On 15 July 2004, Canada Inc. alone purchased the assets of EMRN, which also
included the assets of Medca Inc. On 4 August 2004, the shares of EMRN were
transferred to Canada Inc., Bruneau resigned as the director and officer of Medca Inc.
and Lieberman and Rubinfeld were both appointed as administrators of the company.
The next day, Lieberman and Rubinfeld agreed to arrange for a credit facility with the
HSBC Bank of Canada for an amount up to $500,000.
 Starting on 11 August 2004, Canada Inc. formally declared that it would also be
doing business under the trade names Équipement Médical Rive-Nord, EMRN, EMRAN,
Entreprise Dixie EMS (Canada) and Medca Canada (Medca). Lieberman then took the
helm for the day-to-day operations of the business, but it did not take long thereafter for
Lieberman and Rubinfeld to face conflict. Rubinfeld who was the financial investor in the
duo quickly became of the view that Lieberman was not professionally equipped to run
their joint business. Lieberman, of course, did not share the same views.
 Between 28 February and 5 June 2006, “Medca Canada” ordered for resale a
number of products from Stryker. Sometime in early 2006, Canada Inc. became aware
that Stryker was considering appointing another distributor in its territory. This likely made
the already difficult relationship between Lieberman and Rubinfeld even more tumultuous.
 In the meantime, in April of 2005, the two shareholders of Canada Inc. opted for
peace in their relationship after a form of arbitration apparently – at least momentarily –
by entering into a Memorandum of Agreement dated 15 April 2005 that placed the
management of the business into the hands of a committee of three.
 A few months later, around November of 2005, Louis Weil was appointed to
manage the affairs of Medca Inc. and Canada Inc. Weil who testified in person at trial is
an experienced business owner and consultant. He was put in place and recommended,
principally by Rubinfeld to look after his interests. Pressed about this issue at trial by
Stryker’s lawyer, Lieberman testified his discontent with the arbitration and the process
that led to it. He indicated he was young and did not know better. Today, he exclaimed ‘’
he would never opt for that same option.’’
 In a press release dated 7 June 2006, Stryker announced that it had entered into
a new distribution agreement with another company. In response, “Medca” sent a note to
its clients advising them that they were surprised “to find out from the [Stryker] press
release […] that a new distributor agreement” had been entered into and reassured them
that they continued to have the exclusive right to sell and distribute Stryker products in
Ontario and Quebec. The note was signed by Weil and Lieberman.
 Subsequently, in a letter dated 20 June 2006, Stryker responded that in its view,
“Medca” did not have an exclusive relationship with Stryker that the distribution
agreement between them expressly permitted the termination of their relationship “without
cause by notice” and in any event, as early as 2003, it had informed “Medca” that it was