## Facts

- Rudolph F. Winternitz operated a pharmacy in a shopping center under a six-year written lease ending January 31, 1983; the lease converted to a month-to-month tenancy after expiration, terminable on 30 days’ written notice.
- Before expiration, Winternitz discussed renewal and possible sale of his business with the landlord’s representatives; he was told renewal and assignment to a financially sound buyer would be acceptable.
- In mid-January 1983, the property manager delivered a proposed two-year lease with an eight-year renewal option at higher rent and requiring renovations; it was marked “SAMPLE” and was never signed.
- Winternitz paid increased rent and marketed the business in reliance on the asserted renewal and assignability.
- On February 2, 1983, Winternitz agreed to sell the pharmacy for $70,000 to the Suh family, contingent on obtaining and transferring the lease.
- After initially indicating no problems with the transfer, the landlord refused to renew or allow assignment, chose to negotiate directly with the buyers, and served Winternitz with a 30-day notice to vacate.
- A broker testified the landlord’s principal stated he wanted Winternitz to leave “without a dime” and would lease to the buyers only if Winternitz received nothing.
- Winternitz renegotiated the sale price down to $15,000.
- A jury awarded $45,000 on breach of renewed lease, breach of assignment agreement, and malicious interference with contract; the trial court entered judgment notwithstanding the verdict for defendants on all counts.

## Issues

1. Whether an alleged oral renewal of a lease for more than one year (and an alleged permission to assign it) is enforceable for money damages despite the Statute of Frauds, including by part performance.
2. Whether evidence was sufficient to support liability for malicious interference with Winternitz’s contract to sell his business, notwithstanding the unenforceability of the alleged lease renewal.

## Decision

- The appellate court affirmed judgment notwithstanding the verdict on the breach-of-lease and breach-of-assignment counts.
- The court held the alleged renewal was within the Statute of Frauds and unenforceable because there was no signed writing; the “SAMPLE” document did not satisfy the statute.
- The court held part performance did not remove the alleged lease from the Statute of Frauds in an action at law seeking damages.
- Because the renewal was unenforceable, there was no enforceable renewed lease interest to assign, defeating the assignment-based contract claim.
- The appellate court reversed judgment notwithstanding the verdict on malicious interference and reinstated the jury’s verdict on that count, finding sufficient evidence of intentional, unjustified interference and malice.

## Legal Principles

- A lease (or lease renewal) for a term exceeding one year must be in a signed writing to be enforceable against the party charged under the Statute of Frauds.
- In Maryland, part performance is generally available to support equitable relief (such as specific performance) and does not render an oral agreement enforceable in an action at law seeking only monetary damages.
- When an alleged lease renewal is unenforceable, a claim premised on assigning rights under that renewal fails because there is no enforceable interest to transfer.
- A party may be liable for malicious interference with contractual relations where it knowingly, intentionally, and without justification prevents performance of a valid contract between others; evidence of an intent to injure can support the malice/improper motive element.
- The Statute of Frauds may bar contract enforcement while leaving available a tort remedy for wrongful interference with a separate, valid contract.

## Conclusion

The court held that the tenant could not recover damages for an alleged oral lease renewal or its assignment because the Statute of Frauds required a signed writing and part performance did not apply in a damages-only action, but it reinstated the jury’s award for malicious interference because the landlord’s conduct and statements supported a finding of intentional, unjustified interference with the tenant’s business-sale contract.


Winternitz v. Summit Hills Joint Venture, 532 A.2d 1089 (Md. Ct. Spec. App. 1987)