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LIMITATION OF ACTIONS - Conflict between limitation periods

Wednesday, March 18, 2020 @ 10:28 AM  


Lexis Advance® Quicklaw®
Appeal by the plaintiffs from summary judgment dismissing their action as statute-barred. The appellants were the affiliates of Nalcor. Nalcor entered into a freight forwarding services agreement with the respondent Panalpina. The appellants were not a party to the Agreement. The respondent Desgagnés performed carrier services pursuant to contracts with Panalpina. The respondent Logistec performed stevedoring services pursuant to contracts with both Panalpina and Desgagnés. At no time did Nalcor enter into any contractual arrangements with Logistec and Desgagnés. Panalpina was responsible for hundreds of shipments of construction materials to the project location. In 2015, Nalcor discovered that the materials in two shipments were damaged. The appellants filed a statement of claim for damages against the respondents in 2017. The appellants relied on the two-year limitation period. Although the Agreement did not expressly refer to this limitation period, the appellants relied on a provision in the Agreement stating that it was to be construed in accordance with the laws of Newfoundland and Labrador, which, at the relevant time, provided for a two-year limitation period for contractual claims. The trial judge found that the nine-month limitation period set out in the Canadian International Freight Forwarders Association (CIFFA) applied to the facts of this case and that the action was therefore time-barred. The trial judge determined that the appellants had notice of the terms as each quote and each invoice Panalpina provided to the appellants referenced the CIFFA terms and conditions and that the appellants had actual notice or were negligent in not taking proper notice of the contracts put before them. The appellants challenged the trial judge’s findings in respect of contractual terms and conditions that they claimed applied to the dealings between the parties. The appellants also submitted that the trial judge erred when finding that the respondents did not consent to an extension of time to file the action and were not estopped from invoking the shorter limitation period.

HELD: Appeal dismissed. It was open to the trial judge to find that the CIFFA terms applied and he committed no reviewable errors in so finding. The appellants had notice of the CIFFA terms hundreds of times, through the quotes and invoices provided for each shipment. The appellants could not rely upon the Agreement as they were not a party to it and had not established any basis upon which they could avail themselves of its provisions. The judge made no palpable and overriding errors in his analysis of the facts and their application to the Agreement. The judge did not commit any error in declining to apply the contra proferentem rule to the Agreement. The judge was able to ascertain the meaning and application of the CIFFA terms. No contractual ambiguity remained unresolved. The judge did not err in holding that the respondents did not consent to an extension of time or were not estopped from invoking the CIFFA or Sea Waybill terms.

Labrador-Island Link General Partner Corp. v. Panalpina Inc., [2020] F.C.J. No. 168, Federal Court of Appeal, R. Boivin, M.J.L. Gleason and M. Rivoalen JJ.A., February 4, 2020. Digest No. TLD-March162020005