Renting in UK Law

Thus, like all points of construction, the meaning of this rent review clause depends upon the particular language used interpreted having regard to the context provided by the whole document and the matrix of the material surrounding circumstances, whilst recognising, therefore, that the particular language used will always be of paramount importance, it is proper and only sensible, when construing a rent review clause, to have in mind what normally is the commercial purpose of such a clause.

It has been said many times, Benmax v Austin Motor Co [1955] AC 370, Biogen Inc v Medeva Inc [1997] RPC 1 and Assicurazioni Generali SA v Arab Insurance Group [2003] 1 WLR 577 being only three of the examples of high authority, that an appellate court can hardly ever overturn primary findings of fact by a trial judge who has seen the witnesses give evidence in a case in which credibility was in issue.

Formerly the extinguishment of the tenancy by surrender also extinguished the reversion to any sub-tenancy, so that the remedy for the rent and the covenants attached to the reversion ceased with the reversion to which they were annexed. This unsatisfactory state of affairs was remedied by statute in two stages.

It was argued that there was a distinction (as to time limits) between options to determine, or to renew, or to acquire the reversion, and a right such as the present.

Expenses incurred after the liquidation date need no further equitable reason why they should be paid. It is not the business of the liquidator to incur expenses for any other purpose. There would be little point in a statute which specifically imposed liabilities upon a company in liquidation if they were payable only in the rare case in which it emerged with all other creditors having been paid.

As to the conclusion of the whole matter, in my view, save in exceptional circumstances, the function of the Court in exercising this equitable jurisdiction is to grant relief when all that is due for rent and costs has been paid up, and (in general) to disregard any other causes of complaint that the landlord may have against the tenant.

That appears from a passage in Holdsworth's "History of English Law", volume 7 at page 262, which was referred to by Lord Justice Evershed in Property Holding Co, Ltd. v. Clark (1948) 1 K. B. 630 at page 648:- "In modern law rent is not conceived of as a thing, but rather as a payment "which the tenant is bound by his contract to make to his landlord for the use of the land."