Executive Summary: Key Legal and Evidentiary Issues

• Amalgamations LTÉE claimed $7,669.30 from Centre du plancher P.M. inc., representing a 15% retention withheld from its 50% deposit following the cancellation of an engineered wood purchase contract.
• Central to the dispute was the defendant's failure to provide the HTS code required for U.S. customs clearance, which rendered export to Miami impossible.
• Conflicting testimony arose as to whether the product's Canadian origin — essential to avoiding U.S. tariffs — had been communicated to the defendant from the outset of negotiations.
• The defendant's cancellation and restocking policy was neither reflected in the written quotation dated 27 July 2024 nor communicated to Amalgamations LTÉE at any point during the transaction.
• No contractual basis for the 15% retention was found in the submitted quotation, undermining the defendant's justification for withholding the funds.
• Applicable evidentiary standards under Articles 2803 and 2804 of the Civil Code of Québec required the claimant to establish fault, damages, and causation on a balance of probabilities.

Facts of the case

Amalgamations LTÉE (Amalgamations), a Calgary-based company, engaged Centre du plancher P.M. inc. (Centre du plancher) in July 2024 to purchase engineered wood for a client located in Miami, Florida. According to Amal MacPhail, Amalgamations' representative, it was made clear from the outset of negotiations that the wood had to be of Canadian origin — not Chinese-manufactured — in order to avoid the heavy U.S. tariffs imposed on Chinese goods. After reviewing several products, the parties agreed on two that met the American client's requirements. On 30 July 2024, Amalgamations paid a 50% deposit of $43,252.02 CAD on a total transaction value of $86,362.50.

Contractual and policy terms at issue

Complications emerged around 1 August 2024, when it was requested that the packaging boxes be modified to conceal Centre du plancher's identifying information. On 3 August 2024, Amalgamations contacted Marie-Paule Gédéon, a contractor for the defendant, requesting that specific tables be completed to supply all information required by the American customs broker and packaging company. Gédéon responded on 5 August 2024 but did not provide the requested details — most critically, the HTS (Harmonized Tariff Schedule) code confirming the product's Canadian origin. That same day, Brigitte Mayer, the manager at Amalgamations' American client, reiterated the need for the HTS code and confirmation that the product was not of Chinese origin. Multiple communications between all parties failed to produce the code. At the hearing, Sylvain Roy, president of Centre du jardin, initially described the HTS code as confidential and internal to the company, while Gédéon stated she simply did not have the information due to the construction holiday period. The code was never provided to the claimant. Faced with the impossibility of completing the U.S. export, Amalgamations notified Centre du plancher on 7 August 2024 that it was cancelling the contract and requested a full refund of its deposit. Centre du plancher refunded only 85% of the deposit — $36,502.72 — retaining the remaining 15% to cover alleged administrative and restocking costs pursuant to what it described as its cancellation policy, a document titled "Alexia politique d'annulation de commande," which it claimed was displayed on the counter at its Montreal place of business. No mention of this 15% retention appeared in the quotation dated 27 July 2024 addressed to Amalgamations, and the policy had not been communicated to MacPhail or Amalgamations at any point during the transaction. A formal demand letter was sent on 28 August 2024, which the defendant contested, prompting the present claim.

Court's reasoning and analysis

The court applied the standard of proof by preponderance of evidence under Articles 2803 and 2804 of the Civil Code of Québec, which require the claimant to prove the facts supporting its claim and, in a damages action, to establish fault, loss, and causation. The court found MacPhail's testimony categorical and credible: the Canadian origin of the wood was an essential condition of the purchase communicated from the start, and the failure to provide the HTS code rendered export to the United States impossible. The defendant's written contestation denied that product origin was ever raised as a concern, but the court preferred the claimant's account. Regarding the 15% retention, the court found that it was imposed arbitrarily and without any contractual basis — it was absent from the written quotation and was never communicated to Amalgamations — and therefore held it to be unlawful.

Ruling and overall outcome

The court ruled in favour of Amalgamations LTÉE, condemning Centre du plancher P.M. inc. to pay the retained sum of $7,669.30, together with interest at the legal rate plus the additional indemnity under Article 1619 of the Civil Code of Québec, calculated from 28 August 2024 — the date of the formal demand — as well as court filing fees of $303.