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ACP > 5.3 Commercial Lease: Alienation > Flashcards

5.3 Commercial Lease: Alienation Flashcards

1
Q

Why is it unfair for L to be able to refuse to assign if assignee of same group

A

Prevents legit corporate restructuring otherwise than for insolvency

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2
Q

Why is unfair in lease to state cannot UL only part

A

Reduces T’s flexibility in finding assignee

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3
Q

Why is unfair for a condition of consent to A to be RD ALWAYS given when assigning to company within group

A

May be required when assignor didn’t have to

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4
Q

Why is it unfair to require in lease that L can refuse UL if UT of same group

A

Prevents legit corporate restructuring otherwise than for insolvency

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5
Q

19(1)(a) LTA ‘27 does what

A

Upgrades QC to FQC

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6
Q

What provision specifically applies to assignment, allowing L to state conditions of assignment in lease which are then automatically reasonable

A

19(1A) LTA ‘27

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7
Q

Why is it reasonable for L to state as a circumstance of refusal that assignee’s ability to comply w/ covenants measured by ref to CT’s financial strength

A

Backs up any AGA given

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8
Q

Why is it unfair to state as a circumstance of refusal that assignee’s ability to comply w/ covenants measured by ref to CT’s financial strength + guarantor + security

A

Too onerous - essentially never able to assign

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9
Q

How to redraft circumstance of refusal if assignee of same group

A

Permit assignment to member of same group

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10
Q

What should rent NOT be under UL

A

Full rack rental value

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11
Q

How to limit condition of consent re: AGA, guarantor AND rent deposit

A

AGA + EITHER G or RD

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12
Q

What case said that preconditions to UL are mandatory, so failure to comply = L need not even consider app

A

Crestfort v Tesco

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13
Q

Why is LtUL used

A

For L to have direct covenant w/ UT

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14
Q

What is a ‘reasonable time’ to reply to request for consent to alienate

A

28 days from sufficient info

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15
Q

Why is it an unfair circumstance for refusing assignment that L can refuse if ANY sums outstanding

A

Some sums may be withheld legitimately

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16
Q

International Drilling key

A

T-L relationship

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17
Q

Why is it unfair in lease to require UL to contract out of ‘54 Act

A

Makes UL less attractive

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18
Q

1 LTA ‘88 does what

A

Ensures that, if FQC for alienation (upgraded or not), cannot unreasonably delay consent

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19
Q

What case showed that if L has reasonable belief assignee/UT will breach T covenant, can be reasonable to refuse alienation request

A

Ashworth Frazer v Gloucestershire CC

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20
Q

If the covenant for A or UL is a QC, what two provisions have effect

A

19(1)(a) LTA ‘27 and 1 LTA ‘88

21
Q

Why is it unfair for L to require that a rent deposit/guarantor be obtained for UT if UT has good financials

A

Unreasonable under International Drilling

22
Q

What case tells us ‘reasonable time’ for 1 LTA ‘88 is 28 days from sufficient info

A

Dong Bang Minerva

23
Q

If rent deposit is limit to e.g. 1/4 of annual rent, what should you check

A

That any increase in the deposit in line w/ yearly rent at RR is similarly restricted

24
Q

What should you ensure if RD is condition of consent to A + company within same group

A

Only giving RD if assignor gave deposit

25
Q

Why is an AGA not require for UL anyway

A

OT will remain liable under lease so not needed anyway

26
Q

If L is delaying but under statutory duty to reply in reasonable time (1 LTA ‘88), what can S do

A

Remind L’s Ss of statutory duty

27
Q

How is UL to be entered into

A

By deed

28
Q

How to redraft assignment circumstance of refusal which is too onerous (checking ability to comply by ref to CT + guarantor + security)

A

Delete completely or restrict to CT’s financial strength only

29
Q

Crestfort v Tesco key

A

Preconditions mandatory

30
Q

Why is unfair for L to make it a condition of his consent to UL that an AGA be given

A

16 LT(C)A only applies to assignment

31
Q

How to redraft circumstance of refusal of A that L can refuse if ANY sums outstanding

A

Limit to Basic Rent only

32
Q

What is the effect of 19(1A) LTA ‘27

A

Allows L to state conditions of assignment in lease which are then automatically reasonable

33
Q

What should any AGA condition of A explicitly state, despite it being in statute

A

CT also to be released when assignee released under s.5 LT(C)A

34
Q

When will L not agree to remove provision in lease that UL must contract out of ‘54 Act

A

If lease contracted out

35
Q

How to restrict condition of consent to A that RD to cover all ‘Rents’

A

Restrict to Basic Rent only

36
Q

How to redraft condition that AGA always required for A

A

Restrict to assignee of lower financial standing OR only if reasonable

37
Q

What two cases give an example of a reasonable refusal of consent to alienate

A

Ashworth Frazer v Gloucestershire CC + Moss Bros v CSC

38
Q

s.5 LT(C)A says what

A

Tenant released on assignment (if new lease)

39
Q

What should RR terms under UL be

A

Same dates + basis as lease

40
Q

When do RR terms under UL NOT need to be same as HL

A

If UL term not beyond next Review Date

41
Q

Dong Bang Minerva key

A

28 days

42
Q

Why is it unfair for a condition of consent to A to be to give AGA, guarantor and rent depisit

A

Too onerous and unattractive for assignee

43
Q

Ashworth Frazer v Gloucestershire CC key

A

Breach T covenant

44
Q

Why is it an unfair condition of consent to A that rent deposit is to cover ALL ‘Rents’

A

Should not include IR or SC

45
Q

Why is unfair for lease to require that UL does not permit UT to underlet

A

Makes UL less attractive by restricting UT

46
Q

What should the rent on an UL be

A

Full open market rental value

47
Q

Why is it unfair for L to make an AGA a condition of consent to A in ALL cases

A

May be entirely unnecessary

48
Q

What case stated that any conditions to a FQC must be reasonable

A

International Drilling

49
Q

Moss Bros v CSC key

A

Tenant mix

ACP (12 decks)

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