchcliffe paid to the mortgagee for the property under power of sale.

[51] To succeed in a claim for loss of bargain, Birchcliffe’s claim must inevitably focus on the true meaning of a “bargain”; that is, a benefit which is acquired by bargaining. A purchaser finds a bargain to be that which proves to be advantageous, but its value as a bargain is not guaranteed by the vendor: The Compact Edition of The Oxford English Dictionary: Oxford Press (2d).

[52] In the case at bar, it was Birchcliffe that realized that the bargain it sought was only negotiable as a completely separate contract with the effective beneficial owner, the mortgagee, and to the exclusion of the original vendor. Consequently, the Pinnocks had no role in the bargaining that led to the ultimate sale. In fact, they knew nothing of it.

[53] There was little evidence on the motion concerning the unusual circumstances of the registered mortgage. I do find that, however unrealistic the Pinnocks were, they did not enter the agreement of purchase and sale in bad faith and they did act honestly throughout. They consistently tried to negotiate a mortgage settlement to place themselves in a position to provide clear title.

[54] It cannot be said that the Pinnocks were unwilling to deliver clear title. They sought several extensions of the closing date in order to continue negotiations with the mortgagee with a view to discharging the mortgage and delivering clear title to Birchcliffe. Based on the record, it appears that, for a time, they had reason to believe that they would be able to deliver clear title.

[55] Before Mr. Micheli began negotiating with Mr. Fox, Mr. Micheli, on behalf of the mortgagee, had suggested that an offer of $505,000 may be acceptable to the mortgagee. However, when the mortgagee insisted on the net proceeds of sale of the property and security for the balance of nearly $1,500,000 on an initial loan of $250,000, it was not realistic to expect that the Pinnocks could deliver clear title. Rather than being unwilling, the fact of the matter is that the Pinnocks were unable to deliver clear title. There is no evidence to suggest that they could have raised the funds to discharge the mortgage.

[56] Birchcliffe found itself in an agreement with vendors who, in fact, had no equity in the property. This is not a case where the property owner resiled from its agreement in order to appropriate to itself a benefit to be had from a second and better offer. It is quite unlike the cases in which the court has found liability for loss of bargain, and on which Birchcliffe sought to rely. I do not find that the circumstances in which the parties found themselves fit within the exceptions that permit a purchaser to claim the benefit of a lost bargain as set out in A.V.G. Management Science Ltd. v. Barwell Developments Ltd., 1978 SCC 180, [1979] 2 SCR 43, 1978 CarswellBC 524. In that case, the vendors mistakenly concluded that the purchaser with which it had contracted to sell the land had failed to meet a provision in its contract, and they accepted another offer from a second purchaser. The original purchaser successfully sued for specific performance and the second purchaser was successful in recovering its damages for loss of bargain. The case at bar can also be distinguished from the case of Bigham v. Adam Yewchuk Management Ltd., [1981] A.J. No 853, 36 A.R. 148 (Alta. Q.B.), in which case the vendor imposed an unreasonable time constraint to complete the transaction, which the purchasers could not realistically meet. There, the court found that the time constraint was prompted by the knowledge of a better offer waiting in the wings, which the vendor then pursued. The purchaser was entitled to its damages for loss of bargain equal to the difference between the contract price and the price ultimately received by the vendor.

[57] The Pinnocks had negative equity in the property and thus had no interest to sell to Birchcliffe. Therefore, they had no ability to reserve a benefit to themselves by not delivering title to Birchcliffe.

[58] Furthermore, unbeknownst to the Pinnocks, they were in a competition with Birchcliffe vis a vis the mortgagee. While they were trying to negotiate a discount on the mortgage with Mr. Micheli, Mr. Micheli was negotiating a potential sale of the property to Birchcliffe under power of sale.

[59] Prior to Mr. Micheli providing the Pinnocks’ statutory declarations to Mr. Fox, the Pinnocks were discussing the possibility of a discharge of the mortgage for slightly more than the net proceeds of sale, as proposed by Mr. Micheli. However, once Birchcliffe became aware that the Pinnocks had negative equity in the property, Birchcliffe began to negotiate directly with the mortgagee, which it saw as the true vendor of the property. Birchcliffe was prepared to offer the mortgagee $687,500, being $187,500 more than it was prepared to offer to the Pinnocks. Once this offer was made, the mortgagee had little incentive to negotiate the discharge of the mortgage. With the Birchcliffe offer in hand, the mortgagee confirmed to the Pinnocks that it would only accept the net proceeds of sale plus additional security for the balance of the mortgage. The only compromise it offered was the possibility of a retroactive adjustment to the interest rate on the mortgage.

[60] Birchcliffe also recognized the probability that the Pinnocks would not be able to deliver a discharge of the mortgage. In cross examination, Mr. Fox admits that once he received the statutory declarations on January 16, 2017, he had a sense that “it would be difficult for Mr. Irish to produce the discharge that was required to close the transaction.”

[61] When asked about the impact of Birchcliffe’s direct negotiations with the mortgagee, to purchase the property, on the Pinnocks’ ability to negotiate a discount on the mortgage, Mr. Fox deposed: “Given that the information that I have is that it is not possible for the Pinnocks to pay out the mortgage from the net proceeds, yes, it is reasonable for us to have conversations with the mortgagee who is now clearly the real vendor of this land.”

[62] In making this statement, Mr. Fox acknowledges that the Pinnocks are not the real vendors of the land. If Birchcliffe wished to purchase the property, it was going to have to deal with the mortgagee, which was the only entity that could deliver clear title. The mortgagee and Birchcliffe entered into an agreement of purchase and sale based on the market value of the property at that time, being what the land was worth in the competitive marketplace. As stated in DHMK Properties Inc. v. 2296608 Ontario Inc., 2017 ONSC 2432 at para. 58: “The fair market value of the land is objective not subjective. The fair market value of land is its exchange value; i.e., what a willing buyer would pay for the land in the open market and is based on what a seller and buyer, each knowledgeable and willing, would pay and would accept as payment respectively for the land on the open market.”

[63] The remedy of damages for a breach of contract causing a loss of bargain presupposes that there was a bargain to be had and that it was wrongfully withheld from the innocent party. For Birchcliffe, the economic consequences of this failed agreement of purchase and sale caused the illusion of a loss of bargain but no actual loss of bargain.

[64] Birchcliffe claims that it had an agreement to purchase the property at $500,000 but had to make a higher bid of $687,500 to receive title from the mortgagee vendor. However, the bargain struck with the Pinnocks was never more than illusory. Events unfolded to demonstrate that the Pinnocks were not at any material time in control of the property. Once the mortgagee finally disclosed that the mortgage was in arrears in excess of $2,000,000 and, accordingly, the equity of redemption was deeply in the red, there was no realistic hope that the Pinnocks could close the transaction.

[65] Birchcliffe’s first contract of purchase and sale held the promise of a bargain (at a lower cost) but this promise was based on the Pinnocks’ mistaken belief that they still had equity in the property. The reality was that the mortgagee had complete control of the property.

[66] Birchcliffe’s second contract of purchase and sale was negotiated between it and the mortgagee and without any effective notice to or participation of the Pinnocks.

[67] The Pinnocks did not appropriate to themselves any benefit and they did not withhold any bargain from Birchcliffe. Indeed, Birchcliffe’s own development plan was the dominant driver of their zeal to acquire the property.

[68] In summary, there was no wrongful appropriation of a benefit by the Pinnocks. The benefit that Birchcliffe assumed it was denied was illusory and did not in fact exist. Accordingly, the Pinnocks have no liability to Birchcliffe for loss of bargain.

Issue 3: Did Birchcliffe impede the ability of the Pinnocks to discharge their mortgage?

[69] The Pinnocks submit that Mr. Fox and Mr. Micheli engaged in a conspiracy to interfere in the contractual relations between Birchcliffe and the Pinnocks. I do not find this to be the case. I do find that the obvious tactic to ensure that the Pinnocks did not have actual notice of the power of sale under mortgage was deceptive on the part of both Birchcliffe and the mortgagee. However, I do not find Birchcliffe liable for actionable deceit.

[70] The Pinnocks were never, realistically, in a position to provide clear title to Birchcliffe. The actions of the solicitors for Birchcliffe and the mortgagee, respectively, while deceptive, were not the cause of the Pinnocks’ failure to close the transaction. Given the Pinnocks’ negative equity in the property and the mortgagee’s desire to ensure the property was sold at its fair market value, the true vendor of the property was going to be the mortgagee.

Disposition

[71] The defendant Homelife/Romano Realty shall pay to Birchcliffe, or as it shall direct, the deposit it holds in trust with regard to the agreement of purchase and sale between the Pinnocks and Core Development Group dated May 11, 2016.

[72] The balance of the claim by Birchcliffe Core-Harbour Inc. is dismissed. The counterclaim by the Pinnocks is also dismissed.

Costs

[73] The plaintiff has not succeeded in its motion for summary judgment. The Pinnocks were prepared to return the deposit to Birchcliffe in exchange for mutual releases on April 6, 2017. Birchcliffe declined that offer and instead brought a claim for damages. The Pinnocks shall be entitled to their costs of this motion. If the parties cannot agree on the matter of costs, the defendants Stella Pinnock and Stainton Pinnock shall make written submissions, not exceeding three pages in length (including a costs outline), within two weeks of the date of these reasons. The plaintiff shall make written submissions, not exceeding three pages in length (including a costs outline), within two weeks of receipt of the defendants’ submission.

Dietrich J. Released: October 26, 2018

Reasons for Judgment

COURT FILE NO.: CV-17-00577665 DATE: 20181026 ONTARIO SUPERIOR COURT OF JUSTICE

BETWEEN: Birchcliffe Core-Harbour Inc. Plaintiff – and – Stella Pinnock, Stainton Pinnock and Homelife/Romano Realty Defendants

REASONS FOR JUDGMENT Dietrich J. Released: October 26, 2018