Category Archives: News

Legal comment, news and articles relating to recent important developments and Canadian court decisions.

Busy in June, July

Ron has been busy. Cases involved the resolution of various executive compensation contractual disputes, the negotiation of employment agreements involving share options in a change of control situation, a contempt motion in a family law dispute, review of employment termination arrangements in financial services and brokerage firms, the valuation and proposed realization of the value of a significant minority shareholding in a private company with no written exit provisions for departing shareholders and one time employees, the enforcement of rights by former partners of a law firm whose former firm withheld capital under purported provisions of the written partnership agreement, disputes over confidential information, the enforcement by commercial real estate agency of rights to compensation on the sale of a major office building despite the lack of a written commission agreement, the successful pursuit of compensation for work performed at the request of an investment firm under vague oral arrangements and the defence for an employer of a damages claim claiming insurance benefits.

Enforcement of Restrictive Covenants – Non-Compete – Non-Solicit

When are restrictive covenants enforceable? We have been engaged to give an opinion on the enforceability of restrictive covenants (non-competition and non-solicitation) in the context of the sale by one shareholder of a business to remaining shareholders. To be effective, these clauses have to be reasonable in terms of scope, duration and geography. Different considerations apply in the context of the sale of a business than those pertaining to an employment contract. Regardless of scope, however, to be upheld by the court, a restrictive covenant must be clear and unambiguous; if it is ambiguous it will by definition be “unreasonable” and, therefore, unenforceable.