Timothy J. Law

The appellant appealed the dismissal of its counterclaim, arguing the trial judge erred in her factual findings.

The respondents cross-appealed, arguing the trial judge misinterpreted the phrase 'direct commission income' in a business purchase agreement's price adjustment formula.

The Court of Appeal dismissed both the appeal and cross-appeal, finding the trial judge's factual findings were entitled to deference and her interpretation of the agreement was consistent with its language and the parties' reasonable expectations.

The appellant airline appealed the dismissal of its action alleging that a wholesale travel agency retained excessive commissions from the sale of tickets issued on the airline's ticket stock.

The appeal turned on the interpretation of the passenger sales agency agreement and the incorporated travel agent's handbook, particularly whether the agency was entitled to retain 7% or 9% of the full retail fare value.

The court held that the specific commission provision in Resolution 016a governed and fixed the commission at 9%, and that the agency in fact retained less than that amount.

As a result, there was no breach of contract and the appeal was dismissed with costs.