Punitive damages: Bigger is not Always Better
August 11, 2023 By Jonathon Clark We have written before about Punitive Damages. How much are they worth? In Canada, punitive damages are paid to Plaintiffs where the wrongdoer, in addition to causing actual (compensatory) damages, carried on in a way that was callous, highhanded, malicious or vindictive. They are further limited by the requirement […]
“Irrevocable” May Really Mean Irrevocable
June 15, 2023 By Mark Mikulasik If you sign an irrevocable direction to pay money to another person, or are the person subject to the direction to pay, you should take it seriously. THE ISSUE An irrevocable direction may create a contract between the person signing the direction and the beneficiary of the direction, and […]
Is It a Lease or a License?
June 6, 2023 By Mark Mikulasik A license is a form of contractual agreement such as an agreement which allows the use of property or of a portion of a property by the individual or business receiving the license. It differs from a lease in that a license does not give the same exclusivity of […]
More Corporate Fun And Games
May 29, 2023 By Nick Melchiorre If you end up in a dispute with your fellow shareholders in a closely held private corporation, it pays to be well behaved. We looked at that previously in the context of seeking an oppression remedy. THE ISSUE But what about an injunction to compel your fellow shareholder to […]
Taking Shareholder Agreements Seriously
May 19, 2023 By Jonathon Clark If you incorporate your privately held business, your lawyer will probably advise both you and the other shareholders to enter into a unanimous shareholder agreement. This usually includes a buy-sell provision. Typically, our clients file away these documents and forget them, until one day, they pulled it out and […]
The Scope Of The Entire Agreement Clause
May 2, 2023 By Mark Mikulasik If you are a landlord and promise customer parking as part of convincing a prospective tenant to sign a lease, make sure that it is provided, even if not mentioned in the lease. Especially if it is not mentioned in the lease. THE ISSUE Otherwise, do not expect your […]
The Importance of Written Agreements in Oppression Remedy Cases
February 19, 2023 By Jonathon Clark We have written a number of articles on the oppression remedy so you may be thinking that there must be nothing left to say. THE ISSUE Except, we have yet to write about a case emphasizing the importance of written agreements in resolving the fallout of an oppression claim. […]
Taking Entire Agreement Clauses Seriously
January 7, 2023 By Mark Mikulasik Chances are that at some time you have signed a contract containing an “entire agreement” clause. Entire agreement clauses are found in all sorts of contracts ranging from residential real estate to multimillion dollar commercial transactions, typically found at or near the end of legal documents. Lawyers call this […]
What Is Your Objective?
December 30, 2022 By Brian Babcock If you, like many or most of our clients, are in business, you probably measure success by profit. However, there are always alternative measures that may apply. You may be more interested in growth at this moment than you are in immediate profit. You may be more concerned about […]
Saving The Value of Your Investment Is Not Oppression
December 30, 2022 By Brian Babcock We have written a series of articles about the oppression remedy as a solution to shareholder disputes in closely held private corporations, particularly where there is deadlock, fraud, or other causes of relationship breakdown making the continued relationship between the shareholders impossible. As we have written before, not every […]