The Italian Fisherman, Inc. v. Middlemas

554 A.2d 1 (1988)

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Nature of the Case

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Facts

The Italian Fisherman (D) entered into a 25-year ground lease with Middlemas (P). D took possession and built a $175,000 restaurant on the property. A year later, D sold the business to Armand for $335,000. P assented to an assignment of the lease, but it was made clear that D was not relieved of its responsibilities under the lease. D then executed a security agreement on all of the assets of Armand's business. P was unaware of this agreement. Things went south for Armand 8 years later, and Armand desired to sell the business, but D declined its consent. Armand sued D seeking injunctive and declaratory relief, and D countersued for enforcement of the security agreement. Armand defaulted on rent and taxes, and D was not notified. D did, however, send P checks for both real estate taxes and October rent. D also eventually sent a rent check for November when it discovered that Armand had not paid November's rent. P delivered a lease termination notice to Armand and D. D's checks were rejected by P and returned on December 12, 1984. P then filed suit in January 1985 against Armand. Armand did not answer, but D was allowed to intervene. The trial court ruled that D was merely a creditor of Armand and had no right title and interest in the reversion of the lease. P was given possession and D appealed. The Circuit Court affirmed.