She staked 24 months' pay on one confidentiality line. The judge read the whole contract
A CEO who says she was fired weeks after pushing her employer to drop two legal retainers she considered overpriced has lost her entire lawsuit. An Ontario judge upheld her contract's termination clause and ruled her bad faith claims could not succeed, even taking every allegation as true.
Justice Chiappetta of the Ontario Superior Court of Justice threw out the claim against Batchewana First Nation of Ojibways on Oct. 13, 2026, and refused to let the former CEO rewrite it. She had sought $350,000, equal to 24 months' pay, in place of notice, plus damages over the way she was let go and $500,000 in punitive damages. She must pay $24,500 in costs.
The confidentiality line she built her case on
A lawyer of 20 years according to her claim, the former CEO started on May 6, 2024, and was let go without cause on July 23, 2024. Her contract allowed termination for any lawful reason with the notice, severance and other entitlements the Canada Labour Code requires, and no extra common law notice.
Her case zeroed in on a workplace rules section. It warned that breaking the employer's confidentiality policies or procedures would be cause for severe discipline, firing for cause, or both.
She argued it meant any confidentiality slip could cost her the job and her statutory entitlements, leaving her unsure when she might be fired. If so, the clause would fall apart and the longer common law notice she claimed would apply.
Reading the whole contract, not one line
Justice Chiappetta turned to the Ontario Court of Appeal's recent Baker v. Van Dolder's Home Team ruling, which reads the whole contract for what both sides meant instead of picking apart single words.
The judge pointed to the word "or" in the confidentiality warning, meaning not every breach would end in termination for cause. As an experienced lawyer, the judge found, the former CEO would not have meant to sign away her legal rights, and the termination clause showed the First Nation planned to fully comply with the Code.
Earlier rulings involving CIBC and another employer differed, the judge said, because their for-cause wording allowed firing without notice beyond what the law permits. Here, the judge found, "a breach of confidentiality will not always amount to a termination for cause," and the termination clause held up.
Concerns over legal bills did not equal bad faith
According to her claim, she told Chief and Council on June 26, 2024, that two 2023 retainers with outside lawyers were not fully delivering the services they covered, and proposed hourly billing. Council said no. She alleged she later told the Chief the retainers could point to serious financial misappropriation, was denied a promised second chance before Council, and was fired on a motion by a councillor who is the mother of one of the lawyers.
At this stage, the court assumed her allegations were true without deciding whether they happened. Even so, the judge found no basis for damages over how she was let go. Her claim focused on why she was fired, the court said, while those damages turn on how a dismissal is carried out. She had raised concerns about potential, not actual, misappropriation, the judge noted, and the councillor was one vote on Council.
Her punitive damages claim and an argument that the employer had effectively torn up the contract also failed. Because she had already pleaded every fact she relied on, no amendment was allowed. On the promised second meeting, the judge wrote, "There was no legal right to address Council a second time, and none is pled."
