In Arista Real Estate Holdings, Inc. v. Kemalettin, 2015 WL 7270744 (2nd Dept. 2015), the Court denied the landlord’s motion for a summary judgment finding that the lease had not expired by its terms.
The plaintiff and the defendant entered into a commercial lease agreement for a store in Brooklyn, New York. The front page of the lease stated that the term of the lease was 15 years, commencing on January 1, 1999, and ending on December 31, 2013. However, Article 67 of the Rider to the lease indicated that in the event the premises were not delivered to defendant by January 1, 1999, then the lease date would begin at the time and date the plaintiff delivered the premises to defendant.
In support of its motion, the plaintiff submitted the affidavit which stated that the plaintiff delivered the premises to defendant on July 1, 1999, six months after January 1, 1999. Thus, based on the plaintiff’s own admissions, the Court found that the 15–year lease did not expire on December 31, 2013.
The Court recited the applicable rules of construction as follows: A lease is to be interpreted as a whole and construed to carry out the parties’ intent, gathered, if possible, from the language of the lease. Thus, in the interpretation of leases, the same rules of construction apply as are applicable to contracts generally. [W]hen parties set down their agreement in a clear, complete document, their writing should as a rule be enforced according to its terms.
Here, the Court found that the plaintiff failed to meet its prima facie burden of establishing its entitlement to judgment as a matter of law. The plain terms of the lease provided that, if the premises were not delivered to the defendant by January 1, 1999, then the 15–year lease term would commence on the date the premises were delivered to defendant.
The Court further held that an estoppel certificate and letter signed by the defendant did not establish that the termination date of the lease was December 31, 2013. The estoppel certificate clearly stated that the lease had not been altered or modified in any way, and the letter did not speak to the date that the premises was delivered.
Thus, the Court found that the plaintiff’s submissions failed to establish, prima facie, that the termination date of the subject lease was December 31, 2013.
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