Hughes v Metropolitan Railway Co [1877]

Material Facts:

Hughes leased property to Metropolitan Railway. The terms of the lease entitled Hughes to demand that tenants repair the building within 6 months of notice. Failure of the tenants to conduct the repairs could lead to eviction. Notice for repairs was given on October 22, 1874 and the tenants had till April 22, 1875, to complete the repairs. In November, the Railway company began negotiations with Hughes to purchase the property. When negotiations broke down in December, Hughes still demanded that the repairs be completed six months after the original notice. The tenants believed the six months period should start from the time negotiations broke down and not from the original notice.

Procedural History:

The trial judge found for Hughes, the tenants appealed and the appeal was allowed. Hughes proceeded to the House of Lords.

Issues:

1. Whether there was an implied promise to suspend the month term during negotiations.

Holding:

1. There was an implied promise to suspend the month term during negotiations.

Ratio Decidendi:

That during the course of the negotiations, both parties by entering into the negotiations “made it an inequitable thing that the exact period of six months dating from the month of October should afterwards be measured out as against the Respondents as the period during which the repairs must be executed.” The railway tenants thus relied on the assumption that the six months period would begin at the end of negotiations.