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Price Waterhouse all the necessary information regarding the
disputed transaction, petitioner failed to follow the advice
given by Price Waterhouse to petitioner because petitioner failed
to (1) vary the amount involved in each step of the disputed
transaction and (2) spread those steps “over some length of
time.”
With respect to respondent’s contention that petitioner did
not provide Price Waterhouse all the necessary information
regarding the disputed transaction, on the instant record, we
agree with respondent. At trial, Mr. Bond testified that he did
not know whether anyone at Price Waterhouse was aware of the
guarantee and assignment agreement at the time Price Waterhouse
was advising petitioner concerning the disputed transaction. The
disputed transaction, as initially proposed by Price Waterhouse
and as modified by Mr. Saunders, required, as the initial step of
that transaction, that ITC make a payment to petitioner on an
outstanding loan from petitioner to ITC. Under the guarantee and
assignment agreement, any payment by ITC to petitioner “shall be
received in trust for the [Royal] Bank and paid over to the
Bank”. On the record before us, we find that petitioner has
failed to establish that Price Waterhouse was aware of the
foregoing guarantee and assignment agreement at the time Price
Waterhouse was advising petitioner about the disputed transaction
or at the time Price Waterhouse was preparing petitioner’s 1993
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