United Properties Limited v. Walgreen Properties, Inc.

82 P.3d 535 (2003)

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Nature of the Case

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Facts

Walgreen Properties (D) leased property for an initial term of twenty years, to expire on December 31, 1984, with an option to renew for up to six successive periods of five years each. In 1994, United Properties Limited (P) acquired the rights to the lease for $700,000. Rental payments on the lease were $44,640 per year, the term of the lease was due to expire on December 31, 1999, and there were three additional five-year terms remaining. P spent over $1.272 million on capital improvements to the property. Subtenants paid a total of $263,500 a year rent to P. P was required to give written notice of its intent to extend the lease for another five years no later than September 30, 1999. P just 'plain plumb forgot' to do that. On November 8, 1999, D notified P that the date for giving written notice of intent to renew had passed. The next day, P sent D a written notice that it elected to extend the sublease for an additional five years. On November 22, 1999, D notified P that it would not honor the notice and expected P and its Subtenants to vacate the premises by December 31, 1999. P filed an action for injunctive and declaratory relief, acknowledging that it failed to send a timely notice and asking that the district court exercise its equitable powers to order D to extend the lease for another five-year term. P argued that strictly enforcing the three-month notice requirement of the lease would be inequitable and result in a forfeiture. D argued that the district court was required to strictly enforce the terms of the option to renew the lease. The court ruled for P and D appealed.