The High Court has ruled that Ringmahon Company and Dunnes Stores had no liability to the owners of a Finglas shopping centre unit, or to its tenant, for services under a 1986 deed concerning the centre’s common areas.
The judgment, delivered by Mr Justice Roderick Murphy on 26 June 2007, dealt with a preliminary issue in the defendants’ claim for an indemnity from the two third parties. The judge said the issue was heard separately from the plaintiff’s case against the defendants. The decision did not determine the plaintiff’s claims against the defendants.
Cardiff Meats Limited, a craft butcher and tenant of Unit 8, had claimed that the defendants failed to provide maintenance and other services required by its lease. It sought damages and injunctions in Circuit Court proceedings. The Circuit Court refused the claim, and Cardiff Meats appealed to the High Court.
The defendants, P.J. McGrath, Mary McGrath and Thomas McGrath, sought an indemnity from Ringmahon and Dunnes Stores. They argued that the 1986 deed required the owner of the common areas to provide services, and that the third parties had taken the benefit of an arrangement under which the defendants collected service charges and arranged services. They submitted that the parties’ conduct could bind the third parties to continue providing services while the leases remained in force.
The third parties argued that the service obligations were positive covenants and could not bind successors in title. The judgment reviewed the parties’ submissions and the law on positive covenants, including the principle that such obligations generally cannot be enforced against a successor who was not party to the original contract.
The court accepted that parties’ practice in relation to services and charges could bind them to continue that practice for the relevant lease term or otherwise. However, it found there was no privity of contract between the defendants and the third parties under the 1986 deed, and no landlord-and-tenant relationship between them. It concluded that neither Ringmahon nor Dunnes Stores had liability to the defendants or the plaintiff under Clause 5(c) of the deed or for the services listed in its Fifth Schedule.
The judgment therefore resolved the preliminary third-party liability issue against the defendants. It did not decide whether the defendants had breached the plaintiff’s lease or grant the plaintiff any relief on its appeal.