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Fane v. Chemung Canal Trust Co.

Citations: 2017 NY Slip Op 5300; 151 A.D.3d 1526; 57 N.Y.S.3d 750Docket: 524194

Court: Appellate Division of the Supreme Court of the State of New York; June 29, 2017; New York; State Appellate Court

Original Court Document: View Document

Narrative Opinion Summary

In the case of Fane v. Chemung Canal Trust Co., the Appellate Division, Third Department, reviewed a lease renewal dispute. The initial lease was a 20-year agreement established in 1985 and extended in 2005 for another 10 years, with an option for a further 10-year renewal if notice was given by the end of 2013. Chemung Canal Trust Company, the defendant, acquired the lease from Bank of America in November 2013 and notified the plaintiff of its intention to renew on December 19, 2013. The Supreme Court converted the proceedings to summary judgment, ruling that the defendant's notification constituted a valid exercise of the renewal option. However, the defendant breached the lease by failing to pay rent from January 2016, leading to an inquest for damages. The appellate court affirmed the Supreme Court’s findings, emphasizing the necessity for renewal notices to be timely and definitive, which was met by the defendant’s letter. The court also dismissed the claim that the renewal was conditional or unenforceable due to unspecified rent, as the second amendment provided a rent formula. Ultimately, the court upheld the decision with costs, noting the defendant's abandonment of any issues related to specific performance. The outcome confirmed the lease’s renewal and established the defendant’s anticipatory breach of contract.

Legal Issues Addressed

Anticipatory Breach of Lease

Application: The court held that the defendant's acknowledgment of vacating the premises by May 31, 2016, constituted an anticipatory breach of the lease agreement.

Reasoning: The defendant's acknowledgment of vacating the premises by May 31, 2016, supports the Supreme Court's finding of anticipatory breach.

Lease Renewal under Contract Law

Application: The court determined that the defendant's letter constituted a valid exercise of the renewal option, as it was timely, definite, and unequivocal, in strict compliance with the lease terms.

Reasoning: The court found that the defendant's letter constituted a valid exercise of the renewal option, and that the defendant had breached the lease by failing to pay rent starting January 2016.

Lease Terms and Rent Formula

Application: The court dismissed the argument that the renewal was unenforceable due to unspecified rent, indicating that the second amendment contained a rent formula for the renewal period.

Reasoning: The court also dismisses the defendant's argument that the renewal is unenforceable due to unspecified rent, noting that the original lease's terms apply since the rental amount was not left open to negotiation.

Requirements for Lease Renewal Notice

Application: The court reiterated that a tenant's renewal notice must be timely, definite, unequivocal, and in strict compliance with the lease terms, which was satisfied by the letter sent on December 19, 2013.

Reasoning: The appellate court affirmed the Supreme Court’s decision, reiterating that a tenant's renewal notice must be timely, definite, unequivocal, and in strict compliance with the lease terms.

Specific Performance Abandonment

Application: The court noted that the defendant abandoned any issues regarding the summary judgment on the third cause of action for specific performance.

Reasoning: The order is affirmed with costs, and any issues regarding the summary judgment on the third cause of action for specific performance have been abandoned by the defendant.