Recently, in the case of Siewert V. Casey, 37 Fla. Weekly D527 (Fla. 4th DCA 2012), Florida’s Fourth District Court of Appeal illustrated the pitfalls and “time bombs” awaiting commercial landlords using “boilerplate” or outdated leases. In Siewert, the landlord’s commercial lease required the tenant to obtain the landlord’s written consent to an assignment or sublease. The lease did not contain any specific standards (financial ability, credit score, etc.) governing the landlord’s approval process. Nevertheless, the landlord’s blanket refusal to allow a sublease was considered by the Court a breach of the lease:
When a lease contains a boilerplate clause requiring the landlord’s consent for any
proposed sublease—without specific standards governing the landlord’s approval—
the landlord may not then arbitrarily withhold approval of a sublease.
This decision stems in part from Florida’s “implied covenant of good faith”. The implied covenant of good faith is a common law doctrine requiring contracting parties to fulfill their contractual obligations in good faith.
To avoid suffering a similar fate, commercial landlords should seek assistance from an attorney in maintaining up to date master templates and leases. A lease should always be as short and concise as possible, while at the same time meeting the latest standards of Florida law and the landlord’s specific needs. The full text of the Court’s decision can be found here: Siewert V. Casey, 37 Fla. Weekly D527 (Fla. 4th DCA 2012).