NewPoint Capital Partners Inc. v. Diena

NewPoint Capital Partners Inc. v. Diena

Article 4.1 unambiguously establishes two distinct fee triggers: fees payable upon closing of an acquisition and fees payable upon raising capital; NewPoint raised financing that triggered the second paragraph and was therefore entitled to the fee; the appeal was dismissed and the partial summary judgment was upheld.

Source-derived case information.

Citation
2011 ONCA 394
Parties
Plaintiff (respondent): NewPoint Capital Partners Inc.; Defendant (appellant): Daniel Diena; Defendant (appellant): Emmanuel Diena; Defendant (appellant): Parkway Pharmacy Inc.; Defendant (appellant): Methadrug Clinic Limited; Defendant (appellant): Union Medical Pharmacy Inc.; Defendant (appellant): 68235 Ontario Limited
Court
Court of Appeal for Ontario
Jurisdiction
Canada
Judgment Date
19 May 2011
Procedural Posture
Civil / Appeal From Partial Summary Judgment
Outcome
Appeal dismissed
Legal Topics
Summary Judgment, Contract Interpretation, Fee Entitlement, Ambiguity
Source Language
english
Contract Civil Procedure Appeals Costs Summary Judgment Contract Interpretation Fee Entitlement Ambiguity

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Parties

NewPoint Capital Partners Inc.

Plaintiff (respondent)

Daniel Diena

Defendant (appellant)

Emmanuel Diena

Defendant (appellant)

Parkway Pharmacy Inc.

Defendant (appellant)

Methadrug Clinic Limited

Defendant (appellant)

Union Medical Pharmacy Inc.

Defendant (appellant)

68235 Ontario Limited

Defendant (appellant)

Procedural Posture

Civil / Appeal From Partial Summary Judgment

Legal Issues

  1. 1 Whether Article 4.1 of the contract was ambiguous as to the trigger for payment of fees
  2. 2 Whether partial summary judgment was appropriate on the fee claim

Ratio Decidendi

Article 4.1 unambiguously establishes two distinct fee triggers: fees payable upon closing of an acquisition and fees payable upon raising capital; NewPoint raised financing that triggered the second paragraph and was therefore entitled to the fee; the appeal was dismissed and the partial summary judgment was upheld.

Court Disposition

Appeal dismissed

Orders

  • Partial summary judgment in favour of NewPoint for $249,547.49 upheld
  • Appeal dismissed