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ICSC Legal Database - CasesMonday, February 22, 1999 05:04 PM

Case Index:
01470

Citation:
Astoria Bedding v. Northside Partnership, 657 N.Y.S.2d 796 (App.Div. 3d 1997)

Issue:
Whether a landlord can reasonably withhold consent to sublease based solely on the lease’s purpose clause?

Facts:
The Plaintiff, a retail bedding business operator, leased commercial space from Defendant’s predecessor in title,

 a commercial landlord. The Defendant was later assigned the lease. The lease contained a clause providing

that the premises would only be used for the purpose of conducting and operating a retail bedding, home

furnishings and accessory business. In addition, the lease provided that the right to sublet the space was

subject to approval by the landlord, but that such consent would not be withheld unreasonably. When the

Plaintiff sought to sublet the space to a packaging and mailing services company, the Defendant refused to give

consent, citing the purpose clause of the original lease. The Plaintiff sought a declaratory judgement that the

Defendant’s refusal was unreasonable. The trial court granted the Defendant’s motion for summary judgement,

holding that the purpose clause made it clear the only intended use of the space was for a retail bedding

business.

Holding:
Reversed. The court used a rule of strict construction to analyze the lease

provisions and found that no purpose limiting language was included in the subletting provisions, nor was the

purpose clause expressly incorporated into those provisions. The court also noted that the lease contained the

express provision that consent to sublease would not be unreasonably withheld. Therefore, the court found that

refusal to consent to the sublease could only be based on objective factors, such as the financial responsibility

of the proposed subtenant. Given that the record contained no objective reasons for denying the sublease, but

rather referred only to the purpose clause, the court held that the Defendant was not entitled to summary

judgement.

Publication:
Journal

Date:
Fall 1998

Classification 1:
Assignment/Assumption/Sublease

Classification 2:
Landlord and Tenant

Classification 3:
Leases

01470 - Journal - Fall 1998