This essay will answer the questions Brian is interested in: whether Peggy has a lease over Appleyard, if he can refuse to sell to Justin and what Justin’s remedies might be in this case.
Firstly, the agreement between Peggy and Brian will be analysed. Lord Templeman established in Street v Mountford the definition of a lease: an arrangement that grants the purported tenant exclusive possession over the property, for a term, at a rent.
The payable rent must be certain at the commencement of the contract. Alternatively, it must be capable of being calculated at the due date for payment. As decided in the case of Bostock v Bryant , paying utility bills such as gas or electricity cannot be considered rent because it is an ever-changing sum. The document states that Peggy will pay £500/month. She has done so every month since she moved in, meeting the condition of rent.
The contract ought to mention from its outset the occupancy duration. However, there is no obligation to specify a date. Lord Greene confirms in Lace v Chantler that the term of occupation can be determined in relation to an event, as long as it can be certainly ascertained at the time the lease takes effect. The document affirms that Peggy will occupy Appleyard until she’s well. This term doesn’t fit either of the two categories: it doesn’t state a date, nor does it express the duration in relation to a definite event, thus failing to meet this precondition.
Nonetheless, there’s the option to apply an old common law rule where the agreement would be treated as a lease for life, terminable if the uncertain event occurred. This was decided in Berrisford v Mexfield Housing Co-operative Ltd but Southward Housing Co-operative v Walker clarifies that this applies only where the parties originally intended for this lease. In Peggy’s situation, she reluctantly accepts the offers Brian makes her and they agree that she’ll only stay until she’s in good physical condition. Therefore, it cannot be assumed that they intended to create a lease for life.
Another possibility arises. In Prudential Assurance Co. Ltd. v London Residuary Body , although the contract didn’t mention a certain duration, the court held that the agreement granted the occupier a periodic tenancy. Concerning Peggy’s agreement with Brian, she pays monthly rent, so it could be regarded as a succession of monthly tenancies, only if she has exclusive possession over Appleyard.
Subsequently, the condition that the tenant is granted exclusive control of the estate is considered. There are two instances in which exclusive possession could be diminished: first of all, Brian retention of keys and then, Lexi’s regular cleaning services.
Regarding the retainment of keys, Lord Donaldson’s judgment clarifies that the occupier having exclusive possession of the keys isn’t a tenancy requirement. What is essential when evaluating this issue is the purpose underlying the retention. A tenancy will be negated where the landlord keeps a key in order to have access for their own enjoyment. The document states that Brian retains a pair of keys because, being concerned about his relative’s health, his intention is to have easy access in case of an emergency. Another proof of a lease is their occupier’s ability to deny access to the landlord and any strangers, unless the landlord reserved to themselves a limited right of entry . Brian has the limited right to enter if Peggy suffers an accident.
The lodger-tenant distinction was determined by Lord Templeman1: a lodger is someone who occupies the property with the landlord or their employees providing services (cleaning, cooking), where the service provider has unrestricted access to the premises. Unrestricted access was later elaborated in Antoniades v Villiers where it is clarified that what destroys exclusive possession isn’t the sole provision of services, but the occupier’s incapability to resist intrusion. Peggy is provided with services by Lexi who comes every Sunday while Peggy is at church. It is unclear whether Lexi owns a pair of keys or Peggy lets her in. In the first case, although having keys would seem to diminish the argument for exclusive possession, she only comes once a week. Moreover, since she comes rarely and Peggy is independent, it appears that the services are provided as an additional help, not a vital one to Peggy. Thus, if needed, Peggy could resist any intrusion and maintain her exclusive possession of Appleyard.
One last aspect that could nullify the validity of the arrangement is the familial relationship between the two. Even though the mere existence of a family relationship doesn’t preclude the finding of a valid tenancy , it wouldn’t be right to impose a contract where the parties haven’t presented this intention and the legal framework isn’t respected . Despite this, Peggy insists that they write a document which they both sign, this being proof of a will to enter a contract.
Altogether, Peggy and Brian’s agreement meets the requirements for the grant of a periodic tenancy, not a lease.
Secondly, the arrangement with Justin is considered. After Justin and Brian make an oral agreement for the farmhouse’s sale, they exchange emails. A contract for the sale of land is required by section 2 of the Law of Property (Miscellaneous Provisions) Act 1989 to include all the agreed terms in one document and be signed by both parties. Brian’s situation is a particular one, because of the oral agreement. Additionally, the emails only contain the price and the dates of moving so it is unclear whether all the agreed terms are included in the correspondence. Assuming they are, the contract is still not printed out, but it’s in electronic form. Despite this, it can be a valid contract if the emails are sent in reply to each other, not separately, thus forming a chain . Yet again, uncertainty arises, since this aspect isn’t mentioned.
Even though the agreement so far doesn’t seem to respect the Act’s conditions, the requirement of a signature is evaluated. An electronic signature is valid in any form, whether it is a full name, or just an initial, as long as the party intended it to be compelling . Justin signs all his emails with ‘J’. In addition, his intention to buy the farmhouse can be deduced from his desire to start work on the garden immediately and hiring Eddie to do it. Hence, his signature is binding. Nonetheless, there is no mention of Brian’s.
Ultimately, the arrangement is most certainly lacking more than just one of the requirements: it doesn’t contain all the agreed terms, there is uncertainty as to whether a chain of emails exists or not and there is no mention of Brian’s signature. As a result, Brian can refuse to sell without breaching a contract.
In this case, Justin may seek remedies. One would be a proprietary estoppel claim. The conditions for this claim were defined in Taylor Fashions Ltd. v Liverpool Victoria Trustees Co. Ltd. : the claimant must prove assurance, reliance, detriment and unconscionable circumstances. Brian makes an agreement with Justin and encourages him to start work on the neglected garden. He employs Eddie, who has been re-landscaping it since October. Refusal to sell would mean that Justin relied on this affirmation to his detriment. Nonetheless, Justin and Brian seemingly have equal bargaining powers. Justin is a property developer, Brian has owned the agricultural estate for a significant period of time and thus has experience in this field, meaning that it would be difficult for Justin to prove unconscionability. Claiming the land title would be a radical choice and it has been proven over time that courts have a widely discretionary power when considering this claim. Davies v Davies decided that the chances of the claimant being given what he was promised depends on the clarity of the assurance and the duration for which detriment was suffered. Although Eddie has been working on the garden for a few months, that isn’t necessarily a long period of time. Furthermore, in the absence of a valid agreement and in the context of equal bargaining powers, proprietary estoppel could hardly be proven.
Despite all this, Justin could still make a claim for unjust enrichment, having to prove that Brian had been unjustly enriched at his expense and that there aren’t any other available defences . Brian had been unjustly enriched, because the garden, which had been ignored before Eddie started working, is now in a better state. Consequently, the property’s value has increased and Brian could ask for a better offer from Matt. Additionally, the enrichment has been at Justin’s expense, as he employed Eddie. And since proprietary estoppel isn’t available, there aren’t any other defences. This means that, if Brian refuses to sell to Justin, he would have to give him the sum given to Eddie for his services or, if Justin is yet to pay Eddie, a sum equal to the present market value of the garden.
Concluding, the three questions Brian seeks an answer to can be answered as following: Peggy holds a monthly tenancy over Appleyard, he doesn’t have a contract with Justin and if he refuses to sell, Justin’s most feasible remedy would be a claim for unjust enrichment.