01/12/2022 | Commercial leases

Inopposabilité au bailleur d'une cession sous seing privé

Commentaire de Cass. 3ème civ., 7 septembre 2022, AJDI, décembre 2022

A court of appeal breaches the obligation not to distort the written documents submitted to it where, in order to declare the deed of assignment enforceable against the landlord, it holds that, by asking the lawyer who drafted the deed to remind the parties of the terms of the original lease, the landlord implicitly but necessarily waived the requirement of a notarial deed, and infers from this that a letter constitutes a positive and unequivocal act by which the landlord accepted the assignment by private deed, whereas that letter disclosed no clear and express waiver by the landlord of its right to rely on the lease clause requiring any assignment to be made by notarial deed.

Blatter Seynaeve
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