Thibodeau v. Hodder

Thibodeau v. Hodder

Adjudicator held the Claimant breached his contractual warranty of title by purporting to sell two heat pumps and an HRV that had become fixtures owned by the landlord; damages were assessed on a loss-of-chance basis at 35% of the claimed asset value ($8,600) = $3,010, which was deducted from the $20,000 promissory note, yielding an adjusted obligation and judgment for the outstanding balance plus interest at 5%.

Citation
2019 NSSM 48
Parties
Claimant: Yves Thibodeau; Defendant: Heather Hodder
Court
Nova Scotia Small Claims Court
Jurisdiction
Canada
Judgment Date
19 August 2019
Procedural Posture
Small Claims Court / Decision
Outcome
Claimant succeeds on the promissory note claim subject to a contractual set-off for breach of warranty of title; Defendant granted partial reduction for failure to acquire clear title to certain assets.
Legal Topics
Promissory Note, Sale of Business, Fixtures, Leasehold Improvements, Breach of Warranty, Loss of Chance Damages, Set Off
Source Language
English
Contract Law Property Law Landlord and Tenant Law Commercial Law Promissory Note Sale of Business Fixtures Leasehold Improvements +3 more

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Parties

Yves Thibodeau

Claimant

Heather Hodder

Defendant

Procedural Posture

Small Claims Court / Decision

Legal Issues

  1. 1 Whether the vendor had legal title to the heat pumps and HRV at closing
  2. 2 Whether the purchaser had a reasonable contractual expectation of acquiring title to those items
  3. 3 Whether the vendor breached the warranty of title in the Asset Purchase Agreement

Ratio Decidendi

Adjudicator held the Claimant breached his contractual warranty of title by purporting to sell two heat pumps and an HRV that had become fixtures owned by the landlord; damages were assessed on a loss-of-chance basis at 35% of the claimed asset value ($8,600) = $3,010, which was deducted from the $20,000 promissory note, yielding an adjusted obligation and judgment for the outstanding balance plus interest at 5%.

Court Disposition

Claimant succeeds on the promissory note claim subject to a contractual set-off for breach of warranty of title; Defendant granted partial reduction for failure to acquire clear title to certain assets.

Orders

  • Deduct $3,010.00 from the $20,000.00 promissory note to reflect damages for lack of clear title to the heat pumps and HRV.
  • Judgment entered for the Claimant for the outstanding principal of $12,383.50 (being $16,990.00 adjusted principal less $4,606.50 payments made).