Sunday, January 18, 2009

Need bar exam questions? Just read the Sunday paper

Here's a classic from the local paper where I live.

The new owners of Jackson's Pet Shop in Bradley, Misty Henrichs and Ryne Walker, say they're just renters and therefore not required to repair or replace the industrial appliance. Landlord Mark Feyman, of Glenview, on the other hand, insists the owners are occupying his building illegally and have refused to sign a lease with him so he won't fix the furnace until they sign a contract or move out.
I obviously haven't read the documents or called Jeff Bennett or the landlord's local lawyer, but based on the story and the comments therein, I think I can reasonably discern the following.

The lease? Triple net. That means if the furnace goes, the tenant pays for it. And there appears to be an assignment/sublet clause that, if well drafted, means in the event of the sale of the business the landlord has to consent to the assignment of the lease. (I don't know if Ms. Henrichs and Mr. Walker purchased the company or just its assets, but a well drafted assignment clause also says a sale of the company is still an assignment for purposes of the lease.) They seem like very nice and well-meaning people who just got over their heads.

We won't even get into the business and animal license issues. But for bar exam purposes that would have been a combined property and corporations question. But if they did not have a lawyer, what kind of recourse do you think the buyers have against the previous owners?

The sad thing here is that animals are suffering.
Last week alone -- a week that brought near record subzero temperatures -- about 100 feeder mice, two parakeets, one African pygmy hedgehog, a chinchilla, some fish and a couple of finches have died, Walker said.
Could there other claims here too? Sure. Torts, administrative law, criminal...all kinds of stuff. I know -- I am pretending to be a law professor, but I point it out only because professors and bar examiners do not have to look far to find interesting fact patterns.

Thankfully, people are jumping in to help. A local heating company lent free space heaters free of charge. A building inspector was sent out. And my friend Mike Pinski, owner of MJP Development, is going to get the pet shop relocated to one of his properties, hopefully very soon.

These people so needed a lawyer a few months ago when they bought the business. For a nominal amount of money I or another lawyer could have warned them of all the potential pitfalls they faced. They may have even been able to find pro or low bono help from animal loving lawyers or elsewhere. Now it's too late, except to the extent they face claims from Mr. Feyman. I wonder if they found someone to read and explain the new lease they signed with MJP. If not, then no lesson was learned. And I wish them well in this endeavor.


Shane Young said...

Sad situation. And isn't there another angle that hasn't been mentioned yet, i.e., aren't the old owners in a bad spot as well? There isn't any indication that they had been released from the lease (given that they didn't inform the landlord before the sale).

I think they ultimately may end up on the hook for the balance of rent due under the old lease. And then one wonders if any representations were made by the old owners to the new buyers re the working condition of the building systems. (Or does it not matter if the new owners didn't get the property inspected before buying it?)

David Stejkowski said...

The old owners could be in a bad spot has not expired. But I wonder aloud whether the old owner was a month-to-month tenant at this point in time.

Something tells me there were no reps and warranties regarding the premises as it does not appear there was much lawyering on the buyer's side. But if the buyer did have a lawyer, then you have yet another set of issues to consider.