Carolyn Zuk was an officer of Silverado Drilling Corporation. Carolyns husband Kevin Zuk was the sole director

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Carolyn Zuk was an officer of Silverado Drilling Corporation. Carolyn’s husband Kevin Zuk was the sole director of Silverado. Carolyn and Kevin both gave personal unlimited guarantees to the bank, guaranteeing the indebtedness of Silverado. The bank’s standard form guarantee contracts contained clear and unambiguous language to the effect that the guarantees would continue in effect despite any future advances to Silverado, or any changes to the terms of Silverado’s loan arrangements with the bank (including changes in interest rates, changes to terms of repayment, and amendments to the underlying loan documents). Silverado and the bank then entered into a number of agreements which had the effect of continuing and amending Silverado’s credit facilities with the bank. These agreements included extending due dates, increasing interest rates, and establishing a new line of credit. All of these agreements were signed after Carolyn had signed the personal guarantee, and after she had advised the bank that she and her husband were separating. The bank did not provide any notice to Carolyn regarding the new agreements and she was completely unaware of their existence. Ultimately, Silverado and Kevin Zuk went bankrupt. The bank sued Carolyn Zuk for $189 000 under her guarantee, including $110 000 for legal and enforcement costs. Is Carolyn liable under the guarantee? Did the bank have an obligation to disclose the new agreements to Carolyn or to obtain her consent?

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Canadian Business And The Law

ISBN: 9780176795085

7th Edition

Authors: Philip King Dorothy Duplessis, Shannon O Byrne

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