Sublease in Rhode Island

Background

“[T]he right to lease premises necessarily involves the right to enter into the relation of landlord and tenant[.]" (See J-Scape Seasonal Prop. Care v. Schartner, C. A. WM-2021-0323, at *7 (R.I. Super. Jan. 21, 2022).).)

“An agreement controlling the relationship and the obligations of both the landlord and tenant is a lease, whereby the landlord grants possession and use of the real property to the tenant in return for consideration” (See id.)

“Upon the creation of such a relationship, certain rights and liabilities attach immediately-e.g., the tenant's obligation to pay rent and right to use and occupy the land in question.” (See id.)

General Information for Complaints and Motions

“It is well settled that a contract must be considered in its entirety and words in the contract must be given their plain and ordinary and usual meaning.” (See Spratt v. Forbes (1997) 705 A.2d 991, 992.)

“The distinction between subletting and assigning of the lease is evident. By assigning the lease, the lessees would divest themselves of all obligations to comply with the terms thereof.” (See Aneluca Associates v. Lombardi (1993) 620 A.2d 88, 93.)

“The new lessee would be solely responsible for carrying out the terms of the lease and making the necessary payments thereunder.” (See id.)

“In a subletting arrangement, however, the subtenant would be responsible to the lessees, but any failure on the part of the subtenant would not affect or diminish the obligation.” (See id.)

Standard of Review and Burdens of Proof

“It has long been held that parties are bound by the plain terms of their contract." (See Vincent Company v. First National Supermarkets (1996) 683 A.2d 361, 363.) “A court may look to the surrounding circumstances of contract formation to determine the parties' intended meaning of the words in a contract only when such words are ambiguous and open to more than one interpretation.” (See id.)

“When a contract is unambiguous, however, the intent of the parties becomes irrelevant.” (See id.)

The Court’s Decisions

“The law is well settled that a mere assignment of a lease and an acceptance of rent by the lessor from the lessee do not preclude the lessor from maintaining an action of covenant against the lessee on his covenant for the payment of rent.” (See Adams v. Burke (1898) 21 R.I. 126, 127.)

It is also well settled that “when land is leased to a tenant, the law of property regards the lease as equivalent to a sale of the premises for the term [of the lease]. The lessee acquires an estate in the land, and becomes for the time being both owner and occupier, subject to all of the responsibilities of one in possession, to those who enter upon the land and those outside of its boundaries." (See Lucier v. Impact Recreation (2005) LTD, 864 A.2d 635, 640.)