Diminico v. Centennial Estates Coop., Inc.

• Decision Date: 11 March 2020
• Docket Number: No. 2018-0490,2018-0490
• Citation: 238 A.3d 1004,173 N.H. 150
• Parties: Mark DIMINICO v. CENTENNIAL ESTATES COOPERATIVE, INC.
• Court: New Hampshire Supreme Court

173 N.H. 150

238 A.3d 1004

Mark DIMINICO

v.CENTENNIAL ESTATES COOPERATIVE, INC.

No. 2018-0490

Supreme Court of New Hampshire.

Argued: September 25, 2019

Opinion Issued: March 11, 2020

Parnell, Michels & McKay, PLLC, of Londonderry (David M. Stamatis and William B. Parnell on the brief, and Mr. Stamatis orally), for the plaintiff.

Smith-Weiss Shepard, P.C., of Nashua (Robert M. Shepard on the brief and orally), for the defendant.

HANTZ MARCONI, J.

The defendant, Centennial Estates Cooperative, Inc., appeals, and the plaintiff, Mark DiMinico, cross-appeals, an order of the Superior Court (Schulman, J.) awarding declaratory and injunctive relief to the plaintiff. The plaintiff is a tenant at a manufactured housing community owned by the defendant. The trial court ruled that the defendant violated the plaintiff's right to quiet enjoyment when it deforested and regraded a portion of the lot leased by the plaintiff. We affirm.

I

The trial court found the following relevant facts. The defendant, a nonprofit consumer cooperative association, is the owner of a manufactured housing park in Derry known as Centennial Estates. The plaintiff and his daughter purchased a manufactured home in Centennial Estates in 2012. The deed to the manufactured home states that the home is located on "Lot 30" of the park. The plaintiff also entered into a "Member Occupancy Agreement" with the defendant at the time he purchased his home. The Member Occupancy Agreement stated that "the [C]orporation leases to the Member and the Member leases from the Corporation 26 Wayne Drive (street address) (hereinafter called the ‘Lot’) in the community," and that, "[u]pon payment of the rental herein, and upon compliance with the other terms of this agreement, the bylaws of the Corporation, and the Community Rules established by the Members, ... the Member shall have the perpetual right to occupy said lot."

The plaintiff's home is located on a corner lot at the front of the park. To the south there is a small stand of trees lining the border of the park, to the west there is a long, grassy yard and trees separating the lot from a public road, and to the north the lot faces Wayne Drive, a road in the park. Prior to August 2016, the lot was bordered to the east by trees and vegetation.

That month, however, the defendant decided to improve the lot that abuts the east side of the plaintiff's lot. A home had previously been placed on this lot, but it was no longer standing, and the lot was unoccupied. In order to make the lot habitable, the defendant had to dig a trench and install buried electrical conduit, install a new septic system, install fill over the septic system, regrade the lot, and construct a concrete pad upon which a manufactured home could be placed. As part of this project, the defendant decided to make changes to the plaintiff's lot. The defendant removed the trees and vegetation on the eastern portion of the plaintiff's lot and filled in the area with truckloads of boulders and dirt, creating a six-foot berm on the lot's eastern section.

The plaintiff was not made aware of the defendant's plans to alter his lot, and did not discover the changes until after they occurred because he had been away visiting his father. The plaintiff complained to the defendant's Board of Directors, seeking to have his lot restored to its prior condition and to limit the defendant's work to the abutting lot. In response, the defendant told the plaintiff that he had no rights with respect to his lot outside of the physical footprint of his manufactured home.

Eventually, the plaintiff filed the instant petition. He contended that the defendant's actions violated his right to quiet enjoyment of the lot. He sought a judicial declaration that he leased the entirety of the lot, not just the portion comprising the footprint of his manufactured home, as well as an injunction ordering the defendant to restore the lot's prior topography and vegetation, and an award of attorney's fees. After a trial and a view, the court ruled that the plaintiff had "a leasehold interest in the entirety of Lot 30, as depicted on Plan 900, as recorded at the Rockingham County Registry of Deeds." The court further ruled that the defendant violated the plaintiff's right to quiet enjoyment by deforesting and regrading his lot, and ordered the defendant to expend no more than $10,000 to restore the lot to its prior condition. However, the court declined to award the plaintiff attorney's fees. The parties filed motions for reconsideration, which were denied. These appeals followed.

On appeal, the defendant argues that the trial court erred in ruling that the plaintiff's leasehold extended beyond the physical footprint of his manufactured home. In addition, the defendant contends that it did not violate the plaintiff's right to quiet enjoyment by deforesting and regrading the lot upon which his manufactured home sits. The plaintiff argues that the court's rulings regarding the scope of his leasehold and the existence of a quiet enjoyment violation are correct, but, on cross-appeal, asserts that the court erred in limiting the extent to which the defendant must remediate the lot and by denying him attorney's fees.

II

We begin by ascertaining the scope of the plaintiff's leasehold. To do so, we look to the parties' lease.¹ A lease is a form of contract that is construed in accordance with the standard rules of contract interpretation. Echo Consulting Services v. North Conway Bank, 140 N.H. 566, 569, 669 A.2d 227 (1995). We will give the language used by the parties its common meaning as understood by reasonable people and, in the absence of ambiguity, we will determine the parties' intent from the plain meaning of the language used. Tulley v. Sheldon, 159 N.H. 269, 272, 982 A.2d 954 (2009). When construing disputed provisions in a lease, we must analyze the lease in its entirety. Echo Consulting, 140 N.H. at 569, 669 A.2d 227. The interpretation of a lease is ultimately a matter of law for this court to decide. Tulley, 159 N.H. at 272, 982 A.2d 954.

As noted above, the plaintiff and the defendant executed a document entitled "Member Occupancy Agreement" at the time the plaintiff purchased his manufactured home. The Member Occupancy Agreement states that the defendant agreed to lease a "Lot" to the plaintiff located at "26 Wayne Drive," and further states that the plaintiff "shall have a perpetual right to occupy said Lot" so long as he complies with the terms of the Member Occupancy Agreement, the park's community rules, and the park's bylaws. The Member Occupancy Agreement also incorporates the park's community rules and bylaws by reference. Thus, the lease in this case is comprised of the Member Occupancy Agreement, as well as the park's community rules and bylaws.

The defendant argues that the lease allows the plaintiff to place his manufactured home on the lot, but otherwise confers no leasehold interest in the lot. According to the defendant, the "Lot" that the plaintiff has a "right to occupy," as per the Member Occupancy Agreement, is limited to the footprint of his manufactured home. In advancing this argument, the defendant notes that the community rules "do not define the dimensions of a lot for a ... tenant within the Cooperative," and that the rules do not state that a tenant's leasehold interest extends beyond the footprint of his or her home.

We are not persuaded by the defendant's contentions. The lease, construed as a whole, establishes that the plaintiff has various rights and responsibilities with respect to a lot that is greater in size than the footprint of his home. For example, the park's community rules state that tenants "are liable for damages, injury or loss incurred in their homes and on their lot." (Emphasis added.) Tenants are also responsible for "[u]pkeep of their lot," and for "[t]he care, maintenance and snow removal of their own walk-ways and driveways." The community rules also allow tenants to have a "utility building" on their lot, so long as they obtain written approval from the park's Board of Directors after submitting a plan which shows the building's proposed "location on the lot." Tenants must keep their yards "neat and free of debris," and must keep their lawns "trimmed and mowed." While tenants are responsible for the upkeep of their own lots, the cooperative is responsible for the "[m]aintenance of ... common areas." Given these rights and responsibilities, and the allocation thereof between the cooperative and tenants, a reasonable tenant would understand that his lot is not limited solely to the footprint of his manufactured home. See id.

This conclusion does not end our inquiry, however, for we must still determine whether the trial court erred in declaring that the plaintiff's leasehold extends to "the entirety of Lot 30, as depicted on Plan 900, as recorded at the Rockingham County Registry of Deeds." The defendant, as the appealing party, has the burden of demonstrating that the court committed reversible error. Gallo v. Traina, 166 N.H. 737, 740, 103 A.3d 1183 (2014). The defendant argues on appeal that the court's reliance upon Plan 900 was misplaced because the plan does not accurately depict the park and the lots therein. The defendant notes, for example, that the park's deed describes a fifty-eight-unit mobile home park whereas Plan 900 shows a forty-seven-unit park.

From our review of the materials submitted by the parties, Plan 900 was apparently admitted without objection at trial, and the defendant does not argue on appeal that the plan was inadmissible. Accordingly, we construe the defendant's appellate argument to challenge the weight afforded Plan 900 by the trial court in resolving the scope of the plaintiff's leasehold. We defer to the trial court's determination regarding the weight to be given evidence unless that determination is unsupported by the evidence or is erroneous as a matter of law. See McCabe v. Arcidy, 138 N.H. 20, 24, 635...