Court File and Parties

COURT FILE NO.: CV-21-00654153-0000

DATE: 2024-09-27

SUPERIOR COURT OF JUSTICE - ONTARIO

RE: STICKERYOU INC., Plaintiff – and – MAMAN HOLDINGS LIMITED and CBRE LIMITED, Respondents

BEFORE: Justice E.M. Morgan

COUNSEL: Charlotte Calon, for the Plaintiff Mohsen Seddigh, for the Defendants

HEARD: September 27, 2024

ENDORSEMENT

[1] In this commercial landlord-tenant dispute, the landlord/Defendant, Maman Holdings Limited (“Maman”), moves under Rule 49.09 for judgment enforcing a settlement against the tenant/Plaintiff, Stickeryou Inc. (“Stickeryou”). The parties reached a settlement on March 13, 2023 (the “Settlement”) which was reached in correspondence between the parties. The Settlement was then more fully documented by Minutes of Settlement dated June 15, 2023.

[2] The terms of Settlement have been complied with except for one outstanding issue – payment for removal of the commercial signage left by Stickeryou on Maman’s building when it left the premises in 2019. Maman contends that although Stickeryou had left the leased premises and terminated its lease a few short months after the tenancy commenced, its signage on the building continued to be featured in its advertising and all of its promotional efforts such that it was in Stickeryou’s interest to keep the signage in place for as much time as possible.

[3] The Settlement required Stickeryou to pay the “reasonable costs” of removing its signage. The Minutes of Settlement repeat this obligation and go on to specify that the removal will be done by a third party contractor to be retained and paid by StickerYou.

[4] It is noteworthy that although Maman expected the signage to be taken down shortly after entering into the Settlement in March 2023, no steps were taken by Stickeryou in this respect for several more months. StickerYou eventually sent Maman a quote from a contractor for removal of the signage on June 30, 2023. That quote indicated that the removal would cost $6,780.00, not including permits which are estimated to cost in the range of $600.00.

[5] By this time, it would seem that Maman was waiting to install a new tenant in the premises and was frustrated with StickerYou’s tardiness. It obtained its own quote from a different contractor, which provided that the signage removal would cost a total of 7,175.50 including all permits. In other words, the parties’ respective estimates came in at roughly the same cost.

[6] Given this similarity in the parties’ respective quotes, the rest of the dispute can be characterized as much ado about remarkably little. But the litigation did not end there.

[7] The record shows that StickerYou followed up on the quotes by making a number of elaborate inquiries of Maman. In an email dated July 31, 2023, StickerYou asked Maman to send it all of the site plans, elevation drawings, and wall cross-section drawings from the original construction of the building. Maman did not have all of that material on hand, and none of it was necessary for the task of removing a sign from the building. Maman concluded that the request for sets of irrelevant plans and drawings was yet one more delay tactic by StickerYou.

[8] Wary of any further procrastination in getting the removal done, Maman instructed its contractor to proceed with the work. The work was completed shortly thereafter, and Maman paid the contractor in full. The record contains a copy of Maman’s cashed cheque in the amount of $7,175.50.

[9] Maman then sought reimbursement from StickerYou of the amount paid for the signage removal. StickerYou has refused to pay, thus giving rise to the present motion by Maman to enforce the remaining term of the Settlement.

[10] As indicated, Maman’s request for reimbursement was for the same amount that StickerYou would have spent had its own contractor done the work. Instead of paying and being done with it, however, StickerYou has produced a lengthy affidavit explaining how it has been aggrieved in this matter and how it had hoped and expected to be in control of the signage takedown.

[11] With the greatest of respect, the entire defense seems to based on personal animosity and, for want of a better explanation, ego bruise, rather than on any argument about reasonable cost as provided in the Settlement. While StickerYou seems particularly annoyed that it gave a deposit to its contractor which it could lose as a result of Maman jumping the gun and having its own contractor do the work, it apparently did not contemplate that possibility when it decided to make Maman search for architectural plans, etc. that had little if anything to do with the sign removal. Maman would be justified in thinking that StickerYou was the author of its own misfortune in respect of its lost deposit.

[12] Interestingly, long after the work has been completed and well into this round of litigation, StickerYou has come up with new quotes purporting to demonstrate that it could have had the work done more cheaply. It has now produced a quote from another contractor dated August 8, 2024 – one day after a case conference in which this motion date was fixed – stating that the work could be done for $4,124.50. Then, just yesterday – i.e. the day before the motion – it produced and posted on CaseCentre one more quote, this time purporting to do the removal work for an even $4,000.

[13] One can only be skeptical about contractors’ quotes produced after the work has been completed – i.e. when the contractor giving the quote had no prospect of getting hired for the job – and in the midst of litigation. I do not take these newly produced quotes seriously as evidence of the real price of the sign removal project. They certainly do not provide a counterweight to the nearly identical quotes that both parties had obtained when the contract was actually open to being awarded.

[14] A yet one more gambit, StickerYou has produced an invoice showing that it only cost $2,600, plus tax, to install the StickerYou signage when it first moved into the premises in 2019. Again, with the greatest of respect, the relevance of this evidence eludes me. Counsel for StickerYou conceded that this evidence is an “apples-and-oranges” comparison but submits that it has some bearing on the “reasonableness” of the amount that Maman has paid for the work. For my part, I do not see how the cost of installation helps determine what might or might not be a reasonable cost for removal. They are two different jobs.

Conclusion

[15] Maman’s request for reimbursement is a reasonable one, and StickerYou is obliged under the terms of the Settlement and the Minutes of Settlement to pay it. Its refusal to do so amounts to a series of deflections and delays rather than a cogent defense. StickerYou owes Maman $7,175.50 in respect of the signage removal.

Costs

[16] The signage dispute never should have been litigated; StickerYou should have paid Maman the amount that Maman incurred in removing the signage. It was plain to anyone looking at it that StickerYou’s own quote was almost exactly the same as Maman’s, and that the amount must therefore have been a reasonable one for the purposes of the Settlement. The entire exercise has been unnecessary and, frankly, a waste of resources.

[17] In my view, Maman deserves an award of costs on a substantial indemnity scale. The matter went to a case conference and a hearing on the merits for no real reason. Maman should not bear the cost of any of that.

[18] In its Costs Outline, Maman seeks substantial indemnity costs in the amount of $11,719.24, inclusive of disbursements and HST. StickerYou has also produced a Costs Outline showing that it would claim $4,340.10 in substantial indemnity costs. While Maman’s amount is more than double StickerYou’s amount, both requests are quite modest in comparison with current motion costs.

[19] In any case, Maman’s lawyers put in a considerable amount of work. Importantly, Maman’s counsel has produced a thorough and helpful factum; StickerYou has produced a responding motion record, but no factum. The amount of costs claimed by Maman on a substantial indemnity scale is reasonable and justified under the circumstances.

[20] I will note here that counsel for Maman indicated at the end of the hearing that there may be an issue of Rule 49 offers having been made, and that he will provide that information if requested after the ruling on the motion. I appreciate that but given that I am in any case awarding substantial indemnity costs in favour of Maman, it will not be necessary for me to consider any settlement offers that might or might not have qualified for substantial indemnity costs under Rule 49.

Disposition

[21] StickerYou shall pay Maman $7,175.50 plus $11,719.24 in costs, all inclusive.

Morgan J.

Date: September 27, 2024