Mall Has Duty to Repair Roof

Facts: In December 2005, Quincy Mall sued Kerasotes Showplace Theatres to recover alleged unpaid rent due under the commercial lease. In May 2008, the trial court ruled in favor of the theatres.

The owner argued that it was not its responsibility to replace the tenant's roof and that the tenant should not be allowed to offset the cost of the roof replacement against its rent.

Decision: The appeals court upheld the trial court's ruling in favor of the tenant.

Reasoning: The appeals court pointed out that the commercial lease contained a general repair clause that made the tenant responsible for ordinary repairs to the roof. The clause did not make the tenant responsible for repairs such as an entire roof replacement, the court stated.

The responsibility for replacing the roof fell on the owner as there was no other “plainly discoverable” clause in the parties' lease that placed the responsibility on the tenant, according to the court.

It was true that the tenant's duty to pay rent was separate from the owner's duty to replace the roof. However, while the tenant had an obligation to continue paying rent, it was entitled to withhold the cost of the roof replacement because it had informed the owner that the roof could not be repaired and needed to be replaced, the owner failed to replace the roof in a timely manner, and the tenant informed the owner of its intent to replace the roof and to offset the cost against its rent.

• Quincy Mall, Inc. v. Kerasotes Showplace Theatres, LLC, February 2009