Warborough Investments Ltd v Lunar Office S.A.R.L. [2018] EWCA Civ 427 (13 March 2018)

Warborough Investments Ltd v Lunar Office S.A.R.L. [2018] EWCA Civ 427 (13 March 2018)

Clauses 4(21)(b) and (c) of the Head Lease are cumulative; the tenant must comply with all relevant covenants when underletting. The Underlease granted by the tenant did not comply with clause 4(21)(b) and therefore constituted a breach. The judge at first instance erred by allowing commercial considerations to override the clear language of the lease.

Citation
[2018] EWCA Civ 427
Parties
Appellant/defendant: Warborough Investments Limited; Respondent/claimant: Lunar Office S. A. R. L.
Jurisdiction
England and Wales
Judgment Date
13 March 2018
Procedural Posture
Appeal / Court of Appeal Judgment on Appeal From High Court Preliminary Issue
Outcome
Appeal allowed
Legal Topics
Construction of Lease Covenants, Underletting Restrictions, Interpretation of Commercial Leases
Property Law Landlord and Tenant Construction of Lease Covenants Underletting Restrictions Interpretation of Commercial Leases

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Parties

Warborough Investments Limited

Appellant/defendant

Lunar Office S. A. R. L.

Respondent/claimant

Procedural Posture

Appeal / Court of Appeal Judgment on Appeal From High Court Preliminary Issue

Legal Issues

  1. 1 Whether clauses 4(21)(b) and (c) of the Head Lease are cumulative or alternative in their effect regarding underletting
  2. 2 Whether the grant of the Underlease constituted a breach of clause 4(21)(b)

Ratio Decidendi

Clauses 4(21)(b) and (c) of the Head Lease are cumulative; the tenant must comply with all relevant covenants when underletting. The Underlease granted by the tenant did not comply with clause 4(21)(b) and therefore constituted a breach. The judge at first instance erred by allowing commercial considerations to override the clear language of the lease.

Court Disposition

Appeal allowed

Orders

  • Declaration that the grant of the Underlease constituted a breach of clause 4(21)(b) of the Head Lease