Dоuble H Housing Corporation (“Double H”) filed a Complaint for Possession in the Superior Court Landlord Tenant Branch, charging that its tenant, Brian David, had failed to pay rents due for October through December 2004. Double H now appeals the court’s judgment in favor of David. We reverse in part, affirm in part, and remand.
Factual Background and Procedural History
In 1995, David entered into a lease agreement with Double H for an apartment located at 4601 Connecticut Avenue, N.W., for a lease term commencing July 29, 1995, and ending July 31, 1996.
1
After the lease expired, David continued to oecu-
David commenced paying $1,488 per month as of August, 2003, but never signed a new lease. During a bench trial before the Honorable Mary Gooden Terrell, David testified that he had negotiated with Double H rental manager Tony Towler to pay that amount instead of the $1,561 quoted in the May 27, 2003 notice. 3 The court admitted intо evidence a past-due-rent notice that Double H sent to David on August 14, 2003 for failing to pay the $1,561, and Double H property manager Maria Wilsey testified that Double H had sent David other past-due notices as well. But no other past-due notices were introduced into evidence, 4 and David testified that Double H sent him no “other notices that my rent was deficient or not paid correctly.” It was undisputed that Double H continued to negotiate David’s payments of $1,488 per month for each month up to and including October 2004. 5
This was notwithstanding thе fact that on May 24, 2004, Double H sent David a letter notifying him that his rent would increase again effective July 1, 2004. In pertinent part, the May 24, 2004 letter advised David that he could “renew [his] current lease for another 12-month term starting July 1, 2004, at the same Lease rate of $1,561.... Should you decide not to sign for another one-year lease, your rental rate will be $1,611 per month.” David wrote a response letter to Double H explaining that his current rent was $1,488, not $1,561; asserting that the “12-month cycle for adjustments to the rent terms for my apartment commences August 1, nоt July 1”; and stating that he was agreeable to maintaining the rent at $1,488, but that a new lease “should not be necessary.” In a follow-up letter to David dated July 8, 2004, Wilsey stated that because David was on a month-to-month tenancy, “your rent may be increased at any time, given a 30-day notice,” that David
David continued to pay $1,488 рer month and Double H cashed his checks for July, August, September and October, 2004. In November 2004, however, Double H began returning David’s checks. Double H returned his checks for November and December 2004, and then, on December 20, 2004, filed its complaint for possession for non-payment of rent, which the complaint stated was $1,611 per month. 6 The Superior Court docket sheet indicates that service of the complaint on David was accomplished by posting on January 14, 2005.
One of Double H’s trial exhibits indicates that Double H returned David’s Januаry 2005 check for $1,488, but cashed his February 2005 check for $1,488. The Superior Court docket sheet shows that beginning in March 2005, David made rent payments of $1,561 into the court registry, pursuant to what the docket sheet states was a “protective order by consent.”
At the close of the bench trial held on October 5, 2005, the trial judge ruled that Double H was not entitled to the arrearag-es that it sought. The court reasoned that Double H was “entitled to rent increases, but it should not be conditioned upon whether someone negotiates a new lease,” because that approach “puts the tenant at a tremendous disadvantage.” The court ruled that the rental rate would be considered $1,488, the amount “that had been accepted for a whole year.” The court also held that the offer of a lower monthly rent in exchange for signing a new lease was “void.” The trial judge stated that “if the landlord wants to increase the rent, then they need to ... do a rental increase, and not condition it upon any leases being signed.... ”
This appeal followed.
Analysis
I.
Double H’s brief focuses on the following issue: whether a landlord, entitled to increase the rent charged to its month-to-month tenant, may require the tenant to execute a new lease agreement as a condition of receiving a discount from the otherwise applicable rent increase. We agree with Double H that a landlord may do so, absent circumstances that would support a finding that the tenant was effectively coerced into abandoning the month-to-month tenancy that he was entitled to maintain under District of Columbia law (specifically, D.C.Code § 42-3505.01).
By providing that “no tenant shall be evicted from a rental unit, notwithstanding the expiration of the tenant’s lease or rental agreement, so long as the tenant continues to pay the rent to which the housing provider is entitled for the rental unit,” section 42-3505.01 guarantees a holdover tenant the
opportunity
to continue his tenancy on a month-to-month basis as long as he pays the rent. It does not, however, mandate that any continued tenancy must
Because we conclude that the trial court’s judgment was not required in order to give effect to section 42-3505.01, we cannot uphold the judgment for the reasons that the trial court stated. However, our holding that Double H could condition a rent discount on David’s signing a new lease does not lead us to declare that Double H is entitled to recover the rent it demanded for the period in issue. Rather, fоr reasons that we explain infra, for the months through October 2004, we affirm the court’s judgment that David did not owe the rent that Double H demanded. 10 For the period from November 2004 through February 2005, we remand the case to the trial court to determine the monthly payment amounts for which David was liable.
II.
Paragraph 32 of the 1995 lease agreement between Double H and David states as follows:
HOLDING OVER: Should Tenant continue in possession after the end if the term, herein created with permission of the Landlord, it is agreed that the tenancy thus creatеd can be terminated by either party giving to the other party noless than thirty (30) days’ written notice from the first day of the month, to expire on the last day of the month. In so continuing the Landlord reserves the right to renegotiate new terms and conditions pertaining to the rent at that time, and the Tenant covenants and agrees to keep and fulfill all other conditions and agreements herein and in case of default in payment of rent, hereby waives the right of any notice to quit.
Thus, the parties’ agreement called for “renegotiаting] new terms and conditions pertaining to the rent” should David holdover after his lease expired.
When Double H informed David unilaterally in May 2003 and May 2004 that the rent for continuing his month-to-month tenancy would increase to $1,561 as of August 1, 2003, and then to $1,611 as of July 1, 2004, David remained in his apartment and continued to pay only $1,488. The record makes clear that David did not simply agree to pay the higher rent that Double H demanded. 11 He sought to negotiate a lower month-to-month rent, and in the meantime, simply held out, resisting Double H’s demands and (it appears) hoping that Double H would relent and accept the lower amount ($1,488) that he tendered each month.
The trial court found that Double H had accepted David’s payments of $1,488 “for a whole year” after Double H announced the rent increase that would take effect on August 1, 2003. In fact, the evidence is that Double H accepted David’s payments for fifteen months, i.e. through October 2004, notwithstanding a few protests along the way. The trial judge did not use the term “accord and satisfaction,” but her conclusion that she would consider the rent to be $1,488 appears to rest on that doctrine. And although the facts might support a different conclusion, we cannot say that the trial court clearly erred or abused her discretion in finding (implicitly) that there was an accord and satisfaction establishing the rent at $1,488 for those months when Double H cashed David’s checks for that amount.
“Accord and satisfaction is a method of discharging and terminating an existing right and constitutes a perfect defense in an action for enforcement of the previous claim.”
Pierola v. Moschonas,
Often, accord and satisfaction arises as a defense when one party tenders a check to the other that contains the phrase “payment in full” or other words to that effect.... Where the amount due is in dispute, and the debtor sends cash or check for less than the amount claimed, clearly expressing his intention that it is sent as a settlement in full, and not on account or in part payment, the retention and use of the money or cashing of the check is almost always held to be an acceptance of the offer operating as full satisfaction.
As the quotation from
Pierola
indicates, in many cases in which courts have applied the doctrine of accord and satisfaction, the debtor’s intention to pay in full through tender of a check for less than the creditor demands was indicated by a “payment in full” or similar notation on the check itself. However, other manners of conveying the debtor’s intent in tendering the check may be a sufficient basis for application of the doctrine.
See, e.g., H.H. Butler Stores, Inc. v. Barron,
Here, the facts made permissible (even though they may not compel) a finding that, each month through October 2004,
12
there was an accord and satisfaction by which Double H relented and “accepted” David’s continued payments of $1,488. Double H cashed David’s checks for $1,488 for August 2003 and later months even though it had notified him that his rent for continuation of his month-to-month tenancy would be $1,561 commencing August 1, 2003. Further, David testifiеd about an agreement with the Double H rental manager that he could continue to pay the
In addition, David testified that during the summer of 2004,
I asked [Wilsey] why other tenants wеre being offered a very special opportunity to renew at the same lease rate, but when I informed them that [$1,561] wasn’t my lease rate, that they had the wrong number in there, why were they singling me out and increasing my rent when others were being offered the same rent as before. She did acknowledge that there were tenants that had received a zero dollar increase at that time. And then she alluded to the fact that there were some accounting problems ... under Mr. Tow[l]er when he was the rent manager and that she wоuld get back to me on that.
Wilsey testified that in November 2004, Double H “returned [David’s] rent to him ... because he continued to pay the wrong amount. And we told him that we would return Ms check if it was not for the correct amount ” (emphasis added). And, Double H’s complaint did not seek to recover any additional amounts for the period prior to October 2004.
In sum, there was a genuine dispute about what rent David was obligated to pay, with David demanding that he be permitted to continue at the “same rent” he had been paying, like other tenants.
13
David communicated his position through his correspondence and conversations with Towler and Wilsey, and continued to pay only $1,488 per month. Double H, whose staff described to David the landlord’s policy of returning rent checks that were not for the correct amount, continued to cash the checks through October 2004. These facts permitted a finding that Double H cashed David’s checks with an understanding that David tendered his payments of $1,488 as payment in full.
Cf. Town Ctr. Mgmt. Corp. v. Chavez,
III.
Beginning in November 2004, however, a number of things changed that possibly call for a different оutcome for those months. Starting with November 2004, Double H began returning David’s checks. At the very least, it seems, this signaled to David the negotiating period was at an end and that Double H was insisting on payment of the higher rent it had demanded as a condition of David remaining in his unit.
14
On the other hand-even though David had waived the right to have a thirty-day notice to quit before Double H could sue him for possession-Double H waited until December 20, 2004, to file its suit for possession, arguably sleeping on its rights until that time.
15
Not only that, but Double H did not manage to serve David with its complaint until January 14, 2005, once again delaying pursuit of its demand that David pay a higher rent to remain on the premises. And, as noted earlier, it appears that Double H cashed his check for $1,488 for February 2005, not seeking a protective order until February 18, 2005, and even then agreeing to payments into the court registry of $1,561 (rather than the $1,611 that it told David was the monthly rent amount). Accordingly, for November and December 2004 and January and February 2005, it is not immediately clear whether the amount that David was liable to pay for occupancy оf his apartment was the $1,611 that Double H demanded, the $1,561 that the par
The record does not reveal the reasons for these varied and seemingly inconsistent actions by Double H. We conclude that a remand is in order so that the trial court — taking any additional evidence that it believes is relevant — can sort out which of a number of рotentially applicable doctrines might apply to dictate the payment amount(s) for which David is hable for these months.
To summarize, we reverse the trial court’s ruling that in no case may a landlord condition a discount from an otherwise applicable rent increase on a month-to-month tenant’s agreement to enter into a new lease; we affirm the trial court’s ruling that David’s rent amount was $1,488 for the months in issue through October 2004; and we remand for a determination of the amount(s) for which David is liable for the months of Novеmber and December 2004 and January and February 2005. 17
So ordered.
Notes
. Double H’s brief advises the court that the property is exempt from rent control.
.See
D.C.Code § 42-3505.01(a) (2001) (stating in pertinent part that "no tenant shall be evicted from a rental unit, notwithstanding the expiration of the tenant’s lease or rental agreement, so long as the tenant continues to pay the rent to which the housing provider is entitled for the rental unit.”). This provision of section 42-3501.01(a) applies broadly, even to rental units that are not subject to rent control.
See Administrator of Veterans Affairs v. Valentine,
. David testified that he explained to Towler that he had lived in the apartment for eight years and had always timely paid his rent, and that there were "no complaints against [him]” and thus a year-long commitment was not necessary.
. Wilsey testified that she would "have to go back through two years’ worth of history” to say how often Double H had sent David past-due notices.
. David’s checks were actually for the amount of $1,653; he wrote in the memorandum line on his checks that this amount included $1,488 for apartment rent and $165 for parking. It appears that at least some of David’s payments were via automatic debit through his bank account.
. As amended in February 2005, the complaint sought arrearages and late fеes for the period October 1, 2004 to December 31, 2004. During the trial, however, Wilsey testified that the arrearage amount was $9,773, an amount that reflected alleged underpayments since August 2003, the effective date of the first increase in issue, and that gave David credit for amounts paid into the court registry. As discussed infra, the trial court ruled on the issue of whether David owed additional rent for the period commencing August 1, 2003.
. Cf. Auger v. Tasea Inv. Co., 676 A.2d 18, 22 (D.C.1996) (Ferren, J., dissenting) ("If a landlord serves on the tenant a valid notice to quit and says, at the same time, that as of the terminatiоn date the rent will increase 100-fold if the tenant holds over, the trier of fact will confront the question whether, under all the circumstances, the tenant can be held to have agreed to a new, higher-rent tenancy if the tenant stays on the property or will be held responsible, instead, for damages based on fair use and occupancy value”).
. Judge Terrell did observe generally that conditioning a rent discount on whether a tenant signs a new lease "puts the tenant at a tremendous disadvantage,” but she did not make a specific finding that David was disadvantaged or deprived of a meaningful choice.
. Such a bargain might benefit both parties: the tenant would pay a lower rent, and the landlord would have the predictability of a lease for a fixed term.
. We "may affirm a decision for reasons other than those given by the trial court.”
Kingman Park Civic Ass’n v. Williams,
. And, as one court put it, ‘‘[a] unilateral statement of rent does not per se create a contract.” Barrett v. Ray L. Stoddard Co., 1985 Conn.Super. LEXIS 158, *6 (Conn.Super.Ct.1985).
.
See Keuroglian v. Wilkins,
. We emphasize that this is not a case of simple failure to pay, or payment of less than the agreed-upon rent, neither of which would support a finding of accord and satisfaction.
.
Cf. Novak
v.
Cox,
. Thus, another possibility is that David “h[e]ld over without the consent of the landlord, and merely through the laches of the latter,” and was a tenant at sufferance for the months in issue. 52 C.J.S.
Landlord & Tenant
§ 285. Our case law establishes that where a tenant holds over as a tenant at sufferance without abiding by the landlord's rent terms, the landlord’s damages are the " ‘reasonable value’ for 'continued use and occupancy of the premises.’ ”
Hinton v. Sealander Brokerage Co.,
.
See Nicholas v. Howard,
. Regarding March 2005 and later months when a protective order was in place, the record indicates that the parties reached an agreement pursuant to which they directed the court to disburse the funds to Double H. We therefore see no need to consider what rent amount was owed for those months. If, as it appears, David remained in possession upon agreeing to a new rent amount, the issue of possession is moot, and so we also do not address that issue.