case 14,2003 租赁合约

Goldmile Properties Ltd. v Lechouritis [2003] EWCA Civ 49 (29 January 2003)

英格兰及威尔士上诉法院

在SEDLEY大法官、RIX大法官之前

租赁合约—维持安宁生活的约定—维修合约—清洗外墙—承租人的生意受到干扰—损害赔偿请求


这是一份长达22年的租赁合约，承租人租赁房屋用于经营餐馆。合约约定房东有维修房屋的义务。房东后来请人重修和清洁租赁房屋的外墙。结果，维修人员的施工对承租人的餐馆经营带来麻烦，从外面看，该餐馆好像歇业了，从里面看，到处是灰尘。承租人于是提出索赔。斯托克珀郡法院（Stockport County Court）区法官Russell判决房东（出租人）胜诉，理由是：

I accept that the work was carried out to meet, as far as possible, the claimant's requirements within the time scale of the contract period and I believe that the defendant has been as helpful as it can with regard to the reduction and the payment of the service charge. I accept that the defendant is entitled to repair only in such a way that the covenant for quiet enjoyment is not breached and in broad terms, given the extent and nature of the works undertaken by the landlord, I suppose it is inevitable that any tenant will suffer a measure of inconvenience during the duration of the works. There will have been noise; there will have been dust, and there will have been some diminution in the light to the premises as a consequence of the sheeting.

也就是说，维修工作是合约的一部分。在这过程中会有尘土飞扬和噪声等等。这是不可避免的。这是履行该合约规定的维修义务的的必然结果，无可指责。

在上诉到曼切斯特郡法院后，Tetlow法官推翻了Russell法官的判决。他认为，如果有理由可以打破承租人的安宁权，这应该在合约理由明示或默示的约定。合约里找不到任何明示或默示条款允许这样做。他说：

I suppose it might be arguable that if the necessary works could not be carried out at all without some disturbance mounting to a breach of covenant, then licence pro tanto would be implied. However, that does not meet the situation here. The finding of all reasonable steps having been taken does not equate to all possible steps having been taken or that the works would be impossible without some nuisance. I decline to put the construction upon the lease asked for by the respondent.

上诉法院的看法是：In our judgment the test adopted and applied by the district judge was right, and that adopted and applied by the circuit judge was wrong. 即是区法官是正确的，后来的巡回法官的看法是错的。

Sedley大法官首先指出：

...where the provisions of any contract, including a lease, come into conflict, they are to be interpreted and applied so as to give proper effect, if possible, to both of them. 这已经是老生常谈的知识。

接着他说;

The ways in which the tenant's quiet enjoyment may be disturbed under the lease plainly include the execution of structural repairs and maintenance.

他引用了上议院在Southwark London Borough Council v Tanner [2001] 1 AC 1一案中Millett勋爵的观点:

the covenant for quiet enjoyment is broken if the landlord or someone claiming under him does anything which substantially interferes with the tenant's title to or possession of the demised premises or with his ordinary and lawful enjoyment of the demised premises. The interference need not be direct or physical.

他提出假设：

Assuming for the sake of argument that the restaurant was closed on Mondays, it would have been possible, however unrealistic, to erect the scaffolding and sheeting each Monday morning, to work on the building for the day and to strike the scaffolding in the evening, repeating the process for perhaps eighteen months or two years. As Mr Berkley accepted, such a course, though possible, would not be reasonable, not least because it would greatly inflate the cost to be borne ultimately not only by the claimant but - with no additional benefit to themselves - by the other tenants of the building. 显然这样做是很可笑的。

他回顾了1907年枢密院的一个判例：Lyttelton Times Company Ltd v Warners Ltd [1907] AC 476.在那案例中，一家旅馆和一家24小时英语的印刷厂共享一座房子。旅馆抱怨印刷厂的噪声影响了客人的休息。Lord Loreburn LC说；

as though the common intention was that the plaintiffs should have reasonably quiet bedrooms. If it was so, that was only one half of the common intention. The other half was that the defendants should keep on printing. One cannot bisect the intention and enforce one half of it when the effect of doing so would be to frustrate the other half.

Sedley大法官认为，根据该案例，当合约的这两部分产生冲突时，它们应当被合起来作为一个整体加以考虑，而不能认为这里面有优先顺序。因为合约里并没有这么说。

接着他又谈到Saner v Bilton (1878) 7 Ch.D. 815案。在那案例里，Fry法官指出：

It is further said that the construction of the covenant, as carrying with it an implied licence to enter, is inconsistent with the lessor's covenant for quiet enjoyment. I do not think it is, and for this reason, that the covenant for quiet enjoyment, if read as absolutely unqualified, is as inconsistent with an entry on the warehouse for a single moment as it is with an occupation for a month or a year … I think the covenant for quiet enjoyment must be read as subject to the licence which I have held to be implied in the covenant to repair. 也就是说安宁权并非绝对。

接着，大法官有提到非法滋扰法（the law of nuisance）的规定，Clerk and Lindsell在他们的著作Torts里提到一个后座法院的案件：Owen v Gadd [1956] 2 QB 99.那里面说：

Noise and dust caused by demolition and rebuilding will not be actionable if the operations are reasonably carried on, and all reasonable and proper steps are taken to ensure that no undue inconvenience is caused to neighbours.如果采取了合理措施区避免给邻人带来不当的不便，在实施重修的时候，造成噪声也好，灰尘也好，这些并不可诉。而这还是在没有合约关系的情况下的法律规定。

然后他考虑了合理性，作为一个事实，基于一些证据，他认为出租人做到了这一点。最后他说;

In its absence, while there is no obligation or necessity to reflect the disturbance of quiet enjoyment by remitting rental service charges, an offer to do so may well help in establishing the overall reasonableness of the lessor's intervention.

判决结果：上诉成功。出租人胜诉。