De La Concha Of Hartford, Inc. v. Aetna Life Insurance Company

849 A.2d 382 (2004)

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Nature of the Case

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Facts

P entered into a fifteen-year lease with D's predecessor for retail space in the Civic Center. The lease was renewed in 1990 and 1995 and expired by its terms in September 2000. 'The lease provided for an annual rental of $6502 the first year, $9625 the second and third years, and $13,125 the fourth through the fifteenth years, plus a percentage rental of 5 percent of gross sales. The lease further required P to contribute $18.23 a month to a promotional fund, to which other tenants contributed amounts based on the square footage of their stores. The lease was amended as of January 1, 1980, to provide that the percentage rent would be 5 percent of gross sales in excess of $262,500 each year and that D could terminate the lease if P's gross sales were less than $400,000 in one year. The lease was amended in 1990 to extend its terms to September 30, 1999, and to change the percentage rent to 5 percent of the gross sales, exclusive of cigarette sales, exceeding $262,500. It gave P the option to extend the term of the lease for two additional five year terms provided P was not in default and its gross sales in the last year prior to the date of exercise of the option totaled at least $262,500. P's lease did not have a clause tying P's tenancy either to a prescribed occupancy rate of the Civic Center or to a key tenant remaining at the Civic Center. D was never able to find an anchor tenant. Even when fully occupied, D lost money as the owner of the Civic Center. D's efforts at promotion did not increase traffic, obtain new tenants or acquire tenant replacements at the Civic Center. In 1995, D essentially terminated its efforts to promote the Civic Center and substantially cut its promotion budget. It stopped [television], radio, and newspaper advertising and promotional events. It also stopped requiring tenants to contribute to the Civic Center marketing fund. In 1997, P's sales peaked at $550,027, over 70 percent higher than they had been just five years earlier. In 1999, D agreed to sell the Civic Center to Northland, Inc., for development into a high rise residential complex with some retail stores. P's sales dropped from $401,120 to $283,535. P started to default in its rent. In 2000, P sought to exercise its option to renew its lease for another five years. P had failed to maintain its annual sales of at least $ 262,500 and was behind in rent. D rejected P's option to renew. P sued D, and the court found for D. P appealed.