1100 Avenue of the Americas Associates v. Bryant Imports, Inc.
Court: Appellate Division of the Supreme Court of the State of New York; December 11, 1996; New York; State Appellate Court
An order from the Appellate Term of the Supreme Court, First Department, dated June 9, 1994, upheld a prior decision from the Civil Court of New York County regarding a dispute between a landlord and tenant over additional rent claims related to a real estate tax escalation clause in their lease. The court unanimously affirmed that the landlord's claim for additional rent was disallowed because the tax escalation clause did not explicitly require the landlord to have paid the property tax before imposing additional rent on the tenant. The court agreed with the Appellate Term that imposing such a requirement would allow the landlord to benefit disproportionately, as the obligation to pay the tax had been transferred to a third party, resulting in an unintended advantage not contemplated by the original lease agreement. The landlord's argument that the tenant was benefiting unduly due to the landlord accepting a reduced net lease rent while the tax was paid directly by HBO was rejected, as it lacked supporting evidence in the record. The decision reinforces the principle that contractual obligations must be clear and that parties should not gain advantages not intended in their agreements. The ruling was agreed upon by Justices Sullivan, Milonas, Rubin, Williams, and Andrias.