Ammerman v. City Stores Co.

394 F.2d 950 (1968)

Purchase the Printed Copy at bsmsphd.com

Nature of the Case

To access this section all you need to do is click here and register.

Facts

D desired to construct a large shopping center near Tyson's Corner in Virginia. D had to persuade the Board of County Supervisors of Fairfax County to rezone the property for that use. D's prospects for securing the necessary zoning were not good. The Fairfax County Planning Commission and the Planning Commission Staff had voted against D's requested zoning. D had an extremely strong competitor, the Rouse-Reynolds group, for another shopping center in the same general area. There was a zoning application for the Rouse-Reynolds center pending before the Board of Supervisors at the same time. The hearing on D's application was set for May 31, 1962. Lansburgh's Department Store, which is owned P had been negotiating the terms of a lease of a store site in the Wheaton Plaza shopping center with Ds. They learned of the Tyson's Corner proposal. D asked for a letter from P expressing a desire to participate in D's Tyson's Corner project, which could be used in the hearing before the Fairfax County Board of County Supervisors. Other department stores were unwilling to express a preference for D's Tyson's Corner site over the nearby proposed site of the Rouse-Reynolds group. P wrote the letter. At trial, D claimed that the letter was really meant by P to secure a place in their Wheaton Plaza center and not at Tyson’s. D contends that the letter was part of a commitment from D to allow P a location at Tyson’s when and if it was approved by the Planning Commission. P then wrote a letter to D promising to give P an opportunity to become a major tenant at the Tyson's Corner center on terms at least equal to those granted other major department store tenants in exchange for assistance from Ds in securing the necessary zoning for the tract. D got zoning approval and then refused to rent to P. P sued D for specific performance. The court found that there was a binding option to lease and that the lease-option agreement was sufficiently definite and certain, in terms of design, type of construction, and price, to be specifically enforced. The court enforced the contract because it involved more than the mere construction of a building, and the building was to be built on land controlled by its owner (making it impossible for the enforcing party to have the job done by another and charged to the defaulting owner), and thus specific enforcement was entirely appropriate. D appealed.