Dover Shopping Center, Inc. v. Cushman's Sons, Inc.

164 A.2d 785 (1960)

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Nature of the Case

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Facts

P and D entered into a written lease. The lease was a detailed and comprehensive instrument of some 29 pages, resulted from protracted negotiations between the parties during which D was represented by counsel. The lease provided for a minimum annual rental of $7,000 plus a shifting percentage of gross sales in excess of the minimum rent. D was obligated to keep the business open during normal business hours. D opened the store in 1957 and closed it in 1959. D posted a window sign indicating that the store was closed for alterations. Eventually, D wrote P that it was permanently ceasing operations, indicating that it had found the enterprise unprofitable and had decided it would be less costly to pay the minimum rent than to resume operations. Under the lease, P had a right to injunctive relief if D breached the lease. P sought a mandatory injunction directing D to perform the covenants contained in the lease. D claimed that (1) equity should not grant specific performance of a contract relating to personal services or requiring court supervision over a long period of time; (2) D had continued to pay its minimum rent down to date, but had never paid any additional rent over and above the minimum; (3) P has not suffered any substantial or irreparable injury and had an adequate remedy at law; (4) equity should not grant specific performance where the benefits to P from the store being open would be slight in comparison to the substantial injury sustained by D. D also claimed misrepresentation by P in the contract formation. The trial judge refused to permit parol evidence with respect to the alleged misrepresentations. D alleged that P had falsely represented that the shopping center would be completed during 1957, a department store would be built and operating, all sidewalks would be completed immediately, a theatre would be installed and operating in 1957, and parking facilities for 2,000 cars would be constructed within a reasonable time. P got the verdict and D was required to reopen the store. D appealed.