AGENCY - Authority of agent - Apparent or ostensible authority

Law360 Canada (October 11, 2022, 9:05 AM EDT) -- Appeal by the defendants from trial judgment finding the appellant Gee Force liable to the respondent under a commercial truck lease financing agreement and finding Gee Force’s principal, Heer, liable on a personal guarantee. The respondent, a national financing company, sued to enforce the terms of a commercial truck lease financing agreement with Gee Force. Gee Force argued it was not required to make any payments under the lease as it never received possession of the trucks, and never signed the bills of sale that would have allowed it to do so. Heer denied that he had given a personal guarantee, asserting that the guarantee he signed was a corporate guarantee, not a personal one, as he signed under the line of corporate guarantor. The judge found based on all the surrounding circumstances that Gee Force, particularly through its operating mind, Bains, created a situation such that it was reasonable for the respondent to infer and rely upon the apparent authority of Towers, who purported to sign on behalf of Gee Force even though he did not have actual signing authority. The appellants argued the judge erred in law when she found that Towers, the Gee Force employee who signed bills of sale for the trucks in question, had ostensible authority to do so on behalf of Gee Force and in finding that Heer’s guarantee was personal notwithstanding that his signature appeared on the corporate guarantor line....
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